EXHIBIT 10.9

                                    COMMERCIAL GUARANTY

  REFERENCES IN THE SHADED AREA ARE FOR LENDER'S USE ONLY AND DO NOT LIMIT THE
         APPLICABILITY OF THIS DOCUMENT TO ANY PARTICULAR LOAN OR ITEM.
 ANY KERN ABOVE CONTAINING **** HAS BEEN OMITTED DUE TO TEXT LENGTH LIMITATIONS.
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<TABLE>
<S>                                                  <C>
 Borrower:  US GLOBAL AEROSPACE, INC. F/K/A CARING   Lender:  WESTERN SECURITY BANK
            PRODUCTS INTERNATIONAL, INC.                      QREENWAY OFFICE
            2533 NORTH CARSON STREET, 8TE. 6108               16Z77 GREENWAY HAYDEN LOOP
            CARSON CITY, NV 89706                             SCOTTSDALE, AZ 85260
</TABLE>

 Guarantor: JOHN D. ROBINSON
            REDACTED
            REDACTED


AMOUNT OF GUARANTY. The amount of this Guaranty is unlimited.

CONTINUING  UNLIMITED  GUARANTY.  For good and valuable  consideration,  JOHN D.
ROBINSON ('Guarantor") absolutely and unconditionally guarantees and promises to
pay to WESTERN  SECURITY BANK  ('Lender")  or its order,  in legal tender of the
United States of America, the Indebtedness (as that term is defined below) of US
GLOBAL AEROSPACE, INC. F/K/A CARING PRODUCTS INTERNATIONAL, INC. ("Borrower") to
Lender on the terms  and  conditions  set  forth in this  Guaranty.  Under  this
Guaranty,  the  liability  of  Guarantor la  unlimited  and the  obligations  of
Guarantor are continuing.  INDEBTEDNESS GUARANTEED.  The Indebtedness guaranteed
by this Guaranty  Includes any and all of Borrower's  Indebtedness to Lender and
is used in the most  comprehensive  sense and means and  includes any and all of
Borrower's  liabilities,  obligations  and  debts to  Lender,  now  existing  or
hereinafter  incurred  or created,  including,  without  limitation,  all loans,
advances,   interest,   costs,  debts,  overdraft   indebtedness,   credit  card
indebtedness, lease obligations, other obligations, and liabilities of Borrower,
or any of them, and any present or future judgments against Borrower,  or any of
them;  and  whether  any  such  Indebtedness  is  voluntarily  or  involuntarily
incurred,  due or not due,  absolute or contingent,  liquidated or unliquidated,
determined  or  undetermined;  whether  Borrower may be liable  individually  or
jointly with others,  or  primarily or  secondarily,  or as guarantor or surety;
whether   recovery  on  the   Indebtedness  may  be  or  may  become  barred  or
unenforceable  against  Borrower  for any reason  whatsoever;  and  whether  the
Indebtedness  arises  from  transactions  which may be  voidable  on  account of
infancy, insanity, ultra vires, or otherwise.

