<DOCUMENT>
<TYPE>EX-99.4
<SEQUENCE>7
<FILENAME>grantauth_98.txt
<TEXT>

Exhibit  99.4
                       1998 NON-OFFICER STOCK OPTION PLAN


 FIRSTNAME   LASTNAME  ,

     SBE,  Inc.  (the  "Company"), pursuant to its 1998 Non-Officer Stock Option
Plan  (the  "Plan"),  has granted to you, the optionee named above, an option to
purchase  shares  of  the  common  stock  of the Company ("Common Stock").  This
option is not intended to qualify and will not be treated as an "incentive stock
option"  within the meaning of Section 422 of the Internal Revenue Code of 1986,
as  amended  (the  "Code").

     The  grant  hereunder  is  in  connection  with  and  in furtherance of the
Company's compensatory benefit plan for participation of the Company's employees
(excluding  officers).

     The  details  of  your  option  are  as  follows:

1.   TOTAL  NUMBER  OF SHARES SUBJECT TO THIS OPTION. The total number of shares
     of  Common  Stock  subject  to  this  option  is  TOTALSHARES  .

2.   VESTING.  Subject  to the limitations contained herein, 1/4TH OF THE SHARES
     VEST ONE YEAR AFTER THE VESTING COMMENCEMENT DATE, AND 1/48TH OF THE SHARES
     VEST  MONTHLY  THEREAFTER  OVER  THE NEXT THREE YEARS, until either (i) you
     cease  to  provide  services  to  the  Company for any reason, or (ii) this
     option  becomes  fully  vested.

3.   EXERCISE  PRICE  AND  METHOD  OF  PAYMENT.

(A)  EXERCISE  PRICE.  The  exercise  price of this option is $ ______per share,
     being not less than 85% of the fair market value of the Common Stock on the
     date  of  grant  of  this  option.

(B)  METHOD  OF  PAYMENT. Payment of the exercise price per share is due in full
     upon  exercise  of all or any part of each installment which has accrued to
     you.  You  may  elect,  to  the extent permitted by applicable statutes and
     regulations,  to  make  payment  of  the  exercise  price  under one of the
     following  alternatives:

     (i)Payment of the exercise price per share in cash (including check) at the
          time  of  exercise;

     (ii)Payment  pursuant  to  a  program  developed  under  Regulation  T  as
          promulgated  by the Federal Reserve Board which, prior to the issuance
          of  Common  Stock, results in either the receipt of cash (or check) by
          the  Company  or  the  receipt  of irrevocable instructions to pay the
          aggregate  exercise  price  to  the  Company  from the sales proceeds;

     (iii)Provided  that  at  the time of exercise the Company's Common Stock is
          publicly  traded  and  quoted  regularly  in  the Wall Street Journal,
          payment  by delivery of already-owned shares of Common Stock, held for
          the  period  required  to  avoid  a  charge  to the Company's reported
          earnings,  and owned free and clear of any liens, claims, encumbrances
          or  security interests, which Common Stock shall be valued at its fair
          market  value  on  the  date  of  exercise;  or

     (iv)Payment  by  a  combination  of  the  methods  of  payment permitted by
          subparagraph  3(b)(i)  through  3(b)(iii)  above.

                                       44
<PAGE>

4.   WHOLE  SHARES;  MINIMUM  SHARES  EXERCISABLE.

(A)  This  option  may  not  be  exercised  for any number of shares which would
     require  the  issuance  of  anything  other  than  whole  shares.

(B)  The  minimum  number  of  shares  with  respect to which this option may be
     exercised  at  any one time is one hundred (100) shares, except that (i) as
     to that number of shares to which it is exercisable under the provisions of
     paragraph  2  of  this  option, if fewer than one hundred (100) shares, the
     number  of  such  shares  exercisable shall be the minimum number of shares
     that  are vested thereunder, and (ii) with respect to the final exercise of
     this  option  this  minimum  shall  not  apply.

5.   SECURITIES  LAW  COMPLIANCE.  Notwithstanding  anything  to  the  contrary
     contained  herein,  this  option  may  not  be  exercised unless the shares
     issuable upon exercise of this option are then registered under the Act or,
     if  such shares are not then so registered, the Company has determined that
     such  exercise  and  issuance  would  be  exempt  from  the  registration
     requirements  of  the  Act.

6.   TERM. The term of this option commences on _______, 2001, the date of grant
     and  expires  on  DATE, 2008,(the "Expiration Date," which date shall be no
     more than ten (10) years from the date this option is granted), unless this
     option  expires  sooner  as set forth below or in the Plan. In no event may
     this option be exercised on or after the Expiration Date. This option shall
     terminate  prior  to the Expiration Date as follows: three (3) months after
     the  termination  of  your  Continuous  Status  as an Employee, Director or
     Consultant  with  the Company or an Affiliate of the Company for any reason
     or  for  no  reason  unless:

(a)  such  termination  of  Continuous  Status  as  an  Employee,  Director  or
     Consultant  is  due  to  your  permanent  and  total disability (within the
     meaning  of Section 422(c)(6) of the Code), in which event the option shall
     expire on the earlier of the Expiration Date set forth above or twelve (12)
     months  following  such  termination  of  Continuous Status as an Employee,
     Director  or  Consultant;  or

(b)  such  termination  of  Continuous  Status  as  an  Employee,  Director  or
     Consultant  is  due  to  your  death  or your death occurs within three (3)
     months  following your termination for any other reason, in which event the
     option  shall  expire on the earlier of the Expiration Date set forth above
     or  eighteen  (18)  months  after  your  death;  or

