EXHIBIT 10.14

                                                    AS AMENDED AT MARCH __, 2003

                              VYTEK WIRELESS, INC.

                             2000 STOCK OPTION PLAN

                               ARTICLE I: PURPOSE

      This Vytek Wireless, Inc. 2000 Stock Option Plan is intended to advance
the interests of the Company and its stockholders and subsidiaries by
attracting, retaining and motivating the performance of selected officers,
employees and consultants of the Company of high caliber and potential upon
whose judgment, initiative and effort the Company is largely dependent for the
successful conduct of its business, and to encourage and enable such persons to
acquire and retain a proprietary interest in the Company by ownership of its
stock.

                             ARTICLE II: DEFINITIONS

      (a) "Board" means the Board of Directors of the Company.

      (b) "Code" means the Internal Revenue Code of 1986, as amended.

      (c) "Common Stock" means the Company's Common Stock, par value $.01 per
share.

      (d) "Committee" means the Compensation Committee of the Board or any other
committee of the Board appointed by the Board to administer the Plan from time
to time. The full Board shall also have the authority to exercise the powers and
duties of the Committee under the Plan.

      (e) "Company" means VyTek Wireless, Inc., a Delaware corporation.

      (f) "Date of Grant" means the date on which an Option becomes effective in
accordance with Section 6.1 hereof.

      (g) "Eligible Person" means any person who is an officer, employee or
consultant of the Company or any Subsidiary.

      (h) "Exchange Act" means the Securities Exchange Act of 1934, as amended.

      (i) "Fair Market Value" of the Common Stock as of any date means the
average of the closing prices of the sales of Common Stock on all securities
exchanges on which the Common Stock is listed or, if on any day the Common Stock
is not so listed, the sales price of the Common Stock as reported on the Nasdaq
National Market as of 4:00 P.M. New York Time, on such day or, if the Common
Stock is not reported on the Nasdaq National Market, the average of the
representative bid and asked prices quoted over a period of 21 trading days
consisting of the day as of which Fair Market Value is being determined and the
20 consecutive trading days prior to such day. If at any time the Common Stock
is not listed on any securities exchange or quoted

on the Nasdaq National Market, Fair Market Value will be determined in good
faith by the Committee in whatever manner it considers appropriate. Fair Market
Value will be determined without regard to any restriction on transferability of
the Common Stock other than any such restriction which by its terms will never
lapse.

      (j) "Incentive Stock Option" means a stock option granted under the Plan
that is intended to meet the requirements of Section 422 of the Code and the
regulations promulgated thereunder.

      (k) "Nonqualified Stock Option" means a stock option granted under the
Plan that is not an Incentive Stock Option.

      (l) "Option" means an Incentive Stock Option or a Nonqualified Stock
Option granted under the Plan.

      (m) "Optionee" means an Eligible Person to whom an Option has been
granted, which Option has not expired, under the Plan.

      (n) "Option Price" means the price at which each share of Common Stock
subject to an Option may be purchased, determined in accordance with Section 6.2
hereof.

      (o) "Plan" means this VyTek Wireless, Inc. 2000 Stock Option Plan.

      (p) "Stock Option Agreement" means an agreement between the Company and an
Optionee under which the Optionee may purchase Common Stock under the Plan.

      (q) "Subsidiary" means a subsidiary corporation of the Company, within the
meaning of Section 424(f) of the Code.

      (r) "Ten-Percent Owner" means an Optionee who, at the time an Incentive
Stock Option is granted, owns stock possessing more than ten percent of the
total combined voting power of all classes of stock of the Company, its parent,
if any, or any Subsidiary, within the meaning of Sections 422(b)(6) and 424(d)
of the Code.

                            ARTICLE III: ELIGIBILITY

      All Eligible Persons are eligible to receive a grant of an Option under
the Plan. The Committee shall, in its sole discretion, determine and designate
from time to time those Eligible Persons who are to be granted an Option.

                           ARTICLE IV: ADMINISTRATION

      4.1 Committee Members. The Plan shall be administered by a Committee
comprised of no fewer than two persons selected by the Board, or by the full
Board. Solely to the extent deemed necessary or advisable by the Board, each
Committee member shall meet the definition of a "nonemployee director" for
purposes of such Rule 16b-3 under the Exchange Act and of an "outside director"
under Section 162(m) of the Code.


