Exhibit 10.23:

                             1997 STOCK OPTION PLAN
                                       OF
                            HUDSON TECHNOLOGIES, INC.

     1. Purpose

     Hudson Technologies, Inc. (the "Company") desires to attract and retain the
best available talent and encourage the highest level of performance in order to
continue to serve the best interests of the Company, and its shareholder(s).  By
affording key personnel the opportunity to acquire proprietary  interests in the
Company and by providing  them  incentives to put forth maximum  efforts for the
success of the business, the 1997 Stock Option Plan of Hudson Technologies, Inc.
(the  "1997  Plan")  is  expected  to  contribute  to the  attainment  of  those
objectives.

     The word  "Parent" as used  herein,  shall mean any  corporation  that owns
fifty percent or more of the voting stock of the Company.

     The word  "Subsidiary"  or  "Subsidiaries"  as used herein,  shall mean any
corporation,  fifty percent or more of the voting stock of which is owned by the
Company.

     2. Scope and Duration

     Options  under the 1997 Plan may be granted in the form of incentive  stock
options ("Incentive Options") as provided in Section 422 of the Internal Revenue
Code of 1986,  as amended (the  "Code"),  or in the form of  nonqualified  stock
options ("Non-Qualified  Options").  (Unless otherwise indicated,  references in
the 1997 Plan to "options" include Incentive Options and Non-Qualified Options.)
The maximum  aggregate  number of shares as to which options may be granted from
time to time under the 1997 Plan is 2,000,000* shares of the Common Stock of the
Company ("Common Stock"),  which shares may be, in whole or in part,  authorized
but unissued shares or shares  reacquired by the Company.  The maximum number of
shares with respect to which  options may be granted to any employee  during the
term of the 1997 Plan is 500,000. Except as otherwise provided in Paragraph 7(b)
hereof, if an option shall expire,  terminate or be surrendered for cancellation
for any reason without having been exercised in full, the shares  represented by
the option or portion thereof not so exercised shall (unless the 1997 Plan shall
have been terminated)  become  available for subsequent  option grants under the
1997 Plan. As provided in Paragraph 13, the 1997 Plan shall become  effective on
June 12, 1997, and unless  terminated  sooner pursuant to Paragraph 14, the 1997
Plan shall terminate on June 11, 2007, and no option shall be granted  hereunder
after that date.

*Increased to 2,000,000 shares by shareholder resolution made August 19,1999

     3. Administration

     The 1997  Plan  shall be  administered  by the  Board of  Directors  of the
Company, or, at their discretion, by a committee which is appointed by the Board
of Directors to perform such function  (the  "Committee").  The Committee  shall
consist  of not less than two  members of the Board of  Directors,  each of whom
shall  serve  at  the  pleasure  of  the  Board  of  Directors  and  shall  be a
"Non-Employee  Director" as defined in Rule l6b-3 under the Securities  Exchange
Act of 1934 (the "Act").  Vacancies occurring in the membership of the Committee
shall be filled by appointment by the Board of Directors.

     The Board of  Directors  or the  Committee,  as the case may be, shall have
plenary  authority in its discretion,  subject to and not inconsistent  with the
express provisions of the 1997 Plan, to grant options, to determine the purchase
price of the Common Stock covered by each option,  the term of each option,  the
persons to whom,  and the time or times at which,  options  shall be granted and
the number of shares to be  covered  by each  option;  to  designate  options as
Incentive  Options or  Non-Qualified  Options;  to interpret  the 1997 Plan;  to
prescribe, amend and rescind rules and regulations relating to the 1997 Plan; to
determine the terms and provisions of the option  agreements  (which need not be
identical)  entered into in connection  with options under the 1997 Plan; and to
make  all  other   determinations   deemed   necessary  or  advisable   for  the
administration of the 1997 Plan. The Board of Directors or the Committee, as the
case may be, may delegate to one or more of its members or to one or more agents
such administrative duties as it may deem advisable,  and the Board of Directors
or the  Committee,  as the case may be, or any  person to whom it has  delegated
duties as aforesaid may employ one or more persons to render advice with respect
to any responsibility  the Board of Directors or the Committee,  as the case may
be, or such person may have under the 1997 Plan.


