TRADEMARK SECURITY AGREEMENT

     THIS TRADEMARK  SECURITY  AGREEMENT (this "Security  Agreement") made as of
this 26th day of June 2002,  by MEDICAL  TECHNOLOGY  SYSTEMS,  INC.,  a Delaware
corporation ("Grantor") in favor of EUREKA I, L.P., as collateral agent (in such
capacity, the "Collateral Agent").

                               W I T N E S S E T H

     WHEREAS, Grantor has entered into the Securities Purchase Agreement of even
date herewith with Eureka I, L.P., as purchaser (the "Purchaser") and Collateral
Agent (as  amended,  restated  or  otherwise  modified  from  time to time,  the
"Purchase Agreement"),  providing,  subject to the terms and conditions thereof,
for the  purchase  from the Grantor by the  Purchaser  of,  among other  things,
$4,000,000  aggregate  principal  amount of Notes (as  defined  in the  Purchase
Agreement); and

     WHEREAS,  to induce the Purchaser to enter into the Purchase Agreement with
the  Grantor and to  purchase  the Notes,  the Grantor has agreed to execute and
deliver  this  Security  Agreement  and to grant to  Collateral  Agent,  for its
benefit and for the benefit of the Noteholders,  a security  interest in certain
of the Grantor's  assets,  including,  without  limitation,  its  trademarks and
trademark applications;

     NOW,  THEREFORE,  in consideration of the premises set forth herein and for
other good and  valuable  consideration,  receipt and  sufficiency  of which are
hereby acknowledged, Grantor agrees as follows:

     1. Certain  Definitions.  Capitalized  terms used but not otherwise defined
herein shall have the meanings herein as in the Purchase Agreement.

     2. Grant of Security  Interests.  To secure the complete and timely payment
and satisfaction of the Liabilities,  Grantor hereby grants to Collateral Agent,
as agent for itself and the  Noteholders,  a  continuing  security  interest  in
Grantor's  entire  right,  title and  interest in and to all of its now owned or
existing  and  hereafter  acquired  or  arising  trademarks,  trademark  license
agreements,  whether as licensor or  licensee,  trade  names,  corporate  names,
company names, business names,  fictitious business names, trade styles, service
marks, logos, other business identifiers,  prints and labels on which any of the
foregoing have appeared or appear, all registrations and recordings thereof, and
all  applications  (other  than  "intent to use"  applications  until a verified
statement  of use is filed with  respect  to such  applications)  in  connection
therewith, including, without limitation, the trademarks and applications listed
on  Schedule A attached  hereto and made a part hereof and the  trademarks,  and
renewals  thereof,  and all  income,  royalties,  damages  and  payments  now or
hereafter  due and/or  payable  under or with  respect to any of the  foregoing,
including, without limitation, damages and payments for past, present and future
infringements of any of the foregoing and the right to sue for past, present and
future infringements of any of the foregoing (all of the foregoing are sometimes
hereinafter  individually and/or collectively  referred to as the "Trademarks");
all rights  corresponding  to any of the foregoing  throughout the world and the
goodwill of the Grantor's  business  connected with the use of and symbolized by
the Trademarks.

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     The term  "Liability"  or  "Liabilities"  shall mean the  indebtedness  and
liabilities of the Grantor to the Collateral Agent and/or the Noteholders  under
this  Security  Agreement,  the Notes,  the Purchase  Agreement and the Security
Documents (as defined in the Purchase  Agreement),  including but not limited to
all  obligations  to  perform  acts or  refrain  from  taking any action and any
obligations of the Grantor owing to the Collateral Agent and/or the Noteholders.

     3. Intercreditor  Agreement. The priority of the security interests granted
hereby,  the exercise by the  Collateral  Agent of any of its rights or remedies
hereunder,  and the  covenants  of the  Grantor  contained  herein (in each case
whether or not so  expressed)  are subject in all respects to the  Intercreditor
Agreement (as such term is defined in the Purchase Agreement).  Any reference to
property in the possession  of, or to property  secured or to be secured to, the
Collateral  Agent will be deemed to refer to, or to be satisfied by, property in
the  possession  of or secured to the "Senior  Lender"  under the  Intercreditor
Agreement.  The  security  interests  created in favor of the  Collateral  Agent
hereunder are subordinate and junior to the security  interests created in favor
of the Senior Lender (as such term is defined in the Intercreditor Agreement).

