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                                                                 Exhibit 10.2(f)

                   INTERNATIONAL REMOTE IMAGING SYSTEMS, INC.

                           Stock Purchase Program Plan

                      (As amended through October 15, 1995)

         1. Participants. All employees of IRIS (but not outside directors) may
participate in the Program, provided that they can show that they are permitted
to do so under applicable securities laws by virtue of their sophistication or
the sophistication of their advisors.

         2. Election to Participate. To participate, an employee must specify in
writing on the Company form the amount to be deducted from each payroll check.
Without Company approval in writing, the notice must be delivered to the
Secretary of the Company not less than 30 days prior to the end of a quarter to
be effective at the beginning of the next quarter. Without prior Company
approval, no employee may contribute more than 15% of his annual compensation
(consisting of the employee's base salary plus cash bonuses) in any year.

         3. Price per Share. The amount deducted from pay checks due in any
month will be converted into shares of IRIS Common Stock at a price per share
equal to 50% of the greater of (i) the average of the closing prices for IRIS
Common Stock on the Emerging Company Marketplace of the American Stock Exchange
for the last 10 days of such month or (ii) the closing price for IRIS Common
Stock on the Emerging Company Marketplace of the American Stock Exchange on the
last day of such month. Fractional shares will not be issued. If the amount of
money available to purchase shares during any month does not purchase an even
number of shares, it shall be carried forward and used to purchase shares at the
end of the next month.

         4. Restriction on Transfer; Option to Repurchase. The shares purchased
hereunder shall not be transferred except following the death of the employee or
a Change in Control (as defined below) for a period of 2 years following the
date of purchase. During the period of the limitation on transfer, the Company
will have the option to repurchase the Shares at the price per share purchased
if the employee terminates employment with the Company either voluntarily or as
a result of a termination for cause. The Company may hold the shares until the
termination of this option and the payment in cash of any applicable withholding
taxes.

         5. Issuance of Certificates. Certificates for shares sold during each
quarter will be issued promptly following the end of the quarter. Certificates
shall bear the standard securities act legends, as well as a legend relating to
the restriction on transfer and the option as specified in paragraph 4 above.
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         6. Administration; Termination; Amendment. Any questions relating to
the administration of this Program shall be determined in good faith by the
Board of Directors of IRIS. This Program will be terminated or amended at any
time by the Board of Directors of IRIS without prior notice to the participants.

         7. Tax Effect. This Program is not tax deductible or deferred.
Participant will still pay taxes, and the Company must withhold on the full
amount of the employee's income.

         8. Change in Control. A "Change in Control" means any of the following
events: (i) the dissolution or liquidation of IRIS, (ii) a sale of substantially
all the assets of IRIS, (iii) a reorganization, merger or consolidation of IRIS
with one or more corporations as a result of which the outstanding common stock
of IRIS is converted to cash, securities of another corporation or other
property (unless the principal purpose of such transaction is to change the
State of incorporation of IRIS or the shareholders of IRIS receive in excess of
60% of the voting stock of such other corporation) or (iv) the acquisition of
the beneficial ownership of more than 35% of the outstanding common stock of
IRIS by any person or group (as defined under the Securities Act of 1934, as
amended).

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