Exhibit 10.62

     STOCK OPTION  AGREEMENT made as of the 24th day of September,  2001 between
NATIONAL  MEDICAL  HEALTH  CARD  SYSTEMS,  INC.,  a New  York  corporation  (the
"Company"), and David Gershen (the "Optionee").

     WHEREAS,  the  Optionee  is an  employee  of the  Company  or a  subsidiary
thereof;

     WHEREAS,  the  Company  desires to provide to the  Optionee  an  additional
incentive to promote the success of the Company;

     NOW,  THEREFORE,  in  consideration  of the  foregoing,  the Company hereby
grants to the Optionee  (the  "Grant")  the right and option to purchase  Common
Shares of the Company under and pursuant to the terms and conditions of the 1999
Stock Option Plan (the "Plan") and upon and subject to the  following  terms and
conditions:

     1. GRANT OF OPTION. The Company hereby grants to the Optionee the right and
option (the "Option") to purchase up to Ten Thousand  (10,000)  Common Shares of
the Company (the "Option Shares") during the following periods:

     (a) All or any part of Three  Thousand  Three Hundred Fifty (3,350)  Option
Shares may be  purchased  during the period  commencing  September  24, 2002 and
terminating at 5:00 P.M. on September 24, 2006 (the "Expiration Date").

     (b)  All  or  any  part  of an  additional  Three  Thousand  Three  Hundred
Twenty-Five  (3,325) Option Shares may be purchased during the period commencing
September 24, 2003 and terminating at 5:00 P.M. on the Expiration Date.

     (c)  All  or  any  part  of an  additional  Three  Thousand  Three  Hundred
Twenty-Five  (3,325) Option Shares may be purchased during the period commencing
on September 24, 2004 and terminating at 5:00 P.M. on the Expiration Date.

     2.  NATURE OF OPTION.  Such  Options  to  purchase  the  Option  Shares are
intended to meet the requirements of Section 422 of the Internal Revenue Code of
1986, as amended, relating to "incentive stock options".

     3. EXERCISE PRICE. The exercise price of each of the Option Shares shall be
Four Dollars and 00/100 ($4.00) (the "Option Price").  The Company shall pay all
original issue or transfer taxes on the exercise of the Option.



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     4.EXERCISE OF OPTIONS. The Option shall be exercised in accordance with the
provisions  of the Plan. As soon as  practicable  after the receipt of notice of
exercise  (in the form  annexed  hereto as Exhibit A) and  payment of the Option
Price by check  in an  amount  at  least  equal to the par  value of the  Option
Shares,  together  with a  recourse  promissory  note in an amount  equal to the
balance of the  exercise  price or as otherwise  provided  for in the Plan,  the
Company shall tender to the Optionee  certificates issued in the Optionee's name
evidencing the number of Option Shares indicated in the notice of exercise.

     5. CAPITAL ADJUSTMENT.

     (a) If  the  Company  is  merged  or  consolidated  with  or  into  another
corporation  where the Company is not the survivor,  there shall be  substituted
for the Shares issuable upon exercise of the outstanding  Options an appropriate
number of shares of each class of stock, other securities or other assets of the
merged or consolidated corporation which were distributed to the shareholders of
the Company in respect of such Shares; provided, however, that the Option may be
exercised in full by the Optionee as of the effective date of any such merger or
consolidation  of  the  Company  without  regard  to  the  installment  exercise
provisions  of  Paragraph  1, by the  Optionee  giving  notice in writing to the
Company of his intention to so exercise.

     (b) If the Company is liquidated or dissolved then all outstanding portions
of the Option may be exercised in full by the Optionee as of the effective  date
of any such  liquidation  or  dissolution  of the Company  without regard to the
installment exercise provisions of Paragraph 1, by the Optionee giving notice in
writing to the Company of his intention to so exercise.

     (c) If the outstanding  Shares of Common Stock shall at any time be changed
or exchanged by declaration  of a stock  dividend,  stock split,  combination or
exchange of shares, recapitalization, extraordinary dividend payable in stock of
a  corporation  other than the Company,  or otherwise in cash, or any other like
event by or of the  Company,  and as often as the  same  shall  occur,  then the
number, class and kind of Shares subject to this Option and the Option Price for
such Shares shall be appropriately and equitably  adjusted so as to maintain the
proportionate  number of Shares  without  changing the  aggregate  Option Price;
provided,  however, no adjustment shall be made by reason of the distribution of
subscription rights on outstanding stock.

