<DOCUMENT>
<TYPE>EX-10.72
<SEQUENCE>13
<FILENAME>tmok03ex10-72.txt
<TEXT>
                                                                   Exhibit 10.72


                           THERMO ELECTRON CORPORATION

                           2001 EQUITY INCENTIVE PLAN

                             STOCK OPTION AGREEMENT


                                  Jim P. Manzi
                                    Optionee


     240,000                                                              $23.41
Number of Shares of                                               Exercise Price
Common Stock Subject                                                   Per Share
to the Option ("Option Shares")

                                Vesting Schedule
                  # of Shares                   Vesting Date(s)
                    80,000                    December 31, 2004
                    80,000                    December 31, 2005
                    80,000                    December 31, 2006

December 12, 2003                                              December 12, 2010
Grant Date                                                       Expiration Date


     Thermo Electron Corporation (the "Company") confirms the grant to you of an
option  (the  "Option")  to acquire  the  number of shares of common  stock (the
"Common Stock")  specified  above, of the Company,  subject to the provisions of
the 2001  Equity  Incentive  Plan (the  "Plan")  and the terms,  conditions  and
restrictions  contained in this agreement  (the  "Agreement").  You  acknowledge
receipt of the Plan and the Agreement for your records.


                                        THERMO ELECTRON CORPORATION


                                        By: /s/ Seth H. Hoogasian
                                        ____________________________________
                                        Seth H. Hoogasian
                                        Vice President, General Counsel and
                                        Secretary


<PAGE>


     1. Grant of Option.  This Agreement  contains the terms and conditions of a
grant pursuant to the Plan of a nonqualified stock option to purchase the shares
of the common  stock of the  Company  (the  "Option  Shares")  made to you,  the
Optionee  named on the first page of this  Agreement.  Attached is a copy of the
Plan,  which is  incorporated  in this  Agreement by  reference  and made a part
hereof.  This Option is intended to be a  non-statutory  stock  option under the
Internal Revenue Code of 1986, as amended.

     2.  Exercisability  and Vesting of Option. The Option may be exercised only
to the extent the Option shall have vested in  accordance  with this  Agreement.
The Option shall vest and become  exercisable  in  accordance  with the terms of
this Section 2.

     (a) General  Rule.  Except as  otherwise  provided  in this  Section 2, the
Option shall vest and be exercisable in accordance with the vesting schedule set
forth on the first page of this  Agreement,  provided  that on each vesting date
you continue to serve as Chairman of the Board of the Company.

     (b)  Death,  Retirement  or Change  in  Control.  Notwithstanding  anything
contained in this  Agreement to the  contrary,  the Option shall vest and become
exercisable  as to 100% of the Option Shares upon the  occurrence,  prior to the
date on which  you  cease  to be  Chairman  of the  Board  of the  Company  (the
"Chairman Termination Date"), of (i) your death; or (ii) a Change in Control (as
defined  in the  Plan);  or (iii) your  retirement  from the Board of  Directors
because you reach the mandatory retirement age.

     (c)  Effect of Other  Termination  of  Chairman.  Notwithstanding  anything
contained in this Agreement to the contrary,  the portion of the Option that has
not  vested  prior to the  Chairman  Termination  Date shall  cease to vest,  be
immediately  forfeited  to  the  Company,  and  be  cancelled  if  the  Chairman
Termination  Date  occurs for any reason  other than the  reasons  specified  in
Section 2(b) (i), (ii) or (iii) above.