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      4.2 Committee Authority. Subject to the express provisions of the Plan,
the Committee shall have the authority, in its discretion, to determine the
Eligible Persons to whom an Option shall be granted, the time or times at which
an Option shall be granted, the number of shares of Common Stock subject to each
Option, the Option Price of the shares subject to each Option and the time or
times when each Option shall become exercisable and the duration of the exercise
period. Subject to the express provisions of the Plan, the Committee shall also
have discretionary authority to interpret the Plan, to proscribe, amend and
rescind rules and regulations relating to it, to determine the details and
provisions of each Stock Option Agreement, and to make all the determinations
necessary or advisable in the administration of the Plan. All such actions and
determinations by the Committee shall be conclusively binding for all purposes
and upon all persons. No Committee member shall be liable for any action or
determination made in good faith with respect to the Plan, any Option or any
Stock Option Agreement entered into hereunder.

                   ARTICLE V: SHARES OF STOCK SUBJECT TO PLAN

      5.1 Number of Shares. Subject to adjustment pursuant to the provisions of
Section 5.2 hereof, the maximum number of shares of Common Stock which may be
issued and sold hereunder shall be 4,071,813 shares. Shares of Common Stock
issued and sold under the Plan may be either authorized but unissued shares or
shares held in the Company's treasury. Shares of Common Stock covered by an
Option that shall have been exercised shall not again be available for an Option
grant. If an Option shall terminate for any reason (including, without
limitation, the cancellation of an Option pursuant to Section 6.6 hereof)
without being wholly exercised, the number of shares to which such Option
termination relates shall again be available for grant hereunder.

      5.2 Anti-dilution. In the event of a reorganization, recapitalization,
stock split, stock dividend, combination of shares, merger or consolidation, or
the sale, conveyance, or other transfer by the Company of all or substantially
all of its property, or any other change in the corporate structure or shares of
the Company, pursuant to any of which events the then outstanding shares of
Common Stock are split up or combined, or are changed into, become exchangeable
at the holder's election for, or entitle the holder thereof to, cash, other
shares of stock, or any of the consideration, or in the case of any other
transaction described in Section 424(a) of the Code, the Committee may (i)
change the number and kind of shares (including by substitution of shares of
another corporation) subject to the Options and/or the Option Price of such
shares in the manner that it shall deem to be equitable and appropriate or (ii)
provide for an appropriate and proportionate cash settlement or distribution. In
no event may any such change be made to an Incentive Stock Option which would
constitute a "modification" within the meaning of Section 424(h)(3) of the Code
without the written consent of the Optionee adversely affected thereby.

                               ARTICLE VI: OPTIONS

      6.1 Grant of Option. An Option may be granted to any Eligible Person
selected by the Committee. The grant of an Option shall first be effective upon
the date it is approved by the Committee, except to the extent the Committee
shall specify a later date upon which the grant of an Option shall first be
effective. Each Option shall be designated, at the discretion of the


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Committee, as an Incentive Stock Option or a Nonqualified Stock Option, provided
that Incentive Stock Options may only be granted to Eligible Persons who are
considered employees of the Company or any Subsidiary for purposes of Section
422 of the Code. The Company and the Optionee shall execute a Stock Option
Agreement which shall set forth such terms and conditions of the Option as maybe
determined by the Committee to be consistent with the Plan, and which may
include additional provisions and restrictions that are not inconsistent with
the Plan.

      6.2 Option Price. The Option Price shall be determined by the Committee;
provided, however, that the Option Price shall not be less than one hundred
(100%) percent of the Fair Market Value of a share of Common Stock on the
trading date immediately preceding the Date of Grant.

      6.3 Vesting; Term of Option. Unless otherwise specified by the Committee
in the Stock Option Agreement for an Optionee, an Option shall vest and become
exercisable in cumulative installments, as follows: as to twenty-five percent
(25%) of the number of Common Shares originally covered thereby (as may be
adjusted in accordance with Section 5.2 hereof) on the first anniversary of the
date of grant and thereafter as to two and 84/1000 (2.084%) percent on the last
day of each month commencing on the thirteenth month through the forty-seventh
month following the date of grant, as to two and 6/100 (2.06%) on the last day
of the forty-eighth month following the grant, respectively, provided that the
Optionee remains an Eligible Person on each such anniversary. Notwithstanding
the foregoing, the Committee, in its sole discretion, may accelerate the
exercisability of any Option at anytime, and an Option may become vested and
exercisable in accordance with the provisions of Articles VIII and IX hereof.
Subject to Article VIII hereof, the period during which a vested Option may be
exercised shall be ten years from the Date of Grant, unless a shorter exercise
period is specified by the Committee in the Stock Option Agreement for an
Optionee.

      6.4 Option Exercise; Withholding. An Option may be exercised in whole or
in part at any time, with respect to whole shares only, within the period
permitted for the exercise thereof, and shall be exercised by written notice of
intent to exercise the Option with respect to a specified number of shares
delivered to the Company at its principal office, and payment in full to the
Company at said office of the amount of the Option Price for the number of
shares of the Common Stock with respect to which the Option is then being
exercised. Payment of the Option Price shall be made (i) in cash or by cash
equivalent, (ii) at the discretion of the Committee, in Common Stock owned by
the Optionee for more than six months on the date of exercise, valued at the
Fair Market Value of such shares on the trading date immediately preceding the
date of exercise or (iii) at the discretion of the Committee, by a combination
of such cash and such Common Stock. In addition to and at the time of payment of
the Option Price, the Optionee shall pay to the Company in cash or, at the
discretion of the Committee, in Common Stock the full amount of all federal and
state withholding and other employment taxes applicable to the taxable income of
such Optionee resulting from such exercise.

      6.5 Limited Transferability of Option. All Options shall be
nontransferable except upon the Optionee's death, by the Optionee's will or the
laws of descent and distribution. No transfer of an Option by the Optionee by
will or by laws of descent and distribution shall be effective to bind the
Company unless the Company shall have been furnished with written notice thereof
and

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an authenticated copy of the will and/or such other evidence as the Committee
may deem necessary to establish the validity of the transfer. During the
lifetime of an Optionee, the Option shall be exercisable only by him, except
that, in the case of an Optionee who is legally incapacitated, the Option shall
be exercisable by his guardian or legal representative.

      6.6 Cancellation, Substitution and Amendment of Options. The Committee
shall have the authority to effect, at any time and from time to time, with the
consent of the affected Optionees, (i) the cancellation of any or all
outstanding Options and the grant in substitution therefor of new Options
covering the same or different numbers of shares of Common Stock and having an
Option Price which may be the same as or different than the Option Price of the
cancelled Options or (ii) the amendment of the terms of any and all outstanding
Options.

                     ARTICLE VII: ADDITIONAL RULES FOR ISOS

      7.1 Ten-Percent Owners. Notwithstanding any other provisions of this Plan
to the contrary, in the case of an Incentive Stock Option granted to a
Ten-Percent Owner, and in such other cases as required by applicable law (i) the
period during which any such Incentive Stock Option may be exercised shall not
be greater than five years from the Date of Grant and (ii) the Option Price of
such Incentive Stock Option shall not be less than 110 percent of the Fair
Market Value of a share of Common Stock on the Date of Grant.

      7.2 Annual Limits. No Incentive Stock Option shall be granted to an
Optionee as a result of which the aggregate fair market value (determined as of
the date of grant) of the stock with respect to which incentive stock options
are exercisable for the first time in any calendar year under the Plan, and any
other stock option plans of the Company, any Subsidiary or any parent
corporation, would exceed $100,000, determined in accordance with Section 422(d)
of the Code. This limitation shall be applied by taking options into account in
the order in which granted.

      7.3 Disqualifying Dispositions. If shares of Common Stock acquired by
exercise of an Incentive Stock Option are disposed of within two years following
the Date of Grant or within one year following the transfer of such shares to
the Optionee upon exercise, the Optionee shall, within 10 days after such
disposition, notify the Company in writing of the date and terms of such
disposition and provide such other information regarding the disposition as the
Committee may reasonably require.

      7.4 Other Terms and Conditions. Any Incentive Stock Option granted
hereunder shall contain such additional terms and conditions, not inconsistent
with the terms of this Plan, as are deemed necessary or desirable by the
Committee, which terms, together with the terms of this Plan, shall be intended
and interpreted to cause such Incentive Stock Option to qualify as an "incentive
stock option" under Section 422 of the Code.