     6.CHANGE  IN CONTROL.  In the event of a Change in Control (as  hereinafter
defined),  any Options granted hereunder which have not vested as of the date of
the Change in Control  shall  automatically  vest on such date.  For purposes of
this Agreement, the term "Change in Control" shall mean:

     (a)  the  transfer,   through  one  transaction  or  a  series  of  related
transactions,   either   directly  or   indirectly,   or  through  one  or  more
intermediaries,  of  beneficial  ownership  (within  the  meaning  of Rule 13d-3
promulgated under the Securities  Exchange Act of 1934) of 50% or more of either
the then outstanding Option Shares or the combined voting power of the Company's
then outstanding voting securities entitled to vote generally in the election of
directors,  or the last of any series of transfers  that results in the transfer
of beneficial  ownership (within the meaning of Rule 13d-3 promulgated under the
Securities  Exchange Act of 1934) of 50% or more of either the then  outstanding
Option  Shares or the combined  voting power of the Company's  then  outstanding
voting securities entitled to vote generally in the election of directors;

     (b)  approval  by  the   stockholders   of  the  Company  of  a  merger  or
consolidation,  with respect to which persons who were the  stockholders  of the
Company  immediately  prior to such merger or consolidation do not,  immediately
thereafter,  own more than 50% of the  combined  voting  power of the  merged or
consolidated  company's then  outstanding  voting  securities,  entitled to vote
generally,  in the election of directors  or with  respect to a  liquidation  or
dissolution of the Company or the sale of all or substantially all of the assets
of the Company;

     (c)  the  transfer,   through  one  transaction  or  a  series  of  related
transactions,  of more than 50% of the assets of the Company, or the last of any
series of transfers  that results in the transfer of more than 50% of the assets
of the  Company.  For  purposes of this  paragraph,  the  determination  of what
constitutes more than 50% of the assets of the Company shall be determined based
on the most recent financial  statements  prepared by the Company's  independent
accountants;  or (d) during any fiscal year, individuals who at the beginning of
such year  constituted  the board of directors of the Company (the  "Board") and
any new director or directors whose election by the Board was approved by a vote
of a majority of the directors then still in office who either were directors at
the  beginning  of the year or whose  election or  nomination  for  election was
previously so approved, cease for any reason to constitute a majority thereof.

     7. TRANSFERABILITY. The Option shall not be transferable other than by will
or the laws of descent and  distribution  and,  during the Optionee's  lifetime,
shall not be exercisable by any person other than the Optionee.

     8.  INCORPORATION  BY REFERENCE.  The terms and  conditions of the Plan are
hereby incorporated by reference and made a part hereof.

     9. NOTICES.  Any notice or other  communication  given  hereunder  shall be
deemed  sufficient  if in writing and hand  delivered or sent by  registered  or
certified mail, return receipt  requested,  addressed to the Company,  26 Harbor
Park Drive, Port Washington,  New York 11050, Attention:  Secretary,  and to the
Optionee at the address  indicated  below.  Notices shall be deemed to have been
given on the date of hand  delivery  or  mailing,  except  notices  of change of
address, which shall be deemed to have been given when received.

     10. BINDING  EFFECT.  This Agreement shall be binding upon and inure to the
benefit  of the  parties  hereto  and their  respective  legal  representatives,
successors and assigns.

     11. ENTIRE AGREEMENT. This Agreement,  together with the Plan, contains the
entire  understanding  of the parties  hereto with respect to the subject matter
hereof and may be modified only by an instrument executed by the party sought to
be charged.


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     IN WITNESS WHEREOF,  the parties have executed this Agreement as of the day
and year first above written.

                                                NATIONAL MEDICAL HEALTH CARD
                                                SYSTEMS, INC.



                                                 By:
                                                     -----------------------




                                                ----------------------------
                                                Signature of Optionee

                                                David Gershen
                                                ------------------------------
                                                Name of Optionee

                                                ------------------------------
                                                Address of Optionee



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                                    EXHIBIT A

                   NATIONAL MEDICAL HEALTH CARD SYSTEMS, INC.

                              OPTION EXERCISE FORM


     The  undersigned  hereby  irrevocably  elects to exercise the within Option
dated  September 24, 2001, to the extent of  purchasing  ______Common  Shares of
National  Medical  Health Card  Systems,  Inc.  The  undersigned  hereby makes a
payment of $_______ in payment therefor.


                                                        David Gershen
                                                        ----------------------
                                                        Name of Optionee



                                                        Signature of Optionee



                                                        Address of Holder



                                                        Date