EXHIBIT 4.4
STOCK OPTION AGREEMENT WITH MS. HEATHER CRERAN

Notice of Grant of Stock Options and Option Agreement	ChromaVision Medical Systems, Inc. ID: 752649072 33171 Paseo Cerveza San Juan Capistrano, CA 92675
Heather Creran		Option Number:	00000918
8220 W. 83rd Street		Plan:	HC
Playa del Rey, CA USA 90293		ID:	###-##-####

Effective 1/29/2004, you have been granted a(n) Non-Qualified Stock Option to buy 150,000 shares of ChromaVision Medical Systems, Inc. (the Company) stock at $1.1100 per share.

The total option price of the shares granted is 166,500.

Shares in each period will become fully vested on the date shown.

Shares		Vest Type		Full Vest		Expiration
	37,500		On Vest Date		12/15/2004		12/15/2013
	112,500		Monthly		12/15/2007		12/15/2013

By your signature and the Company’s signature below, you and the Company agree that these options are granted under and governed by the terms and conditions of the Company’s Stock Option Plan as amended and the Option Agreement, all of which are attached and made a part of this document.

/s/ STEPHEN T. D. DIXON ChromaVision Medical Systems, Inc.	2/2/04Date
/s/ HEATHER CRERAN Heather Creran	2/2/04 Date