TRAVIS BOATS & MOTORS INC
<DOCUMENT>
<TYPE>EX-10.77
<SEQUENCE>12
<FILENAME>siddonsoptionagmt.txt
<TEXT>
                                                                   EXHIBIT 10.77

                                OPTION AGREEMENT

         THIS OPTION AGREEMENT (the  "Agreement") is made and entered into as of
January 7, 2003,  by and between  TMRC,  L.L.P.,  a Missouri  limited  liability
partnership  ("Holder")  and Robert C. Siddons,  an  individual  residing in the
state of Texas ("Grantor").

                                    Recitals

         WHEREAS, Grantor and other shareholders of Travis Boats & Motors, Inc.,
a Texas  corporation  (the  "Company")  have created a voting trust (the "Voting
Trust")  pursuant to a Voting Trust  Agreement  dated as of the date hereof into
which Grantor and such  shareholders  have  deposited all of their shares of the
common stock,  par value $0.01 per share, of the Company (the "Common Stock") in
exchange for voting trust  certificates  (each, a "Certificate")  evidencing the
beneficial ownership of such deposited shares; and

         WHEREAS,  in order to induce the Holder to enter into certain financial
arrangements  with the Company,  Grantor desires to grant to Holder the right to
purchase certain of Grantor's Certificates.

                                    Agreement

         NOW   THEREFORE,   in   consideration   of  the   recitals  and  mutual
representations,  warranties, covenants and agreements contained herein, and for
other good and valuable consideration,  the receipt and sufficiency of which are
hereby  acknowledged,  and  subject  to the terms  and  conditions  hereof,  the
parties, intending to be legally bound, hereby agree as follows:

         1. Grant of Option.  Grantor  hereby  grants to Holder the option  (the
"Option") to purchase  Certificates  representing up to the lesser of (a) thirty
percent (30%) of the shares of Common Stock deposited by Grantor into the Voting
Trust and (b) the  number of shares  (pro rata  among all other  grantors  of an
Option to Holder) required at the time of exercise to give Holder 51% or more of
the common stock of the Company, on a fully-diluted,  as if converted, basis, in
either case,  at an exercise  price equal to $1.20  multiplied  by the number of
shares of Common Stock underlying the Certificates to be purchased.

         2.  Term  of  Option.  This  Option  and all  rights  to  purchase  the
Certificates  hereunder  shall expire at the close of business on March 31, 2003
(the "Expiration  Date").  To the extent that this Option has not been exercised
in full prior to the Expiration  Date, it shall terminate and become void and of
no effect.

         3. Exercisability and  Non-transferability of Option. This Option shall
be  exercisable  in whole or from time to time in part  during the term  hereof.
This   Option   and  all   rights   hereunder   shall  be   non-assignable   and
non-transferable.  Any attempted transfer,  assignment, pledge, hypothecation or
other disposition of this Option,  except as provided herein,  shall be null and
void and without effect.

<PAGE>

         4. Method of Exercise of Option. The Holder may exercise the Option, in
whole or in part, by delivery to the Grantor of a written notice of its election
to  exercise  the Option (the  "Exercise  Notice"),  identifying  that number of
shares of Common Stock  underlying the Certificates as to which such exercise is
then being sought,  which number may not exceed the number of underlying  shares
of Common  Stock as to which  the  Option  may then be  exercised,  taking  into
account any and all prior partial  exercises of the Option.  The Exercise Notice
must be  accompanied by surrender of the original of this Agreement for notation
by the Grantor and return to the Holder,  as appropriate.  The effective date of
exercise  of the  Option as to which an  Exercise  Notice  has been  given  (the
"Exercise  Date")  shall  be the  later of the date  the  Grantor  receives  the
Exercise  Notice and the date Grantor  receives  payment in full of the Exercise
Price for the Certificates as to which the Option is being exercised.