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     4. Eligibility; Factors to be Considered in Granting Options

     Incentive  Options  shall be limited to persons  who are  employees  of the
Company or, if  applicable,  its  Parent,  or the  Company's  present and future
Subsidiaries  and at the date of grant of any  option  are in the  employ of the
Company or its Parent or the  Company's  present  and  future  Subsidiaries.  In
determining  the  employees to whom  Incentive  Options shall be granted and the
number of shares to be covered by each Incentive Option,  the Board of Directors
or the  Committee,  as the case may be,  shall take into  account  the nature of
employees' duties,  their present and potential  contributions to the success of
the Company and such other factors as it shall deem relevant in connection  with
accomplishing the purposes of the 1997 Plan. An employee who has been granted an
option or options  under the 1997 Plan may be granted  an  additional  option or
options,  subject,  in the case of Incentive Options, to such limitations as may
be  imposed  by  the  Code  on  such  options.   Except  as  provided  below,  a
Non-Qualified  Option may be granted to any person,  including,  but not limited
to, employees,  independent agents,  consultants and attorneys, who the Board of
Directors or the Committee,  as the case may be,  believes has  contributed,  or
will contribute, to the success of the Company.

     5. Option Price

     The  purchase  price of the Common  Stock  covered by each option  shall be
determined  by the Board of Directors or the  Committee,  as the case may be. In
the case of Incentive  Options,  the purchase  price shall not be less than 100%
(110% if granted to an employee  referred to in  Paragraph  8(b)  hereof) of the
Fair Market  Value (as defined in  Paragraph  15 below) of a share of the Common
Stock on the date on which the option is granted.  In the case of  Non-Qualified
Options  the  purchase  price per share of Common  Stock  covered by each option
shall be such  price,  not less than the par value a share of Common  Stock,  as
shall be determined by the Board of Directors or the Committee,  as the case may
be. Such purchase prices shall be subject to adjustment as provided in Paragraph
12 below.  The Board of  Directors or the  Committee,  as the case may be, shall
determine  the date on which an  option is  granted;  in the  absence  of such a
determination, the date on which the Board of Directors or the Committee, as the
case may be, adopts a resolution granting an option shall be considered the date
on which such option is granted.

     6. Term of Options

     The term of each option  shall be  determined  by the Board of Directors or
the  Committee,  as the case  may be,  provided,  however,  that the term of any
option  cannot be more than 10 years from the date of grant  (five  years in the
case of an Incentive Option granted to an employee referred to in Paragraph 8(b)
hereof).  All options  granted  pursuant to the 1997 Plan are subject to earlier
termination as provided in Paragraphs 10 and 11 below.

     7. Exercise of Options

     (a)  Subject  to the  provisions  of the  1997  Plan and  unless  otherwise
provided  in the option  agreement,  options  granted  under the 1997 Plan shall
become exercisable as determined by the Board of Directors or Committee.  In its
discretion, the Board of Directors or the Committee, as the case may be, may, in
any case or cases,  prescribe  that options  granted  under the 1997 Plan become
exercisable in installments or provide that an option may be exercisable in full
immediately upon the date of its grant. The Board of Directors or the Committee,
as the case may be, may, in its sole  discretion,  also  provide  that an option
granted pursuant to the 1997 Plan shall immediately  become  exercisable in full
upon the happening of any of the  following  events;  (i) the first  purchase of
shares of Common Stock  pursuant to a tender offer or exchange offer (other than
an offer by the  Company)  for all, or any part of, the Common  Stock,  (ii) the
approval by the  shareholder(s)  of the Company of an agreement  for a merger in
which  the  Company  will  not  survive  as  an   independent,   publicly  owned
corporation, a consolidation, or a sale, exchange or other disposition of all or
substantially all of the Company's assets, (iii) with respect to an employee, on
his 65th  birthday,  or (iv) with  respect  to an  employee,  on the  employee's
involuntary  termination  from  employment,  except as  provided  in  Section 10
herein.  In the event of a question or  controversy  as to whether or not any of
the events  hereinabove  described has taken place, a determination by the Board
of  Directors or the  Committee,  as the case may be, that such event has or has
not occurred shall be conclusive  and binding upon the Company and  participants
in the 1997 Plan.