DURATION OF GUARANTY.  This  Guaranty  will take effect when  received by Lender
without the necessity of any acceptance by Lender, or any notice to Guarantor or
to Borrower,  and will continue in full force until all Indebtedness incurred or
contracted  before receipt by Lender of any notice of revocation shall have been
fully and finally paid and satisfied and any of  Guarantor's  other  obligations
under this Guaranty  shall have been  performed in full. If Guarantor  elects to
revoke this Guaranty,  Guarantor may only do so in writing.  Guarantor's written
notice of revocation  must be mailed to Lender,  by certified  mall, at Lender's
address  listed  above or such other place as Lender may  designate  in writing.
Written  revocation  of  this  Guaranty  will  apply  only  to  advances  or new
Indebtedness  created  after  actual  receipt by Lender of  Guarantor's  written
revocation. For this purpose and without limitation, the term "new Indebtedness"
does not  include  Indebtedness  which at the time of  notice of  revocation  is
contingent,  unliquidated,  undetermined  or not due  and  which  later  becomes
absolute,  liquidated,  determined  or due.  This Guaranty will continue to bind
Guarantor for all Indebtedness incurred by Borrower or committed by Lender prior
to  receipt  of  Guarantor's   written  notice  of  revocation,   including  any
extensions,  renewals,  substitutions or modifications of the Indebtedness.  All
renewals,  extensions,  substitutions,  and  modifications  of the  Indebtedness
granted after Guarantor's revocation,  are contemplated under this Guaranty and,
specifically will not be considered to be new Indebtedness.  This Guaranty shall
bind  Guarantor's  estate  as to  Indebtedness  created  both  before  and after
Guarantor's  death or  incapacity,  regardless  of  Lender's  actual  notice  of
Guarantor's   death.   Subject  to  the  foregoing,   Guarantor's   executor  or
administrator or other legal  representative  may terminate this Guaranty in the
same  manner  in which  Guarantor  might  have  terminated  it and with the same
effect.  Release of any other  guarantor or termination of any other guaranty of
the Indebtedness  shall not affect the ability of Guarantor under this Guaranty.
A revocation  Lender receives from any one or more  Guarantors  shall not affect
the liability of any remaining Guarantors under this Guaranty. It la anticipated
that  fluctuations may occur In the aggregate amount of Indebtedness  covered by
this  Guaranty,  and  Guarantor   specifically   acknowledges  and  agrees  that
reductions in the amount of Indebtedness, even to zero dollars ($0.00), prior to
Guarantor's   written  revocation  of  this  Guaranty  shall  not  constitute  a
termination  of this  Guaranty.  This  Guaranty is binding  upon  Guarantor  and
Guarantor's  heirs,  successors  and  assigns  so long as any of the  guaranteed
Indebtedness remains unpaid and even though the Indebtedness guaranteed may from
time to time be zero dollars ($0.00).

OBLIGATIONS  OF MARRIED  PERSONS.  Any  married  person who signs this  Guaranty
hereby  expressly  agrees that  recourse  under this Guaranty may be had against
both his or her separate property and community property.

GUARANTOR'S  AUTHORIZATION TO LENDER. Guarantor authorizes Lender, either before
or after any revocation  hereof,  without notice or demand and without lessening
Guarantor's  liability  under  this  Guaranty,  from time to time:  (A) prior to
revocation  as set  forth  above,  to make  one or more  additional  secured  or
unsecured loans to Borrower,  to lease equipment or other goods to Borrower,  or
otherwise to extend  additional  credit to Borrower;  (B) to alter,  compromise,
renew,  extend,  accelerate,  or otherwise change one or more times the time for
payment  or other  terms of the  Indebtedness  or any part of the  Indebtedness,
including  increases and decreases of the rate of interest on the  Indebtedness;
extensions  may be repeated and may be for longer than the  original  loan term;
(C) to  take  and  hold  security  for  the  payment  of  this  Guaranty  or the
Indebtedness,  and exchange, enforce, waive, subordinate,  fall or decide not to
perfect, and release any such security,  with or without the substitution of new
collateral; (D) to release,  substitute,  agree not to sue, or deal with any one
or more of Borrower's sureties,  endorsers,  or other guarantors on any terms or
in any manner Lender may choose; (E) to determine how, when and what application
of payments  and  credits  shall be made on the  Indebtedness  (F) to apply such
security  and  direct  the order or manner of sale  thereof,  including  without
limitation,  any  nonjudicial  sale  permitted  by the terms of the  controlling
security  agreement or deed of trust, as Lender in its discretion may determine;
(G) to sell, transfer,  assign or grant participations in all or any part of the
Indebtedness; and (H) to assign or transfer this Guaranty in whole or in part.

