Exhibit 10.14 SETTLEMENT AGREEMENT AND RELEASE OF CLAIMS

Date: February 28, 1999

PARTIES:
         1.       CAE (U.S.) Inc. ("CAE");
         2.       Ney Technology, Inc. f/k/a Ney Ultrasonics, Inc. ("Ney"); and
         3.       Andersen Group, Inc. ("Andersen").
RECITALS:
         1. CAE and Ney are  currently  involved in two  lawsuits  entitled  CAE
(U.S.) Inc. v. Ney Technology, Inc. f/k/a/ Ney Ultrasonics,  Inc., Docket No. CV
98-584215-S,  and Ney  Technology,  Inc.  v. CAE  (U.S.),  Inc.,  Docket  No. CV
98-584249-S,  both in the Superior  Court,  Judicial  District of  Hartford,  at
Hartford  ("Lawsuits").  The  Lawsuits  arise out of claims  made by CAE and Ney
relating to the purchase price adjustment  provisions of ss.ss. 2.10 and 2.11 of
the Asset  Purchase  Agreement  effective as of February 28, 1998 among CAE, Ney
and Andersen.  CAE, Ney and Andersen deny in their entirety all  allegations and
claims made in the Lawsuits.
         2. CAE,  Ney and  Andersen  desire to avoid the  expense,  burden,  and
diversion of further litigation and desire to fully resolve the claims set forth
in the Lawsuits.
COVENANTS:
         1. As part of this  Settlement  Agreement  and  Release of Claims,  the
parties hereby direct the Escrow Agent, Keating,  Muething & Klekamp, P.L.L., as
Escrow Agent under the Escrow  Agreement  dated as of March 4, 1998,  among CAE,
Ney and Keating, Muething & Klekamp, P.L.L. ("Escrow Agreement"),  to distribute
the  $500,000.00  deposit held under the Escrow  Agreement  ("Deposit"),  in the
following manner:


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     1. The sum of $400,000 from the Deposit shall be paid to Ney;

     2. The sum of $100,000 from the Deposit shall be paid to CAE;

     3. The interest accrued on the Deposit shall be split evenly as of the date
of disbursement, with one-half (1/2) paid to Ney and one-half (1/2) paid to CAE.
2. As further  consideration  for this  Settlement  Agreement and Release of All
Claims, the parties hereby amend the Technology  Assignment  Agreement effective
as of  February  28,  1998 and  entered  into by and among,  J.M.  Ney  Company,
Andersen  Group,  Inc., CAE, and CAE Blackstone,  Inc.  ("Technology  Assignment
Agreement").  The terms of such amendment shall be as follows: a. CAE represents
that pursuant to the  Technology  Assignment  Agreement  there is an outstanding
balance of Forty-Seven  Thousand Eight Hundred  Seventy-Nine  and 96/100 Dollars
($47,879.96)  as of December  25, 1998 in accrued but unpaid  payments  due from
CAE, pursuant to Article 4 and Article 5 of the Technology  License Agreement as
payments for Payment Bearing Transducers and Category I Products,  as both terms
are defined in the Technology License Agreement. The parties agree that one-half
(1/2) of this amount,  or  Twenty-Three  Thousand Nine Hundred  Thirty-Nine  and
98/100  Dollars  ($23,939.98)  shall  be paid by CAE to Ney on the  date of this
Settlement  Agreement,  and no further payments shall be required from CAE as to
such outstanding balance due under the Technology Assignment Agreement,  subject
to Ney's right of inspection  and audit under Article 6 and the parties'  rights
and obligations regarding dispute resolution under Article 10 of such agreement.

                  b.       After  the  date of  this  Settlement  Agreement  and
                           Release of Claims, payments due from CAE to Ney under
                           Article 4 and Article 5 shall be applied as follows:



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                           1)       On each payment due from CAE to Ney pursuant
                                    to  Articles  4  and  5  of  the  Technology
                                    Agreement,  CAE shall pay one-half  (1/2) of
                                    the actual payments due until a total of Two
                                    Hundred  Thousand  Dollars  ($200,000.00) of
                                    deductions from the calculated  payments due
                                    from CAE under Articles 4 and 5 (the Payment
                                    Bearing Transducers, Category I Products and
                                    the Category II Products), in the aggregate,
                                    has  been  achieved.  Thereafter,  the  full
                                    payment   by  CAE   shall  be   resumed   in
                                    accordance  with the terms of the Technology
                                    Assignment    Agreement,    including    the
                                    Applicable  Payment Period as defined in the
                                    Technology   Assignment   Agreement  without
                                    reference  to  the   modification   provided
                                    herein,  except for the reduction in the cap
                                    as set forth below at Subsection b.3.

