Exhibit 10.4


                                 PROMISSORY NOTE

                                   (Term Loan)

Albany, New York                                                March 16, 2007
$29,000,000.00

      BALCHEM CORPORATION,  a Maryland corporation having an address of P.O. Box
600,  52 Sunrise  Park Road,  New  Hampton,  New York 10955  (herein  called the
"Company"),  hereby  promises  to pay to the  order  of  BANK OF  AMERICA,  N.A.
(successor  by merger to Fleet  National  Bank) a national  banking  association
having an office at Peter D. Kiernan Plaza,  Albany,  New York 12207 (the "Bank"
or the "Holder"), or its successors or assigns, the principal sum of TWENTY-NINE
MILLION AND NO/100  DOLLARS  ($29,000,000.00),  or so much of said sum as may be
advanced hereunder, with interest thereon as set forth below.

SECTION 1.  DEFINITION OF TERMS.  The following  words and terms as used in this
Note shall have the  following  meanings  unless  the  context or use  indicates
another or different meaning or intent:

      "Adjusted  Libor  Rate" - Means a rate per  annum  subject  to  adjustment
approximately each one month equal to the Libor Rate plus one percent (1.00%).

      "Advance  Notice" - the Notice to be  delivered by the Company to the Bank
in the form of Exhibit "A"  attached  hereto,  which shall serve as a request by
the Company that the Bank advance proceeds of the Loan.

      "Business  Day" - In respect of any date that is specified in this Note to
be subject to adjustment in accordance  with applicable  Following  Business Day
Convention,  a day on which  commercial  banks  settle  payment in London if the
payment obligation is calculated by reference to any Libor Rate.

      "Default  Rate" - A per annum rate of two  percent  (2%) above the rate of
interest otherwise applicable to the Note.

      "Event of  Default" - Any of those  events  defined as an Event of Default
under the Loan Agreement.

      "Following  Business Day  Convention" - The  convention  for adjusting any
relevant  date if it would  otherwise  fall on a day that is not a Business Day.
The term  "Business  Day",  when used in  conjunction  with the term  "Following
Business Day Convention" and a date,  shall mean that an adjustment will be made
if that date would  otherwise  fall on a day that is not a Business  Day so that
the date will be the first following day that is a Business Day.


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      "Libor  Interest  Rate  Period"  - The one month  (or  slightly  longer or
shorter)  period  during which the Adjusted  Libor Rate is in effect,  provided,
however, that in no event shall any Libor Interest Rate Period extend beyond the
Maturity Date of this Note.

      "Libor Rate" - Means the interest rate determined by the following formula
(all amounts in the  calculation  will be determined by the Bank as of the first
day of the Libor Interest Rate Period):

                    Libor Rate=   London Inter-Bank Offered Rate
                                  ------------------------------
                                   (1.00 - Reserve Percentage)

      "Loan" - The loan of  $29,000,000.00  by the Lender to the Company that is
the subject of this Note.

      "Loan  Agreement" - Means the loan agreement  dated the date hereof by and
between  the Company  and the Bank as such may be amended or  supplemented  from
time to time.

      "London  Inter-Bank  Offered  Rate"  -  Means,  for any  applicable  Libor
Interest  Rate  Period,  the  rate  per  annum  equal  to  the  British  Bankers
Association  LIBOR  Rate  ("BBA  LIBOR"),  as  published  by  Reuters  (or other
commercially  available source providing  quotations of BBA LIBOR as selected by
the Bank from time to time) at  approximately  11:00  a.m.  London  time two (2)
London Banking Days before the  commencement  of the  applicable  Libor Interest
Rate  Period for U.S.  Dollar  deposits  (for  delivery on the first day of such
Interest  Period) with a term equivalent to such Libor Interest Rate Period.  If
such rate is not  available at such time for any reason,  then the rate for that
Libor  Interest  Rate  Period will be  determined  by such  alternate  method as
reasonably  selected by the Bank. A "London Banking Day" is a day on which banks
in London are open for business and dealing in offshore dollars.

      "Maturity Date" - March 15, 2010.

      "Reserve  Percentage" - Means the total of the maximum reserve percentages
for  determining  the reserves to be  maintained  by member banks of the Federal
Reserve System for Eurocurrency  Liabilities,  as defined in the Federal Reserve
Board  Regulation  D, rounded  upward to the nearest  1/100 of one percent.  The
percentage  will be expressed as a decimal and will include,  but not be limited
to, marginal, emergency, supplemental, special and other reserve percentages.