                      ARTICLE VIII: TERMINATION OF SERVICE

      8.1 Death. Unless otherwise specified by the Committee in the Stock Option
Agreement for an Optionee, if an Optionee shall die at any time after the Date
of Grant and while he is an Eligible Person, the executor or administrator of
the estate of the decedent, or the person or persons to whom an Option shall
have been validly transferred in accordance with Section 6.5


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hereof pursuant to will or the laws of descent and distribution, shall have the
right, during the period ending one year after the date of the Optionee's death
(subject to Sections 6.3 and 7.1 hereof concerning the maximum term of an
Option), to exercise the Optionee's Option to the extent that it was exercisable
at the date of the Optionee's death and shall not have been previously
exercised. The Committee may determine at or after grant to make any portion of
his Option that is not exercisable at the date of death immediately vested and
exercisable.

      8.2 Disability. Unless otherwise specified by the Committee in the Stock
Option Agreement for an Optionee, if an Optionee's employment or other service
with the Company or any Subsidiary shall be terminated as a result of his
permanent and total disability (within the meaning of Section 22(e)(3) of the
Code) at any time after the Date of Grant and while he is an Eligible Person,
the Optionee (or in the case of an Optionee who is legally incapacitated, his
guardian or legal representative) shall have the right, during a period ending
one year after the date of his disability (subject to Sections 6.3 and 7.1
hereof concerning the maximum term of an Option), to exercise an Option to the
extent that it was exercisable at the date of such termination of employment or
other service and shall not have been exercised. The Committee may determine at
or after grant to make any portion of his Option that is not exercisable at the
date of termination of employment or other service due to disability immediately
vested and exercisable.

      8.3 Termination for Cause. Unless otherwise specified by the Committee in
the Stock Option Agreement for an Optionee, if an Optionee's employment or other
service with the Company or any Subsidiary shall be terminated for cause, the
Optionee's right to exercise any unexercised portion of an Option shall
immediately terminate and all rights thereunder shall cease. For purposes of
this Section 8.3, termination for "cause" shall, to the extent permitted by
applicable law include, but not be limited to, embezzlement or misappropriation
of corporate funds, any acts of dishonesty resulting in conviction for a felony,
misconduct resulting in material injury to the Company or any Subsidiary,
significant activities harmful to the reputation of the Company or any
Subsidiary, a significant violation of Company or Subsidiary policy, willful
refusal to perform, or substantial disregard of, the duties properly assigned to
the Optionee, or a significant violation of any contractual, statutory or common
law duty of loyalty to the Company or any Subsidiary. The Committee shall have
the power to determine whether the Optionee has been terminated for cause and
the date upon which such termination for cause occurs. Any such determination
shall be final, conclusive and binding upon the Optionee.

      8.4 Other Termination of Service. Unless otherwise specified by the
Committee in the Stock Option Agreement for an Optionee, if an Optionee's
employment or other service with the Company or any Subsidiary shall be
terminated for any reason other than death, permanent and total disability or
termination for cause, the Optionee shall have the right, during the period
ending 90 days after such termination (subject to Sections 6.3 and 7.1 hereof
concerning the maximum term of an Option), to exercise an Option to the extent
that it was exercisable at the date of such termination and shall not have been
exercised. For purposes of this Section 8.4, an Optionee shall not be considered
to have terminated employment or other service with the Company or any
Subsidiary until the expiration of the period of any military, sick leave or
other bona fide leave of absence, up to a maximum period of 90 days (or such
greater period during which the Optionee is guaranteed reemployment either by
statute or contract).


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                          ARTICLE IX: CHANGE IN CONTROL

      9.1 Change in Control. Upon a "change in control" of the Company (as
defined below), each outstanding Option, to the extent that it shall not
otherwise have become vested and exercisable, shall automatically become fully
and immediately vested and exercisable, without regard to any otherwise
applicable vesting requirement under Section 6.3 hereof; provided, however, that
no such vesting shall occur if provision has been made in writing in connection
with such transaction for (a) the continuation of the Plan and/or the assumption
of such Options by a successor corporation (or a parent or subsidiary thereof)
or (b) the substitution for such Options of new options covering the stock of a
successor corporation (or a parent or subsidiary thereof), with appropriate
adjustments as to the number and kinds of shares and exercise prices. In the
event of any such continuation, assumption or substitution, the Plan and/or such
Options shall continue in the manner and under the terms so provided.

