PROMISSORY NOTE
                                 ---------------

US  $2,000,000.00                                          St.  Louis,  Missouri
                                                                  May  18,  2001


          FOR  VALUE  RECEIVED,  the  undersigned,  THE FEMALE HEALTH COMPANY, a
Wisconsin  corporation  ("Borrower"),  hereby  promises  to  pay to the order of
HEARTLAND  BANK,  a  federal  savings  bank (the "Lender"), at its office at 212
South  Central  Avenue,  Clayton, Missouri 63105 (the "Lender's Address"), or at
such  other  office  as the Lender may subsequently designate in writing, (i) on
May  18, 2004 (the "Maturity Date"), the principal amount of Two Million Dollars
(US  $2,000,000.00),  or,  if less, the aggregate unpaid principal amount of all
advances  made  hereunder by the Lender to the Borrower prior to said date, (ii)
interest  on  such  principal  amount  at  the  interest rate per annum for each
advance,  as  determined in accordance with the terms specified below (but in no
event  in excess of the maximum rate permitted by applicable law), and (iii) any
and  all other sums which may be owing to the Lender by the Borrower pursuant to
this  Note.  All  advances  made hereunder by the Lender to the Borrower and all
payments  made  on  account  of principal hereof and interest hereunder shall be
recorded  by  the Lender and, prior to any transfer hereof, endorsed on the grid
attached hereto; provided, however, that the Lender's failure to record any such
                 --------  -------
advance  or  payment  shall not limit or otherwise affect the obligations of the
Borrower  under  this  Note.

          1.     Definitions.  Each initially capitalized term used herein shall
                 -----------
have  the  meaning  set forth in Schedule A.  Any capitalized terms used herein,
                                 ----------
but  not  otherwise  defined herein or on Schedule A attached hereto, shall have
                                          ----------
the  meaning  ascribed  to  such  term(s)  as  set  forth in the Loan Agreement.

          2.     Advances.  Subject  to  the terms and conditions hereof and the
                 --------
Loan  Agreement,  and in reliance upon the representations and warranties of the
Borrower  contained in the Loan Agreement, the Lender agrees to make advances to
the  Borrower from time to time during the period commencing on the date of this
Note  and  ending  on  the Maturity Date in an aggregate principal amount at any
time outstanding not to exceed the Commitment.  The Borrower agrees that it will
use  the  proceeds  of  any  such advance for the purposes set forth in the Loan
Agreement.  Borrower  further  agrees  that  it will not use the proceeds of any
such  advance  for any illegal or unlawful purpose.  Each request for an advance
hereunder shall be made by a Borrowing Officer on written notice received by the
Lender  in  the form set forth on Exhibit A attached hereto not later than 12:00
                                  ---------
noon  (St.  Louis  time)  of the Business Day of such advance, shall specify the
amount  thereof, and shall be irrevocable and binding upon the Borrower.  Except
as  the  Borrower  and  the Lender may otherwise mutually agree, the proceeds of
each  advance  hereunder shall be wired to an account specified by the Borrower.

          3.     Interest  Rate.  For  the  period  from  the  date hereof until
                 ---------------
maturity  (whether  by  acceleration  or otherwise) the Borrower promises to pay
interest,  in  arrears, on the from time to time unpaid principal amount of each
advance  hereunder  on the first Business Day of each month beginning the second
calendar  month  following  the  Effective  Date,  at the Stated Rate; provided,
however,  that  with  respect to any advance or other obligation of the Borrower
hereunder  which  is not paid at maturity, or which remains unpaid following the
commencement, by or against the Borrower, of a case under Title 11 of the United
States  Code,  the  Borrower  promises  to pay interest on such advance or other
obligation  from  the date of maturity or the date such case is commenced, until
such advance or other obligation is paid in full, payable upon demand, at a rate
per annum (in lieu of the Stated Rate in effect at such time) equal at all times
to  the Overdue Rate, but in no event in excess of the maximum rate permitted by
law.  All  computations of interest with respect to each advance hereunder shall
be  made  by the Lender on the basis of a year of 360 days for the actual number
of  days (including the first day, but excluding the last day) in the period for
which  such  interest is payable.  After maturity, by acceleration or otherwise,
and/or

<PAGE>
upon  an Event of Default, this Note shall bear interest at the Default Rate.  A
late  charge  equal to five percent (5%) of the payment amount shall be assessed
for  each payment not received by Lender by the date ten (10) days after the due
date  therefor.

          4.     Payments.
                 --------

               (a)     Time  of  Payments.  All payments of principal, interest,
                       ------------------
fees  and  other  amounts due under this Note shall be made to the Lender at the
Lender's  Address  in  lawful money of the United States not later than 2:00p.m.
(St.  Louis  time)  on  the  day when due, without defense, claim, counterclaim,
setoff  or  right  of  recoupment.

               (b)     Final  Payment.  On the Maturity Date, Borrower shall pay
                       --------------
to  the  Lender,  in  same day funds, an amount equal to the aggregate principal
amount  outstanding  under this Note and due on such date, together with accrued
interest  thereon,  all fees payable to the Lender pursuant to the provisions of
this  Note  and  the  Loan  Agreement  and  any  and  all other Obligations then
outstanding.

               (c)     Interest  Calculation.  For  purposes  of  interest
                       ---------------------
calculation  only, (i) a payment by check, draft or other instrument received on
a  Business  Day shall be deemed to have been applied to the relevant Obligation
on the second following Business Day, (ii) a payment in cash or by wire transfer
received  at  or  before  2:00 p.m., St. Louis, Missouri time, on a Business Day
shall  be deemed to have been applied to the relevant Obligation on the Business
Day  when  it  is  received,  and  (iii)  a  payment in cash or by wire transfer
received  on  a  day  that  is not a Business Day or after 2:00 p.m., St. Louis,
Missouri  time,  on  a  Business Day shall be deemed to have been applied to the
relevant  Obligation  on  the  next  Business  Day.

               (d)     Due  Dates Not on Business Days.  If any payment required
                       -------------------------------
hereunder  becomes  due  on a date that is not a Business Day, then such payment
shall be due on the next Business Day, the amount of such payment, in such case,
to  include  all  interest  accrued  to  the  date  of  actual  payment.

               (e)     Prepayments  Generally. The Borrower shall have the right
                       ----------------------
to  prepay  the  unpaid  principal balance of the indebtedness evidenced by this
Note in whole or in part, without penalty. All prepayments, whether voluntary or
mandatory  pursuant  to acceleration, shall be applied first to any expenses due
Payee  under  this  Note  or  under  any  other documents securing or evidencing
obligations of Maker to Payee with respect to the Loan, then to accrued interest
on  the unpaid principal balance of this Note, and the balance, if any, shall be
applied  to  the principal sum hereof in inverse order of maturity and shall not
relieve  Maker  of  making installment payments hereon when due.  No prepayments
may  be  re-borrowed.

          5.     Guaranty; Consent; Waivers.  Payment of this Note is guaranteed
                 --------------------------
by  certain  individual  guarantors (collectively, the "Guarantors") pursuant to
Continuing  Secured  Limited Guaranties, executed by each Guarantor and dated as
of  even  date herewith (collectively, the "Limited Guaranties").  The Borrower,
the  Guarantors, and all others who are or who shall become parties primarily or
secondarily  liable on this Note, whether as endorsers, guarantors or otherwise,
hereby  agree  that  this  Note  may  be renewed one or more times, the time for
payment  of  this  Note or any renewal Note extended, the interest rate or other
terms  of  the indebtedness evidenced hereby changed, any party released, or any
action  taken  or  omitted  with  respect  to any collateral security, including
surrender  of  such  security  or  failure  to perfect any lien thereon, without
notice  and  without releasing any of them, except as otherwise expressly agreed
in  writing,  and the obligation of each such party shall survive whether or not
the  instrument  evidencing  such  obligation  shall  have  been  surrendered or
canceled.  All  such  parties waive presentment, demand for payment, protest and
notice  of  nonpayment  or  dishonor.


                                        2
<PAGE>
          6.     Oral Agreements.  ORAL AGREEMENTS OR COMMITMENTS TO LOAN MONEY,
                 ---------------
EXTEND  CREDIT  OR  TO  FOREBEAR  FROM  ENFORCING  REPAYMENT OF A DEBT INCLUDING
PROMISES  TO  EXTEND OR RENEW SUCH DEBT ARE NOT ENFORCEABLE.  TO PROTECT YOU AND
US  FROM  A MISUNDERSTANDING OR DISAPPOINTMENT, ANY AGREEMENTS WE REACH COVERING
SUCH  MATTERS ARE CONTAINED IN THIS WRITING, WHICH IS THE COMPLETE AND EXCLUSIVE
STATEMENT  OF  THE AGREEMENT BETWEEN US, EXCEPT AS WE MAY LATER AGREE IN WRITING
TO  MODIFY  IT.

          7.     Default;  Remedies  after  a  Default.  Any  one or more of the
                 -------------------------------------
following  constitutes  an Event of Default hereunder: (a) the occurrence of any
Event  of  Default  under  (or  as  defined  in)  the Loan Agreement; or (b) the
occurrence  of any Event of Default under any of the Limited Guaranties or under
any  of the Guaranty Security Documents or under any other security document for
any  of  the  Limited  Guaranties;  or (c) the occurrence of an Event of Default
under  (or  as  defined  in)  the  Warrant; or (d) the occurrence of an Event of
Default  under  (or  as  defined  in) any of the other Loan Documents.  Upon the
occurrence  of  an  Event  of  Default,  the  remedies available to Lender shall
include, but will not necessarily be limited to, the right to declare the entire
principal balance hereof and accrued and unpaid interest thereon immediately due
and  payable and those other remedies specified in the Loan Agreement and in the
other  Loan  Documents.

          8.     Expenses;  Indemnification.  The  Borrower  agrees  to  pay  on
                 --------------------------
demand  all  reasonable  costs and expenses incurred by the Lender in connection
with  the  preparation,  execution,  delivery,  administration,  modification,
amendment  and  enforcement  (whether through legal proceedings, negotiations or
otherwise)  of  this  Note  or  any  of the other Loan Documents (such costs and
expenses  to  include, without limitation, the reasonable fees and disbursements
of  legal  counsel).  The  Borrower  agrees  to  indemnify and hold harmless the
Lender  and  each  of its directors, officers, employees, agents, affiliates and
advisors  from  and against any and all claims, damages, losses, liabilities and
expenses  (including,  without limitation, the reasonable fees and disbursements
of legal counsel) which may be incurred by or asserted against the Lender or any
such director, officer, employee, agent, affiliate or advisor in connection with
or  arising out of any investigation, subpoena, litigation or proceeding related
to  or  arising  out  of  this  Note  or  any of the other Loan Documents or any
transaction  contemplated  hereby or thereby (but in any case excluding any such
claims,  damages,  losses,  liabilities, costs or expenses incurred by reason of
the  gross  negligence, willful misconduct or bad faith of the indemnitee).  The
obligations  of  the  Borrower under this paragraph shall survive the payment in
full  of  the  indebtedness  evidenced  by  this  Note  or  by  any  Other Note.

          9.     Assignment.  The Payee may assign to one or more banks or other
                 ----------
entities  all  or  a  portion of its rights under this Note.  In the event of an
assignment  of  all  of  its  rights,  the  Payee  may transfer this Note to the
assignee.  The  Payee  may,  in  connection  with  any  assignment  or  proposed
assignment,  disclose  to  the  assignee  or  proposed  assignee any information
relating  to  the  Maker  furnished  to  the Payee by or on behalf of the Maker.