      All other  capitalized  terms used herein and not otherwise defined herein
shall have the meanings assigned to such terms in the Loan Agreement.

SECTION 2. ADVANCES.  Advances under this Note shall be reflected on the records
of the Bank which said records shall be conclusive absent manifest error. In the
absence of an Event of Default or an event  which,  but for the passage of time,
the giving of notice or both would  constitute an Event of Default,  the Company
may request that the Bank advance Loan proceeds. When requesting each advance of
Loan proceeds from the


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Bank,  the Company shall deliver to the Bank an Advance Notice setting forth the
amount of the advance requested.  All advances must be requested prior to 3 p.m.
on the date an advance is requested.

SECTION 3.  INTEREST;  PAYMENTS.  (A) Subject to the  provisions of Section 6 of
this Note,  commencing  on March 15, 2007 and  continuing  thereafter,  interest
(calculated on the principal  balance hereof and based upon the actual number of
days  elapsed over a 360 day year) shall accrue at a rate per annum equal to the
Adjusted Libor Rate.  Interest payments shall be payable monthly as set forth in
Section 3(B) hereof.  In the event the  principal  balance  remains  outstanding
after the Maturity Date,  interest  (calculated on the principal  balance hereof
and based upon the actual  number of days  elapsed  over a 360-day  year)  shall
accrue at a rate per annum equal to the Default Rate.

      (B)  Commencing on April 15, 2007 and  continuing on the fifteenth  (15th)
calendar day of each calendar month thereafter  during the term hereof up to but
not including the Maturity Date, Borrower shall make monthly payments of accrued
interest at the Adjusted  Libor Rate  together  with equal  monthly  payments of
principal in an amount equal to the quotient  determined  by dividing the amount
advanced under this Note as of March 15, 2007 by sixty (60).

      (C) In the event that any portion of any payment due hereunder is not made
within ten (10) days of the date such payment  became due, the Company shall pay
to the Holder on demand a late payment  charge equal to five percent (5%) of the
portion of any such payment not paid within such ten (10) day period,  provided,
however,  that such late  payment  charge  shall not  exceed  $10,000.00  in the
aggregate per incident and shall not exceed $10,000.00 in the aggregate upon the
maturity or acceleration of the Principal Balance.

      (D)  Notwithstanding  anything to the contrary  herein  contained,  on the
Maturity  Date,  the  entire   outstanding   principal  amount  hereof  and  all
accumulated, accrued and unpaid interest thereon shall be due and payable.

      (E) All payments  received pursuant to this Note shall be applied first to
the  payment  of all  fees,  expenses,  and  other  amounts  due  to the  Holder
(excluding  principal and  interest),  then to accrued,  accumulated  and unpaid
interest and the balance in reduction of the Principal Balance hereof,  provided
that  should an Event of  Default  have  occurred  and be  continuing,  payments
received hereunder shall be applied at the discretion of the Holder.

      (F) All payments of interest and  principal are to be made for the account
of Bank of America,  N.A.,  69 State Street,  Albany,  New York 12207 or at such
other place as the Holder may direct the Company by written notice. All payments
shall be in lawful money of the United States in immediately available funds and
are subject to the  Following  Business Day  Convention  with respect to date of
payment.


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SECTION 4. PREPAYMENT,  MANDATORY REDEMPTION.  (A) The Company may upon at least
three (3) prior  Business  Days'  notice to the Holder  (which  notice  shall be
irrevocable)  prepay the Principal  Balance and any such prepayment  shall occur
only on the last day of the Libor Interest Rate Period.  Each prepayment whether
voluntary,  by reason of acceleration  or otherwise,  will be accompanied by the
amount of  accrued  interest  on the  amount  prepaid  and a  prepayment  fee as
described below. A "prepayment" is a payment of an amount on a date earlier than
the  scheduled  payment  date for such  amounts as  required  by this Note.  The
prepayment fee will be the sum of fees calculated separately for each Prepayment
Installment, as follows:

            (i) The Bank will first determine the amount of interest which would
      have accrued  each month for the  Prepayment  Installment  had it remained
      outstanding until the applicable  Original Payment Date using the interest
      rate applicable to the Prepayment Installment under this Note.

            (ii) The Bank will then subtract from each monthly  interest  amount
      determined in (i) above the amount of interest which would accrue for that
      Prepayment  Installment if it were  reinvested from the date of prepayment
      through the Original Payment Date using the Treasury Rate.

