COMMON STOCK PURCHASE AGREEMENT



         COMMON STOCK PURCHASE AGREEMENT (the "Agreement"), dated as of December

18, 2000 by and between UNIGENE LABORATORIES,  INC., a Delaware corporation (the

"Company"),  and  FUSION  CAPITAL  FUND II,  LLC  (together  with its  permitted

assigns,  the "Buyer").  Capitalized terms used herein and not otherwise defined

herein are defined in Section 10 hereof.



                                    WHEREAS:



         Subject to the terms and  conditions set forth in this  Agreement,  the

Company  wishes  to sell to the  Buyer,  and the  Buyer  wishes  to buy from the

Company, up to Twenty One Million Dollars  ($21,000,000) of the Company's common

stock, par value $.01 per share (the "Common Stock"). The shares of Common Stock

to be purchased hereunder are referred to herein as the "Purchase Shares."



         NOW THEREFORE, the Company and the Buyer hereby agree as follows:



         1.       PURCHASE OF COMMON STOCK.



         Subject to the terms and  conditions  set forth in  Sections 6, 7 and 9

below,  the Company  hereby  agrees to sell to the Buyer,  and the Buyer  hereby

agrees to purchase from the Company, shares of Common Stock as follows:



         (a) Commencement of Purchases of Common Stock. The purchase and sale of

Common Stock  hereunder  shall  commence  (the  "Commencement")  within five (5)

Trading Days following the date of satisfaction (or waiver) of the conditions to

the  Commencement  set forth in Sections 6 and 7 below (or such later date as is

mutually  agreed  to  by  the  Company  and  the  Buyer),   (the  date  of  such

Commencement, the "Commencement Date").



         (b) Buyer's Purchase Rights and Obligations.  Subject to the provisions

of Sections  1(d), the Buyer:  (i) shall purchase  shares of Common Stock during

each Monthly  Period  equal to the Monthly Base Amount at the Purchase  Price in

accordance  with  Section  1(e),  and (ii) at any time on or after the  Maturity

Date,  shall have the right to purchase  shares of Common Stock up to the entire

remaining  Available  Amount at the Purchase  Price in  accordance  with Section

1(e).  Within  three (3) Trading Days of receipt of Purchase  Shares,  the Buyer

shall pay to the Company an amount equal to the Purchase  Amount with respect to

such Purchase  Shares as full payment for the purchase of the Purchase Shares so

received.  The Company  shall not issue any  fraction of a share of Common Stock

upon any  purchase.  All shares of Common Stock  (including  fractions  thereof)

issuable upon a purchase under this  Agreement  shall be aggregated for purposes

of  determining  whether the purchase would result in the issuance of a fraction

of a share of Common  Stock.  If,  after  the  aforementioned  aggregation,  the

issuance  would result in the issuance of a fraction of a share of Common Stock,

the Company  shall round such  fraction of a share of Common Stock up or down to

the nearest whole share. All payments made under this Agreement shall be made in

lawful  money of the United  States of America by wire  transfer of  immediately

available  funds to such account as the Company may from time to time  designate

by written notice in accordance with the provisions of this Agreement.  Whenever

any amount  expressed to be due by the terms of this Agreement is due on any day

which is not a Trading Day, the same shall instead be due on the next succeeding

day which is a Trading Day.



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         (c) Company's  Mandatory Purchase Rights. If (A) the Closing Sale Price

of the Common  Stock on each of the five (5) Trading Days  immediately  prior to

the first  Trading Day of any Monthly  Period is at least $4.00 and (B) no Event

of Default has  occurred  and is  continuing,  then the  Company  shall have the

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