          10.     Amendments,  Etc.  No  amendment or waiver of any provision of
                  ----------------
this  Note, nor consent to any departure by the Borrower therefrom, shall in any
event  be  effective  unless  the  same  shall  be  in  writing  and  separately
acknowledged  in writing by the Lender, and then such waiver or consent shall be
effective  only  in the specific instance and for the specific purpose for which
given.

          11.     Governing  Law.  This Note shall be governed by, and construed
                  --------------
and  enforced  in  all  respects  in  accordance  with, the laws of the State of
Missouri  applicable  to contracts made and to be performed entirely within such
State,  without  giving  effect  to  its  conflicts of laws principles or rules.


                                        3
<PAGE>
          12.     Right  of  Set-off.  At  any  time  that  an  Event of Default
                  ------------------
exists,  the  Lender  is hereby authorized at any time and from time to time, to
the  fullest extent permitted by law, to place an administrative hold upon or to
set  off  and  apply  any  and all deposits (general or special, time or demand,
provisional  or final) at any time held and other indebtedness at any time owing
by  the  Lender  or the Bank to or for the credit or the account of the Borrower
against  any  and  all  of  the  Obligations, irrespective of whether or not the
Lender shall have made any demand under this Note or any Other Note and although
the  Obligations  may  be  unmatured.  The  Lender agrees promptly to notify the
Borrower  after any such administrative hold, set-off and/or application made by
the  Lender;  provided,  however, that the failure to give such notice shall not
              --------   -------
affect  the  validity  of  such administrative hold, set-off and/or application.
The  rights of the Lender under this paragraph shall be in addition to all other
rights  and  remedies  (including,  without limitation, other rights of set-off)
which  the  Lender  may  have  under  applicable  law.

          13.     Notices.  All  notices  hereunder and under the Loan Documents
                  -------
shall  be  in  writing  and sent by certified or registered mail, return receipt
requested,  or by overnight delivery service, with all charges prepaid.  Notices
to  the  Lender  shall be sent to the Lender's Address.  Notices to the Borrower
shall  be  sent  to  the Borrower's Address until the Borrower specifies another
address  in  a notice delivered to the Lender in accordance with this paragraph.
Notice  will  be  deemed received upon actual receipt at the Lender's Address or
the  Borrower's  Address,  as  the  case  may  be.

          14.     Consent to Jurisdiction; Waiver of Venue Objection; Service of
                  --------------------------------------------------------------
Process.  WITHOUT  LIMITING  THE  RIGHT  OF  THE  LENDER  TO BRING ANY ACTION OR
-------
PROCEEDING  AGAINST THE BORROWER OR AGAINST PROPERTY OF THE BORROWER ARISING OUT
OF  OR RELATING TO THIS NOTE (AN "ACTION") IN THE COURTS OF OTHER JURISDICTIONS,
THE  BORROWER  HEREBY  IRREVOCABLY  SUBMITS  TO  AND  ACCEPTS  THE NON-EXCLUSIVE
JURISDICTION  OF  ANY  MISSOURI  STATE COURT OR ANY FEDERAL COURT SITTING IN ST.
LOUIS CITY OR COUNTY, AND THE BORROWER HEREBY IRREVOCABLY AGREES THAT ANY ACTION
MAY  BE  HEARD  AND  DETERMINED  IN SUCH MISSOURI STATE COURT OR IN SUCH FEDERAL
COURT.  THE  BORROWER  HEREBY  IRREVOCABLY  WAIVES AND DISCLAIMS, TO THE FULLEST
EXTENT  THAT  THE  BORROWER  MAY  EFFECTIVELY  DO  SO,  ANY DEFENSE OR OBJECTION
(INCLUDING,  WITHOUT  LIMITATION, ANY DEFENSE OR OBJECTION TO VENUE BASED ON THE
GROUNDS OF FORUM NON CONVENIENS) WHICH THE BORROWER MAY NOW OR HEREAFTER HAVE TO
THE  MAINTENANCE  OF  ANY  ACTION  IN  ANY  JURISDICTION.  THE  BORROWER  HEREBY
IRREVOCABLY  AGREES  THAT  THE SUMMONS AND COMPLAINT OR ANY OTHER PROCESS IN ANY
ACTION  IN  ANY  JURISDICTION  MAY  BE  SERVED  BY  MAILING  (USING CERTIFIED OR
REGISTERED  MAIL, POSTAGE PREPAID) TO THE BORROWER'S ADDRESS.  SUCH SERVICE WILL
BE COMPLETE ON THE DATE SUCH PROCESS IS SO DELIVERED, AND THE BORROWER WILL HAVE
THIRTY  DAYS  FROM  SUCH COMPLETION OF SERVICE IN WHICH TO RESPOND IN THE MANNER
PROVIDED  BY LAW.  THE BORROWER MAY ALSO BE SERVED IN ANY OTHER MANNER PERMITTED
BY LAW, IN WHICH EVENT THE BORROWER'S TIME TO RESPOND SHALL BE THE TIME PROVIDED
BY  LAW.