            (iii) If (i) minus (ii) for the  Prepayment  Installment  is greater
      than zero,  the Bank will discount the monthly  differences to the date of
      prepayment  by the Treasury  Rate.  The Bank will then add together all of
      the discounted monthly differences for the Prepayment Installment.

The following definitions will apply to the calculation of the prepayment fee:

            (i)  "Original  Payment  Dates"  mean the dates on which the prepaid
      principal would have been paid if there had been no prepayment.  If any of
      the  principal  would  have  been  paid  later  than the end of the  Libor
      Interest  Rate  Period  in  effect  at the  time of  prepayment,  then the
      Original  Payment  Date for that  amount will be the last day of the Libor
      Interest Rate Period.

            (ii)  "Prepayment  Installment"  means  the  amount  of the  prepaid
      principal which would have been paid on a single Original Payment Date.

            (iii)  "Treasury  Rate"  means  the  interest  rate  yield  for U.S.
      Government Treasury Securities which the Bank determines could be obtained
      by reinvesting a specified Prepayment  Installment in such securities from
      the date of prepayment  through the Original  Payment  Date.  The Bank may
      adjust the  Treasury  Rate to reflect the  compounding,  accrual  basis or
      other  costs  of the  prepaid  amount.  Each of the  rates  is the  Bank's
      estimate only and the Bank is under no obligation to actually reinvest any
      prepayment.  The  rates  will be  based on  information  from  either  the
      Telerate or Reuters information services, The Wall Street Journal or other
      information sources the Bank deems appropriate.


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<PAGE>

If by reason of an Event of Default the Bank  elects to declare  this Note to be
immediately  due and  payable,  then  any  prepayment  fee with  respect  to the
resulting  prepayment  shall become due and payable in the same manner as though
the Company had exercised a right of prepayment.

SECTION 5.  LOAN  AGREEMENT.  The loan  evidenced  by  this  Note is being  made
pursuant to the terms,  provisions  and  conditions of a certain loan  agreement
dated the date hereof (as amended or  supplemented  from time to time, the "Loan
Agreement") by and between the Company and the Holder.

SECTION 6. DOCUMENTS.  Reference is hereby made to the Loan Agreement and to all
amendments  and  supplements  thereto for the  provisions,  among  others,  with
respect to the nature and extent of the rights,  duties and  obligations  of the
Company and the Holder and the terms upon which this Note is or may be secured.

SECTION 7. DEFAULT;  ACCELERATION.  The entire unpaid Principal  Balance of this
Note,  together with all accrued and unpaid interest due hereon, may be declared
immediately  due and  payable by the Holder upon the  occurrence  and during the
continuance of an "Event of Default" as defined in the Loan Agreement, provided,
however,  that from and after the date of any such declaration,  the outstanding
Principal  Balance hereof and all accrued and unpaid  interest  thereon shall be
due and  payable,  interest  shall  continue  to accrue on the unpaid  Principal
Balance to the date of payment at a rate per annum equal to the Default Rate.

SECTION 8. COVENANT  AGAINST USURY.  All agreements  between the Company and the
Holder  are  hereby  expressly  limited  so  that  in no  contingency  or  event
whatsoever,  whether by reason of acceleration  of maturity of the  indebtedness
evidenced hereby or otherwise, shall the amount paid or agreed to be paid to the
Holder  for the use or the  forbearance  of the  indebtedness  evidenced  hereby
exceed the maximum  permissible  under applicable law. As used herein,  the term
"applicable  law" shall mean the law in effect as of the date hereof,  provided,
however,  that in the  event  there is a change in the law  which  results  in a
higher  permissible  rate of interest,  then this Note shall be governed by such
law as of its effective date. In this regard,  it is expressly agreed that it is
the  intent  of the  Company  and the  Holder  in the  execution,  delivery  and
acceptance  of this Note to contract in strict  compliance  with the laws of the
State  of New  York  from  time  to time  in  effect.  If,  under  or  from  any
circumstances  whatsoever,  fulfillment of any provision hereof or of any law of
the Financing  Documents at the time of performance  of such provision  shall be
due  shall  involve  transcending  the  limit  of such  validity  prescribed  by
applicable  law, then the  obligation  to be fulfilled  shall  automatically  be
reduced  to the  limits  of such  validity  and if under  or from  circumstances
whatsoever  the Holder  should ever  receive as  interest an amount  which would
exceed the highest  lawful rate,  such amount which would be excessive  interest
shall be applied to the reduction of the principal  balance evidenced hereby and
not to the  payment of  interest.  This  provision  shall  control  every  other
provision  of all  agreements  between the Company  and the  Guarantors  and the
Holder.


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SECTION 9. WAIVER OF DILIGENCE,  PRESENTMENT,  DEMAND,  ETC. The Company  hereby
waives with respect to this Note:  diligence,  presentment,  demand for payment,
filing of claims with a court in the event of  bankruptcy  of the Company or any
other  person or entity  liable in respect to this Note,  any right to require a
proceeding first against the Company or any other such Person,  protest,  notice
of dishonor or nonpayment of any such  liabilities  and any other notice and all
demands  whatsoever  except as specifically set forth in this Note or any of the
other Financing Documents.

SECTION 10. WAIVER,  CHANGE,  MODIFICATION OR DISCHARGE.  The provisions of this
Note may not be waived,  changed,  modified or  discharged  orally,  but only by
agreement in writing,  signed by the party against whom any  enforcement  of any
waiver, change, modification or discharge is sought.

SECTION 11.  TRANSFER AND ASSIGNMENT OF NOTE;  PLEDGE OF RIGHTS;  PARTICIPATION.
(A) The Holder may at any time  pledge  all or any  portion of its rights  under
this Note and the other  Financing  Documents  to any of the twelve (12) Federal
Reserve Banks  organized  under Section 4 of the Federal  Reserve Act, 12 U.S.C.
Section 341. No such pledge or enforcement thereof shall release the Holder from
its obligations under any of the Financing Documents.

      (B) The Holder  shall have the  unrestricted  right,  at any time and from
time to  time,  to grant to one or more  banks or other  financial  institutions
(each, a  Participant")  participating  interests in the Holder's  obligation to
lend hereunder and/or any or all of the loans held by the Holder  hereunder.  In
the event of any such  grant by the  Holder  of a  participating  interest  to a
Participant,  whether or not upon notice to the Company, the Holder shall remain
responsible  for the  performance of its  obligations  hereunder and the Company
shall  continue to deal solely and directly with the Holder in  connection  with
the Holder's rights and obligations hereunder.

      The Holder shall have the  unrestricted  right at any time or from time to
time to assign all or any portion of its rights and  obligations  hereunder  and
under the other  Financing  Documents  to one or more  banks or other  financial
institutions (each, an "Assignee") and the Company agrees that it shall execute,
or  cause  to  be  executed,  such  documents,  including,  without  limitation,
amendments to this Loan  Agreement and to the other  Financing  Documents as the
Holder shall deem necessary to effect the foregoing. In addition, at the request
of the Holder and any such  Assignee,  the  Company  shall issue one or more new
promissory  notes,  as  applicable,  to any such Assignee and, if the Holder has
retained any of its rights and obligations  hereunder following such assignment,
to the Holder, which new promissory notes shall be issued in replacement of, but
not in discharge of, the liability  evidenced by the promissory note held by the
Holder prior to such  assignment  and shall reflect the amount of the respective
commitments  and loans held by such  Assignee and the Holder after giving effect
to such  assignment.  Upon the execution and delivery of appropriate  assignment
documentation,  amendments and any other documentation required by the Holder in
connection  with such  assignment,  and the payment by Assignee of the  purchase
price agreed to by the Holder, and such Assignee, such Assignee shall be a party
to this Note and shall have all of the rights and obligations


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of the Holder  hereunder and under the other  Financing  Documents to the extent
that such  rights and  obligations  have been  assigned  by the Holder  pursuant
hereto and to the assignment documentation between the Holder and such Assignee.
and the Holder shall be released from its  obligations  hereunder and thereunder
to a corresponding extent.

      Provided no Event of Default has  occurred  and is  continuing  and except
with respect to an assignment or transfer of the Loan mandated by a Governmental
Authority,  the  Company  shall have the right to approve  the  identity  of any
Participant or Assignee  pursuant to this  subsection  (B), which approval shall
not be unreasonably withheld,  delayed or conditioned.  Except as aforesaid, the
right of the  Holder  to  assign  or grant a  participation  interest  shall not
require notice to or consent of the Company.

      The Holder may  furnish  any  information  concerning  the  Company in its
possession from time to time to prospective Assignees and Participants, provided
that the Holder shall require any such  prospective  Assignee or  Participant to
agree in writing for the benefit of the Company to maintain the  confidentiality
of such information.

