TBC CORP
EXHIBIT 10.8
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<TYPE>EX-10
<SEQUENCE>5
<FILENAME>0005.txt
<DESCRIPTION>EXHIBIT 10.8
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                                                                    EXHIBIT 10.8
                                                                    ------------

                                                       December 11, 2000

Mr. Barry D. Robbins
358 Greenway Drive
Memphis, Tennessee 38120

Dear Barry:

The purpose of this letter is to confirm our mutual understanding  regarding the
termination of your employment with TBC Corporation.

We have agreed as follows:

1.  We have  accepted your  resignation  from all positions you hold with TBC or
    any of its  subsidiaries  or affiliates,  and your  employment  with TBC was
    terminated,  effective October 31, 2000 (the  "Resignation  Date"). If third
    parties ask about the  circumstances of your  termination,  we will indicate
    only  that your job  position  was  eliminated.  TBC will not  disparage  or
    otherwise  criticize  you,  either  publicly  or in  conversations  with its
    suppliers or customers or your potential employers.

2.  Your benefits as a TBC employee ceased as of the Resignation Date.

3.  TBC will  issue  you a lump sum  severance  payment  of  $110,799.00,  which
    represents  six months of base  salary  plus the amount of your  monthly car
    allowance less taxes and all other applicable deductions.  This payment will
    be made within seven days following the revocation  period referenced in the
    acknowledgment section below.

4.  The  provisions of the TBC  Corporation  401(k) Savings Plan will govern the
    rollover or other disposition of your account in the Plan.

5.  You  will  return  your  cell  phone  and any TBC  credit  cards  as soon as
    practicable.  Charges  incurred on any of these after the  Resignation  Date
    will be your responsibility.

6.  In the  near  future,  the TBC  benefits  administrator  will  send  you all
    necessary information to enable you to elect COBRA health insurance coverage
    for you and your family and to convert your group life insurance benefits to
    an individual  policy.  TBC will pay your COBRA  premiums until such time as
    you become eligible for health insurance  coverage under another  employer's
    plan or for a

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     period  not to  exceed  twelve  months from  the  resignation  date,  which
     ever comes first. You agree to notify TBC immediately in the event that you
     become eligible for health insurance during this twelve-month period.

7.  As of the Resignation  Date, of the outstanding stock options granted to you
    under the TBC Corporation 1989 Stock Option  Incentive Plan,  option granted
    to you on May 31, 1996 to purchase  10,141 shares of TBC stock at $8.875 was
    fully  vested;  the option  granted to you on January  15,  1997 to purchase
    24,871 shares of TBC stock at $7.75 was fully vested; and the option granted
    to you on January 7, 1998 to  purchase  21,327  shares of TBC stock at $9.75
    was vested as to 4,256 shares.  The Compensation  Committee of the TBC Board
    of Directors  has taken  action,  effective as of the  Resignation  Date, to
    provide that you will have until  December 31, 2002 to exercise these vested
    options.  The balance of the 1998 grant, the January 10, 1999 grant, and the
    January 5, 2000 grant to you were not vested as of the Resignation Date. The
    Compensation  Committee has also taken action to provide that these unvested
    shares  become  vested in the same manner they would have become  vested had
    you been actively employed through the extended exercise period.  This would
    mean that all of your  outstanding  options  would be vested by December 31,
    2002,  with the  exception  of the last  one-third  of your  January 5, 2000
    grant.

 8. Notwithstanding the terms of TBC's Incentive  Compensation Plan, you will be
    entitled to a pro rata portion of any incentive  payment you would otherwise
    have earned for 2000 under that Plan. The portion will be an amount equal to
    the  percentage of the 2000 calendar year  represented by the number of days
    that have elapsed up to and including the  Resignation  Date.  Any incentive
    payment  owing to you  will be paid  early  in  2001,  at the  same  time as
    incentive payments are made to other participants in this Plan.

 9. Any compensation  which you have previously elected to defer will be paid to
    you  in  accordance  with  the  provisions  of  TBC's   Executive   Deferred
    Compensation Plan and the currently effective elections you made thereunder.
    Because you have not met the minimum years of service required under the TBC
    Corporation  Retirement  Plan or the TBC Executive  Supplemental  Retirement
    Plan, you are not entitled to any benefits under either of these Plans.

10. You have no unused vacation time.

11. You will be entitled to  reimbursement of business  expenses  incurred on or
    prior to the Resignation Date in accordance with TBC's expense reimbursement
    policy.  Requests for reimbursement and all receipts and other documentation
    relating thereto should be submitted to TBC by November 30, 2000.

