EXHIBIT 4.03

(Face of Note)

Form of
9 1/2% Series B Senior Subordinated Notes Due 2007

No.1 $
Cusip No.

FALCON BUILDING PRODUCTS, INC.

promises to pay to Cede & Co.

or registered assigns,

the principal sum of:

Dollars on June 15, 2007.

Interest Payment Dates: June 15 and December 15

Record Dates: June 1 and December 1

Dated:
FALCON BUILDING PRODUCTS, INC.

By:
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Name:
Title:

This is one of the Global
Notes referred to in the
within-mentioned Indenture:

HARRIS TRUST AND SAVINGS BANK,
as Trustee

By:
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Name:
Title:

(Back of Note)

9 1/2% Series B Senior Subordinated Notes Due 2007

Unless and until it is exchanged in whole or in part for Notes in
definitive form, this Note may not be transferred except as a whole by the
Depository to a nominee of the Depository or by a nominee of the Depository
to the Depository or another nominee of the Depository or by the Depository
or any such nominee to a successor Depository or a nominee of such successor
Depository. Unless this certificate is presented by an authorized
representative of The Depository Trust Company (55 Water Street, New York,
New York) ("DTC"), to the issuer or its agent for registration of transfer,
exchange or payment, and any certificate issued is registered in the name of
Cede & Co. or such other name as may be requested by an authorized
representative of DTC (and any payment is made to Cede & Co. or such other
entity as may be requested by an authorized representative of DTC), ANY
TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY
PERSON IS WRONGFUL inasmuch as the registered owner hereof, Cede & Co., has
an interest herein.

Capitalized terms used herein shall have the meanings assigned to them
in the Indenture referred to below unless otherwise indicated.

1. INTEREST. Falcon Building Products, Inc., a Delaware corporation
(the "Company"), promises to pay interest on the principal amount of this
Note at 9 1/2% per annum from June 17, 1997 until maturity and shall pay the
Liquidated Damages payable pursuant to Section 5 of the Registration Rights
Agreement referred to below. The Company will pay interest and Liquidated
Damages semi-annually on June 15 and December 15 of each year, or if any such
day is not a Business Day, on the next succeeding Business Day (each an
"INTEREST PAYMENT DATE"). Interest on the Notes will accrue from the most
recent date to which interest has been paid or, if no interest has been paid,
from the date of issuance; PROVIDED that if there is no existing Default in
the payment of interest, and if this Note is authenticated between a record
date referred to on the face hereof and the next succeeding Interest Payment
Date, interest shall accrue from such next succeeding Interest Payment Date;
PROVIDED, FURTHER, that the first Interest Payment Date shall be December 15,
1997. The Company shall pay interest (including post-petition interest in any
proceeding under any Bankruptcy Code) on overdue principal and premium, if
any, from time to time on demand at a rate that is 1% per annum in excess of
the rate then in effect; it shall pay interest (including post-petition
interest in any proceeding under any Bankruptcy Code) on overdue installments
of interest and Liquidated Damages (without regard to any applicable grace
periods) from time to time on demand at the same rate to the extent lawful.
Interest will be computed on the basis of a 360-day year of twelve 30-day
months.

2. METHOD OF PAYMENT. The Company will pay interest on the Notes
(except defaulted interest) and Liquidated Damages to the Persons who are
registered Holders of Notes at the close of business on June 1 or December 1
next preceding the Interest Payment Date, even if such Notes are cancelled
after such record date and on or before such Interest Payment Date, except as
provided in Section 2.12 of the Indenture with respect to defaulted interest.
The Notes will be payable as to principal, premium, interest and Liquidated
Damages at the office or agency of the Company maintained for such purpose
within or without the City and State of New York, or, at

the option of the Company, payment of interest and Liquidated Damages may be
made by check mailed to the Holders at their addresses set forth in the
register of Holders, and provided that payment by wire transfer of
immediately available funds will be required with respect to principal of and
interest, premium and Liquidated Damages on, all Global Notes and all other
Notes the Holders of which shall have provided wire transfer instructions to
the Company or the Paying Agent. Such payment shall be in such coin or
currency of the United States of America as at the time of payment is legal
tender for payment of public and private debts.

3. PAYING AGENT AND REGISTRAR. Initially, Harris Trust and Savings
Bank, the Trustee under the Indenture, will act as Paying Agent and Registrar.
The Company may change any Paying Agent or Registrar without notice to any
Holder. The Company or any of its Subsidiaries may act in any such capacity.

