REPLACEMENT TERM NOTE

$2,625,000                                            Dated:  November 13, 1998
                                                        Due:  November 1, 2003

         CFC  INTERNATIONAL,  INC., a Delaware  corporation  (the "Maker"),  for
value  received,  hereby  promises to pay to the order of LASALLE BANK  NATIONAL
ASSOCIATION,  a national banking association (the "Bank"),  the principal sum of
TWO MILLION SIX HUNDRED TWENTY FIVE THOUSAND  DOLLARS  ($2,625,000),  payable in
consecutive  monthly  installments of principal and interest equal to $20,431.00
each on a monthly basis, commencing December 1, 1998 and continuing on the first
day of each and every month  thereafter,  with a final  installment  of the then
unpaid  principal  balance  outstanding  hereunder,  plus interest  thereon,  on
November  1, 2003.  Interest  hereon has been  computed at the rate set forth in
that  certain  Amended and  Restated  Loan  Agreement  dated as of April 1, 1998
between  the  Maker  and the Bank (as  amended  from  time to  time,  the  "Loan
Agreement").  Any amount of interest or principal  hereof which is not paid when
due,  whether at stated  maturity,  by  acceleration  or  otherwise,  shall bear
interest  payable  on  demand  at an  interest  rate  equal at all  times to the
"Default Rate" (as defined in the Loan Agreement).

         All  payments  of  principal  and  interest  on this Term Note shall be
payable in lawful money of the United States of America.  Principal and interest
shall be paid to the Bank at its  office  at 4747  Irving  Park  Road,  Chicago,
Illinois  60641, or at such other place as the holder of this Note may designate
in writing to the undersigned.  This Term Note may be prepaid in the amounts and
at the  times  set  forth  in the  Loan  Agreement,  subject  to the  applicable
provisions of the Loan Agreement.

         This Term Note is secured by the  collateral  pledged  pursuant  to the
documents  described  in Section 3 of the Loan  Agreement,  to which  agreements
references  are hereby made for a statement  of the terms and  conditions  under
which the due date of this Term Note or any payment hereon may be accelerated or
is automatically accelerated.  The holder of this Note is entitled to all of the
benefits  provided  in said  agreements.  The  Maker  agrees to pay all 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.

         This Term Note is a replacement and substitute for, but not a repayment
of, that certain $1,624,685.17  Replacement Term Note dated April 1, 1998 of the
Maker payable to the order of LaSalle Bank National Association and does not and
shall not be deemed to constitute a novation therefor.

                             CFC INTERNATIONAL, INC.


                             By:                                                
                             Its:                                               








<PAGE>


AFTER RECORDING RETURN TO:

James Feeney
LaSalle Bank N.A.
4747 West Irving Park Road
Chicago, Illinois 60641


PERMANENT INDEX NUMBER:

32-16-203-013
32-16-203-014


PROPERTY ADDRESS:

500 State Street
Chicago Heights, Illinois 60411

-----------------------------------------------------------------



                         SIXTH AMENDMENT TO MORTGAGE AND
                         ASSIGNMENT OF RENTS AND LEASES


         THIS SIXTH  AMENDMENT  TO MORTGAGE AND  ASSIGNMENT  OF RENTS AND LEASES
dated  as  of  November  13,  1998  is  between  CFC  INTERNATIONAL,  INC.  (the
"Mortgagor"),   and  LASALLE  BANK  NATIONAL  ASSOCIATION,  a  national  banking
association (the "Mortgagee").

                                R E C I T A L S:

A. The Mortgagor  executed a Mortgage (the  "Mortgage")  dated June 10, 1986 and
recorded on June 11, 1986 as Document No. 86236291 in the Office of the Recorder
of Deeds of Cook County, Illinois (the "Recorder's Office"), encumbering certain
property  commonly known as 500 State Street,  Chicago Heights,  Illinois and as
more particularly described in Exhibit A attached hereto (the "Premises").

B. The Mortgagor  executed an  Assignment of Rents and Leases (the  "Assignment"
and,  together with the Mortgage,  the "Collateral  Documents") dated as of June
10,  1986  and  recorded  on June  11,  1986 as  Document  No.  86236292  in the
Recorder's Office and relating to the Premises.