GUARANTOR'S REPRESENTATIONS AND WARRANTIES. Guarantor represents and warrants to
Lender that (A) no  representations  or agreements of any kind have been made to
Guarantor  which would  limit or qualify in any way the terms of this  Guaranty;
(B) this  Guaranty is executed at  Borrower's  request and not at the request of
Lender;  (C)  Guarantor  has full power,  right and authority to enter into this
Guaranty;  (D) the provisions of this Guaranty do not conflict with or result in
a default under any agreement or other instrument  binding upon Guarantor and do
not  result  in a  violation  of any  law,  regulation,  court  decree  or order
applicable to Guarantor;  (E) Guarantor has not and will not,  without the prior
written consent of Lender, sell, lease, assign, encumber, hypothecate, transfer,
or otherwise dispose of all or substantially  alt of Guarantor-s  assets, or any
interest therein;  (F) upon Lender's  request,  Guarantor will provide to Lender
financial and credit  Information  in form  acceptable  to Lender,  and all such
financial which currently has been, and all future financial  information  which
will be  provided  to Lender  is and will be true and  correct  in all  material
respects and fairly present Guarantor's  financial condition as of the dates the
financial  information Is provided;  (G) no material adverse change has occurred
In Guarantor's  financial  condition since the date of the most recent financial
statements  provided to Lender and no event has  occurred  which may  materially
adversely affect  Guarantor's  financial  condition;  (H) no litigation,  claim,
Investigation,  administrative proceeding or similar action (including those for
unpaid taxes) against Guarantor is pending or threatened; (I) Lender has made no
representation  to Guarantor  as to the  creditworthiness  of Borrower,  and (J)
Guarantor  has  established  adequate  means of  obtaining  from  Borrower  on a
continuing basis information regarding Borrower's financial condition. Guarantor
agrees to keep  adequately  informed  from such means of any facts,  events,  or
circumstances  which  might  in any way  affect  Guarantor's  risks  under  this
Guaranty,  and Guarantor  further agrees that, absent a request for information,
Lender shall have no  obligation  to disclose to Guarantor  any  information  or
documents acquired by Lender In the course of its relationship with Borrower.

GUARANTOR'S  WAIVERS.  Except as prohibited by applicable law,  Guarantor waives
any right to require  Lender (A) to continue  lending  money or to extend  other
credit to Borrower; (B) to make any presentment,  protest,  demand, or notice of
any kind,  including  notice of any  nonpayment  of the  Indebtedness  or of any
nonpayment  related to any  collateral,  or notice of any action or nonactton on
the part of  Borrower,  Lender,  any  surety,  endorser  or other  guarantor  in
connection  with the  Indebtedness  or in connection with the creation of new or
additional  loans or  obligations;  (C) to  resort  for  payment  or to  proceed
directly  or at  once  against  any  person,  including  Borrower  or any  other
guarantor;  (D) to proceed  directly  against or exhaust any collateral  held by
Lender from  Borrower,  any other  guarantor,  or any other person;  (E) to give
notice of the terms,  time,  and place of any public or private sale of personal
property  security  held by Lender  from  Borrower  or to comply  with any other
applicable  provisions of the Uniform  Commercial  Code; (F) to pursue any other
remedy within  Lender's power; or (G) to commit any act or omission of any kind,
or at any time, with respect to any matter whatsoever.

In addition to the waivers set forth herein, if now or hereafter  Borrower is or
shall become insolvent and the Indebtedness shall not at all times until paid be
fully secured by collateral pledged by Borrower, Guarantor hereby forever waives
and  gives up in favor of Lender  and  Borrower,  and  Lender's  and  Borrower's
respective  successors,  any claim or right to payment Guarantor may now have or
hereafter have or acquire against Borrower by subrogation or otherwise,  so that
at no time shall  Guarantor  be or become a  "creditor"  of Borrower  within the
meaning of 11 U.8.C.  section  547(b) or any successor  provision of the Federal
bankruptcy laws.

Guarantor  also waives any and all rights or  defenses  arising by reason of (A)
any "one  action" or  "anti-deficiency"  law or any other law which may  prevent
Lender from  bringing  any action,  including  a claim for  deficiency,  against
Guarantor,   before  or  after  Lender's   commencement  or  completion  of  any
foreclosure action, either judicially or by exercise of a power of sale; (B) any
election of remedies by Lender  which  destroys or otherwise  adversely  affects
Guarantor's subrogation rights or Guarantor's rights to proceed against Borrower
for reimbursement,  including without  limitation,  any loss of rights Guarantor
may  suffer  by reason  of any law  limiting,  qualifying,  or  discharging  the
Indebtedness:  (C) any  disability  or other  defense of Borrower,  of any other
guarantor,  or of any other person,  or by reason of the cessation of Borrower's
liability from any cause whatsoever, other than payment in


<PAGE>




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                                 COMMERCIAL GUARANTY
Loan No: 4971209712                  (Continued)                          Pag* 2
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full in legal tender, of the  Indebtedness;  (D) any right to claim discharge of
the  Indebtedness  on the basis of unjustified  impairment of any collateral for
the Indebtedness;  (E) any statute of limitations,  if at any time any action or
suit brought by Lender  against  Guarantor is  commenced,  there is  outstanding
Indebtedness of Borrower to Lender which is not barred by any applicable statute
of  limitations;  or (F) any defenses  given to  guarantors  at law or in equity
other than actual  payment and  performance of the  Indebtedness.  If payment is
made by Borrower,  whether  voluntarily or otherwise,  or by any third party, on
the  Indebtedness  and  thereafter  Lender is forced to remit the amount of that
payment to Borrower's  trustee in bankruptcy or to any similar  person under any
federal  or  state  bankruptcy  law  or law  for  the  relief  of  debtors,  the
Indebtedness  shall be considered  unpaid for the purpose of the  enforcement of
this Guaranty.

