Kaolinite usually is present in relatively small amounts in most upper Paleocene and lower Eocene neritic deposits of the northern US Atlantic Coastal Plain. However, there is a short period (less than 200,000 k.y.) in the latest Paleocene (upper part of calcareous nannoplankton Zone NP 9) when kaolinite-dominated clay mineral suites replaced the usual illite/smectite-dominated suites. During this time of global biotic and lithologic changes, kaolinite increased from less than 5% of the clay mineral suite to peak proportions of 50-60% of the suite and then returned to less than 5% in uppermost Paleocene/lowermost Eocene strata. This kaolinite pulse is present at numerous localities from southern Virginia to New Jersey. These sites represent both inner and middle neritic depositional environments and reflect input from several river drainage systems. Thus, it is inferred that kaolinite-rich source areas were widespread in the northeastern US during the latest Paleocene. Erosion of these source areas contributed the kaolinite that was transported and widely dispersed into shelf environments of the Salisbury embayment. The kaolinite increase, which occurred during a time of relatively high sea level, probably is the result of intensified weathering due to increased temperature and precipitation. The southern extent of the kaolinite pulse is uncertain in that uppermost Paleocene beds have not been identified in the southern Atlantic Coastal Plain. The late Paleocene kaolinite pulse that consists of an increase to peak kaolinite levels followed by a decrease can be used for detailed correlation between more upbasin and more downbasin sections in the Salisbury embayment. Correlations show that more upbasin Paleocene/Eocene boundary sections are erosionally truncated. They have varying portions of the kaolinite increase and, if present at all, discontinuous portions of the subsequent kaolinite decrease. As these truncated sections are disconformably overlain by lower Eocene strata, rapid erosional removal of large parts of the most kaolinite-rich P/E boundary clay deposits occurred by early Eocene time. Erosion of the kaolinite-rich P/E boundary beds was enhanced during times of sea-level fall when kaolinite-rich sediments were redeposited to produce kaolinite spikes in basal beds of lower and middle Eocene sequences that have little or no kaolinite elsewhere in the sequence. In contrast, more downbasin sites document only the upper, decreasing part of the kaolinite pulse. The absence of strata documenting the earlier kaolinite increase is attributed to slow sedimentation (condensed interval) as a result of a significant sea level rise that ponded most sediments in shallower waters, combined with the probable subsequent erosional removal of these thin downbasin deposits by oceanic currents.