Exhibit 10.16


[VWR Letterhead]


Date:      
June 11, 2004


To:         
George A. Gunther


Re:         
Your VWR Employment Contract


Dear
George:


As you
know, VWR has redesigned several aspects of the management compensation
program, including a Management Equity and Option Program (“Equity Program”)
that we believe builds a strong basis to foster a performance-based culture and
generate shareholder wealth, including the potential for individual wealth
creation.  As a senior leader, you are included in all the new management
compensation programs, including the opportunity to participate in the Equity
Program.


At the
same time, VWR’s philosophy regarding employment contracts has changed and VWR
will not be renewing or offering employment contracts to its employees and
leaders in the future, except as may be required by local law.  VWR and
its new owners believe that an individual’s participation in the management
compensation programs, while at the same time having an employment contract, is
inconsistent with our performance-based culture and our overall compensation
philosophy.


To
summarize our discussions regarding employment contracts:


	
  1.

  	
   

  	
  Effective immediately, you will
  be included in all new management compensation programs, including the
  opportunity to participate in the Equity Program.

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  2.

  	
   

  	
  As of June 30, 2005, your current
  employment contract will be terminated.

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  3.

  	
   

  	
  For purposes of your current
  employment contract termination benefit calculation only, your salary
  and target bonus amount will be frozen as of April 6, 2004.

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  4.

  	
   

  	
  On June 30, 2005, you will either

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  i.

  	
   

  	
  elect to remain with VWR as an
  “at will” employee in your then current job function, at your then current
  compensation level, and will continue to participate in VWR’s employee
  benefit programs at then current benefit levels, but without any employment
  contract (unless required by local law), or

  



 












 


	
   

  	
  ii.

  	
   

  	
  elect to leave VWR and VWR will
  pay to you, in accordance with your Employment Agreement, the contractual
  termination benefit due, calculated with your frozen salary and target bonus
  amount.

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  5.

  	
   

  	
  If required by local law, on July
  1, 2005, a new “statutory minimum” employment agreement will be agreed
  between you and VWR.

  



 


We
believe that total management alignment with VWR’s goals, philosophy and
culture will enable VWR to substantially increase our revenues and profits and
that the potential benefits of the new management compensation systems far
outweigh the benefits afforded by your employment contract.  We trust,
after due consideration, that you will conclude the same.


Sincerely,



	
  James W. Rogers

  Chairman of the Board

  	
  Walter W. Zywottek

  President & CEO

  



 


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