4. INDENTURE. The Company issued the Notes under an Indenture dated as
of June 17, 1997 (the "INDENTURE") between the Company and the Trustee. The
terms of the Notes include those stated in the Indenture and those made part of
the Indenture by reference to the Trust Indenture Act of 1939, as amended (15
U.S. Code Sections 77aaa-77bbbb). The Notes are subject to all such terms, and
Holders are referred to the Indenture and such Act for a statement of such
terms. The Notes are unsecured general obligations of the Company limited to
$145.0 million in aggregate principal amount.

5. OPTIONAL REDEMPTION.

(a) Except as described in paragraphs (b) and (c) below,
the Notes will not be redeemable at the Company's option prior to June 15, 2002.
Thereafter, the Notes will be subject to redemption at any time at the option of
the Company, in whole or in part, upon not less than 30 nor more than 60 days'
notice, at the redemption prices (expressed as percentages of principal amount)
set forth below plus accrued and unpaid interest and Liquidated Damages thereon,
if any, to the applicable redemption date, if redeemed during the twelve-month
period beginning on June 15 of the years indicated below:

Year Percentage

2002 . . . . . . . . . . . . . . . . . . . . . . . 104.750%
2003 . . . . . . . . . . . . . . . . . . . . . . . 103.167%
2004 . . . . . . . . . . . . . . . . . . . . . . . 101.583
2005 and thereafter. . . . . . . . . . . . . . . . 100.000%

(b) In addition, at any time and from time to time, prior to
June 15, 2000, the Company may redeem up to 35% of the original aggregate
principal amount of Notes at a redemption price of 109.5% of the principal
amount thereof, plus accrued and unpaid interest and Liquidated Damages
thereon, if any, to the redemption date, with the net cash proceeds of a
public offering of common stock of the Company; PROVIDED that at least 65% of
the original aggregate principal amount of Notes remain outstanding
immediately after the occurrence of such

redemption; and PROVIDED, further, that such redemption shall occur within 60
days of the date of the closing of such public offering.

(c) At any time on or prior to June 15, 2002, the Notes may
be redeemed as a whole but not in part at the option of the Company upon the
occurrence of a Change of Control, upon not less than 30 nor more than 60
days' prior notice (but in no event may any such redemption occur more than
90 days after the occurrence of such Change of Control) mailed by first-class
mail to each Holder's registered address, at a redemption price equal to 100%
of the principal amount thereof plus the Applicable Premium as of, and
accrued but unpaid interest and Liquidated Damages, if any, to, the
redemption date, subject to the right of Holders on the relevant record date
to receive interest due on the relevant interest payment date.

6. MANDATORY REDEMPTION.

Except as set forth in paragraph 7 below, the Company shall not be
required to make mandatory redemption payments with respect to the Notes.

7. REPURCHASE AT OPTION OF HOLDER.

(a) Upon the occurrence of a Change of Control, unless all
Notes have been called for redemption pursuant paragraph 5(c) above, each
Holder of Notes will have the right to require the Company to repurchase all
or any part (equal to $1,000 or an integral multiple thereof) of such
Holder's Notes pursuant to the offer described below (the "CHANGE OF CONTROL
OFFER") at an offer price in cash (the "CHANGE OF CONTROL PAYMENT") equal to
101% of the aggregate principal amount thereof plus accrued and unpaid
interest and Liquidated Damages thereon, if any, to the date of purchase.

(b) If the Company or any Subsidiary consummates one or more
Asset Sales and does not use all of the Net Proceeds from such Asset Sales as
provided in Section 4.10 of the Indenture, the Company will be required,
under certain circumstances, to utilize the Excess Proceeds from such Asset
Sales to offer (an "EXCESS PROCEEDS OFFER") to purchase Notes at a purchase
price in cash equal to 100% of the aggregate principal amount of the Notes
plus any accrued and unpaid interest and Liquidated Damages, if any, to the
date of purchase. If the Excess Proceeds are insufficient to purchase all
Notes tendered pursuant to any Excess Proceeds Offer, the Company shall
select the Notes to be purchased in accordance with the terms of Article 3
and Section 4.10 of the Indenture, as applicable.

