EMPLOYMENT AGREEMENT



     This Employment Agreement is made and entered into effective as of July 1,

2001 (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"); 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 neglect his duties hereunder, such activities and positions

         shall not be deemed to be a breach of this Employment Agreement.

{PAGE}

     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 July 1, 2001 and terminating June

          30, 2004.



     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 Three

               Hundred Ten Thousand Dollars ($310,000) per year, payable in

               semi-monthly or monthly installments as requested by the

               Employee.



               Beginning on July 1, 2003, the Company shall pay the Employee a

               salary of Three Hundred Twenty-Five Thousand Dollars ($325,000)

               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

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