THIRD AMENDMENT
                     TO AMENDED AND RESTATED LOAN AGREEMENT


             This THIRD  AMENDMENT TO AMENDED AND RESTATED LOAN AGREEMENT  (this
"Amendment") is made as of July 6, 2000 by and between CFC INTERNATIONAL,  INC.,
a Delaware  corporation  ("Borrower") and LASALLE BANK NATIONAL  ASSOCIATION,  a
national banking association ("Bank").

                                   BACKGROUND
                                   ----------

             A.  Borrower and Bank are parties to an Amended and  Restated  Loan
Agreement  dated as of April 1, 1998, as amended as of November 13, 1998, and as
of  March  19,  1999  (as  the  same  may  be  hereafter  amended,  modified  or
supplemented  from time to time, the "Loan  Agreement"),  pursuant to which Bank
has made (i)  revolving  loans and  advances in an  aggregate  principal  amount
outstanding  not to exceed  $4,500,000 to Borrower (the "Revolving  Loan"),  and
(ii) a term loan in an  aggregate  principal  amount  outstanding  not to exceed
$2,625,000;

             B. Borrower has requested  that Bank (i) extend the maturity of the
Revolving Loan, and (ii) modify certain financial covenants, and Bank is willing
to make such modifications  provided that Borrower enter into this Amendment and
upon the terms and conditions set forth herein.

             C. Terms used herein but not defined herein shall have the meanings
assigned to them in the Loan 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 LOAN AGREEMENT

             1.1 Section 1 of the Loan  Agreement is hereby  amended by deleting
the date "April 1, 2001" in the definition of "Revolving Loan Maturity Date" and
by inserting in its place the date "April 1, 2002".

             1.2 Section  10.3 is hereby  amended by deleting the amount "$1" in
the second line thereof and by inserting in its place the amount "$1,000".

             SECTION 2        REPRESENTATIONS AND WARRANTIES

             To induce  Bank to amend the Loan  Agreement  and grant its consent
and the requested waiver, Borrower represents and warrants to Bank that:

             2.1 Compliance with Loan Agreement. On the date hereof, Borrower is
in compliance  with the terms and provisions set forth in the Loan Agreement (as
modified by this  Amendment) and no Event of Default  specified in Section 11 of
the Loan 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, 9 and
10 of the Loan  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 Borrower.  Borrower has full power and
authority to enter into this Amendment and to incur and perform the  obligations
provided for under this Amendment and the Loan 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 Borrower, fully enforceable against
Borrower, in accordance with its terms.

             2.5 No Conflicting Agreements. The execution and performance by the
Borrower of this  Amendment will not (i) violate any provision of law, any order
of any court or other agency of government,  or the Articles of Incorporation or
By-Laws of Borrower,  (ii) violate any indenture,  contract,  agreement or other
instrument to which Borrower 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
Borrower.

             SECTION 3  CONDITIONS PRECEDENT

             The agreement by Bank to amend the Loan Agreement is subject to the
following conditions precedent:

             3.1 Borrower shall have  delivered to Bank a replacement  Revolving
Loan Note in the original  principal amount of $4,500,000,  made by Borrower and
payable to the order of Bank, in the form of Exhibit A attached hereto.

             3.2 Borrower  shall have provided to Bank  certified  copies of the
unanimous  written consent of its Board of Directors  authorizing the execution,
delivery and  performance by the Borrower of this Amendment and the  agreements,
instruments and documents executed in connection herewith.

             SECTION 4  GENERAL PROVISIONS

             4.1 Except as amended by this  Amendment,  the terms and provisions
of the Loan  Agreement  shall  remain in full  force and  effect  and are hereby
affirmed,  confirmed and ratified in all respects.  Borrower ratifies,  confirms
and affirms without  condition,  all liens and security interests granted to the
Bank pursuant to the Loan Agreement and the Loan  Documents,  and such liens and
security  interests  shall continue to secure the obligations and liabilities of
Borrower  to Bank,  including  but not limited to, all loans made by the Bank to
the Borrower under the Loan Agreement as amended by this Amendment.

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

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

             4.4  Borrower  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.

             4.5 On or after the effective  date hereof,  each  reference in the
Loan Agreement or any of the Loan Documents to this "Agreement" or words of like
import,  shall unless the context otherwise requires,  be deemed to refer to the
Loan Agreement as amended hereby.


                  (Remainder of page intentionally left blank)


<PAGE>


             IN WITNESS WHEREOF, Borrower 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.

                                                CFC INTERNATIONAL, INC.



                                     By:      _________________________________
                                     Title:   _________________________________

                                              LASALLE BANK NATIONAL
                                               ASSOCIATION



                                     By:      _________________________________
                                     Title:   _________________________________


<PAGE>

                                                 Exhibit A to Third Amendment
                                                 ----------------------------

                                 REVOLVING NOTE
                                 --------------

$4,500,000                                                       July 6, 2000


             CFC International,  Inc., a Delaware  corporation (the "Borrower"),
for value received, hereby promises to pay to the order of LaSalle Bank National
Association,  a national banking association (the "Bank"), on April 1, 2002, the
principal sum of Four Million Five Hundred  Thousand  Dollars  ($4,500,000),  or
such lesser amount of all of the then  outstanding  advances made by the Bank to
the  Borrower  pursuant  to Section 2 of the "Loan  Agreement"  (as  hereinafter
defined),  together  with interest on any and all  principal  amounts  remaining
unpaid  hereunder from time to time from the date hereof until paid at the rates
and payable as provided in the Loan Agreement.