         5.  Delivery of New  Certificates.  On the Exercise  Date,  the Grantor
shall (a)  issue  written  notice to the  trustee  of the  Voting  Trust of such
transfer,  (b)  instruct  the trustee to record  such  transfer in the books and
records  of the  Voting  Trust,  and (c)  submit to the  trustee  the  Grantor's
Certificates  purchased hereunder,  accompanied by any transfer documents as may
be  requested  by the  trustee,  to permit the  trustee to issue and  deliver to
Holder a  Certificate  representing  the number of  underlying  shares of Common
Stock as to which the Option has thus been exercised and to re-issue and deliver
to Grantor a Certificate  representing the balance of Grantor's  holdings within
the Voting Trust.

         6. Grantor  Representations.  Grantor hereby represents and warrants to
Holder that (a) all shares of Common Stock underlying the  Certificates  held by
Grantor are beneficially  owned by Grantor,  are validly issued,  fully paid and
non-assessable,  and are free and clear of any liens, pledges, charges, security
interests  or  encumbrances  of any  kind,  or any  other  type of  preferential
arrangement that has the practical effect creating an encumbrance on such shares
of Common Stock. (b) this Agreement is a valid and binding obligation of Grantor
enforceable  against Grantor in accordance  with its terms,  and (c) Grantor has
the absolute and unrestricted  right,  power,  authority and capacity to execute
and deliver  this  Agreement  and to perform  Grantor's  obligations  under this
Agreement.

         7. Notices.  All notices,  requests,  waivers and other  communications
made pursuant to this  Agreement  shall be in writing and shall be  conclusively
deemed to have been duly given (a) when hand  delivered to the other party;  (b)
when  received when sent by facsimile at the address and number set forth below;
(c) three (3) business  days after  deposit in the U.S. mail with first class or
certified  mail receipt  requested  postage  prepaid and  addressed to the other
party as set forth  below;  or (d) the next  business  day after  deposit with a
national overnight delivery service,  postage prepaid,  addressed to the parties
as set forth below with next-business-day delivery guaranteed, provided that the
sending party  receives a  confirmation  of delivery  from the delivery  service
provider.


         To Holder:                              To Grantor:

         TMRC, L.L.P. c/o
         Tracker Marine, L.L.C.
         2500 East Kearney Street
         Springfield, Missouri 65803
         Attn:  Ken Burroughs
         Fax Number: (417) 873-5052


                                       2
<PAGE>

         With copies to:

         Gallop, Johnson & Neuman, L.C.
         101 S. Hanley, Suite 1600
         Saint Louis, Missouri  63119
         Attn:  Robert H. Wexler, Esq.
         Fax Number:  (314) 615-6001



Each person making a communication hereunder by facsimile shall promptly confirm
by  telephone  to the  person  to whom such  communication  was  addressed  each
communication  made by it by facsimile  pursuant  hereto but the absence of such
confirmation  shall not affect the validity of any such  communication.  A party
may change or supplement  the  addresses  given above,  or designate  additional
addresses,  for  purposes of this  Section 7 by giving the other  party  written
notice of the new address in the manner set forth above.

         8. Applicable Law. This Agreement shall be governed by and construed in
accordance  with  the laws of the  State  of  Missouri,  without  regard  to its
conflicts of laws and choice of laws principles.

         9.  Amendment.  This  Agreement may be amended by written  agreement of
Holder and Grantor without consent of any other person.

         10.  Counterparts.  For the  convenience of the parties,  any number of
counterparts  of this  Agreement may be executed by the parties  hereto and each
such  executed  counterpart  shall be,  and  shall be deemed to be, an  original
instrument.

                  (Remainder of Page Intentionally Left Blank)


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<PAGE>



The parties have executed this  Agreement as of the date  reflected on the first
page of this Agreement.



                                       "GRANTOR"




                                        -------------------------------------



ACCEPTED:


TMRC, L.L.P.


By:
   -----------------------------
Name:
     ---------------------------
Title:
      --------------------------






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</DOCUMENT>
