<PAGE>
                                                                    EXHIBIT 10.3

                          NORTHFIELD LABORATORIES INC.

                            STOCK OPTION GRANT LETTER


      Pursuant to terms of the Northfield Laboratories Inc. 2003 Equity
Compensation Plan (the "Plan"), this letter will evidence the award by
Northfield Laboratories Inc. (the "Company") to _________________ (the
"Recipient") of an option (the "Option") to purchase up to ____________shares
(the "Option Shares") of the Company's Common Stock, par value $.01 per share,
at an exercise price of $_____________ per share.

      The Option will in all respects be governed by and construed in accordance
with the terms and conditions of the Plan, as it is currently in effect and as
it may be amended in the future from time to time, which terms and conditions
are incorporated herein by reference and made a part hereof. The Recipient
hereby acknowledges receipt of a copy of the Plan as in effect as of the date of
this letter.

      In addition to the terms and conditions of the Plan, the Option awarded
hereby will be subject to the following terms and conditions:

            1. The Option will be deemed to be a Non-Qualified Stock Option as
      defined under the Plan.

            2. Except as otherwise expressly provided herein, the Option may be
      exercised by the Recipient in whole or in part at any time and from time
      to time during the period commencing as of the date of this letter and
      ending on the tenth anniversary of the date of this letter. The Option
      will be deemed fully vested and exercisable as of the date of this letter.

            3. If the Recipient's service as a director of the Company ceases as
      the result of the Recipient's death or Disability, then the Option will
      thereafter be exercisable by the Recipient, or his or her executor or
      other legal representative, for a period of one year form the date of
      disability or death.

            4. If the Recipient's service as a director of the Company ceases as
      a result of the failure of the Recipient to be nominated to serve as a
      director of the Company or as a result of the failure of the Company's
      stockholders to elect the Recipient as a director of the Company (provided
      that the Recipient has agreed to be nominated as a director), then the
      Option will thereafter be exercisable by the Recipient for a period of 90
      days from the date Recipient's service as a director of the Company
      ceases.

            5. If the Recipient's service as a director of the Company ceases
      for any other reason, then the Option will be deemed to have terminated
      and the Recipient will have no further rights hereunder.

            6. Any portion of the Option not exercised prior to the expiration
      of the periods described in paragraphs 2, 3, 4 and 5 will be deemed
      forfeited by the Recipient

<PAGE>

            7. For purposes hereof, "Disability" means a physical or mental
      disability or illness which substantially impairs the Recipient's ability
      to perform his or her regular duties with the Company for a period in
      excess of 180 consecutive days or for a period in excess of 270 days in
      any 365-day period.

            8. Nothwithstanding any provision herein to the contrary, the
      Recipient may not offer, sell or otherwise dispose of any Option Shares in
      a way which would (a) require the Company to file any registration
      statement with the Securities and Exchange Commission (or any similar
      filing under state law) or to amend or supplement any such filing or (b)
      violate or cause the Company to violate the Securities Act of 1933, as
      amended, the rules and regulations promulgated thereunder or any other
      state or federal law.

      Any questions regarding this letter or the terms and conditions of the
Plan may be direct to Jack J. Kogut, the Company's Senior Vice President and
Chief Financial Officer.


                                        NORTHFIELD LABORATORIES INC.



DATED:  ____________, 2004              BY:
                                           --------------------------------