     3.  Termination of Option.  The date on which the Option shall terminate in
whole or in part as provided in this Section 3 is hereinafter referred to as the
"Option  Termination  Date". This Option shall terminate on the date that is the
earliest of:

     (a) the  Expiration  Date of the Option set forth on the first page of this
Agreement; or

     (b) three  months  after you cease  being a director of the Company for any
reason other than the reasons specified in Sections 3(c), 3(d) or 3(e); or

     (c) one year after your death; or

     (d) three years after you retire  from the Board of  Directors  because you
reach the mandatory retirement age; or

     (e) the date of the dissolution or liquidation of the Company.
<PAGE>

     4. No Assignment of Rights.  Except for assignments or transfers by will or
applicable  laws of descent and  distribution,  your rights and interests  under
this  Agreement and the Plan may not be assigned or  transferred  in whole or in
part either  directly or by operation  of law or  otherwise,  including  without
limitation  by  way of  execution,  levy,  garnishment,  attachment,  pledge  or
bankruptcy,  and no such  rights or  interests  shall be  subject to any of your
obligations or liabilities.  Notwithstanding the foregoing, the Company consents
to the transfer of this Option by you to an immediate  member of your family,  a
family  trust or family  partnership,  provided  that the  Company  shall not be
required to recognize  any such  transfer or  assignment  until such time as the
Company,  the transferee  and you execute a written  assignment of the Option in
the  form  specified  by the  Company  and upon the  terms  satisfactory  to the
Company.

     5. Exercise of Option;  Delivery and Deposit of Certificate(s).  You (or in
the case of your death, your legal  representative)  may exercise the Option (to
the extent the Option  has  vested) in whole or in part in  accordance  with the
instructions  described  in "The Guide for  Thermo  Electron  Corporation  Stock
Option Plans," as the same may be amended from time to time.

     6. Rights With  Respect to Option  Shares.  Prior to the date the Option is
exercised,  you shall not be deemed for any purpose to be a  stockholder  of the
Company with respect to any of the Option  Shares.  Upon  issuance to you of the
Option Shares,  you shall have  ownership of such Option  Shares,  including the
right to vote and receive dividends, subject, however, to the other restrictions
and  limitations  imposed  thereon  pursuant to the Plan and this  Agreement and
which may be now or hereafter imposed by the Certificate of Incorporation or the
By-Laws of the Company.

     7. Adjustments in the Event of Certain Transactions.  The provisions of the
Plan  covering  the  treatment  of Options in the event of (a) stock  dividends,
stock splits,  or combination of shares,  or other  distribution with respect to
holders of Common  Stock other than normal cash  dividends  occurring  after the
date of this  Agreement  and (b)  recapitalizations,  mergers or  consolidations
involving the Company, any transaction in which the Company becomes a subsidiary
of another entity, any sale or other disposition of all or a substantial portion
of the assets of the Company or any similar  transaction,  as  determined by the
Board of Directors (any of the foregoing,  a "covered  transaction"),  occurring
while the Option is outstanding,  are hereby made  applicable  hereunder and are
incorporated herein by reference.

     8. Reservation of Shares. The Company shall at all times during the term of
this  Agreement  reserve and keep  available such number of shares of the Common
Stock as will be sufficient to satisfy the  requirements  of this  Agreement and
shall  pay  all  fees  and  expenses  necessarily  incurred  by the  Company  in
connection with this Agreement and the issuance of Option Shares.

     9.  Taxes.  No later than the date on which part or all of the value of any
Option Shares  received  under the Plan first  becomes  includible in your gross
income  for income tax  purposes,  you shall  satisfy  your  obligations  to pay
federal,  state or local  taxes  required to be  withheld  with  respect to such
income, if any.

<PAGE>

     10.  Determination  of Rights.  Any dispute or disagreement  that may arise
under or as a result  of or  pursuant  to the  Plan or this  Agreement  shall be
determined  by the  Board  of  Directors  or a  committee  thereof,  in its sole
discretion, and any decision made by such body in good faith shall be conclusive
on all parties.  The interpretation and construction by the Board or a committee
thereof of any  provision  of, and the  determination  of any  question  arising
under, this Agreement,  the Plan, or any rule or regulation  adopted pursuant to
the Plan, shall be final and conclusive.

     11. Communications. Any communication or notice required or permitted to be
given under this Agreement shall be in writing, and mailed or delivered in hand,
if to the Company to its Stock Option Manager c/o Thermo  Electron  Corporation,
81 Wyman Street, Post Office Box 9046, Waltham, Massachusetts 02454-9046, and if
to you, to the address you shall last have furnished to the Company.


</TEXT>
</DOCUMENT>