In addition to the waivers set forth above,  Guarantor  expressly waives, to the
extent  permitted  by Arizona  law, all of  Guarantor's  rights  under  sections
12-1641,  12-1842,  12-1643, 12-1644, 44-142, and 47-3606 of the Arizona Revised
Statutes, and Rule 17f of the Arizona Revised Statutes Rules of Civil Procedure.

Guarantor  further  waives  and  agrees  not to  assert or claim at any time any
deductions to the amount guaranteed under this Guaranty for any claim of setoff,
counterclaim,  counter demand,  recoupment or similar right, whether such claim,
demand or right may be asserted by the Borrower, the Guarantor, or both.

GUARANTOR'S UNDERSTANDING WITH RESPECT TO WAIVERS. Guarantor warrants and agrees
that each of the waivers set forth above is made with Guarantor's full knowledge
of its significance and  consequences  and that,  under the  circumstances,  the
waivers are  reasonable  and not  contrary to public  policy or law. If any such
waiver is determined to be contrary to any applicable law or public policy, such
waiver shall be effective only to the extent permitted by law or public policy.

RIGHT OF SETOFF.  To the extent  permitted by applicable  law, Lender reserves a
right of setoff in all  Guarantor's  accounts  with  Lender  (whether  checking,
savings,  or some other  account).  This includes all accounts  Guarantor  holds
jointly with someone  else and all  accounts  Guarantor  may open in the future.
However,  this does not include any IRA or Keogh accounts, or any trust accounts
for which setoff would be prohibited by law. Guarantor authorizes Lender, to the
extent  permitted by applicable  law, to hold these funds if there is a default,
and  Lender may apply the funds in these  accounts  to pay what  Guarantor  owes
under the terms of this Guaranty.

SUBORDINATION  OF  BORROWER'S  DEBTS TO  GUARANTOR.  Guarantor  agrees  that the
Indebtedness of Borrower to Lender,  whether now existing or hereafter  created,
shall be superior to any claim that Guarantor may now have or hereafter  acquire
against  Borrower,  whether or not Borrower becomes  Insolvent  Guarantor hereby
expressly  subordinates any claim Guarantor may have against Borrower,  upon any
account  whatsoever,  to any claim that Lender may now or hereafter have against
Borrower. In the event of insolvency and consequent liquidation of the assets of
Borrower,  through bankruptcy, by an assignment for the benefit of creditors, by
voluntary  liquidation,  or otherwise,  the assets of Borrower applicable to the
payment of the claims of both Lender and  Guarantor  shall be paid to Lender and
shall be first  applied by Lender to the  Indebtedness  of  Borrower  to Lender.
Guarantor  does hereby  assign to Lender any claims which it may have or acquire
against  Borrower or against any assignee or trustee in  bankruptcy of Borrower;
provided  however,  that such assignment shall be effective only for the purpose
of assuring  to Lender  full  payment in legal  tender of the  Indebtedness.  If
Lender so requests,  any notes or credit agreements now or hereafter  evidencing
any debts or obligations of Borrower to Guarantor  shall be marked with a legend
that the same are subject to this  Guaranty  and shall be  delivered  to Lender.
Guarantor  agrees,  and Lender is hereby  authorized,  in the name of Guarantor,
from time to time to execute  and file  financing  statements  and  continuation
statements and to execute such other documents and to take such other actions as
Lender  deems  necessary  or  appropriate  to perfect,  preserve and enforce its
rights under this Guaranty.

MISCELLANEOUS  PROVISIONS.  The following miscellaneous provisions are a part of
this Guaranty:

     Amendments. This Guaranty, together with any Related Documents, constitutes
     the entire understanding and agreement of the parties as to the matters set
     forth m this Guaranty. No alteration of or amendment to this Guaranty shall
     be  effective  unless  given In writing  and signed by the party or parties
     sought to be charged or bound by the alteration or amendment.