(c) If the Company consummates a Subsidiary Distribution, the
Company will be required, to offer (a "Subsidiary Distribution Offer") to
purchase a portion of the Notes pursuant to Section 1.01 of the Indenture, at
a purchase price in cash equal to 101% of the aggregate principal amount,
plus accrued Interest and Liquidated Damages thereon, if any. If the Company
is not required to purchase all of the Notes tendered pursuant to a
Subsidiary Distribution Offer, the Company shall select the Notes to be
purchased in accordance with the terms of Article 3 of the Indenture.

8. NOTICE OF REDEMPTION. Notice of redemption will be mailed at
least 30 days but not more than 60 days before the redemption date to each
Holder whose Notes are to be redeemed at its registered address. Notes in
denominations larger than $1,000 may be redeemed in part but only in whole
multiples of $1,000, unless all of the Notes held by a Holder are to be
redeemed. On and after the redemption date interest ceases to accrue on Notes
or portions thereof called for redemption.

9. DENOMINATIONS, TRANSFER, EXCHANGE. The Notes are in registered form
without coupons in denominations of $1,000 and integral multiples of $1,000. The
transfer of Notes may be registered and Notes may be exchanged as provided in
the Indenture. The Registrar and the Trustee may require a Holder, among other
things, to furnish appropriate endorsements and transfer documents and the
Company may require a Holder to pay any taxes and fees required by law or
permitted by the Indenture. The Company need not exchange or register the
transfer of any Note or portion of a Note selected for redemption, except for
the unredeemed portion of any Note being redeemed in part. Also, it need not
exchange or register the transfer of any Notes for a period of 15 days before a
selection of Notes to be redeemed or during the period between a record date
and the corresponding Interest Payment Date.

10. PERSONS DEEMED OWNERS. The registered Holder of a Note may be
treated as its owner for all purposes.

11. AMENDMENT, SUPPLEMENT AND WAIVER. Subject to certain
exceptions, the Indenture or the Notes may be amended or supplemented with
the consent of the Holders of at least a majority in principal amount of the
then outstanding Notes, and any existing default or compliance with any
provision of the Indenture or the Notes may be waived with the consent of the
Holders of a majority in principal amount of the then outstanding Notes.
Without the consent of any Holder of a Note, the Indenture or the Notes may
be amended or supplemented to cure any ambiguity, defect or inconsistency, to
provide for uncertificated Notes in addition to or in place of certificated
Notes, to provide for the assumption of the Company's obligations to Holders
of the Notes in case of a merger or consolidation, to make any change that
would provide any additional rights or benefits to the Holders of the Notes
or that does not adversely affect the legal rights under the Indenture of any
such Holder, or to comply with the requirements of the SEC in order to effect
or maintain the qualification of the Indenture under the Trust Indenture Act.

12. DEFAULTS AND REMEDIES. Events of Default include: (a) default
for 30 days in the payment when due of interest on, or Liquidated Damages
with respect to, the Notes (whether or not prohibited by Article 10 of the
Indenture); (b) default in payment when due of the principal of or premium,
if any, on the Notes (whether or not prohibited by Article 10 of the
Indenture); (c) failure by the Company for 30 days after notice to comply
with the provisions described under Sections 4.07, 4.09, 4.10, 4.15 or 5.01
of the Indenture; (d) failure by the Company for 60 days after notice to
comply with any of its other agreements in the Indenture or the Notes; (e)
the failure by the Company or any Restricted Subsidiary that is a Significant
Subsidiary to pay any Indebtedness within any applicable grace period after
final maturity or acceleration by the holders thereof because of a default if
the total amount of such Indebtedness unpaid or accelerated exceeds $20.0
million; (f) the failure by the Company or any of its Restricted Subsidiaries
that is a Significant Subsidiary to pay final non-appealable judgments
aggregating in excess of $20.0

million, which judgments are not paid, discharged or stayed for a period of
60 days; (g) except as permitted by the Indenture, any Subsidiary Guarantee
by a Guarantor that is a Significant Subsidiary shall be held in any judicial
proceeding to be unenforceable or invalid or shall cease for any reason to be
in full force and effect or any Guarantor, or any Person acting on behalf of
any Guarantor, shall deny or disaffirm its obligations under its Subsidiary
Guarantee; and (h) certain events of bankruptcy or insolvency with respect to
the Company or any of its Restricted Subsidiaries that is a Significant
Subsidiary. If any Event of Default occurs and is continuing, the Note
Trustee or the Holders of at least 25% in principal amount of the then
outstanding Notes may declare all the Notes to be due and payable
immediately. Notwithstanding the foregoing, in the case of an Event of
Default arising from certain events of bankruptcy or insolvency with respect
to the Company or any of its Restricted Subsidiaries that is a Significant
Subsidiary, all outstanding Notes will become due and payable without further
action or notice. Holders of the Notes may not enforce this Indenture or the
Notes except as provided in the Indenture. Subject to certain limitations,
Holders of a majority in principal amount of the then outstanding Notes may
direct the applicable Trustee in its exercise of any trust or power. The
Trustee may withhold from Holders of the Notes notice of any continuing
Default or Event of Default (except a Default or Event of Default relating to
the payment of principal or interest) if it determines that withholding
notice is in their interest.