          15.     Waiver of Jury Trial.  TO THE FULLEST EXTENT PERMITTED BY LAW,
                  --------------------
THE  BORROWER  HEREBY WAIVES AND DISCLAIMS ANY RIGHT TO TRIAL BY JURY (WHICH THE
LENDER  ALSO  WAIVES  AND  DISCLAIMS)  IN  ANY  ACTION,  SUIT,  PROCEEDING  OR
COUNTERCLAIM  OF  ANY  KIND  ARISING  OUT  OF  OR  RELATING  TO  THIS  NOTE.


                                        4
<PAGE>
          16.     Miscellaneous.  No  failure  on  the  part  of  the  Lender to
                  -------------
exercise, and no delay in exercising, any right under this Note shall operate as
a  waiver  thereof,  nor  shall any single or partial exercise of any such right
preclude  any  other  or  further  exercise thereof or the exercise of any other
right.  The  remedies  herein  provided  are cumulative and not exclusive of any
remedies  provided  by  law.

          IN WITNESS WHEREOF, the Borrower has executed this Note as of the date
first  above  written.

            THIS AGREEMENT CONTAINS A BINDING JURY WAIVER PROVISION.

                                         THE  FEMALE  HEALTH  COMPANY

                                         By:  __________________________________
                                         Name:  ________________________________
                                         Title:  _______________________________

Borrower's  Address:

     875  North  Michigan  Avenue
     Suite  3660
     Chicago,  Illinois  60611

                                        5
<PAGE>
ADVANCES  AND  PAYMENTS  OF  PRINCIPAL  AND  INTEREST
<TABLE>
<CAPTION>

                         AMOUNT OF PRINCIPAL    AMOUNT OF     UNPAID PRINCIPAL    NOTATION
DATE  AMOUNT OF ADVANCE    PAID OR PREPAID    INTEREST PAID  BALANCE OF ADVANCES  MADE BY
----  -----------------  -------------------  -------------  -------------------  --------

<S>   <C>                <C>                  <C>            <C>                  <C>


</TABLE>



                                        6
<PAGE>

                                   SCHEDULE A
                                   ----------

                                   DEFINITIONS
          "Affiliate"  means,  with  respect  to  a  Person,  (a)  any  officer,
           ---------
director,  employee,  member  or  managing agent of such Person, (b) any spouse,
parents,  brothers,  sisters, children and grandchildren of such Person, (c) any
association,  partnership, trust, entity or enterprise in which such Person is a
director, officer or general partner, (d) any other Person that, (i) directly or
indirectly,  through  one or more intermediaries, controls, or is controlled by,
or  is under common control with, such given Person, (ii) directly or indirectly
beneficially  owns  or  holds  5%  or  more  of  any  class  of  voting stock or
partnership,  membership  or  other interest of such Person or any Subsidiary of
such  Person, or (iii) 5% or more of the voting stock or partnership, membership
or  other interest of which is directly or indirectly beneficially owned or held
by  such  Person  or  a Subsidiary of such Person.  The term "control" means the
possession,  directly  or  indirectly,  of  the  power  to  direct  or cause the
direction  of the management and policies of a Person, whether through ownership
of  voting  securities  or  partnership  or  other  interests,  by  contract  or
otherwise.

