Exhibit 10.2
Amendment to All
Outstanding Stock Option Agreements
under the 1997 Long-Term Incentive Plan
---------------------------------------
Effective August 5, 2005, Section 3(b)(iii) of each outstanding Stock
Option Agreement under the 1997 Long-Term Incentive Plan was amended to read in
its entirety as follows:
(iii) LabOne merges or consolidates with another corporation or other
entity, unless such merger of consolidation (A) is approved by a majority
of the Continuing Directors of LabOne, and (B) is specifically designated
by a majority of the Continuing Directors not to constitute a change of
control for purposes of the Plan; or