     4.  Warranties  and  Representations.  Grantor  warrants and  represents to
Collateral Agent that:

          (a) no Trademark has been adjudged invalid or unenforceable by a court
     of competent  jurisdiction  nor has any such Trademark been  cancelled,  in
     whole or in part and each such Trademark is presently subsisting;

          (b)  Grantor  is the  sole  and  exclusive  owner  of the  entire  and
     unencumbered  right, title and interest in and to each Trademark,  free and
     clear of any liens, charges and encumbrances, including without limitation,
     shop rights and covenants by Grantor not to sue third  persons,  other than
     Permitted Liens;

          (c)  Grantor  has no  notice  of any  suits or  actions  commenced  or
     threatened with reference to any Trademark; and

          (d) Grantor  has the  unqualified  right to execute  and deliver  this
     Security Agreement and perform its terms.

     5.  Restrictions  on Future  Agreements.  Grantor  agrees  that,  until the
Liabilities  shall  have been paid and  satisfied  in full,  Grantor  shall not,
without  the prior  written  consent  of  Collateral  Agent,  sell or assign its
interest in any Trademark or enter into any other  agreement with respect to any
Trademark  which  would  affect  the  validity  or  enforcement  of  the  rights
transferred to Collateral Agent under this Security Agreement.

     6.  New  Trademarks.  Grantor  represents  and  warrants  that,  based on a
diligent   investigation  by  Grantor,  the  Trademarks  listed  on  Schedule  A
constitute all of the federally registered Trademarks,  and federal applications
for registration of Trademarks (other than "intent to use" applications  until a
verified  statement of use is filed with respect to such applications) now owned
by Grantor.  If,  before the  Liabilities  shall have been paid and satisfied in
full, Grantor shall (i) become aware of any existing Trademarks of which Grantor
has not previously  informed  Collateral  Agent,  or (ii) become entitled to the

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benefit of any Trademarks, which benefit is not in existence on the date hereof,
the  provisions  of this  Security  Agreement  above shall  automatically  apply
thereto  and  Grantor  shall give to  Collateral  Agent  prompt  written  notice
thereof.  Grantor  hereby  authorizes  Collateral  Agent to modify this Security
Agreement by amending Schedule A to include any such Trademarks.

     7. Term. The term of this Security Agreement shall extend until the payment
and  satisfaction in full of the  Liabilities.  Grantor agrees that,  during the
continuance  of an  Event  of  Default,  the  use  by  Collateral  Agent  of all
Trademarks shall be without any liability for royalties or other related charges
from Collateral Agent to Grantor.

     8. Product  Quality.  Grantor agrees to maintain the quality of any and all
products in  connection  with which the  Trademarks  are used,  consistent  with
commercially  reasonable business practices.  During the continuance of an Event
of Default and at the direction of the Required  Noteholders  and subject to the
Intercreditor Agreement,  Grantor agrees that Collateral Agent, or a conservator
appointed by Collateral Agent, shall have the right to establish such additional
product  quality  controls as  Collateral  Agent,  or said  conservator,  in its
reasonable judgment,  may deem necessary to assure maintenance of the quality of
products sold by Grantor under the Trademarks.

     9.  Release of Security  Agreement.  This  Security  Agreement  is made for
Collateral  purposes  only.  Upon  payment  and  satisfaction  in  full  of  the
Liabilities,  Collateral  Agent shall take such  actions as may be  necessary or
proper to terminate the security interests created hereby.

