EXHIBIT 10.7

                     SETTLEMENT AGREEMENT AND MUTUAL RELEASE

         THIS SETTLEMENT AGREEMENT AND MUTUAL RELEASE is made as of November 19,
2002,  by and among  Richard A. Wall,  an  individual  ("Wall"),  ECON  Investor
Relations,  Inc. ("ECON"),  Dawn Van Zant, an individual who controls ECON ("Van
Zant") (ECON and Van Zant are sometimes referred to hereinafter  collectively as
the "ECON  Parties"),  US Global  Aerospace,  Inc., a publicly  traded  Delaware
corporation  (formerly,  Caring  Products  International,  Inc.)  (OTCBB:  USGA)
("USGA"),  its wholly owned subsidiary USDR Global  Aerospace,  Ltd., a Delaware
corporation  ("Global"),  and USDR Aerospace,  Ltd., a Texas limited partnership
("Aerospace")  (USGA, Global and Aerospace are sometimes referred to hereinafter
collectively as the "USGA Parties").  All of the foregoing parties are sometimes
referred to hereinafter  collectively as the "Parties",  and each, individually,
as a "Party").

                                    RECITALS

         A. Wall has heretofore provided investment banking and other consulting
services to USGA, Global, and/or Aerospace,  and in the course of providing such
services arranged a relationship between ECON and the USGA Parties.

         B. The ECON parties have  heretofore  provided  investor  relations and
other  services  to the USGA  Parties,  and,  in the  course of  providing  such
services,  the ECON  Parties  made  introductions  of Haywood  Securities,  Inc.
(together with its clients,  "Haywood") and other clients of ECON  (collectively
with Haywood, "ECON Clients") to USGA, and one or more ECON Clients subsequently
purchased shares of USGA.

         C.  Following  the ECON  Clients'  purchase of USGA shares,  the market
price of USGA's common stock declined significantly,  and, as a result, the ECON
Parties agreed to use their best efforts to cause  additional  USGA shares to be
transferred to one or more of the ECON Clients who purchased USGA Shares.

         D. In a separate  agreement,  USGA has agreed to issue at least 100,000
restricted  shares of USGA common stock in settlement of certain issues existing
between Wall and the USGA Parties.

         D. In order to preserve a long-standing  business  relationship between
Wall and the ECON Parties, Wall agreed to transfer 100,000 shares of USGA common
stock to ECON,  which may in turn  transfer some or all of such shares to one or
more ECON Clients to compensate such ECON Clients for the diminution in value of
the USGA shares.

         E. In the course of providing  services to the USGA  parties,  the ECON
Parties  arranged for the purchase by Charles  Freeland  ("Freeland")  and other
ECON Clients of certain  shares of USGA common stock from Wall and in connection
therewith Wall directed the ECON Parties,  acting on behalf of Freeland, to wire
transfer  $45,000 to the USGA  Parties on July 26,  2002 and  directed  the ECON
Parties,  acting on behalf of one or more other ECON  Clients,  to wire transfer
$100,000 on August 14, 2002, as a loan by Wall to the USGA Parties.


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         F. As of the date hereof,  USGA owes ECON  $14,000  (U.S.) for investor
relations services that were rendered in July and August of 2002  (collectively,
the "ECON Debt"), and $3,493.38 (U.S.) which the ECON Parties advanced to one or
more newswire services for the publishing of press releases (the "PR Invoice").

         NOW, THEREFORE,  for good and valuable  consideration,  the receipt and
sufficiency of which are hereby acknowledged, and in consideration of the mutual
promises,  covenants  and  conditions  herein  contained,  the Parties  agree as
follows:

         1. Transfer by Wall to ECON Parties.  Upon the execution  hereof by all
Parties,  Wall  shall  transfer  and  the  ECON  Parties  shall  accept  100,000
restricted  shares of USGA common stock to ECON, in full and final  satisfaction
of any and all obligations Wall may have to tender additional shares to the ECON
Parties  and/or any of the ECON Clients.