C. The Collateral Documents were amended pursuant to:

   (i)    First Amendment dated May 4, 1987 and recorded in the Recorder's 
          Office on May 6, 1987 as Document No. 87244769;

   (ii)   Second  Amendment dated December 16, 1988 and recorded in the 
          Recorder's Office on December 21, 1988 as Document No. 88587863;

   (iii)  Third Amendment dated March 31, 1992 and recorded in the Recorder's 
          Office on May 5, 1992 as Document No. 92305060;

   (iv)   Fourth Amendment date June 1, 1996 and recorded in the Recorder's 
          Office on June 21, 1996 as Document No. 96479606; and

   (v)    Fifth Amendment dated April 1, 1998 and recorded in the Recorder's 
          Office on November 9, 1998 as Document No. 08010241.

D.   Contemporaneously herewith, the Mortgagor and the Mortgagee have entered  
into that certain  First  Amendment  of even date  herewith  (the "Loan
Amendment")  to Amended and Restated  Loan  Agreement  dated as of April 1, 1998
(the "Loan  Agreement"),  pursuant to which the  Mortgagee  has  extended to the
Mortgagor,  among other things,  a term loan (the "Term Loan"),  the outstanding
principal  amount of which is  $2,625,000  as of the date hereof.  The Term Loan
bears  interest  at a fixed  rate  equal to 7.05%  per  annum.  The Term Loan is
evidenced by that certain Replacement Term Note of even date herewith (the "Term
Note").

E. The Mortgagor and the Mortgagee have agreed to amend the Collateral
Documents as more particularly set forth herein.

         NOW, THEREFORE,  in consideration of the foregoing,  the parties hereby
agree as follows:

     1. "Indebtedness Hereby Secured". Whenever in the Collateral Documents
the term  "Indebtedness  Hereby Secured" is used, it shall be deemed to mean the
indebtedness  evidenced by the Term Note,  including the  principal  thereof and
interest and premium, if any, thereon,  and any extensions and renewals thereof,
in whole or in part,  and any and all other sums which may be at any time due or
owing or required to be paid as herein or in the Term Note provided.

     2. "Note". All references in the Collateral Documents to the "Note" or
"Notes" shall be deemed to be a reference to the Term Note as defined herein and
any extensions and renewals thereof, in whole or in part.

     3. "Agreement". All references in the Collateral Documents to the
"Agreement" shall be deemed to be a reference to the Loan Agreement,  as amended
by the Loan Amendment, as defined herein.

     4. Continuing Effect. The Collateral Documents are hereby amended in
all other respects to include and give effect to the foregoing  amendments.  All
the terms of the  Collateral  Documents  are hereby  incorporated  by  reference
herein, and the Collateral Documents, except as hereby modified, shall remain in
full force and effect in all  respects.  The  Mortgagor,  by  execution  of this
Amendment, hereby reaffirms, assumes and binds itself to all of the obligations,
duties,  rights,  covenants,  terms and  conditions  that are  contained  in the
Collateral Documents.

         IN WITNESS WHEREOF, this Amendment has been duly executed as of the day
and year first above written.


LASALLE BANK NATIONAL               CFC INTERNATIONAL, INC.
ASSOCIATION

By: _________________________       By: _________________________
Its:_________________________       Its:_________________________


This Document Prepared by:

Denise Sondej, Esq.
ABN AMRO North America, Inc.
135 S. LaSalle Street, Suite 925
Chicago, Illinois 60603


STATE OF ILLINOIS )
                  ) SS.
COUNTY OF COOK    )


         I, the  undersigned,  a Notary  Public in and for said  County,  in the
State aforesaid, do hereby certify that __________________ of CFC INTERNATIONAL,
INC.,  who is  personally  known  to me to be the  same  person  whose  name  is
subscribed  to the  foregoing  instrument  as such  _________________,  appeared
before me this day in person and  acknowledged  that he/she signed and delivered
the said  instrument  as his/her own free and  voluntary act and as the free and
voluntary act of said corporation, for the uses and purposes therein set forth.

         GIVEN  under  my  hand  and  notarial   seal  this   _________  day  of
_____________, 1998.

                                                ---------------------
                                                Notary Public

SEAL:





STATE OF ILLINOIS )
                  ) SS.
COUNTY OF COOK    )


         I, the  undersigned,  a Notary  Public in and for said  County,  in the
State  aforesaid,  do hereby  certify  that  __________________  of LASALLE BANK
NATIONAL ASSOCIATION,  who is personally known to me to be the same person whose
name is  subscribed  to the  foregoing  instrument  as such  __________________,
appeared  before me this day in person and  acknowledged  that he/she signed and
delivered  the said  instrument as his/her own free and voluntary act and as the
free and  voluntary  act of said Bank,  for the uses and  purposes  therein  set
forth.

         GIVEN  under  my  hand  and  notarial   seal  this   _________  day  of
_____________, 1998.

                                                     ---------------------
                                                          Notary Public

SEAL: