EXHIBIT 99.3

                         FORM OF KRYPTON ISOLATION, INC.

                         WRITTEN COMPENSATION AGREEMENT



         Agreement made as of the ______ day of ____________, ______ by and
between Krypton Isolation, Inc., a California corporation (the "Corporation"),
and _____________________ ("Optionee").

                               W I T N E S S E T H

         WHEREAS, in consideration for services performed by Optionee, the
Corporation granted Optionee a stock option on __________________, ______ to
purchase _________ shares of the Corporation's Common Stock (the "Option") upon
the terms and conditions set forth in the documentation evidencing such Option.

         NOW, THEREFORE, in consideration of the above premises, the parties
hereto agree as follows:

         1. The Corporation and Optionee acknowledge and agree that the Option
is granted solely as compensation for services rendered the Corporation by
Optionee and not for any capital-raising purposes or in connection with any
capital-raising activities.

         2. This agreement is intended solely to memorialize the agreement and
understanding which exists between Optionee and the Corporation concerning the
grant of the Option. Nothing herein or in the documentation evidencing the
Option is intended to provide Optionee with the right to remain in the
Corporation's service for any specific period, and Optionee's services may be
terminated at any time by the Corporation, for any reason, with or without
cause.

         IN WITNESS WHEREOF, the parties hereto have executed this agreement as
of the date first above written.


                                        KRYPTON ISOLATION, INC.


                                        BY:
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                                        OPTIONEE


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