          "Borrower"  means  THE FEMALE HEALTH COMPANY, a Wisconsin corporation.
           --------

          "Borrower's  Address"  means  875  North  Michigan Avenue, Suite 3660,
           -------------------
Chicago,  Illinois  60611.

          "Borrowing  Officer"  means  each  individual  of Borrower who is duly
           ------------------
authorized  by  Borrower  to  submit  a  request  for  a  Loan  Advance.

          "Business  Day"  means  any day other than a Saturday, Sunday or other
           -------------
day  on  which  banks  in  St.  Louis,  Missouri  are  authorized  to  close.

          "Commitment" means the agreement of the Lender to fund advances to the
           ----------
Borrower  in  an  aggregate  principal  amount  not  to  exceed,  at  any  time
outstanding,  US  $2,000,000.00.

          "Default  Rate" means a rate of interest equal to fourteen percent per
           -------------
annum  (14%).

          "Dollar"  and  "$"  means  freely  transferable United States dollars.
           ------         -

          "Effective Date" means the later of (a) the Agreement Date, as defined
           --------------
in the Loan Agreement, and (b) the first date on which all of the conditions set
forth  in  SECTION 4.1 of the Loan Agreement shall have been fulfilled or waived
by  the  Lender.

          "Events  of  Default" has the meaning specified in paragraph 7 of this
           -------------------
Note,  or  any  Event  of  Default  as  defined  in  the  Loan  Agreement.

          "Guarantors"  means,  collectively,  Stephen  M.  Dearholt,  James  R.
           ----------
Kerber,  Thomas  Bodine,  and  Geneva  O.  Parrish  1996  Living  Trust.


                                        7
<PAGE>
          "Lender"  means  Heartland  Bank,  a  federal  savings  bank,  and its
           ------
successors  and  assigns.

          "Lender's  Address"  means 212 South Central Avenue, Clayton, Missouri
           -----------------
63105.

          "Lender's  Office"  means  the  office  of  the Lender specified in or
           ----------------
determined  in  accordance  with  the  provisions of SECTION 10.1(C) of the Loan
Agreement.

          "Loan Agreement" means that certain Loan Agreement entered into by and
           --------------
between  Lender and Borrower, dated as of even date herewith, as the same may be
amended,  modified  or  restated.

          "Loans" means any loan made to Borrower pursuant to SECTION 2.1 of the
           -----
Loan  Agreement  and all extensions, renewals and modifications thereto, as well
as  all  such  Loans  collectively.

          "Loan  Documents"  means, collectively, this Note, the Loan Agreement,
           ---------------
the Warrant, the Registration Rights Agreement, the Guaranty Security Documents,
the  Limited  Guaranties  and  each  other  instrument,  agreement  and document
executed and delivered by Borrower and or the Guarantors in connection with this
Note  and  each  other  instrument,  agreement or document referred to herein or
contemplated  hereby.

          "Material  Adverse  Effect"  means  any  act,  omission,  event  or
           -------------------------
undertaking  which  would,  singly  or in the aggregate, have a material adverse
effect  upon  (a)  the  business,  assets,  properties,  liabilities,  condition
(financial  or  otherwise),  results  of  operations  or  business  prospects of
Borrower, (b) upon the ability of Borrower to perform any obligations under this
Note  or  any  other  Loan Document to which it is a party, or (c) the legality,
validity,  binding  effect, enforceability or admissibility into evidence of any
Loan  Document  or the ability of Lender to enforce any rights or remedies under
or in connection with any Loan Document; in any case, whether resulting from any
single  act,  omission,  situation, status, event, or undertaking, together with
other  such  acts,  omissions,  situations,  statuses,  events, or undertakings.