      9.2 Definition. For purposes of Section 9.1 hereof, a "change in control"
of the Company shall mean:

            (i) an acquisition subsequent to the date hereof by any person,
            entity or group (within the meaning of Section 13(d)(3) or 14(d)(2)
            of the Securities Exchange Act of 1934, as amended (the "Exchange
            Act")) (a "Person"), of beneficial ownership (within the meaning of
            Rule 13d-3 promulgated under the Exchange Act) of 30% or more of
            either (A) the then outstanding shares of Common Stock or (B) the
            combined voting power of the then outstanding voting securities of
            the Company entitled to vote generally in the election of directors
            (the "Outstanding Company Voting Securities"); excluding, however,
            the following: (1) any acquisition directly from the Company, other
            than an acquisition by virtue of the exercise of a conversion
            privilege unless the security being so converted was itself acquired
            directly from the Company; (2) any acquisition by the Company or (3)
            any acquisition by an employee benefit plan (or related trust)
            sponsored or maintained by the Company;

            (ii) a change in the composition of the Board (which occurs
            subsequent to the Company's funding by its initial institutional
            investors) such that during any period of two consecutive years,
            individuals who at the beginning of such period constitute the
            Board, and any new director (other than a director designated by a
            person who has entered into an agreement with the Company to effect
            a transaction described in paragraphs (i), (iii) or (iv) of this
            section) whose election by the Board or nomination for election by
            the Company's stockholders was approved by a vote of at least
            two-thirds of the directors then still in office who either were
            directors at the beginning of the period or whose election or
            nomination for election was previously so approved, cease for any
            reason to constitute at least a majority of the members thereof;

            (iii) the approval by the stockholders of the Company of a merger,
            consolidation, reorganization or similar corporate transaction,
            whether or not the Company is the surviving corporation in such
            transaction, in which outstanding shares of Common Stock are
            converted into (A) shares of stock of another company, other


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            than a conversion into shares of voting common stock of the
            successor corporation (or a holding company thereof) representing
            80% of the voting power of all capital stock thereof outstanding
            immediately after the merger or consolidation or (B) other
            securities (of either the Company or another company) or cash or
            other property;

            (iv) the approval by the stockholders of the Company of (A) the sale
            or other disposition of all or substantially all of the assets of
            the Company or (B) a complete liquidation or dissolution of the
            Company; or

            (v) the adoption by the Board of a resolution to the effect that any
            person has acquired effective control of the business and affairs of
            the Company.

                          ARTICLE X: STOCK CERTIFICATES

      10.1 Issuance of Certificates. Subject to Section 10.2 hereof, the Company
shall issue a stock certificate in the name of the Optionee (or other person
exercising the Option in accordance with the provisions of the Plan) for the
shares of Common Stock purchased by exercise of an Option as soon as practicable
after due exercise and payment of the aggregate Option Price for such shares. A
separate stock certificate or separate stock certificates shall be issued for
any shares of Common Stock purchased pursuant to the exercise of an Option that
is an Incentive Stock Option, which certificate or certificates shall not
include any shares of Common Stock that were purchased pursuant to the exercise
of an Option that is a Nonqualified Stock Option.

      10.2 Conditions. The Company shall not be required to issue or deliver any
certificate for shares of Common Stock purchased upon the exercise of any Option
granted hereunder or any portion thereof prior to fulfillment of all of the
following conditions:

            (i) the completion of any registration or other qualification of
            such shares, under any federal or state law or under the rulings or
            regulations of the Securities and Exchange Commission or any other
            governmental regulatory body, that the Committee shall in its sole
            discretion deem necessary or advisable;

            (ii) the obtaining of any approval or other clearance from any
            federal or state governmental agency which the Committee shall in
            its sole discretion determine to be necessary or advisable;

            (iii) the lapse of such reasonable period of time following the
            exercise of the Option as the Committee from time to time may
            establish for reasons of administrative convenience;

            (iv) satisfaction by the Optionee of all applicable withholding
            taxes or other withholding liabilities; and

            (v) if required by the Committee, in its sole discretion, the
            receipt by the Company from an Optionee of (i) a representation in
            writing that the shares


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            of Common Stock received upon exercise of an Option are being
            acquired for investment and not with a view to distribution and (ii)
            such other representations and warranties as are deemed necessary by
            counsel to the Company.