13. TRUSTEE DEALINGS WITH COMPANY. The Trustee, in its individual or
any other capacity, may make loans to, accept deposits from, and perform
services for the Company or its Affiliates, and may otherwise deal with the
Company or its Affiliates, as if it were not the Trustee.

14. NO RECOURSE AGAINST OTHERS. A director, officer, employee,
incorporator or stockholder, of the Company, as such, shall not have any
liability for any obligations of the Company under the Notes or the Indenture or
for any claim based on, in respect of, or by reason of, such obligations or
their creation. Each Holder by accepting a Note waives and releases all such
liability. The waiver and release are part of the consideration for the issuance
of the Notes.

15. AUTHENTICATION. This Note shall not be valid until authenticated
by the manual signature of the Trustee or an authenticating agent.

16. ABBREVIATIONS. Customary abbreviations may be used in the name of
a Holder or an assignee, such as: TEN COM (= tenants in common), TEN ENT (=
tenants by the entireties), JT TEN (= joint tenants with right of survivorship
and not as tenants in common), CUST (= Custodian), and U/G/M/A (= Uniform Gifts
to Minors Act).

17. ADDITIONAL RIGHTS OF HOLDERS OF TRANSFER RESTRICTED SECURITIES. In
addition to the rights provided to Holders of Notes under the Indenture, Holders
of Transferred Restricted Securities shall have all the rights set forth in the
Registration Rights Agreement dated as of June 17, 1997, between the Company and
the parties named on the signature pages thereof (the "REGISTRATION RIGHTS
AGREEMENT").

18. CUSIP NUMBERS. Pursuant to a recommendation promulgated by the
Committee on Uniform Security Identification Procedures, the Company has
caused CUSIP numbers to be printed on the Notes and the Trustee may use CUSIP
numbers in notices of redemption as a

convenience to Holders. No representation is made as to the accuracy of such
numbers either as printed on the Notes or as contained in any notice of
redemption and reliance may be placed only on the other identification
numbers placed thereon.

The Company will furnish to any Holder upon written request and
without charge a copy of the Indenture and/or the Registration Rights Agreement.
Requests may be made to:

Falcon Building Products, Inc.
Two North Riverside Plaza, Suite 1100
Chicago, Illinois 60606
Telecopier No.: (312) 906-8402
Attention: Gus Athas

ASSIGNMENT FORM

To assign this Note, fill in the form below: (I) or (we) assign and
transfer Note to

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(Insert assignee's soc. sec. or tax I.D. no.)

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(Print or type assignee's name, address and zip code)

and irrevocably appoint _______________________________________________________
to transfer this Note on the books of the Company. The agent may substitute
another to act for him.

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Date:
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Your Signature:
-----------------------------------
(Sign exactly as your name appears
on the face of this Note)

Signature Guarantee.

OPTION OF HOLDER TO ELECT PURCHASE

If you want to elect to have this Note purchased by the Company pursuant
to Section 4.10 or Section 4.15 of the Indenture or pursuant to a Subsidiary
Distribution Offer check the box below:

/ / Section 4.10 / / Section 4.15

/ / Subsidiary Distribution Offer

If you want to elect to have only part of the Note purchased by the
Company pursuant to Section 4.10 or Section 4.15 of the Indenture or pursuant
to a Subsidiary Distribution Offer, state the amount you elect to have
purchased: $__________

Date:
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Your Signature:
-----------------------------------
(Sign exactly as your name appears
on the face of this Note)

Tax Identification No.:
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Signature Guarantee.

SCHEDULE OF EXCHANGES OF DEFINITIVE NOTE

The following exchanges of a part of this Global Note for Definitive Notes
have been made:

Principal Amount of Signature of
Amount of decrease in Amount of increase in this Global Note authorized officer of
Principal Amount of Principal Amount of following such decrease Trustee or Note
Date of Exchange this Global Note this Global Note (or increase) Custodian
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