     (b) Any  option  at any time  granted  under  the 1997  Plan may  contain a
provision to the effect that the optionee (or any persons  entitled to act under
Paragraph 11 hereof) may, at any time at which Fair Market Value is in excess of
the  exercise  price and prior to  exercising  the option,  in whole or in part,
request that the Company purchase all or any portion of the option as shall then
be exercisable at a price (the "Purchase Price") equal to the difference between


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(i) an amount  equal to the  option  price  multiplied  by the  number of shares
subject to that portion of the option in respect of which such request  shall be
made and (ii) an amount  equal to such number of shares  multiplied  by the fair
market value of the Company's Common Stock (within the meaning of Section 422 of
the Code and the treasury  regulations  promulgated  thereunder)  on the date of
purchase.  The Company shall have no obligation to make any purchase pursuant to
such request,  but if it elects to do so, such portion of the option as to which
the request is made shall be surrendered to the Company.  The Purchase Price for
the  portion of the option to be so  surrendered  shall be paid by the  Company,
less any  applicable  withholding  tax  obligations  imposed upon the Company by
reason  of the  purchase,  at the  election  of the  Board of  Directors  or the
Committee,  as the case may be,  either in cash or in  shares  of  Common  Stock
(valued as of the date and in the manner  provided in clause (ii) above),  or in
any  combination  of cash and Common  Stock,  which may consist,  in whole or in
part,  of shares of  authorized  but  unissued  Common Stock or shares of Common
Stock held in the Company's treasury.  No fractional share of Common Stock shall
be issued or transferred and any fractional  share shall be disregarded.  Shares
covered by that portion of any option  purchased by the Company  pursuant hereto
and  surrendered  to the  Company  shall not be  available  for the  granting of
further  options  under  the 1997  Plan.  All  determinations  to be made by the
Company  hereunder shall be made by the Board of Directors or the Committee,  as
the case may be.

     (c) An option may be exercised,  at any time or from time to time (subject,
in the case of Incentive Options,  to such restrictions as may be imposed by the
Code),  as to  any or  all  full  shares  as to  which  the  option  has  become
exercisable  until the expiration of the period set forth in Paragraph 6 hereof,
by the  delivery to the Company,  at its  principal  place of  business,  of (i)
written  notice of exercise in the form  specified  by the Board of Directors or
the  Committee,  as the case may be,  specifying  the number of shares of Common
Stock  with  respect to which the  option is being  exercised  and signed by the
person  exercising the option as provided  herein,  (ii) payment of the purchase
price;  and (iii) in the case of Non-Qualified  Options,  payment in cash of all
withholding tax obligations  imposed on the Company by reason of the exercise of
the option.  Upon  acceptance  of such notice,  receipt of payment in full,  and
receipt of payment of all withholding tax  obligations,  the Company shall cause
to be issued a certificate representing the shares of Common Stock purchased. In
the event the person  exercising the option  delivers the items specified in (i)
and (ii) of this Subsection (c), but not the item specified in (iii) hereof,  if
applicable,  the option shall still be considered  exercised upon  acceptance by
the  Company  for the full  number of shares of Common  Stock  specified  in the
notice of exercise  but the actual  number of shares  issued shall be reduced by
the smallest  number of whole shares of Common Stock which,  when  multiplied by
the  Fair  Market  Value of the  Common  Stock  as of the  date  the  option  is
exercised, is sufficient to satisfy the required amount of withholding tax.