      10.3 Legends. The Company reserves the right to legend any certificate for
shares of Common Stock, conditioning sales of such shares upon compliance with
applicable federal and state securities laws and regulations.

              ARTICLE XI: EFFECTIVE DATE, TERMINATION AND AMENDMENT

      11.1 Effective Date. The Plan shall become effective upon its adoption by
the Board and its approval by the stockholders of the Company.

      11.2 Termination. The Plan shall terminate on the date immediately
preceding the tenth anniversary of the date the Plan is adopted by the Board.
The Board may, in its sole discretion and at any earlier date, terminate the
Plan. Notwithstanding the foregoing, no termination of the Plan shall in any
manner affect any Option theretofore granted without the consent of the Optionee
or the permitted transferee of the Option.

      11.3 Amendment. The Board may at any time and from time to time and in any
respect, amend or modify the Plan. Solely to the extent deemed necessary or
advisable by the Board, for purposes of complying with Sections 422 or 162(m) of
the Code or rules of any securities exchange or for any other reason, the Board
may seek the approval of any such amendment by the Company's stockholders. Any
such approval shall be by the affirmative votes of the stockholders of the
Company present, or represented, and entitled to vote at a meeting duly held in
accordance with applicable state law and the Certificate of Incorporation and
By-Laws of the Company. Notwithstanding the foregoing, no amendment or
modification of the Plan shall in any manner affect any Option theretofore
granted without the consent of the Optionee or the permitted transferee of the
Option.

                           ARTICLE XII: MISCELLANEOUS

      12.1 Employment or Other Service. Nothing in the Plan, in the grant of any
Option or in any Stock Option Agreement shall confer upon any Eligible Person
the right to continue in the capacity in which he is employed by or otherwise
provides services to the Company or any Subsidiary. Notwithstanding anything
contained in the Plan to the contrary, unless otherwise provided in a Stock
Option Agreement, no Option shall be affected by any change of duties or
position of the Optionee (including a transfer to or from the Company or any
Subsidiary), so long as such Optionee continues to be an Eligible Person.

      12.2 Rights as Shareholder. An Optionee or the permitted transferee of an
Option shall have no rights as a shareholder with respect to any shares subject
to such Option prior to the purchase of such shares by exercise of such Option
as provided herein. Nothing contained herein or in the Stock Option Agreement
relating to any Option shall create an obligation on the part of the Company to
repurchase any shares of Common Stock purchased hereunder.


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      12.3 Other Compensation and Benefit Plans. The adoption of the Plan shall
not affect any other stock option or incentive or other compensation plans in
effect for the Company or any Subsidiary, nor shall the Plan preclude the
Company from establishing any other forms of incentive or other compensation for
employees of the Company or any Subsidiary. The amount of any compensation
deemed to be received by an Optionee as a result of the exercise of an Option or
the sale of shares received upon such exercise shall not constitute compensation
with respect to which any other employee benefits of such Optionee are
determined, including, without limitation, benefits under any bonus, pension,
profit sharing, life insurance or salary continuation plan, except as otherwise
specifically determined by the Board or the Committee or provided by the terms
of such plan.

      12.4 Plan Binding on Successors. The Plan shall be binding upon the
Company, its successors and assigns, and the Optionee, his executor,
administrator and permitted transferees.

      12.5 Construction and Interpretation. Whenever used herein, nouns in the
singular shall include the plural, and the masculine pronoun shall include the
feminine gender. Headings of Articles and Sections hereof are inserted for
convenience and reference and constitute no part of the Plan.

      12.6 Severability. If any provision of the Plan or any Stock Option
Agreement shall be determined to be illegal or unenforceable by any court of law
in any jurisdiction, the remaining provisions hereof and thereof shall be
severable and enforceable in accordance with their terms, and all provisions
shall remain enforceable in any other jurisdiction.

      12.7 Governing Law. The validity and construction of this Plan and of the
Stock Option Agreements shall be governed by the laws of the State of Delaware.


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