                           2)       The fifty percent (50%) reduced payment made
                                    by CAE as set  forth in  subsection  a above
                                    shall  be  applied   towards  the  aggregate
                                    reduction  of Two Hundred  Thousand  Dollars
                                    ($200,000.00), referenced at subsection b.1)
                                    above.

                           3)       Paragraph  4.2(c) of the Technology  License
                                    Agreement  shall  be  amended  so  that  the
                                    maximum cumulative payment due under Article
                                    4 of  the  Technology  Assignment  Agreement
                                    shall be One Million Nine  Hundred  Thousand
                                    Dollars ($1,900,000.00).

                  c.       Notwithstanding   the  fifty  percent  (50%)  reduced
                           payments due from CAE under the Technology Assignment
                           Agreement as amended in accordance with subsection a.
                           and  subsection  b. of this  Paragraph  2,  the  full
                           amount of the payments  that would have been made for
                           Payment-Bearing  Transducers  under Article 4 will be
                           credited  towards the maximum  cumulative  payment of
                           One   Million   Nine   Hundred    Thousand    Dollars
                           ($1,900,000.00),  as if the  full  payment  had  been
                           made.   (See   attachment   "A"  for  the   numerical
                           reconciliation  of the above  sections  2(a)  through
                           2(c).)

                  d.       By  way of  example,  assume  that  (i)  the  payment
                           obligation  arising under the  Technology  Assignment
                           Agreement  based on of sales of  Products  during the
                           first  quarter  of 1999  (including  sales of Payment
                           Bearing  Transducers  under  Article  4, and sales of
                           Other  Payment-Bearing  Products  under Article 5) is
                           $50,000.  Assume that this amount consists of $24,000
                           due under  Article 4 and $26,000 due under Article 5.
                           Assume for  purposes  of this  example  that no other
                           payments  have been  credited  toward the  cumulative
                           $200,000   deduction   due  under   this   Settlement
                           Agreement   on  amounts   otherwise   due  under  the
                           Technology Assignment Agreement.



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                           In  this  example,  CAE  (Assignee)  will  pay to Ney
                           (Assignor) a total of $25,000  consisting  of $12,000
                           under  Article 4, and $13,000  under Article 5. CAE's
                           payment  of  $25,000  will be  credited  towards  the
                           $200,000  cumulative   deduction,   leaving  $175,000
                           remaining  to  be  deducted   from  payments  by  CAE
                           otherwise   due  under  the   Technology   Assignment
                           Agreement.  However, although only $25,000 is paid by
                           CAE in this  example,  CAE's  payment  obligation  of
                           $50,000 on account of the first quarter sales of 1999
                           Payment-Bearing  Products  will be  considered  fully
                           satisfied.  Finally, although only $12,000 is paid by
                           CAE under Article 4, $24,000 will be credited towards
                           the  $1.9  million   cumulative   cap  on  Article  4
                           payments, leaving $1,822,355.00 (after applying prior
                           period payments and credit against the cap).

                           This  same  method  shall  apply  to  all  subsequent
                           quarters  until  the  $200,000   deduction  has  been
                           satisfied,  and at  that  time  the  remaining  total
                           obligation  of the Payment  Bearing  Transducers  cap
                           under  Article  4 will  be  established  for  further
                           calculation as originally set forth in the Technology
                           Assignment   Agreement.   (See   attachment  "B"  for
                           numerical  calculation of example  assumed in section
                           2(d) above).

     e. The Technology Assignment Agreement is further amended as follows:

     (1) Exhibit D to the  Technology  Assignment  Agreement,  as  referenced in
Section 6.1 thereof, is attached to this Agreement and incorporated by reference
in the Technology Assignment Agreement.

     2) Section  8.1(a) of the Technology  Assignment  Agreement (at page 14) is
amended so that the word  "Assignor"  is changed to  "Assignee" in the last line
thereof.

                  f.       The   provisions  in  this  Section  2  shall  be  an
                           amendment  to  the  Technology  Assignment  Agreement
                           pursuant to Section 10.5 of the Technology Assignment
                           Agreement and the  signatures of Ney, CAE,  Andersen,
                           the J.M. Ney Company, and CAE Blackstone,  Inc. below
                           shall serve as written  agreement by these parties to
                           the amendments to the Technology Assignment Agreement
                           set  forth in this  Section  2.  Except  as  provided
                           above,  all of the other terms and  conditions of the
                           Technology  Assignment Agreement shall remain in full
                           force and effect and shall not be modified hereby.



