Exhibit
10.7   INAMED
CORPORATION OPTION
AGREEMENT PURSUANT
TO THE 200
STOCK OPTION PLAN AS AMENDED   Name of Optionee:
  Hani ZeiniNumber of Shares subject
  to Options:
  100,000Option Exercise Price:
  $17.00 per shareGrant Date:
  September 28, 2001Vesting Dates:
  One-Third of Option Shares
  on each ofSeptember 28, 2002,
  September 28, 2003 andSeptember 28, 2004Expiration Date:
  September 28, 2006   Pursuant
to the Inamed corporation 2000 Stock Option Plan, as amended (the Plan),
Inamed Corporation, a Delaware corporation (the Company), hereby grants to
the Optionee named above an option (the Option) to purchase, on or prior to
the Expiration Date specified above, all or any part of the number of shares of
common stock, par value $.01 per share, of the Company (each, a Share),
specified above (the Option Shares) at the Option Exercise Price per Share
specified above, subject to the terms and conditions set forth in this
agreement (this Agreement) and in the Plan (as modified fro time to time in
accordance with the terms thereof). This Option is not intended to qualify and
shall not be treated as an incentive stock option under Section 422 of the
Internal Revenue Code of 1986, as amended from time to time (the Code),
Capitalized terms not defined herein shall have the meanings ascribed in the
Plan.  1.             Vesting Schedule. Except as
set forth below, and subject to the determination of the Committee in its sole
discretion to accelerate the vesting schedule hereunder upon the occurrence of
a Change of Control, this Option shall become exercisable with respect to the
number of Option Shares specified on the Vesting Dates set forth above. Once
exercisable, this Option shall continue to be exercisable at any time or times
prior to the Expiration Date, subject to the provisions hereof and of the Plan.  2.             Exercise of Option.  (a)           The Option shall be exercised in the
following manner: the Optionee, or the person or persons having the right to
exercise the Option upon the death or Permanent Disability (as defined below)
of the Optionee, shall deliver to the Company a written notice specifying the
number of Option Shares that the Optionee elects to purchase. The Optionee must
include with the notice full payment for any Option Shares being purchased
under an Option.  
  (b)                   Payment of the Option
Exercise Price for any Option Shares being purchased must be made either (i) in
cash, by certified check or by cashiers check or (ii) through the delivery of
Shares owned by the Optionee for at least six months prior to the date of
exercise having a Fair Market Value equal to the Option Exercise Price.  (c)                   The Company may require the
Optionee to remit to the Company prior to the delivery of any Option Shares to
which such Optionee shall be entitled upon exercise of the Option, an amount in
cash equal to the amount of any federal, state and local tax required to be
withheld.  With the approval of the
Committee, the Optionee may satisfy the foregoing requirement by electing to
have the Company withhold from delivery Shares having a value equal to the
amount of tax to required to be withheld. 
Such Shares shall be valued at their Fair Market Value on the date of
which the amount of tax required to be withheld is determined (the Tax
Date).  Fractional share amounts shall
be settled in cash.  Such a withholding
election may be made with respect to all or any portion of the shares to be
delivered pursuant to the Option.  (d)                   Notwithstanding any other
provision hereof or of the Plan, no portion of this Option shall be exercisable
(i) after its termination in accordance with the provisions hereof or (ii)
after the Expiration Date hereof.  3.     Incorporation of Plan.  Notwithstanding anything herein to the
contrary, this Option shall be subject to and governed by all the terms and
conditions of the Plan, as the same may be modified or amended from time to
time in accordance with the terms of the Plan.  4.     Termination of Employment.  Except as provided in this Section 4, no
Option (whether or not exercisable) may be exercised after the Optionee has
ceased to be employed by the Company or any Subsidiary.  In the event of the termination of the
Optionees employment by the Company or any Subsidiary for any of the reasons
set forth below, any Options held by such Optionee may be exercised following
such termination in accordance with this Section 4.  (a)                   If the Optionees employment
is terminated by reason of the Optionees Permanent Disability (as defined
below) or death, all outstanding Options that were otherwise exercisable shall
remain exercisable for one year following the date of such termination of
employment (but in no event later than the Expiration Date).  Options that had not yet become exercisable
as of the date of any such termination shall terminate immediately effective as
of such date, with no payment made in consideration therefor.  For purposes of this Agreement, Permanent
Disability shall have the same meaning as in the Companys Long Term
Disability Plan.  (b)                   If the Optionee voluntarily
terminates employment with the Company or any Subsidiary for any reason other
than Permanent Disability or death or if the  2 
   Optionees employment is involuntarily
terminated by the Company or any Subsidiary (other than for Cause, as defined
below), outstanding Options that were otherwise exercisable as of the date of
such termination shall remain exercisable for a period of ninety (90) days
following such termination (but in no event later than the Expiration Date),
and shall thereafter terminate.  Options
that had not yet become exercisable as of the date of such termination shall
terminate immediately effective as of such date, with no payment made in
consideration therefor.  For purposes of
this Agreement, Cause shall mean (a) the willful and continued failure by the
Optionee to substantially perform the Optionees duties with the Company (other
than any such failure resulting from the Optionees incapacity due to physical
or mental illness) after a written demand for substantial performance is
delivered to the Optionee by the Company, which demand specifically identifies
the manner in which the Company believes that the Optionee has not
substantially performed his or her duties, or (b) the willful engaging by the
Optionee in conduct which is demonstrably and materially injurious to the
Company or its subsidiaries, monetarily or otherwise.  For purposes of clauses (a) and (b) of this definition, no act,
or failure to act, on the Optionees part shall be deemed willful unless
done, or omitted to be done, by the Optionee not in good faith and without
reasonable belief that the Optionees act, or failure to act, was in the best
interest of the Company.  (c)                   If the Optionees employment
is terminated by the Company for Cause, all outstanding Options, whether or not
exercisable as of the date of such termination, shall terminate immediately
effective as of such date, with no payment made in consideration therefor.  5.     Transferability.  This Agreement is personal to Optionee, is
non-assignable and is not transferable in any manner, by operation of law or
otherwise, other than by will or by the laws of descent and distribution, and
is exercisable, during Optionees lifetime, only by Optionee or his or her
guardian or legal representative.  6.     Effect of a Change of Control.  If a Change of Control occurs, the Committee
shall have the right, but not the obligation, to cancel this Option at the time
the transaction resulting in the Change of Control is consummated and to pay to
the Optionee in connection with the cancellation of this Option an amount, in
cash or check, equal to the product of (x) the excess of the per share price
paid for the Shares in the Change of Control (or the fair market value of any
property received for the Shares in the Change of Control) over the Option
Exercise Price of this Option, multiplied by (y) the number of vested Option
Shares per his Change of Control agreement.  7.     Miscellaneous.  (a)                   Entire Agreement.  This Agreement and the Plan contain all of the
understandings and agreements between the Company and the Optionee concerning
this Option and supersedes all earlier negotiations and understandings, written
or oral, between  3 
   the parties with respect thereto.  The Company and the Optionee have made no
promises, agreements, conditions or understandings, either orally or in
writing, that are not included in this Agreement or the Plan.  (b)                   Captions.  The captions and section numbers appearing
in this Agreement are inserted only as a matter of convenience.  They do not define, limit, construe or
describe the scope or intent of the provisions of this Agreement.  (c)                   Counterparts.  This Agreement may be executed in
counterparts, each of which when signed by the Company or the Optionee will be
deemed an original and all of which together will be deemed the same Agreement.  (d)                   Notices.  Any notice or communication having to do
with this Agreement must be given by personal delivery or by certified mail,
return receipt requested, addressed, if to the Company or the Committee, to the
attention of the Secretary of the Company at the principal office of the
Company and, if to the Optionee, to the Optionees last known address contained
in the personnel records of the Company.  (e)                   Acquisition for Purpose of
Investment.  The Optionee hereby
represents and warrants that any Option Shares acquired pursuant to the
exercise of this Option are or will be acquired for the Optionees own account
solely for the purpose of investment and not with a view to, or for sale in
connection with, any distribution thereof in violation of the Securities Act of
1933, as amended.  (f)                    Succession and Transfer.  Each and all of the provisions of this
Agreement are binding upon and shall inure to the benefit of the Company and
the Optionee and their respective estates, successors and assigns.  (g)                   Amendments.  Subject to the provisions of the Plan, this
Agreement may be amended or modified at any time only by an instrument in
writing signed by the parties hereto.  (h)                   Governing Law.  This Agreement shall be construed and
determined in accordance with the laws of the State of Delaware, without giving
effect to the choice of law principles thereof.  This Agreement is made under and subject to the provisions of
the Plan, and all of the provisions of the Plan are hereby incorporated herein
as provisions of this Agreement.  If
there is a conflict between the provisions of this Agreement and the provisions
of the Plan, the provisions of the Plan will govern.  By signing this Agreement, the Optionee confirms that he or she
has received a copy of the Plan and has had an opportunity to review the
contents thereof.  4 
   IN WITNESS WHEREOF, the
Company has caused this instrument to be executed in its name and on its behalf
as of the Grant Date set forth above.   INAMED CORPORATIONBy:
  /s/ Nicholas L. TetiNICHOLAS L. TETIPresident and CEODated:  9-28-01
    I hereby accept the
foregoing grant of an Option to acquire the Option Shares and understand and
agree that such Option and the Option Shares shall be subject to and governed
by the terms of the Plan and this Agreement.  OPTIONEE/s/ Hani ZeiniHani ZeiniSSN#  ###-##-####Dated:  9-28-01
  5