EXHIBIT 10.2

                      NON-QUALIFIED STOCK OPTION AGREEMENT

      THIS AGREEMENT is made as of _______________, between AngioDynamics, Inc.,
("Company") and _________________ ("Optionee"). Terms used herein have the same
meaning as in the Company's 1997 Stock Option Plan ("Plan").

      1.    The Company hereby grants to Optionee a Non-Qualified Stock Option
            to purchase _____________ Shares of Class B Non-Voting Common Stock
            pursuant and subject to the terms of the Plan, a copy of which has
            been delivered to Optionee and which is incorporated herein by
            reference.

      2.    The option price per share shall be _________. (Total proceeds -
            _______).

      3.    The Option shall expire on ______________, unless earlier
            terminated.

      4.    In the event Optionee becomes employed by, associated in any way
            with, or the beneficial owner of more than 1% of the equity of any
            business which competes, directly or indirectly, with the Company's
            business in any geographical area where the Company then does
            business, the Option shall immediately expire and Optionee shall
            have no rights hereunder.

      5.    Except as provided hereinafter and in Section 8, the Option shall be
            exercisable as to the Shares covered hereby, 20% on the first
            anniversary of this grant and 20% on each anniversary thereafter
            provided a Threshold Event occurs. A Threshold Event is defined as
            the earlier of (a) fourteen months after either an Initial Public
            Offering ("IPO") of the Company or the spin-off of all of the
            Company's stock owned by E-Z-EM to E-Z-EM's shareholders, or (b) two
            months after the occurrence of both such an IPO and such a spin-off.

            Notwithstanding the foregoing, the Option shall be exercisable as to
            all Shares covered hereby on either _______________, or upon a
            Change of Control. A Change of Control for the purpose of this
            Agreement shall mean a sale of more than 50% of the Company's voting
            shares, or a sale of substantially all of the Company's assets or
            the consolidation of the Company with or merger with Or into any
            other entity after which the Company ceases to exist.

      6.    The Option shall not be transferable otherwise than by will or by
            the laws of descent and distribution and during the lifetime of
            Optionee shall be exercisable only by Optionee.

      7.    In the event Optionee ceases to be a director of or consultant to
            the Company for any reason other than death or disability, the
            Option may be exercised (if it has not expired under Sections 3 or 4
            and is exercisable under Section 5) only during the period ending
            three months from the date of such cessation.



            Notwithstanding the foregoing, in the event the Optionee ceases to
            be a director of or consultant to the Company for cause, the Option
            shall expire at the time of such termination and Optionee shall have
            no rights hereunder.

      8.    In the event Optionee ceases to be a director of or consultant to
            the Company by reason of death or disability, the Option may be
            exercised (if it has not expired under Sections 3 or 4 but
            regardless of whether it is exercisable under Section 5) only during
            the period beginning on the date of such cessation and ending one
            year from the date of such cessation.

      9.    Nothing herein or in the Plan shall confer upon any director or
            consultant of the Company any right to continue in the service of
            the Company.

      10.   The Option and the Plan are subject to adjustments, modifications
            and amendments as provided in the Plan.

      11.   Subject to the Plan, this Agreement shall bind and inure to the
            benefit of the Company, Optionee and their respective successors,
            assigns and personal representatives.

      12.   This Agreement will be governed by and construed under the laws of
            New York.

      13.   Any disputes, claims or interpretive issues arising hereunder shall
            be resolved by the Committee in its sole and absolute discretion,
            and the Committee's determinations shall be final and incontestable.

      IN WITNESS WHEREOF, the undersigned have executed this Agreement to be
effective from the date first above written.

                                             AngioDynamics, Inc.


                                          By:
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                                          By:
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