     10. Expenses.  All expenses  incurred in connection with the performance of
any of the  agreements  set forth  herein  shall be borne by Grantor.  All fees,
costs and expenses, of whatever kind or nature,  including reasonable attorneys'
fees and legal  expenses,  actually  incurred by Collateral  Agent in connection
with the filing or recording of any documents (including all taxes in connection
therewith) in public offices, the payment or discharge of any taxes,  reasonable
counsel fees actually incurred,  maintenance fees,  encumbrances or otherwise in
protecting,  maintaining  or  preserving  the  Trademarks  or  in  defending  or
prosecuting  any  actions  or  proceedings  arising  out  of or  related  to the
Trademarks shall be borne by and paid by Grantor and until paid shall constitute
Liabilities.

     11.  Duties  of  Grantor.  Grantor  shall  have  the  duty  (i) to file and
prosecute diligently any trademark applications pending as of the date hereof or
hereafter until the Liabilities shall have been paid and satisfied in full, (ii)
to  preserve  and  maintain  all  rights  in  the  Trademarks,  as  commercially
reasonable and (iii) to ensure that the  Trademarks are and remain  enforceable,
as  commercially  reasonable.  Any  expenses  incurred  in  connection  with the
Liabilities under this Section 11 shall be borne by Grantor.

     12. Collateral  Agent's Right to Sue. During the continuance of an Event of
Default and at the  direction  of the  Required  Noteholders  and subject to the
Intercreditor Agreement,  Collateral Agent shall have the right, but shall in no
way be obligated,  to bring suit in its own name to enforce the Trademarks  and,
if Collateral Agent shall commence any such suit,  Grantor shall, at the request
of Collateral  Agent,  do any and all lawful acts and execute any and all proper
documents  required by Collateral  Agent in aid of such  enforcement and Grantor
shall promptly,  upon demand,  reimburse and indemnify  Collateral Agent for all
costs and expenses  actually incurred by Collateral Agent in the exercise of its
rights under this Section 12.

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     13. Waivers. No course of dealing between Grantor and Collateral Agent, nor
any failure to exercise, nor any delay in exercising,  on the part of Collateral
Agent,  any  right,  power or  privilege  hereunder  shall  operate  as a waiver
thereof;  nor shall any  single  or  partial  exercise  of any  right,  power or
privilege hereunder or thereunder preclude any other or further exercise thereof
or the exercise of any other right, power or privilege.

     14. Severability.  The provisions of this Security Agreement are severable,
and if any clause or provision shall be held invalid and  unenforceable in whole
or in part in any jurisdiction,  then such invalidity or unenforceability  shall
affect only such clause or provision, or part thereof, in such jurisdiction, and
shall  not  in  any  manner  affect  such  clause  or  provision  in  any  other
jurisdiction, or any other clause or provision of this Security Agreement in any
jurisdiction.

     15.  Modification.  This Security  Agreement cannot be altered,  amended or
modified in any way, except as specifically provided in Section 6 hereof or by a
writing signed by the parties hereto.

     16. Cumulative Remedies; Power of Attorney; Effect on Financing Agreements.
All of Collateral  Agent's  rights and remedies with respect to the  Trademarks,
whether  established  hereby,  or by any  other  agreements  or by law  shall be
cumulative  and may be exercised  singularly  or  concurrently.  Grantor  hereby
authorizes  Collateral Agent,  during the continuance of an Event of Default and
at the direction of the Required  Noteholders  and subject to the  Intercreditor
Agreement,  to make,  constitute  and appoint any officer or agent of Collateral
Agent as Collateral Agent may select, in its sole discretion,  as Grantor's true
and lawful  attorney-in-fact,  with power to (i) endorse  Grantor's  name on all
applications,  documents,  papers and  instruments  necessary or  desirable  for
Collateral  Agent in the use of the  Trademarks  or (ii) take any other  actions
with  respect to the  Trademarks  as  Collateral  Agent  deems to be in the best
interest  of  Collateral  Agent,  or  (iii)  grant  or issue  any  exclusive  or
non-exclusive  license under the Trademarks to anyone,  or (iv) assign,  pledge,
convey or otherwise  transfer  title in or dispose of the  Trademarks to anyone.
Grantor hereby  ratifies all that such attorney shall lawfully do or cause to be
done by virtue hereof.  This power of attorney  shall be  irrevocable  until the
Liabilities shall have been paid and satisfied in full. Grantor acknowledges and
agrees that this Security  Agreement is not intended to limit or restrict in any
way the rights and remedies of Collateral Agent and/or the Noteholders under the
Purchase  Agreement  but rather is intended to  facilitate  the exercise of such
rights  and  remedies.  Collateral  Agent and the  Noteholders  shall  have,  in
addition  to all  other  rights  and  remedies  given  them by the terms of this
Security Agreement and the Purchase  Agreement,  all rights and remedies allowed
by law and the  rights  and  remedies  of a  secured  party  under  the  Uniform
Commercial Code as enacted in the Commonwealth of Pennsylvania.

