AMENDMENT TO REIMBURSEMENT AGREEMENT


     This AMENDMENT TO REIMBURSEMENT  AGREEMENT (this "Amendment") is made as of
May  17,   2001  by  and   between   CFC  EUROPE   GmbH,   f/k/a   Sesvenna   20
Vermogensverwaltungs Gmbh ("Applicant") and LASALLE BANK NATIONAL ASSOCIATION, a
national banking association ("Bank").

                                   BACKGROUND

     A.  Bank  and  Applicant   have   heretofore   entered  into  that  certain
Reimbursement  Agreement  dated as of March 19,  1999 and  amended as of July 6,
2000 pursuant to which Bank issued its Irrevocable Standby Letter of Credit (the
"Letter of Credit") to secure the  obligations  and  liabilities of Applicant to
ABN AMRO Bank  (Deutschland)  AG ("ABN  AMRO") under the line of credit and term
loan facilities provided to Applicant by ABN AMRO.

     B. Applicant has requested that Bank increase the face amount of the Letter
of Credit to EUR 14,230,000.

     C. Bank is willing to increase the face amount of the Letter of Credit upon
the terms and conditions set forth herein.

     D.  Terms used  herein  but not  defined  herein  shall  have the  meanings
assigned to them in the Reimbursement Agreement.

     NOW,  THEREFORE,  in  consideration of the premises and the mutual promises
herein contained,  and intending to be legally bound hereby,  the parties hereto
agree as follows:


         SECTION 1         AMENDMENTS TO REIMBURSEMENT AGREEMENT

     1.1 The  Reimbursement  Agreement  is hereby  amended to  provide  that all
references to the "Letter of Credit" shall mean the Letter of Credit, as amended
and increased and attached to the Reimbursement Agreement in the form of Exhibit
A thereto.

     1.2 Section 2 of the Reimbursement  Agreement is hereby amended by deleting
the amount "DM  22,140,000"  in the fifth line  thereof and by  inserting in its
place the amount "EUR 14,230,000".

     1.3 Section 4 of the Reimbursement  Agreement is hereby amended by deleting
the amount "DM  354,336.98"  in the second line  thereof and by inserting in its
place the amount "EUR  125,000" to provide that the Letter of Credit now reduces
by such amount on a quarterly basis.

     1.4 Section 10 of the Reimbursement Agreement is hereby amended by deleting
subsection (g) in its entirety and replacing it with the following:

     "A default  shall occur and be continuing  under (i) any agreement  between
     Applicant and Bank or under any obligation owed by Applicant to Bank,
     subject to any  applicable  grace or cure period or (ii) that certain
     Amended and Restated Loan and Security  dated as of the date hereof between
     CFC  International,  Inc. and Bank., subject to any applicable grace or
     cure period."

         SECTION 2         REPRESENTATIONS AND WARRANTIES

     To induce  Bank to increase  the amount of the Letter of Credit,  Applicant
represents and warrants to Bank that:

     2.1 Compliance with Reimbursement  Agreement. On the date hereof, Applicant
is in compliance  with the terms and provisions  set forth in the  Reimbursement
Agreement (as modified by this Amendment),  and no Event of Default specified in
Section 10 of the Reimbursement Agreement nor any event which would, upon notice
or lapse of time, or both, constitute such an Event of Default, has occurred.

     2.2 Representations and Warranties. On the date hereof, the representations
and  warranties  and  covenants  set  forth  in  Sections  7,  8,  and 9 of  the
Reimbursement  Agreement  (as modified by this  Amendment)  are true and correct
with the same effect as though such representations and warranties and covenants
had been made on the date hereof, except to the extent that such representations
and warranties and covenants expressly relate to an earlier date.

     2.3  Corporate  Authority  of  Applicant.  Applicant  has  full  power  and
authority to enter into this Amendment and to incur and perform the  obligations
provided for under this Amendment and the Reimbursement  Agreement, all of which
have been duly  authorized  by all proper and  necessary  corporate  action.  No
consent or approval of  stockholders  or of any public  authority or  regulatory
body is required  as a  condition  to the  validity  or  enforceability  of this
Amendment.

     2.4 Amendment as Binding  Agreement.  This Amendment  constitutes the valid
and  legally  binding  obligation  of  Applicant,   fully  enforceable   against
Applicant, in accordance with its terms.

     2.5  No  Conflicting  Agreements.  The  execution  and  performance  by the
Applicant of this Amendment will not (i) violate any provision of law, any order
of any court or other agency of government,  of the organizational  documents of
Applicant,  or  (ii)  violate  any  indenture,   contract,  agreement  or  other
instrument to which  Applicant is a party, or by which its property is bound, or
be in conflict with, result in a breach of or constitute (with due notice and/or
lapse of time) a default under, any such indenture, contract, agreement or other
instrument  or result  in the  creation  or  imposition  of any lien,  charge or
encumbrance  of any  nature  whatsoever  upon any of the  property  or assets of
Applicant.

                          SECTION 3 GENERAL PROVISIONS

     3.1 Except as amended by this  Amendment,  the terms and  provisions of the
Reimbursement  Agreement  shall  remain in full  force and effect and are hereby
affirmed, confirmed and ratified in all respects.

     3.2 This  Amendment  shall be construed in accordance  with and governed by
the laws of the State of Illinois,  and the  obligations of Applicant under this
Amendment are and shall arise absolutely and unconditionally  upon the execution
and delivery of this Amendment.

     3.3 This Amendment may be executed in any number of counterparts.

     3.4 Applicant hereby agrees to pay all  out-of-pocket  expenses incurred by
Bank in connection with the  preparation,  negotiation and  consummation of this
Amendment,   and  all  other  documents   related  thereto,   including  without
limitation,  the reasonable fees and expense of Bank's  counsel,  and any filing
fees  required  in  connection  with the filing of any  documents  necessary  to
consummate the provisions of this Amendment.

     3.5  On  or  after  the  effective  date  hereof,  each  reference  in  the
Reimbursement  Agreement  to this  "Agreement"  or words of like  import,  shall
unless the context otherwise  requires,  be deemed to refer to the Reimbursement
Agreement.

     3.6 Applicant hereby agrees to pay to Bank a fee in the amount of $5,000 in
connection with the increase in the Letter of Credit.

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     IN WITNESS  WHEREOF,  Applicant  and Bank have caused this  Amendment to be
duly  executed by their duly  authorized  officers,  all as of the date and year
first above written.

                                            APPLICANT:

                                            CFC EUROPE GMBH


                                            By: _________________________
                                            Title: ________________________


                                            BANK:

                                            LASALLE BANK NATIONAL ASSOCIATION



                                            By: _________________________
                                            Title: ________________________