Exhibit 10.7

                             Termination and Release


     This Termination and Release dated as of September 15, 1998 is entered into
by  and  among  The   Timberland   Company   ("Timberland"),   Gargoyles,   Inc.
("Gargoyles") and the kindling company, formerly known as The D.W. Lauer Company
("Kindling") with respect to the following facts:

     A.  Timberland,  Gargoyles  and Kindling  entered into a License  Agreement
dated as of May 17, 1996 (the "License  Agreement")  whereby Timberland licensed
the Timberland and Tree Logo Design trademarks to Gargoyles and Kindling.

     B.  Timberland,  Gargoyles,  Kindling and Douglas W. Lauer  entered into an
Investor Rights Agreement date as of May 17, 1996 (the "Shareholder Agreement").

     C. The parties  wish to effect the sale (the "Sale") of  substantially  all
the assets of Kindling to  Adventure  Optics  L.L.C.  ("Newco")  pursuant to the
terms of an Asset Purchase  Agreement dated as of September 15, 1998 (the "Asset
Purchase  Agreement")  by and among  Newco,  Gargoyles,  Kindling and Douglas W.
Lauer.

     D. It is a condition  precedent to Gargoyles'  obligation to close the Sale
that Timberland shall have entered into this Release and Termination.

     NOW THEREFORE,  for good and valuable  consideration,  and conditioned upon
the closing of the Sale, the parties hereto agree as follows:

     1. Consent to Sale. Timberland hereby consents to the Sale.

     2.  Termination of License  Agreement.  Timberland,  Gargoyles and Kindling
declare and agree that the License  Agreement is hereby  terminated,  subject to
the following:

          2.1 The following specific sections of the License Agreement, Sections
     5, 11, 12, 30, 32, 34, 44, 46, 56 and 57, shall survive the  termination of
     the License  Agreement;  and provided further that Sections 20 and 22 shall
     survive  for a period of two years  following  the date of this  Agreement.
     Furthermore,  Section  31 shall  survive  the  termination  of the  License
     Agreement,  but only with respect to Licensed  Products (as defined therein
     manufactured pursuant to the License Agreement;

          2.2 Section 13 shall survive  termination the License Agreement except
     for the first  three  sentences  of Section  13,  which  shall not  survive
     termination  of the License  Agreement.  In  addition,  all  actions  which
     Gargoyles  or  Kindling  may be  required  to perform  under the  surviving
     portions of Section 13 shall be at the expense of Timberland;


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          2.3 Section 33 shall  survive  termination  of the License  Agreement,
     provided  that  Kindling  shall not be required to maintain any  insurance.
     Kindling shall remain as an additional  assured on insurance  maintained by
     Gargoyles.

          2.4 Section 35 shall survive  termination of the License  Agreement in
     its  entirety  insofar  as it  applies  to  Kindling.  Section 35 shall not
     survive  termination  of  the  License  Agreement  insofar  as  it  applies
     Gargoyles,  provided,  however,  that  Gargoyles  agrees  that it will  not
     research,  design  or sell any  eyewear  or  related  accessories  which in
     Timberland's reasonable opinion are based on, are derived from or replicate
     any  products  which were  Licensed  Products  during  the period  that the
     License was effective.

     3. Release. In consideration of, and conditioned upon Timberland's  receipt
of, payment of $255,000 from proceeds of the Sale,  Timberland  hereby  releases
Gargoyles and Kindling,  and their respective  successors,  assigns,  directors,
officers,  employees,  agents, attorneys and representatives (other than Newco),
and Gargoyles  and Kindling  release  Timberland  and its  successors,  assigns,
directors, officers, employees, agents, attorneys and representatives,  from any
and all liability for payment of royalty  payments and all other  obligations of
Gargoyles or Kindling whatsoever,  known and unknown,  arising under the License
Agreement,  excluding  those  obligations  which survive the  termination of the
License Agreement pursuant to Section 2, above.

     4. Counterparts. This Release and Termination may be executed in any number
of counterparts which, when taken together, shall constitute but one agreement.

     IN WITNESS WHEREOF,  the parties have executed this Release and Termination
as of the 15th day of September, 1998.

THE TIMBERLAND COMPANY                   GARGOYLES, INC.


By: /s/ Stephanie Lawrence               By: /s/ Leo Rosenberger
    ---------------------------              --------------------------
Its: Vice President - Licensing          Its: CEO & CFO


the kindling company


By: /s/ Leo Rosenberger
    ---------------------------        
Its: CFO