Exhibit 10.2


OMNICELL QUARTERLY EXECUTIVE BONUS
PLAN

(Fiscal Year 2007 — Effective beginning Q2 2007)


COMPANY OBJECTIVES: 


1)
Drive earnings predictability and revenue growth


2)
Drive execution of operating plan and strategic objectives


3)
Motivate and inspire employees to contribute at peak performance


ELIGIBILITY :
Certain employees at the Director level and above (including Section 16
executive officers) who are employed full-time by Omnicell during an entire
eligibility period (fiscal quarter) are eligible for the Executive Bonus Plan.
If an individual is hired after the start of the relevant quarter, or is no
longer employed by Omnicell as of the last day of the relevant quarter, the
employee is not eligible to participate in the Executive Bonus Plan for that
quarter.


INCENTIVE TARGET : The Incentive Target
is stated as a percentage of quarterly base salary.  50% of the total
Incentive Target is based on achievement of the quarterly Corporate Target, and
50% is based on achievement of the quarterly Individual Targets.  The
quarterly Corporate Target must be achieved before any Individual Target bonus
is paid, but failure to achieve Individual Targets will not similarly affect
payment of the Corporate Target portion of the bonus.  It is anticipated
that the Incentive Target levels will range from 50% to 75% of quarterly salary
depending on the seniority level of the participant.


PAYMENT SCHEDULE :
The Incentive Target is paid on a quarterly basis typically in the first
payroll period after the compensation committee of the Board of Directors (the “Committee”)
has determined that the Corporate Target for a particular quarter was reached.


BONUS COMPONENTS 


Corporate Target: the Corporate Target is
driven by the corporate profitability and revenue growth goals. 
Achievement of the Corporate Target requires 100% achievement of both of the
following EPS Targets and Revenue Growth Targets.


·      EPS Target — the
profitability portion of the Corporate Target is achieved if the company meets
the quarterly profitability threshold target set by the Committee. There is an
upside payment potential of an additional 10% of each individual’s total bonus
amount for achievement of each incremental profitability metric above the
threshold target as set by the Committee.


·      Revenue Growth Target — the
revenue growth portion of the Corporate Target is achieved by meeting the
revenue threshold target set by the Committee.


Individual Target: the Individual Target is
based on achievement of goals tied to the corporate operating plan and strategic
objectives.  This target is achieved by meeting the quarterly individual
objectives (MBOs) set by the individual’s manager.


DIRECTION AND ADMINISTRATION


CEO may adjust the percentage weightings within the
plan to redirect behavior based on changes in the economy, immediate needs of
the company, changes in long-term strategies and individual career growth and
development throughout the fiscal year.


Participation
in the Plan is at the discretion of Company management. The Company reserves
the right to make changes to the Plan at any time. The Committee may alter the
incentive payout based on achievement of publicly announced targets, product
milestones, strategic goals, cross functional teamwork and collaboration, and
unforeseen changes in the economy and/or geopolitical climate.