SECTION 12. JURY TRIAL WAIVER. THE COMPANY AND THE HOLDER (BY ACCEPTANCE OF THIS
NOTE) MUTUALLY HEREBY KNOWINGLY,  VOLUNTARILY AND INTENTIONALLY  WAIVE THE RIGHT
TO A TRIAL BY JURY IN RESPECT OF ANY CLAIM BASED  HEREON,  ARISING OUT OF, UNDER
OR IN  CONNECTION  WITH THIS NOTE OR ANY COURSE OF CONDUCT,  COURSE OF DEALINGS,
STATEMENTS  (WHETHER  VERBAL OR  WRITTEN)  OR ACTIONS  OF ANY PARTY,  INCLUDING,
WITHOUT  LIMITATION,  ANY COURSE OF CONDUCT,  COURSE OF DEALINGS,  STATEMENTS OR
ACTIONS OF THE HOLDER RELATING TO THE  ADMINISTRATION OF THE LOAN OR ENFORCEMENT
OF THIS NOTE AND AGREE  THAT  NEITHER  PARTY WILL SEEK TO  CONSOLIDATE  ANY SUCH
ACTION  WITH ANY OTHER  ACTION IN WHICH A JURY  TRIAL  CANNOT BE OR HAS NOT BEEN
WAIVED.  EXCEPT AS PROHIBITED BY LAW, THE COMPANY HEREBY WAIVES ANY RIGHT IT MAY
HAVE TO CLAIM OR RECOVER IN ANY LITIGATION ANY SPECIAL,  EXEMPLARY,  PUNITIVE OR
CONSEQUENTIAL  DAMAGES OR ANY DAMAGES  OTHER THAN,  OR IN  ADDITION  TO,  ACTUAL
DAMAGES. THE COMPANY CERTIFIES THAT NO REPRESENTATIVE,  AGENT OR ATTORNEY OF THE
HOLDER HAS REPRESENTED,  EXPRESSLY OR OTHERWISE, THAT THE BANK WOULD NOT, IN THE
EVENT  OF  LITIGATION,  SEEK  TO  ENFORCE  THE  FOREGOING  WAIVER.  THIS  WAIVER
CONSTITUTES  A MATERIAL  INDUCEMENT  FOR THE HOLDER TO ACCEPT THIS NOTE AND MAKE
THE LOAN.

SECTION  13.  RIGHT  OF  SETOFF.  The  Company  hereby  grants  to the  Holder a
continuing  lien,  security  interest  and right of setoff as  security  for all
liabilities  and  obligations  to the Holder,  whether now existing or hereafter
arising, upon and against all deposits, credits, collateral and property, now or
hereafter in the  possession,  custody,  safekeeping or control of the Holder or
any entity under the control of Bank of America  Corporation  and its successors
and assigns or in transit to any of them. At any time,


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without  demand  or  notice  (any  such  notice  being  expressly  waived by the
Company), the Holder may set off the same or any part thereof and apply the same
to any  liability  or  obligation  of the  Company  even  though  unmatured  and
regardless of the adequacy of any other  collateral  securing this Note. ANY AND
ALL RIGHTS TO REQUIRE THE HOLDER TO EXERCISE ITS RIGHTS OR REMEDIES WITH RESPECT
TO ANY OTHER  COLLATERAL  WHICH SECURES THIS NOTE, PRIOR TO EXERCISING ITS RIGHT
OF SETOFF  WITH  RESPECT  TO SUCH  DEPOSITS,  CREDITS OR OTHER  PROPERTY  OF THE
COMPANY, ARE HEREBY KNOWINGLY, VOLUNTARILY AND IRREVOCABLY WAIVED.

SECTION 14. EXPENSES INCURRED IN CONNECTION WITH ENFORCEMENT.  The Company shall
pay on demand  all  reasonable  expenses  of the Holder in  connection  with the
preparation,  administration,  default, collection,  waiver or amendment of loan
terms, or in connection with the Holder's exercise,  preservation or enforcement
of any  of  its  rights,  remedies  or  options  hereunder,  including,  without
limitation,  reasonable  fees of outside legal counsel or the allocated costs of
in-house  legal  counsel,  accounting,  consulting,  brokerage or other  similar
professional  fees or expenses and any  reasonable  fees or expenses  associated
with travel or other costs relating to any appraisals or examinations  conducted
in connection  with the Loan or any collateral  therefor,  and the amount of all
such  expenses  shall,  until  paid,  bear  interest at the rate  applicable  to
principal hereunder (including any default rate) and be an obligation secured by
any collateral.

