LETTER AGREEMENT

Exhibit 99.7.1

LETTER AGREEMENT

March 18, 2008

VIA FACSIMILE AND U.S. MAIL

Xxxxxx X. Xxxxx III

Congoleum Corporation

00 Xxxxx Xxxxxx

Xxxxxxxxx Xxxxxxx, XX  00000-0000

Fax: (000) 000-0000

Xxxxx X. Xxxxxx

American Biltrite Inc.

00 Xxxxx Xxxxxx

Xxxxxxxxx Xxxxxxx, XX  00000

Fax: (000) 000-0000

Re:       Amendments to Settlement and Policy Buyback Agreement and Release

Gentlemen:

Reference is hereby made to the Settlement and Policy Buyback Agreement and Release (“Settlement and Buyback Amendment”), dated as of April 25, 2006, by and among Congoleum Corporation (“Congoleum”), individually and on behalf of all of the Congoleum Entities; upon its creation, the Plan Trust; American Biltrite Inc. (“ABI”), individually and on behalf of all of the ABI Entities; and Travelers Casualty and Surety Co., formerly known as Aetna Casualty and Surety Company (“Travelers”), and St. Xxxx Fire and Marine Insurance Company (“St. Xxxx”), individually and on behalf of the St. Xxxx Travelers Entities.

The undersigned hereby agree to the following amendments to the Settlement and Buyback Agreement:

1. Pursuant to Section V.A, the deadline for Travelers to exercise its right to waive the occurrence of the contingencies set forth in Section V.A(vii) shall be extended to April 29, 2008.

2. This Letter Agreement may be executed by the parties hereto in counterparts, and all of such counterparts taken together shall be deemed to constitute one and the same instrument.

3. Except as expressly amended hereby, the Settlement and Buyback Agreement shall continue to be and remain in full force and effect.

Please signify your agreement to the terms of this Letter Agreement by counter-signing in the place provided below.

Very truly yours,

TRAVELERS CASUALTY AND SURETY

COMPANY AND ST. XXXX FIRE AND MARINE

INSURANCE COMPANY (on behalf of all of the

St. Xxxx Travelers Entities)

By:       /s/ Xxxxxxx Xxxxxxx  

Officer

Acknowledged and agreed, this 17th day of March, 2008:

CONGOLEUM CORPORATION,                         AMERICAN BILTRITE INC.

CONGOLEUM SALES, INC. and                           (on behalf of all of the ABI Entities)

CONGOLEUM FISCAL, INC.

(on behalf of all of the Congoleum Entities)

By:       /s/ Xxxxxx X. Xxxxx                               By:    /s/ Xxxxx X. Xxxxxx  

Xxxxxx X. Xxxxx III                                              Xxxxx X. Xxxxxx

Chief Financial Officer                                          Chief Executive Officer

cc:        Pillsbury Xxxxxxxx Xxxx Xxxxxxx LLP

0000 Xxxxxxxx

Xxx Xxxx, XX  00000-0000

Fax:    (000)000-0000

Attn:   Xxxxxxx X. Xxxxxx, Esq.

    Xxxxx X. Xxxxxxx, Esq.

Xxxxxxxxx & Xxxxxxx

0000 Xxxxxxxxxxxx Xxxxxx, X.X.

Xxxxxxxxxx, XX  00000-0000

Fax:    (000) 000-0000

Attn:   Xxxxxxxx X. Xxxxx, Esq.

Winston & Xxxxxx LLP

0000 X Xxxxxx, X.X.

Xxxxxxxxxx, XX  00000

Fax:    (000) 000-0000

Attn:   Xxxxxxx X. Xxxx, Esq.
    Xxxx X. Xxxxxxxxxx, Esq.