     (d) Except as otherwise provided in subsection (b) of this Paragraph 7, the
purchase price of the shares as to which an option is exercised shall be paid in
full at the time of exercise.  Payment shall be made in cash,  which may be paid
by check or other instrument acceptable to the Company; in addition,  subject to
compliance with applicable laws and regulations and such conditions as the Board
of  Directors  or the  Committee,  as the case may be, may impose,  the Board of
Directors or the Committee, as the case may be, in its sole discretion, may on a
case-by-case  basis  elect to accept  payment  in shares of Common  Stock of the
Company which are already owned by the option holder,  valued at the Fair Market
Value  thereof  (as  defined  in  Paragraph  15 below) on the date of  exercise;
provided,  however,  that with respect to Incentive Options,  no such discretion
may be exercised unless the option agreement permits the payment of the purchase
price in that manner.

     (e) Except as provided in Paragraphs 10 and 11 below,  no option granted to
an employee may be exercised at any time by such  employee  unless such employee
is then an employee of the Company or a Subsidiary or Parent.

     8. Incentive Options

     (a) With respect to Incentive  Options  granted,  the aggregate Fair Market
Value  (determined in accordance with the provisions of Paragraph 15 at the time
the  Incentive  Option is granted) of the Common Stock or any other stock of the
Company or its current or future  Subsidiaries  with respect to which  incentive
stock options,  as defined in Section 422 of the Code, are  exercisable  for the
first time by any employee  during any calendar year (under all incentive  stock
option  plans of the Company  and its parent and  subsidiary  corporation's,  as
those terms are defined in Section 424 of the Code) shall not exceed $100,000.

     (b) No  Incentive  Option may be awarded to any  employee  who  immediately
prior to the date of the granting of such Incentive Option owns more than 10% of
the  combined  voting power of all classes of stock of the Company or any of its
Subsidiaries  unless the exercise  price under the Incentive  Option is at least
110% of the Fair  Market  Value and the option  expires  within 5 years from the
date of grant.


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<PAGE>


     (c) In the  event  of  amendments  to the  Code or  applicable  regulations
relating to Incentive Options  subsequent to the date hereof,  the provisions of
the 1997 Plan and the provisions of outstanding  option  agreements  between the
Company and any  optionee  with respect to options  issued  pursuant to the 1997
Plan shall  automatically,  and without any action on the part of any person, be
modified  to  conform  to  such  amendments,  provided,  however,  that  no such
amendment  shall  occur  without  the  express  approval  of the Company and the
optionee if the effect of such amendment were to result in the granting of a new
option pursuant to Section 424(h) of the Code or any successor provision.

     9. Transferability of Options

     Incentive  Options  granted  under the 1997 Plan shall not be  transferable
otherwise  than by will or the laws of descent and  distribution,  and Incentive
Options  may be  exercised  during  the  lifetime  of the  optionee  only by the
optionee.  Non-Qualified  Options are only transferable if such right is granted
by the  Board of  Directors,  or the  Committee,  as the  case may be,  and such
provision is contained in the option agreement with respect to the Non-Qualified
Options.  No  transfer  of an option by the  optionee  by will or by the laws of
descent and  distribution  or  otherwise  shall be effective to bind the Company
unless the Company shall have been  furnished  with written notice thereof and a
copy of the will and/or such other evidence as the Company may deem necessary to
establish the validity of the transfer and the  acceptance by the  transferor or
transferees of the terms and conditions of such option.