         2. Issuance of Restricted Shares for ECON Debt;  Payment of PR Invoice.
Upon the execution  hereof by all Parties,  USGA shall (i) pay the PR Invoice to
ECON or directly to the applicable  newswire  service(s),  and (ii) instruct its
transfer agent to issue 29,332 restricted shares of common stock of USGA in full
and final  satisfaction of the ECON Debt,  14,666 of which shall be issued as of
July 1, 2002 and 14,666 of which  shall be issued as of August 1, 2002,  and the
ECON Parties shall accept the foregoing in full and final satisfaction of the PR
Invoice and the ECON Debt.

         3. Releases.

                  (a)  Each  of  the  USGA   Parties   and  Wall   hereby,   for
itself/himself,  and, as the case may be,  its/his  past and present  employees,
officers,  directors,  agents,   representatives,   executors,   administrators,
trustees, partners, parents,  subsidiaries,  controlled entities and affiliates,
successors  and  assigns,  forever  discharges  and  releases  each of the  ECON
Parties,  ECON  Clients  and, as the case may be, each of their past and present
employees,  agents,  executors,  administrators,   trustees,  heirs,  attorneys,
partners,   insurers,    representatives,    assigns,   subsidiaries,   parents,
predecessors, successors and related entities, from any and all claims, damages,
actions,  judgments,  obligations,  attorneys' fees, indemnities,  subrogations,
duties,  demands,  controversies  and  liabilities  of every nature at law or in
equity,  liquidated,  or unliquidated,  known or unknown,  matured or unmatured,
foreseeable  or  unforeseeable,  which  they  had  or  have  arising  out of any
circumstance,  thing,  or event  alleged,  and any and all other  matters of any
nature  whatsoever,  including  without  limitation  any and all past,  present,
pending or threatened litigation.

                  (b) Each of the ECON Parties hereby, for itself/herself,  and,
as the case may be,  its/her past and present  employees,  officers,  directors,
agents, representatives,  executors, administrators, trustees, clients, parents,
subsidiaries,  controlled  entities  and  affiliates,  successors  and  assigns,
forever  discharges  and releases (i) each of the USGA Parties and each of their
respective past and present employees,  officers,  directors, agents, attorneys,
insurers,   representatives  (including,  without  limitation,  John  Robinson),
affiliates, assigns, subsidiaries, parents, predecessors, successors and related
entities,  and (ii)  Wall and each of his past and


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present  employees,  agents,  executors,  administrators,   trustees,  partners,
representatives, controlled entities and affiliates, successors and assigns from
any and all claims, damages, actions, judgments,  obligations,  attorneys' fees,
indemnities,  subrogations,  duties,  demands,  controversies and liabilities of
every nature at law or in equity, liquidated, or unliquidated, known or unknown,
matured  or  unmatured,  foreseeable  or  unforeseeable,  which they had or have
arising out of any circumstance,  thing, or event alleged, and any and all other
matters of any nature whatsoever, including without limitation any and all past,
present, pending or threatened litigation.


                  (c)  Each of the  Parties  understands  and  agrees  that  the
releases  set  forth  above  extend  to all  claims of every  kind,  nature  and
description whatsoever, known or unknown, suspected or unsuspected.  Each of the
Parties  understands  and  acknowledges  that such  Party is  familiar  with and
expressly waives and  relinquishes  every right or benefit such Party has or may
have  under the  provisions  of  Section  1542 of the Civil Code of the State of
California, which reads as follows:

                  "A  general  release  does not  extend  to  claims  which  the
creditor does not know or suspect to exist in his favor at the time of executing
the release,  which if known by him must have materially affected his settlement
with the debtor."

         3.  Indemnification.  Each of the ECON Parties,  jointly and severally,
hereby agrees to indemnify each of the USGA Parties and each of their respective
past and  present  officers,  directors  (including,  without  limitation,  John
Robinson),  agents and directors against any loss,  liability,  claim, damage or
expense  (including,   without  limitation,  any  and  all  expenses  whatsoever
reasonably  incurred  in  investigating,  preparing  or  defending  against  any
litigation,  commenced or  threatened or any claim  whatsoever),  to which it or
they may become  subject  arising out of or based on the purchase of USGA shares
by Haywood,  Freeland and/or any of the other ECON Clients,  as described in the
recitals of this Agreement.

         4. No  Disparagement.  Each Party  hereby  agrees to  refrain  from any
communication  with any other person,  entity,  regulatory  body or governmental
authority  which in any way  disparages or defames any other Party,  unless such
communication  is required in response to a valid order by a court of  competent
jurisdiction or other  governmental or regulatory body, or as otherwise required
by applicable law.