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         3.  For and in  consideration  of the  mutual  promises  and  covenants
contained  in the  foregoing  paragraphs,  the  sufficiency  of which is  hereby
acknowledged,  CAE for itself and its present and former  owners,  stockholders,
directors, officers, employees,  subsidiaries,  parent corporations,  divisions,
affiliates, agents, representatives, assigns, predecessors, successors, insurers
and attorneys,  do hereby fully and forever release, hold harmless and discharge
Ney and Andersen and their present and former owners,  stockholders,  directors,
officers, employees,  subsidiaries, parent corporations,  divisions, affiliates,
agents,  representatives,   assigns,  predecessors,   successors,  insurers  and
attorneys, from any and all claims, demands, causes of action, or suits, arising
out of or related to the claims  made by CAE in the  Lawsuits,  or other sums of
money,  grievances,   expenses,   demands,   controversies  of  every  kind  and
description, whether liquidated or unliquidated, known or unknown, contingent or
otherwise,  and whether  specifically  mentioned or not, that CAE now has or has
had or which may exist or might be  claimed  to exist at or prior to the date of
this Agreement relating to the purchase price adjustment provisions of the Asset
Purchase  Agreement  contained  in ss.ss.  2.10 and 2.11 of the  Asset  Purchase
Agreement.
         4.  For and in  consideration  of the  mutual  promises  and  covenants
contained  in the  foregoing  paragraphs,  the  sufficiency  of which is  hereby
acknowledged,  Ney and  Andersen  for  themselves  and their  present and former
owners,  stockholders,  directors,  officers,  employees,  subsidiaries,  parent
corporations,   divisions,   affiliates,   agents,   representatives,   assigns,
predecessors,  successors,  insurers and attorneys,  do hereby fully and forever
release,  hold  harmless and  discharge  CAE and its present and former  owners,
stockholders, directors, officers, employees, subsidiaries, parent corporations,
divisions,   affiliates,   agents,   representatives,   assigns,   predecessors,
successors,  insurers and attorneys, from any and all claims, demands, causes of
action,  or suits,  arising  out of or  related  to the  claims  made by Ney and
Andersen in the Lawsuits, or other sums of money, grievances, expenses, demands,
controversies of every kind and description, whether liquidated or unliquidated,
known or unknown, contingent or otherwise, and whether specifically mentioned or
not,  that Ney and  Andersen now have or have had or which may exist or might be
claimed  to exist at or prior  to the  date of this  Agreement  relating  to the
purchase price adjustment  provisions of the Asset Purchase Agreement  contained
in ss.ss. 2.10 and 2.11 of the Asset Purchase Agreement.


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     5. CAE,  Ney and  Andersen  further  stipulate  and agree  that the  terms,
amount, and the fact of this Agreement are to be kept confidential, and will not
hereafter  disclose any  information  concerning  this Agreement to any persons,
firm,  coalition,  governmental agency or other entity without the prior written
consent of each and every party,  except as may become  necessary to file income
tax returns,  satisfy specific reporting obligations under applicable securities
laws, keep related  financial  records,  consult with legal counsel or to comply
with any court order,  subpoena, or at the direction of a court,  administrative
agency,  or  legislative  body. If otherwise  asked about,  or commenting on the
matter,  the  parties  will state that the  Lawsuits  were  amicably  settled or
resolved, and will state nothing further about the Lawsuits or this Agreement.

     6. CAE and Ney agree that their counsel shall  execute  withdrawals  of the
Lawsuits,  with  prejudice,  all parties to bear their own costs and  attorneys'
fees.

     7. The undersigned  parties hereby declare that they completely read, fully
understood, and voluntarily accepted the terms of this Agreement for the purpose
of  making  a full  and  final  compromise,  adjustment,  and  settlement  among
themselves  of any and all claims or disputes  arising  from the Lawsuits and as
otherwise described in paragraphs 3 and 4 above.

     8. This  Agreement  includes  the entire  transaction  between  the parties
hereto and there are no  representations,  warranties,  covenants or  conditions
except as specified and referenced in this Agreement.

     9. This  Agreement  shall be binding  upon and enure to the  benefit of the
parties, their successors and assigns.

     10. This  Agreement  shall be governed by,  construed,  and  interpreted in
accordance  with the laws of the State of Connecticut.  Any dispute  relating to
this  Agreement  shall be brought in the state or federal  courts sitting in the
State of Connecticut.


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     CAE (U.S.) INC.

     BY: -----------------------------
Title


     NEY TECHNOLOGY, INC. f/k/a NEY ULTRASONICS, INC.


     BY: -----------------------------
Title


     ANDERSEN GROUP, INC.

     BY: -----------------------------
Title




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         The following parties' signatures  constitute consent to the amendments
to  the  Technology  Assignment  Agreement  set  forth  in  paragraph  2 of  the
Covenants.

     THE J.M. NEY COMPANY


     BY: ------------------------------
        Title


     CAE BLACKSTONE, INC.

     BY: -----------------------------
         Title