          "Maturity  Date"  means  May  18,  2004.
           --------------

          "Note"  means  this  Note  and  any and all amendments, modifications,
           ----
restatements,  renewals  or  refinancings  thereof.

          "Obligations"  means,  in  each  case  whether  now  in  existence  or
           -----------
hereafter  arising,  (a)  the principal of and interest and premium, if any, on,
and  expenses  related  to,  the  Loans  and  (b) all indebtedness, liabilities,
obligations, overdrafts, covenants and duties of Borrower to the Lender of every
kind, nature and description, direct or indirect, absolute or contingent, due or
not due, contractual or tortious, liquidated or unliquidated, and whether or not
evidenced  by  any  note and whether or not for the payment of money under or in
respect  of  the  Loans, this Note, any Note or any of the other Loan Documents.

          "Obligors"  means  Borrower,  Guarantors,  each  party to the Guaranty
           --------
Security  Documents  (other  than  the Lender), and each other party at any time
primarily  or  secondarily,  directly  or  indirectly,  liable  on  any  of  the
Obligations.


                                        8
<PAGE>
          "Other  Note"  means any promissory note which may be given in renewal
           -----------
or  extension  of  all or any part of the indebtedness evidenced by this Note or
which  may  amend or restate the terms pursuant to which such indebtedness is to
remain  outstanding.

          "Overdue Rate" means, in respect of any amount not paid when due under
           ------------
this  Note  or  any Other Note, a rate per annum during the period commencing on
the  due  date of such amount until such amount is paid in full equal to 14% per
annum.

          "Person"  means  an individual, corporation, partnership, association,
           ------
trust  or unincorporated organization or a government or any agency or political
subdivision  thereof.

          "Stated  Rate"  means  a  rate  of  interest  of  10%  per  annum.
           ------------                                          ---  -----


                                        9
<PAGE>
                                    EXHIBIT A
                                    ---------

                         FORM OF REQUEST FOR AN ADVANCE


Heartland  Bank
212  South  Central  Avenue
St.  Louis,  Missouri  63105
Attn.:  _____________________________

Re:  Promissory Note, dated as of May 18, 2001 between THE FEMALE HEALTH COMPANY
     ("Borrower)  and HEARTLAND BANK ("Lender"), as it may be amended, modified,
     restated  or  replaced  from  time  to  time  (the  "Note")

Ladies  and  Gentlemen:

     The  undersigned  is a Borrowing Officer and, as such is authorized to make
and  deliver  this request for an advance pursuant to the Note.  All capitalized
words  used herein that are defined in the Note have the meanings defined in the
Note.

     Borrower  hereby  requests  that Lender make a Loan of $_______ to Borrower
under  the  terms  of  the Note on _______________.  The proceeds of the advance
should  be  deposited  in  account  number  ____________________  with [Lender].

     The  undersigned  hereby  certifies  on  behalf  of  Borrower  that:

          (i)  There  is  no  Event  of  Default.

          (ii)  The  representations  and  warranties  of  Borrower  in the Loan
          Agreement  are  true  as  if  made  on  the  date  hereof.

          (iii)  The amount of the requested advance will not, when added to the
          current  amount  of  the  aggregate  Loans  exceed  the  Commitment.

          (iv)  All  conditions precedent to an advance as set forth in the Loan
          Agreement  have  been  satisfied.

          (v)  The  proceeds  of  this  advance  will  be used for the following
          purpose:  __________________________________________________________.

          (vi)  The  aggregate  amount  of Obligations guaranteed by the Limited
          Guaranties  equals  $__________________.

     Executed  this  ____  day  of  _______________,  2001.

                         THE  FEMALE  HEALTH  COMPANY

                         __________________________________
                         Name:     ___________________________
                         Title:     ___________________________


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