         5. Confidentiality.  This Agreement and the terms and conditions hereof
shall at all times be kept strictly  confidential by the Parties,  except to the
extent  disclosure  of the same is  required  in  response to a valid order by a
court of competent  jurisdiction or other governmental or regulatory body, or as
otherwise required by applicable law.

         6. Entire  Agreement.  This Agreement  contains the sole,  complete and
entire  agreement  and  understanding  of the  Parties  concerning  the  matters
contained  herein  and may not be  altered,  modified,  or changed in any manner
except by a writing  duly  executed by the  Parties.  No Party is relying on any
representations  other than those expressly set forth herein.  There are no oral
or written collateral  agreements hereto. All prior discussions and negotiations
have been and are merged, integrated into and superseded by this Agreement.


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         7. Waiver. The delay or failure of a Party to exercise any right, power
or  privilege  hereunder,  or failure to strictly  enforce any breach or default
shall not  constitute a waiver with respect  thereto;  and no waiver of any such
right, power, privilege,  breach or default on any one occasion shall constitute
a waiver thereof on subsequent  occasion unless clear and express notice thereof
in writing is provided.

         8.  Applicable  Law;  Venue.  This  Agreement  shall be governed by and
construed and enforced in  accordance  with and subject to the laws of the State
of California,  and any and all actions  brought under this  Agreement  shall be
brought in the state and/or  federal  courts of the United States sitting in the
City of Los Angeles, State of California.

         9. Advice of Counsel. The Parties represent that prior to the execution
of this  Agreement  they had the  opportunity to seek the benefit of independent
legal counsel of their own selection  regarding the substance of this Agreement.
The Parties  acknowledge and agree that the law firm Pollet,  Richardson & Patel
has not  represented any Party other than USGA and Global in connection with the
negotiation, preparation, execution and delivery of this Agreement.

         10. No Liability.  This Agreement is executed by the Parties hereto for
the sole purpose of settling the matters described  herein,  and it is expressly
understood and agreed,  as a condition  hereof,  that this Agreement  should not
constitute  nor be construed to be an admission of the truth or  correctness  of
any claim asserted.

         11. Warranties.  The Parties,  and each of them,  warrant:  (i) that no
other person or entity had or has or claims,  any interest in any of the claims,
demands, causes of action, or damages covered in this Agreement; (ii) that they,
and each of them,  have the sole right and  exclusive  authority to execute this
Agreement; and (iii) that they have not sold, assigned, transferred, conveyed or
otherwise disposed of any claim, demand, cause of action, obligation,  damage or
liability covered in this Agreement.

         12.  Counterparts.  This  Agreement  may be  executed  in  one or  more
counterparts, all of which together constitute one single document.

         13. Facsimile Signatures.  This Agreement and any documents relating to
it may be  executed  and  transmitted  to any other  party by  facsimile,  which
facsimile  shall be deemed to be, and  utilized in all respects as, an original,
wet-inked document.

                            [SIGNATURE PAGES FOLLOW]

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<PAGE>



         IN WITNESS  WHEREOF,  the parties hereto have executed this  Settlement
Agreement and Mutual Release as of the day and year first written above.


                               ------------------------------------------
                               RICHARD A. WALL, an individual


                               ---------------------------------------
                               DAWN VAN ZANT, an individual

                               ECON INVESTOR RELATIONS INC.

                               By:
                                  ------------------------------------
                                  Name: Dawn Van Zant
                                  Title:




                        [SIGNATURES FOLLOW ON NEXT PAGE]



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         [SIGNATURE PAGE TWO OF SETTLEMENT AGREEMENT AND MUTUAL RELEASE]

                               US GLOBAL AEROSPACE, INC., a Delaware corporation

                               By:
                                  ---------------------------------------
                               Name: John Robinson
                               Title: Chief Executive Officer

                               USDR GLOBAL AEROSPACE, LTD., a Delaware
                               corporation

                               By:
                                  --------------------------------------
                               Name: John Robinson
                               Title: Chief Executive Officer

                               USDR AEROSPACE, LTD., a Texas limited partnership

                               By:  United States Defense Research
                               Its: General Partner

                               By:
                                   --------------------------------------
                                   Name: John Robinson
                                   Title:


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