     17. Binding Effect; Benefits. This Security Agreement shall be binding upon
Grantor and its  successors  and assigns,  and shall inure to the benefit of the
Collateral Agent, the Noteholders and their respective successors,  nominees and
assigns.

     18.  Governing  Law.  This  Security  Agreement  shall be  governed  by and
construed in accordance with the laws of the  Commonwealth  of Pennsylvania  and
applicable federal law.

     19. Headings.  Paragraph  headings used herein are for convenience only and
shall not modify the provisions which they precede.

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     20. Further Assurances.  Grantor agrees to execute and deliver such further
agreements,  instruments  and  documents,  and to perform such further  acts, as
Collateral Agent (at the direction of the Required Noteholders) shall reasonably
request  from time to time in order to carry out the  purpose  of this  Security
Agreement and agreements set forth herein.

     21.  Survival of  Representations.  All  representations  and warranties of
Grantor  contained in this  Security  Agreement  shall survive the execution and
delivery of this Security Agreement.

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                                     -S-1-

     IN WITNESS WHEREOF, Grantor has duly executed this Security Agreement as of
the date first written above.

                             MEDICAL TECHNOLOGY SYSTEMS, INC.

                             By:__________________________________________
                                Name
                                Title:


Agreed and Accepted
As of the Date First Written Above

EUREKA I, L.P., as Collateral Agent

By:  EUREKA MANAGEMENT, L.P.,
           its sole general partner

         By: BERWIND CAPITAL PARTNERS, LLC,
                    its sole general partner


                 By:_______________________________
                           Christine C. Jones,
                               President


Trademark Description       U.S. Serial/Registration No.        Date Registered
---------------------       ----------------------------        ---------------


                             TRADEMARK APPLICATIONS

Trademark Application Description    U.S. Application No.         Date Applied
---------------------------------    --------------------         ------------



                               TRADEMARK LICENSES

Description of License      U.S. Serial/Registration No.        Date Registered
----------------------      ----------------------------        ---------------



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                                       2


STATE OF NEW YORK                           :
                                            :   SS.
COUNTY OF          NEW YORK                 :


     On this, the ____ day of June, 2002, before me, a Notary Public, personally
appeared  Christine C. Jones,  who  acknowledged  herself to be the President of
Berwind  Capital  Partners,  LLC,  and  that  she as such  officer,  being  duly
authorized to do so, executed the foregoing  instrument for the purposes therein
contained by signing the name of the company by herself as such officer.

     IN WITNESS WHEREOF, I have hereunto set my hand and official seal.




                                                ____________________________
                                                Notary Public
                                                My commission expires



STATE OF NEW YORK                           :
                                            :   SS.
COUNTY OF          NEW YORK                 :



     On this, the __ day of June, 2002,  before me, a Notary Public,  personally
appeared  ______________,  who  acknowledged  himself  to be  _______ of Medical
Technology Systems,  Inc., a Delaware corporation,  and that he as such officer,
being duly  authorized  to do so,  executed  the  foregoing  instrument  for the
purposes therein  contained by signing the name of the corporation by himself as
such officer.

     IN WITNESS WHEREOF, I have hereunto set my hand and official seal.


                                                ____________________________
                                                Notary Public
                                                My commission expires