     Attorneys  Fees;  Expenses.  Guarantor  agrees  to pay upon  demand  all of
     Lender's  costs  and  expanses,  including  Lender's  attorneys'  fees  and
     Lender's legal  expenses,  incurred in connection  with the  enforcement of
     this  Guaranty.  Lender may hire or pay someone  else to help  enforce this
     Guaranty,   and  Guarantor  shall  pay  the  costs  and  expenses  of  such
     enforcement.  Costs and expenses include Lender's attorneys' fees and legal
     expenses whether or not there is a lawsuit,  including  attorneys' fees and
     legal expenses for bankruptcy  proceedings  (including efforts to modify or
     vacate any automatic  stay or  injunction),  appeals,  and any  anticipated
     post-judgment  collection  services.   However,  Guarantor  will  only  pay
     attorneys' fees of an attorney not Lender's salaried employee,  to whom the
     matter Is referred after Guarantor's default.  Guarantor also shall pay all
     court costs and such additional fees as may be directed by the court.

     Caption  Headings.  Caption  headings in this Guaranty are for  convenience
     purposes only and are not to be used to interpret or define the  provisions
     of this Guaranty.

     Governing Law. This Guaranty will be governed by, construed and enforced in
     accordance  with  federal  law and the laws of the State of  Arizona.  This
     Guaranty has been accepted by Lender in the State of Arizona.

     Integration.  Guarantor  further  agrees that  Guarantor has read and fully
     understands  the terms of this Guaranty;  Guarantor has had the opportunity
     to be advised by Guarantor's  attorney with respect to this  Guaranty;  the
     Guaranty  fully reflects  Guarantor's  intentions and parol evidence is not
     required  to  interpret  the  terms  of  this  Guaranty.  Guarantor  hereby
     indemnifies and holds Lender harmless from all losses, claims, damages, and
     costs (including  Lender's  attorneys' fees) suffered or Incurred by Lender
     as a result of any breach by Guarantor of the  warranties,  representations
     and agreements of this paragraph.  Interpretation. In all cases where there
     is more  than  one  Borrower  or  Guarantor,  then all  words  used in this
     Guaranty  in the  singular  shall be deemed to have been used in the plural
     where the context and construction so require; and where there is more than
     one Borrower  named in this  Guaranty or when this  Guaranty is executed by
     more than one Guarantor,  the words "Borrower" and "Guarantor" respectively
     shall  mean  all  and  any one or more  of  them.  The  words  "Guarantor."
     "Borrower,"  and  "Lender"  include  the heirs,  successors,  assigns,  and
     transferees  of each of them.  If a court finds that any  provision of this
     Guaranty is not valid or should not be  enforced,  that fact by itself will
     not  mean  that the rest of this  Guaranty  will not be valid or  enforced.
     Therefore, a court will enforce the rest of the provisions of this Guaranty
     even  if a  provision  of this  Guaranty  may be  found  to be  invalid  or
     unenforceable.   If  any  one  or  more  of  Borrower  or   Guarantor   are
     corporations,   partnerships,   limited  liability  companies,  or  similar
     entitles,  it is not  necessary  for Lender to  inquire  into the powers of
     Borrower or Guarantor or of the officers,  directors partners, managers, or
     other agents  acting or  purporting  to act on their  behalf,  and any Loan
     indebtedness  made or created in reliance  upon the  professed  exercise of
     such powers shall be guaranteed under this Guaranty.

     Notices. Any notice required to be given under this Guaranty shall be given
     In writing,  and,  except for  revocation  notices by  Guarantor,  shall be
     effective when actually delivered,  when actually received by telefacsimile
     (unless  otherwise  required  by law),  when  deposited  with a  nationally
     recognized  overnight courier,  or, if mailed, when deposited In the United
     States mail, as first class,  certified or registered  mail postage prepaid
     directed to the addresses  shown near the beginning of this  Guaranty.  All
     revocation  notices by Guarantor shall be in writing and shall be effective
     upon  delivery  to Lender  as  provided  in the  section  of this  Guaranty
     entitled  "DURATION  OF  GUARANTY."  Any party may change Its  address  for
     notices under this Guaranty by giving  formal  written  notice to the other
     parties, specifying that the purpose of the notice is to change the party's
     address.  For notice purposes,  Guarantor agrees to keep Lender Informed at
     all times of Guarantor's  current  address,  unless  otherwise  provided or
     required by law. If there is more than one  Guarantor,  any notice given by
     Lender to any Guarantor is deemed to be notice given to all Guarantors.

     No Waiver By Lender.  Lender  shall not be deemed to have waived any rights
     under this  Guaranty  unless  such waiver is given in writing and signed by
     Lender.  No delay or omission on the part of Lender in exercising any right
     shall  operate  as a waiver of such  right or any  other  right A waiver by
     Lender of a provision of this Guaranty  shall not prejudice or constitute a
     waiver of Lender's right  otherwise to demand strict  compliance  with that
     provision  or any other  provision  of this  Guaranty.  No prior  waiver by
     Lender,  nor any course of dealing  between  Lender  and  Guarantor,  shall
     constitute  a waiver of any of  Lender's  rights  or of any of  Guarantor's
     obligations  as to any future  transactions.  Whenever  the  consent of the
     Lender is required  under this  Guaranty,  the  granting of such consent by
     Lender  in  any  instance  shall  not  constitute   continuing  consent  to
     subsequent  instances  where such consent is required and in all cases such
     consent may be granted or withheld in the sole discretion of Lender.

     Successors and Assigns.  Subject to any limitations stated in this Guaranty
     on transfer of  Guarantor's  interest,  this Guaranty shall be binding upon
     and Inure to the benefit of the parties, their successors and assigns.

DEFINITIONS.  The following capitalized words and terms shall have the following
meanings when used In this Guaranty. Unless specifically stated to the contrary,
all  references  to dollar  amounts  shall mean  amounts in lawful  money of the
United States of America. Words and terms used in the singular shall include the
plural,  and the plural shall include the singular,  as the context may require.
Words and terms not otherwise  defined in this Guaranty  shall have the meanings
attributed to such terms in the Uniform Commercial Code:

     Borrower. The word "Borrower" means US GLOBAL AEROSPACE,  INC. F/K/A CARING
     PRODUCTS  INTERNATIONAL,  INC., and all other persons and entitles  signing
     the Note in whatever capacity.

     Guarantor.  The word  "Guarantor"  means  each and  every  person or entity
     signing this Guaranty, including without limitation JOHN D. ROBINSON.

     Guaranty.  The word "Guaranty" means the guaranty from Guarantor to Lender,
     including without limitation a guaranty of all or part of the Note.

     Indebtedness.  The word  "Indebtedness"  means  Borrower's  indebtedness to
     Lender as more particularly described in this Guaranty.


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                                 COMMERCIAL GUARANTY
Loan No: 49712<$712                   (Continued)                         Page 3
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     Lender.  The word 'Lender" means WESTERN  SECURITY BANK, its successors and
     assigns.

     Note. The word 'Note* means the promissory  note dated  September 30, 2002,
     in the original  principal amount of $1,000,000.00 from Borrower to Lender,
     together  with  all  renewals  of,   extensions   of,   modifications   of,
     refinancings of,  consolidations  of, and  substitutions for the promissory
     note or agreement

     Related Documents. The words "Related Documents" mean all promissory notes,
     credit agreements, loan agreements,  environmental agreements,  guaranties,
     security agreements,  mortgages, deeds of trust, security deeds, collateral
     mortgages, and all other instruments, agreements and documents, whether now
     or hereafter existing, executed In connection with the Indebtedness.

EACH UNDERSIGNED  GUARANTOR  ACKNOWLEDGES HAVING READ ALL THE PROVISIONS OF THIS
GUARANTY AND AGREES TO ITS TERMS. IN ADDITION,  EACH GUARANTOR  UNDERSTANDS THAT
THIS  GUARANTY IS  EFFECTIVE  UPON  GUARANTOR'S  EXECUTION  AND DELIVERY OF THIS
GUARANTY TO LENDER AND THAT THE GUARANTY WILL CONTINUE  UNTIL  TERMINATED IN THE
MANNER  SET  FORTH IN THE  SECTION  TITLED  "DURATION  OF  GUARANTY".  NO FORMAL
ACCEPTANCE BY LENDER IS NECESSARY TO MAKE THIS GUARANTY EFFECTIVE. THIS GUARANTY
IS DATED SEPTEMBER 30, 2002,

GUARANTOR:

/s/ JOHN D. ROBINSON

JOHN D. ROBINSON, Individually