SECTION  15.  CHOICE OF LAW.  This Note and the  rights and  obligations  of the
parties hereunder shall be construed and interpreted in accordance with the laws
of the State of New York (the "Governing  State") (excluding the laws applicable
to conflicts or choice of law).

THE COMPANY AGREES THAT ANY SUIT FOR THE ENFORCEMENT OF THIS NOTE MAY BE BROUGHT
IN THE COURTS OF THE GOVERNING  STATE OR ANY FEDERAL  COURT SITTING  THEREIN AND
CONSENTS TO THE  NONEXCLUSIVE  JURISDICTION OF SUCH COURT AND SERVICE OF PROCESS
OF ANY SUCH SUIT BEING MADE UPON THE  COMPANY BY MAIL AT THE  ADDRESS  SET FORTH
HEREIN.  THE COMPANY  HEREBY WAIVES ANY  OBJECTION  THAT IT MAY NOW OR HEREAFTER
HAVE TO THE  VENUE OF ANY  SUCH  SUIT OR ANY SUCH  COURT  OR THAT  SUCH  SUIT IS
BROUGHT IN AN INCONVENIENT FORUM.

SECTION 16. MERGER. This Note is intended by the parties as the final,  complete
and exclusive  statement of the  transactions  evidenced by this Note. All prior
contemporaneous  promises,  agreements  and  understandings,   whether  oral  or
written,  are deemed to he superceded  by this Note,  and no party is relying on
any promise,  agreement or  understanding  not set forth in this Note. This Note
may not be amended or modified  except by a written  instrument  describing such
amendment or modification executed by the Company and the Holder.


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SECTION 17. USE OR  PROCEEDS.  No portion of the  proceeds of this Note shall be
used, in whole or in part, for the purpose of purchasing or carrying any "margin
stock" as such term is defined in  Regulation U of the Board of Governors of the
Federal Reserve System.

SECTION 18. LOST OR DAMAGED NOTE,  Upon receipt of an affidavit of an officer of
the Holder as to the loss, theft,  destruction or mutilation of this Note or any
other security  document which is not of public record,  and, in the case of any
such, loss, theft, destruction or mutilation, upon surrender and cancellation of
such Note or other security  document,  the Holder will issue, in lieu thereof a
replacement Note or other security document in the same principal amount thereof
and otherwise of like tenor.


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                                          BALCHEM CORPORATION



                                          By: /s/ Frank Fitzpatrick
                                              ---------------------
                                                  Name:  Frank Fitzpatrick
                                                  Title: Chief Financial Officer


STATE OF NEW YORK       )
                        ) ss.:
COUNTY OF ORANGE        )

      On the 16th day of March, in the year 2007, before me, the undersigned,  a
notary  public in and for said state,  personally  appeared  Frank  Fitzpatrick,
personally known to me or proven to me on the basis of satisfactory evidence, to
be the  individual  whose  name  is  subscribed  to the  within  instrument  and
acknowledged  to me that he executed the same in his  capacity,  and that by his
signature on the  instrument,  the individual or the person upon behalf of which
the individual acted, executed the instrument.

                                /s/ Kathleen M. Perry
                                ---------------------
                                Notary Public, State of New York
                                No. 01PE508519
                                Qualified in Sullivan County
                                Commission Expires 9/27/09


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<PAGE>

                                   EXHIBIT "A"

                             FORM OF ADVANCE NOTICE

BORROWER: BALCHEM CORPORATION

DATE: March 16, 2007

All Capitalized terms carry the meanings as defined in the Promissory Note (Term
Loan) dated March 16, 2007 (the "Note").

This Notice serves as an irrevocable  Advance Notice required under the Note for
the purpose of designating:

Account to Credit:

Bank Name: Bank of America
Acct Name: Robinson, Bradshaw & Hinson, PA Trust Account
ABA or Routing #: 026 009 593
Account #: 000 149 3733
Reference: Richard S. Starling, 15017.00017


Advance Amount:         $29,000,000.00


Subject to confirmation and verification by Bank.


Authorized by:    BALCHEM CORPORATION


                  By: /s/ Frank Fitzpatrick
                     ----------------------
                  Authorized Representative


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