             Any amount of interest or  principal  hereof which is not paid when
due, whether on a Monthly Payment Date, at stated  maturity,  by acceleration or
otherwise,  shall bear interest payable on demand at the "Default Rate" (as such
term is defined in the Loan Agreement).

             All  payments  of  principal  and  interest  on this Note  shall be
payable in lawful money of the United  States of America.  In no event shall the
interest  payable  exceed the  highest  rate  permitted  by law.  Principal  and
interest  shall be paid to the Bank at its office at 4747 West Irving Park Road,
Chicago,  IL  60641  or at such  other  place  as the  holder  of this  Note may
designate in writing to the  Borrower.  The Bank may charge any deposit or other
account maintained by the Borrower with the Bank or any of the Bank's affiliates
amounts equal to all payments of principal,  accrued interest and fees from time
to time as they come due and payable  hereunder or under any agreement  pursuant
to which  this Note was  issued.  All  payments  hereunder  shall be  applied as
provided in the Loan Agreement.  In determining the Borrower's  liability to the
Bank  hereunder,  the books and records of the Bank shall be controlling  absent
manifest error.

             This Note evidences certain indebtedness incurred under the Amended
and Restated Loan  Agreement,  dated as April 1, 1998, as amended as of November
13, 1998, as of March 19, 1999, and as of the date hereof,  between the Borrower
and the Bank (the "Loan  Agreement"),  to which  reference  is hereby made for a
statement of the terms and  conditions  under which the due date of this Note or
any payment thereon may be accelerated or is automatically accelerated, or under
which this Note may be prepaid or is  required to be  prepaid.  All  capitalized
terms used herein shall,  unless otherwise defined herein, have the meanings set
forth in the Loan  Agreement.  The holder of this Note is entitled to all of the
benefits  provided in said Loan  Agreement  and the Loan  Documents  referred to
therein.  The Borrower agrees to pay all reasonable  costs of collection and all
reasonable  attorneys'  fees paid or  incurred  in  enforcing  any of the Bank's
rights  hereunder  promptly on demand of the Bank and as more fully set forth in
the Loan Agreement.

             Upon  the  occurrence  of  an  Event  of  Default  under  the  Loan
Agreement,  the outstanding  indebtedness  evidenced by this Note, together with
all accrued  interest,  shall be due and payable in accordance with the terms of
the Loan Agreement,  without notice to or demand upon the Borrower, and the Bank
may  exercise  all of its  rights  and  remedies  reserved  to it under the Loan
Agreement or applicable law.

             The  Borrower,  endorsers  and all other parties to this Note waive
presentment,  demand,  notice,  protest  and all other  demands  and  notices in
connection with the delivery, acceptance, performance, default or enforcement of
this Note and the Loan  Agreement.  In any action on this Note,  the Bank or its
assignee need not file the original of this Note, but need only file a photocopy
of this Note  certified  by the Bank or such  assignee  to be a true and correct
copy of this Note.

             No delay on the part of the Bank in exercising any right under this
Note, any security agreement, guaranty or other undertaking affecting this Note,
shall operate as a waiver of such right or any other right under this Note,  nor
shall any  omission in  exercising  any right on the part of the Bank under this
Note operate as a waiver of any other rights.

             If any  provision  of this Note or the  application  thereof to any
party or  circumstance is held invalid or  unenforceable,  the remainder of this
Note and the  application  of such  provision to other parties or  circumstances
will not be affected  thereby and the provisions of this Note shall be severable
in any such instance.  All references to the singular shall be deemed to include
the plural, and vice versa, where the context so requires.

             THE  BORROWER  HEREBY  WAIVES  ANY  RIGHT THE  BORROWER  MAY NOW OR
HEREAFTER HAVE TO SUBMIT ANY CLAIM,  ISSUE OR DEFENSE ARISING HEREUNDER OR UNDER
THE OTHER DOCUMENTS RELATING TO THIS NOTE TO A TRIAL BY JURY.

             This Note constitutes a renewal and restatement of, and replacement
and  substitution  for, the Revolving  Note dated March 19, 1999 of the Borrower
made payable to the order of Bank in the  principal  amount of Four Million Five
Hundred Thousand Dollars ($4,500,000.00) (the "Original Note"). The indebtedness
evidenced by the Original Note is continuing  indebtedness,  and nothing  herein
shall be deemed to constitute a payment,  settlement or novation of the Original
Note, or to release or otherwise adversely affect any lien, mortgage or security
interest  securing  such  indebtedness  or any  rights of the Bank  against  any
guarantor,  surety or other  party  primarily  or  secondarily  liable  for such
indebtedness.

    This Note shall be deemed to have been made under and shall be  governed  in
accordance with the internal laws and not the conflict of law rules of the State
of Illinois.


                                       CFC INTERNATIONAL, INC.




                                     By:
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                                     Title:
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