EMPLOYMENT AGREEMENT



     This Employment Agreement is made and entered into effective as of January

1, 2004 (the "Effective Date"), by and between NEOPROBE CORPORATION, a Delaware

Corporation with a place of business at 425 Metro Place North, Suite 300,

Dublin, Ohio 43017-1367 (the "Company") and DAVID C. BUPP of Dublin, Ohio (the

"Employee").



     WHEREAS, the Company and the Employee entered into an Employment Agreement

dated as of January 1, 1996 (the "1996 Employment Agreement"); and



     WHEREAS, the Company and the Employee entered into an Employment Agreement

dated as of January 1, 1998 (the "1998 Employment Agreement"); and



     WHEREAS, the Company and the Employee entered into an Employment Agreement

dated as of July 1, 1999 (the "1999 Employment Agreement"); and



     WHEREAS, the Company and the Employee entered into an Employment Agreement

dated as of July 1, 2000 (the "2000 Employment Agreement");



     WHEREAS, the Company and the Employee entered into an Employment Agreement

dated as of July 1, 2001 (the "2001 Employment Agreement"); and



     WHEREAS, the Company and the Employee wish to establish new terms,

covenants, and conditions for the Employee's continued employment with the

Company through this agreement ("Employment Agreement").



     NOW, THEREFORE, in consideration of the mutual agreements herein set forth,

the parties hereto agree as follows:



     1.   DUTIES. From and after the Effective Date, and based upon the terms

          and conditions set forth herein, the Company agrees to employ the

          Employee and the Employee agrees to be employed by the Company, as

          President and Chief Executive Officer of the Company and in such

          equivalent, additional or higher executive level position or positions

          as shall be assigned to him by the Company's Board of Directors. While

          serving in such executive level position or positions, the Employee

          shall report to, be responsible to, and shall take direction from the

          Board of Directors of the Company. The Board of Directors shall not

          require the Employee to perform any task that is inconsistent with the

          office of President or the position of Chief Executive Officer. During

          the Term of this Employment Agreement (as defined in Section 2 below),

          the Employee agrees to devote substantially all of his working time to

          the position he holds with the Company and to faithfully,

          industriously, and to the best of his ability, experience and talent,

          perform the duties which are assigned to him. The Employee shall

          observe and abide by the reasonable corporate policies and decisions

          of the Company in all business matters.



          The Employee represents and warrants to the Company that Exhibit A

          attached hereto sets forth a true and complete list of (a) all

          offices, directorships and other positions held by the Employee in

          corporations and firms other than the Company and its subsidiaries and

          (b) any investment or ownership interest in any corporation or firm

          other than the Company beneficially owned by the Employee (excluding

          investments in life insurance policies, bank deposits, publicly traded

          securities that are less than five percent (5%) of their class and

          real estate). The Employee will promptly notify the Board of Directors

          of the Company of any additional positions undertaken or investments

          made by the Employee during the Term of this Employment Agreement if

          they are of a type which, if they had existed on the date hereof,

          should have been listed on Exhibit A hereto. As long as the Employee's

          other positions or investments in other firms do not create a conflict

          of interest, violate the Employee's obligations under Section 7 below

          or cause the Employee to



{PAGE}



          neglect his duties hereunder, such activities and positions shall not

          be deemed to be a breach of this Employment Agreement.



     2.   TERM OF THIS EMPLOYMENT AGREEMENT. Subject to Sections 4 and 5 hereof,

          the Term of this Employment Agreement shall be for a period of

          thirty-six (36) months, commencing January 1, 2004 and terminating

          December 31, 2006.



     3.   COMPENSATION. During the Term of this Employment Agreement, the

          Company shall pay, and the Employee agrees to accept as full

          consideration for the services to be rendered by the Employee

          hereunder, compensation consisting of the following:



          A.   SALARY. Beginning on the first day of the Term of this Employment

               Agreement, the Company shall pay the Employee a salary of Two

               Hundred Seventy-one Thousand Two Hundred Fifty Dollars ($271,250)

               per year, payable in semi-monthly or monthly installments as

               requested by the Employee.



          B.   BONUS. The Compensation Committee of the Board of Directors will,

               on an annual basis, review the performance of the Company and of

               the Employee and will pay such bonus as it deems appropriate, in

               its discretion, to the Employee based upon such review. Such

               review and bonus shall be consistent with any bonus plan adopted

               by the Compensation Committee, which covers the executive

               officers and employees of the Company generally.



          C.   BENEFITS. During the Term of this Employment Agreement, the

               Employee will receive such employee benefits as are generally

               available to all employees of the Company.



          D.   STOCK OPTIONS. The Compensation Committee of the Board of

               Directors may, from time-to-time, grant stock options, restricted

               stock purchase opportunities and such other forms of stock-based

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