12. You  agree  that,  at all  times  hereafter,  you  will  hold  in  strictest
    confidence and trust all  confidential  or  proprietary  information in your
    possession relating to TBC



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    or its subsidiaries or affiliates and will make no disclosure or use of such
    information  without the prior written consent of TBC. Your  confidentiality
    obligations  will not apply to any  information  which is now in the  public
    domain or which hereafter becomes part of the public domain through no fault
    of  yours.  In the  event of any  breach  of the  foregoing  confidentiality
    obligation,  in addition to its right to damages, TBC will have the right to
    seek equitable relief, without the necessity of proof of actual damage.

13. Prior to January 31, 2001, you will not, directly or indirectly, (i)  engage
    in any  Competitive  Business (as  hereinafter  defined);  (ii) perform  any
    services for,  hold any ownership  interest in, or provide any financial  or
    other assistance to, any entity which directly or indirectly,  operates  any
    Competitive  Business or has supplied tires to TBC or its  subsidiaries  or
    affiliates in the two year period  ending on  the  Resignation  Date;  (iii)
    hire or  otherwise  employ  as an  employee  or  engage  as  an  independent
    contractor,  or  suggest  or  encourage  any  entity   with  which  you  are
    affiliated  to hire or  otherwise  employ  as an  employee  or engage  as an
    independent contractor, any individual who is employed by TBC or any  of its
    subsidiaries or affiliates on the Resignation  Date; (iv) solicit,  recruit,
    or otherwise  induce or attempt to induce any  such  individual to leave the
    employment  of TBC or its  subsidiary  or  affiliate;  or (v)  disparage  or
    otherwise  criticize TBC or its subsidiaries or  affiliates  either publicly
    or in conversations or  communications  with  their respective  suppliers or
    customers.

    By "Competitive  Business," we mean the wholesale or retail  distribution of
    replacement  tires or the  operation of retail  facilities  performing  tire
    replacement services.

14. Your Executive  Employment Agreement with TBC, dated June 1, 1996, and later
    restated and amended,  expired  effective the  Resignation  Date, and you no
    longer  have any  rights or  obligations  thereunder  other  than  rights or
    obligations  which are intended to survive any such  termination.  The Trust
    Agreement  executed by TBC with First  Tennessee  Bank National  Association
    effective  as of  August  1,  1997  for  the  purpose  of  creating  the TBC
    Corporation Trust for Barry D. Robbins will also be terminated, effective as
    of the Resignation Date.

15. In  consideration  of the payments  and benefits  provided to you under this
    letter agreement, you, on behalf of yourself and your heirs, administrators,
    assigns,  and agents,  fully  settle,  release,  and forever  discharge  TBC
    Corporation and its subsidiaries and affiliates,  and the present and former
    officers,  directors,  stockholders,  agents,  and  employees of TBC and its
    subsidiaries  or  affiliates,  from  any and  all  claims,  demands,  costs,
    attorneys' fees, liabilities, damages, actions, and causes of action arising
    out of or in any way related to your employment with TBC, the termination of
    your  employment  with TBC,  or the  performance  of services by you for the
    benefit  of  TBC  or  its  subsidiaries  or  affiliates,  including  without
    limitation, any claims which may be brought for age,

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    sex, or other  discrimination under the Age Discrimination in Employment Act
    or any other federal,  state,  or local law and claims for breach of express
    or implied contract,  wrongful  discharge,  promissory  estoppel,  emotional
    distress,  tort, or personal  injury,  excepting only claims with respect to
    the breach of this letter agreement by TBC. It is expressly acknowledged and
    agreed that the foregoing  release is not intended to limit or affect in any
    manner any indemnification or other similar rights which you would otherwise
    have as a former officer of TBC.

ACKNOWLEDGMENT.   In connection with your execution of the above release and
--------------
this letter agreement, you acknowledge the following:

                  (a) That you are  waiving  all rights and claims that you have
                  or may have under the Age Discrimination in Employment Act, as
                  well as any  rights or claims  that you have or may have under
                  other federal,  state,  or local laws with regard to age, sex,
                  and other employment discrimination.

                  (b) That you have a 21 day period to consider whether to sign
                  the above release and this letter agreement.

                  (c) That for a period of seven days  following your signing of
                  this letter  agreement,  you may revoke your  release and this
                  letter  agreement,  and that  your  release  and  this  letter
                  agreement  shall not become  effective and  enforceable  until
                  that seven day revocation period has expired.

                  (d) That TBC has advised you to consult with an attorney prior
                  to executing the above release and this letter agreement.

Your  signature  below  constitutes  an  acknowledgment  that you have read this
letter agreement,  that you understand your rights,  and that you have agreed to
your release of claims and the other terms of this letter agreement.

Sincerely,


By /s/ LAWRENCE C. DAY
   --------------------------------------------
     Lawrence C. Day,
     President and Chief Executive Officer


ACKNOWLEDGED AND AGREED:
                                                      Date: December  11, 2000
 /s/ BARRY D. ROBBINS
--------------------------------------------------
BARRY D. ROBBINS



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