     10. Termination of Employment

     In the event that the  employment of an employee to whom an option has been
granted  under  the  1997  Plan  shall be  terminated  (except  as set  forth in
Paragraph 11 below),  such option may be,  subject to the provisions of the 1997
Plan,  exercised  (to the extent that the  employee was entitled to do so at the
termination  of his  employment)  at any time within three (3) months after such
termination,  but not  later  than  the  date on which  the  option  terminates;
provided, however, that any option which is held by an employee whose employment
is terminated for cause or voluntarily without the consent of the Company shall,
to the extent not theretofore exercised,  automatically terminate as of the date
of  termination  of  employment.  As used  herein,  "cause"  shall mean  conduct
amounting to fraud,  dishonesty,  or engaging in competition or solicitations in
competition with the Company and breaches of any applicable employment agreement
between the Company and the  optionee.  Options  granted to employees  under the
1997 Plan shall not be  affected  by any change of duties or position so long as
the  holder  continues  to be a regular  employee  of the  Company or any of its
current or future  Subsidiaries or Parent. Any option agreement or any rules and
regulations  relating to the 1997 Plan may contain such  provisions as the Board
of Directors or the Committee,  as the case may be, shall approve with reference
to the determination of the date employment  terminates and the effect of leaves
of absence.  Nothing in the 1997 Plan or in any option  granted  pursuant to the
1997 Plan shall  confer upon any employee any right to continue in the employ of
the Company or any of the  Subsidiaries  or Parent or  affiliated  companies  or
interfere  in any way with the right of the  Company or any such  Subsidiary  or
Parent or affiliated companies to terminate such employment at any time.

     11. Death or Disability of Employee

     If an employee to whom an option has been granted under the 1997 Plan shall
die while  employed by the Company or a Parent or a  Subsidiary  or within three
(3) months after the termination of such employment  (other than termination for
cause or voluntary termination without the consent of the Company or the consent
of the Parent for an employee of the  Parent,  as the case may be),  such option
may be  exercised,  to the extent  exercisable  by the  employee  on the date of
death,  by a legatee or legatees of the employee under the employee's last will,
or by the employee's personal representative or distributees, at any time within
one year after the date of the employee's  death, but not later than the date on
which the option terminates.  In the event that the employment of an employee to
whom an option has been granted  under the 1997 Plan shall be  terminated as the
result of a disability,  such option may be exercised, to the extent exercisable
by the  employee  on the date of such  termination,  at any time within one year
after the date of such  termination,  but not  later  than the date on which the
option terminates.

     12. Adjustments Upon Changes in Capitalization, Etc.

     Notwithstanding  any  other  provision  of the  1997  Plan,  the  Board  of
Directors  or the  Committee,  as the case may be,  may,  at any  time,  make or
provide for such adjustments to the 1997 Plan, to the number and class of shares
issuable  thereunder or to any outstanding  options as it shall deem appropriate
to prevent dilution or enlargement of rights, including adjustments in the event
of  changes  in the  outstanding  Common  Stock by  reason  of stock  dividends,
split-ups, recapitalizations, mergers, consolidations, combinations or exchanges
of shares, separations, reorganizations, liquidations and the like. In the event
of any offer to holders of Common Stock generally relating to the acquisition of
their shares,


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the  Board of  Directors  or the  Committee,  as the case may be,  may make such
adjustment as it deems  equitable in respect of outstanding  options and rights,
including in its discretion  revision of outstanding  options and rights so that
they  may be  exercisable  for  the  consideration  payable  in the  acquisition
transaction.  Any such determination by the Board of Directors or the Committee,
as the case may be, shall be conclusive.  Any fractional  shares  resulting from
such adjustments shall be eliminated.

     13. Effective Date

     The 1997 Plan shall become effective on June 12, 1997, the date of adoption
by the  Board  of  Directors,  subject  to  approval  of the  1997  Plan  by the
shareholders of the Company on or before June 11, 1998.

