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                                                                   EXHIBIT 10.16

                                              October 24, 2001


Timothy J. Bernlohr



Dear Tim:

         This letter will confirm your employment arrangements with RBX
Industries, Inc. (the "Company"), which will be effective through
September 1, 2002.

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Base Salary:              $210,000 annually, payable bi-weekly at the rate of 8,076.92, subject to customary
                          withholdings.

Bonus:                    Continued eligibility under the Company's Annual Incentive Plan for 2001 and 2002.

Retirement:               Continued eligibility under the Company's Pension Plan and 401(k) Savings Plan.

Vacation:                 Four weeks annually, subject to normal Company policy regarding exercise of vacation days.

Health/Life Insurance:    See attached Benefits outline.

STD/LTD:                  See attached Benefits outline.

Term:                     Employment is at will and may be terminated at any time by the Company.  If your employment
                          is terminated by the Company prior to September 1, 2002 for any reason other than For Cause
                          (as defined below), you will receive your base salary, health insurance, life insurance and
                          STD/LTD benefits, and accrued and unused vacation pay through September 1, 2002.  If your
                          employment is terminated by the Company prior to September 1, 2002 For Cause, you will
                          receive your base salary health insurance, life insurance and STD/LTD benefits and accrued
                          and unused vacation pay through the date of your termination.  If prior to September 1, 2002,
                          a purchaser acquires all or substantially all of the Company's assets and you are offered
                          comparable employment on comparable terms with the successor entity, your employment will
                          not be deemed to have been terminated under this agreement.

Severance:                Eligibility under the Company's new standard severance program, subject to the approval and
                          adoption by the Board of Directors of the Company.


For  Cause:               "For Cause" means termination of your employment by the Company upon a good faith
                          determination by the President and Chief Executive Officer of the Company that any of the
                          following has occurred:

                          (i)  you shall have committed an act of fraud, embezzlement, misappropriation or breach of
                          fiduciary duty against the Company or any of its subsidiaries; (ii) you shall have been
                          convicted by a court of competent jurisdiction of, or pleaded guilty or nolo contendere to,
                          any felony or any crime involving moral turpitude; (iii) you shall have committed a breach
                          of any confidentiality covenant contained in any agreement between you and the Company or
                          any of its subsidiaries;
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                          (iv) you shall have willfully failed to perform your duties on a regular basis and such willful
                          failure shall have continued for a period of ten days after written notice to you specifying
                          such willful failure in reasonable detail; (v) you shall have committed acts of gross misconduct
                          or acts constituting grounds for immediate dismissal pursuant to the Company's then-effective
                          employee handbook; or (vi) you shall have engaged in the unlawful use or possession of illegal
                          drugs on the Company's premises.

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We appreciate your continued efforts on behalf of the Company and look forward
to working with you to meet the Company's Stretch-Plan Goals and Objectives.

                                           Sincerely,


                                           /s/ Eugene I. Davis

                                           Eugene I. Davis
                                           President and Chief Executive Officer

Agreed this
31st day of
October 2001.

/s/ Timothy J. Bernlohr
----------------------
Timothy J. Bernlohr


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                              RBX INDUSTIRES, INC.
                           Salaried Employee Benefits
   Corporate Benefits provided for full-time, non-bargaining unit employees.

THE BENEFITS OF WORKING AT RBX INDUSTRIES, INC.

In addition to your regular salary, RBX Industries, Inc. provides life
insurance, disability insurance, medical and prescription drug coverage, a
pension plan, 401(k) plan, paid vacation and paid holidays. Here's how it works.

LIFE INSURANCE
--------------

Basic Life Coverage: One times employee's annual salary; not less than $18,500
and not greater than $50,000. Paid entirely by RBX .

Optional Life Coverage: Additional life coverage may be purchased by the
employee in either one or two times annual salary increments. Premiums are
deducted from payroll. After retirement, coverage is reduced to $5,000 as long
as retiree continues premiums.

Accidental Death & Dismemberment: Benefit is equal to the Basic Life Coverage
and will be paid in addition to the basic life amount and any optional insurance
coverage. Coverage ends at retirement.

DISABILITY INSURANCE
--------------------

Salary continuance through Short Term Disability and Long Term Disability
Insurance -

STD: Employees are paid 100% of their salary up to 90 days under Short Term
Disability.

LTD: Disability income from the Long Term Disability program and from "other
income sources" will be paid up to 70% of the employee's base monthly salary not
to exceed $2,500 per month. Coverage ends at retirement or separation from
service.

HEALTH INSURANCE
----------------

Medical Insurance: Fully insured managed care through Trigon Blue Cross/Blue
Shield. See Summary Plan Description for complete benefits. Entire cost of
employee's premium is paid by RBX Industries, Inc., the addition of one
dependent is $36 per month premium, two or more dependents is $56 per month
premium. Premiums are deducted from payroll.

Prescription Drug Program:

Retail Drug Plan (30 day supply)-
Generic               $5
Performance Brand    $15
Non Performance      $25

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Mail Order Drug Plan  (90 day supply)-
(for maintenance drugs)
Generic               $5
Performance          $15
Non Performance      $25

There are certain drugs not covered. Check with your HR office for details.

Flexible Spending Account: A voluntary plan established by RBX Industries, Inc.
which allows an employee to select various benefits to be paid on a non-taxable
basis: health care coverage premiums, medical and dental expenses, and work
related dependent day care expenses.

If for certain reasons an employee's health insurance ends, he/she may be
eligible for continued coverage under COBRA at the employee's expense.

RETIREMENT PLANNING
-------------------

Pension Plan - This benefit is funded by the company to provide for the
retirement of eligible employees. A normal retirement is based on Social
Security covered compensation, Final Average compensation and benefit service.
Please refer to the Summary Plan Description for more details.

401(k) Savings Plan - A voluntary retirement plan sponsored by RBX Corp to
assist employees in saving for retirement. Employees can defer up to 15% of
their salary on a pre-tax basis up to $11,000. [2002] RBX Corp provides a
matching contribution of 50% up to 5%[or 2.5% of compensation] of the employee's
deferral if less than 35 years of service and 100% up to 5% [or 5% of] if
greater than 35 years of service. Examples:

25,000 x 5% employee deferral= $1,250
25,000 x 2.5% employer match = $  625
or > 35 years of service
25,000 x 5% employer match =   $1,250
Possible Annual Retirement Savings:

                        $1,875 or $2,500

Eligibility for Participation:  Three months service.
Eligibility for Employer Match:  Twelve months continuous service.
Three year vesting: 50% after 1st year, 75% after 2nd year, and 100% after 3rd
year. You are always 100% vested in your employee deferral monies.

VACATION
--------

Hired after 03/01/1995:

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After six months of continuous service the initial vacation for a new employee
is: zero (0) weeks the first year if hired between May 1 and December 31 and one
(1) week if hired between Jan 1 and April 30. For each year thereafter:

1 - 7 years of service = 2 weeks

8 - 13 years of service = 3 weeks

14 or more years of service = 4 weeks

HOLIDAYS
--------

RBX Industries, Inc. provides ten paid holidays each year. Please see the
current year's schedule.

If you have any questions about these benefits, please refer to the appropriate
Summary Plan Description or your local Human Resources office.