(c)  during  any  part  of  such  three  (3)  month  period  the  option  is not
     exercisable solely because of the condition set forth in paragraph 5 above,
     in  which  event  the  option  shall  not  expire  until the earlier of the
     Expiration Date set forth above or until it shall have been exercisable for
     an aggregate period of three (3) months after the termination of Continuous
     Status  as  an  Employee,  Director  or  Consultant;  or

(d)  exercise  of  the  option within three (3) months after termination of your
     Continuous  Status  as an Employee, Director or Consultant with the Company
     or with an Affiliate of the Company would result in liability under section
     16(b)  of the Securities Exchange Act of 1934 (the "Exchange Act), in which
     case  the  option will expire on the earlier of (i) the Expiration Date set
     forth  above,  (ii)  the  tenth  (10th)  day after the last date upon which
     exercise  would  result  in  such liability or (iii) six (6) months and ten
     (10)  days  after the termination of your Continuous Status as an Employee,
     Director  or  Consultant  with  the Company or an Affiliate of the Company.

     However,  this  option may be exercised following termination of Continuous
Status  as  an Employee, Director or Consultant only as to that number of shares
as  to  which it was exercisable on the date of termination of Continuous Status
as  an  Employee,  Director or Consultant under the provisions of paragraph 2 of
this  option.

                                       45
<PAGE>

7.   EXERCISE.

(a)  This  option may be exercised, to the extent specified above, by delivering
     a  notice  of  exercise (in a form designated by the Company) together with
     the exercise price to the Secretary of the Company, or to such other person
     as  the Company may designate, during regular business hours, together with
     such  additional  documents  as  the  Company  may then require pursuant to
     subsection  6(f)  of  the  Plan.

(b)  By  exercising  this  option  you  agree  that:

     (i)  as  a  precondition  to the completion of any exercise of this option,
          the  Company may require you to enter an arrangement providing for the
          cash  payment  by you to the Company of any tax withholding obligation
          of  the Company arising by reason of: (1) the exercise of this option;
          (2)  the  lapse  of  any  substantial  risk of forfeiture to which the
          shares  are subject at the time of exercise; or (3) the disposition of
          shares  acquired  upon such exercise. You also agree that any exercise
          of this option has not been completed and that the Company is under no
          obligation  to issue any Common Stock to you until such an arrangement
          is  established  or  the  Company's  tax  withholding  obligations are
          satisfied,  as  determined  by  the  Company;  and


8.   TRANSFERABILITY.  This option is not transferable, except by will or by the
     laws  of descent and distribution, and is exercisable during your life only
     by  you  or  pursuant to a qualified domestic relations order as satisfying
     the  requirements  of  Rule  16b-3  of  the Exchange Act (a "QDRO"), and is
     exercisable  during  your  life  only  by you or a transferee pursuant to a
     QDRO.  Notwithstanding  the  foregoing, by delivering written notice to the
     Company,  in  a form satisfactory to the Company, you may designate a third
     party  who,  in  the  event  of your death, shall thereafter be entitled to
     exercise  this  option.

9.   OPTION  NOT  A  SERVICE CONTRACT. This option is not an employment contract
     and  nothing in this option shall be deemed to create in any way whatsoever
     any obligation on your part to continue in the employ of the Company, or of
     the  Company  to  continue  your  employment with the Company. In addition,
     nothing  in  this option shall obligate the Company or any Affiliate of the
     Company, or their respective shareholders, Board of Directors, officers, or
     employees  to  continue any relationship which you might have as a Director
     or  Consultant  for  the  Company  or  Affiliate  of  the  Company.


10.  NOTICES. Any notices provided for in this option or the Plan shall be given
     in  writing  and  shall be deemed effectively given upon receipt or, in the
     case  of  notices  delivered  by  the  Company  to you, five (5) days after
     deposit in the United States mail, postage prepaid, addressed to you at the
     address specified below or at such other address as you hereafter designate
     by  written  notice  to  the  Company.
                                       46
<PAGE>

11.  GOVERNING  PLAN  DOCUMENT.  This option is subject to all the provisions of
     the  Plan, a copy of which is attached hereto and its provisions are hereby
     made  a part of this option, including without limitation the provisions of
     Section 6 of the Plan relating to option provisions, and is further subject
     to  all  interpretations,  amendments, rules and regulations which may from
     time  to time be promulgated and adopted pursuant to the Plan. In the event
     of  any  conflict  between  the  provisions of this option and those of the
     Plan,  the  provisions  of  the  Plan  shall  control.

      Date ________

                              Very  truly  yours,


                              By______________________________________________
                                   Duly authorized  on  behalf  of  the Board of
                                        Directors


ATTACHMENTS:

     SBE,  Inc.  1998  Non-Officer  Stock  Option  Plan  document


The  undersigned:

          Acknowledges  receipt  of  the  foregoing  option  and the attachments
referenced  therein and understands that all rights and liabilities with respect
to  this  option  are  set  forth  in  the  option  and  the  Plan;  and

          Acknowledges  that  as  of  the  date of grant of this option, it sets
forth  the entire understanding between the undersigned optionee and the Company
and  its  Affiliates  regarding  the  acquisition  of  stock  in the Company and
supersedes  all  prior  oral  and  written  agreements  on that subject with the
exception of (i) the options previously granted and delivered to the undersigned
under stock option plans of the Company, and (ii) the following agreements only:

     NONE  ____________
           (Initial)

     OTHER
           ____________________________________
           ____________________________________
           ____________________________________



                              _____________________________________________
                              OPTIONEE  SIGNATURE





</TEXT>
</DOCUMENT>