     14. Termination and Amendment

     The Board of  Directors  of the Company  may,  without the  approval of its
shareholders,  suspend,  terminate,  modify  or amend the 1997  Plan,  provided,
however,  that any amendment that would increase the aggregate  number of shares
which may be issued  under  the 1997  Plan,  materially  increase  the  benefits
accruing  to  participants  under  the  1997  Plan,  or  materially  modify  the
requirements  as to eligibility  for  participation  in the 1997 Plan,  shall be
subject to the approval of the  Company's  shareholder(s),  except that any such
increase  or  modification  that  may  result  from  adjustments  authorized  by
Paragraph 12 does not require  such  approval.  Except as provided  below and in
Paragraph 8(c) hereof, no suspension, termination,  modification or amendment of
the 1997 Plan shall  require the approval of any optionee.  Notwithstanding  the
foregoing,  no suspension,  termination,  modification  or amendment of the 1997
Plan shall be made  without  the  consent of the person to whom an option  shall
theretofore  have  been  granted  if it  adversely  effects  the  rights of such
optionee under such option.

     15. Miscellaneous

     As said term is used in the 1997 Plan,  the "Fair Market  Value" of a share
of Common  Stock on any day means:  (a) if the  principal  market for the Common
Stock  is  a  national  securities  exchange  or  the  National  Association  of
Securities  Dealers Automated  Quotations  System  ("NASDAQ),  the closing sales
price of the Common  Stock on such day as  reported  by such  exchange or market
system,  or on a consolidated  tape reflecting  transactions on such exchange or
market  system,  or (b) if the  principal  market for the Common  Stock is not a
national  securities  exchange and the Common Stock is not quoted on NASDAQ, the
mean  between the highest bid and lowest  asked  prices for the Common  Stock on
such day as reported by the National  Quotation Bureau,  Inc.;  provided that if
clauses (a) and (b) of this  paragraph  are both  inapplicable,  or if no trades
have been made or no quotes are available for such day, the Fair Market Value of
the Common Stock shall be determined by the Board of Directors or the Committee,
as the  case may be,  shall be  conclusive  as to the Fair  Market  Value of the
Common Stock.

     No shares of Common Stock shall be issued and delivered upon exercise of an
option  granted  under the 1997 Plan  unless and until (i) such shares of Common
Stock have been duly listed,  upon official  notice of issuance,  upon any stock
exchange(s) on which the Common Stock is listed,  (ii) a Registration  Statement
under the Securities Act of 1933, as amended,  with respect to such shares shall
be effective and any applicable  state  registration or  qualification  has been
complied with, or, in the opinion of either counsel to the Company or counsel to
the option holder  reasonably  acceptable to the Company,  exemptions  from such
federal and state  registration  requirements  are  available  and/or  (iii) the
person exercising such option delivers to the Company such documents, agreements
and  investment  and  other  representations  as the Board of  Directors  or the
Committee,  as the case may be, shall  determine to be in the best  interests of
the Company.

     During the term of the 1997 Plan,  the Board of Directors or the Committee,
as the case may be, in its discretion,  may offer one or more option holders the
opportunity  to  surrender  any or all  unexpired  options for  cancellation  or
replacement.  If any options are so  surrendered,  the Board of Directors or the
Committee,  as the case may be, may then grant new  Non-Qualified  or  Incentive
Options to such holders for the same or different numbers of shares at higher or
lower exercise prices than the surrendered options.  Such new options may have a
different  term and shall be subject to the provisions of the 1997 Plan the same
as any other option.

     Anything herein to the contrary notwithstanding,  the Board of Directors or
the Committee,  as the case may be, may, in their sole  discretion,  impose more
restrictive conditions on the exercise of an option granted pursuant to the 1997
Plan;  however,  any and all such  conditions  shall be  specified in the option
agreement limiting and defining such option.


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     16. Privileges of Stock Ownership

     No person entitled to exercise any option granted under the 1997 Plan shall
have any of the rights or privileges of a shareholder  of the Company in respect
of any shares of stock issuable upon exercise of such option until  certificates
representing such shares shall have been issued.

     17. Compliance with SEC Regulations.

     It is the  Company's  intent that the 1997 Plan comply in all respects with
Rule  16b-3  of the Act  and  any  regulations  promulgated  thereunder.  If any
provision  of the 1997  Plan is later  found not to be in  compliance  with said
Rule, the provisions shall be deemed null and void.


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