SecProbe.io

July 11 , 2016

Mr. O.B. Parrish
Chairman and Chief Executive Officer
The Female Health Company
515 N. State Street, Suite 2225
Chicago, IL 60654

Re: Female Health Co.
 Revised Preliminary Proxy Statement on Schedule 14A
Filed June 21 , 2016
File No. 001-13602

Dear Mr. Pa rrish:

We have reviewed your filing an d have the following comments.  In some of our
comments, we may ask you to provide us with information so we may better understand your
disclosure.

Please respond to these comments  within ten busine ss days by providing the requested
information or advis e us as soon as possible when you will respond.  If you  do not believe our
comments apply to your facts and circumstances , please tell us why in your response.

After review ing your response to these  comments, we may have additional comments.

General

1. We note your response to comment 11 of our letter dated June 14, 2016; however, we
note that the change in domicile is contingent upon the passage of the other mer ger-
related  proposals and, therefore, you do not appear to qualify for the exemption under
Rule 145(a)(2) for mergers  where the sole purpose of the transaction is to change the
issuer’s domicile .  In addition, your analysis states that shareholders of FHCO  do not
have to vote on the APP merger.  Please tell us how this is consistent with the by -laws
that require a vote of shareholders when more than 20% of your outstanding stock will be
issued.

We urge all persons who are responsible for the accuracy and adequacy of the disclosure
in the filing to be certain that the filing includes the information the Securities Exchange Act of
1934 and all applicable Exchange Act rules require.   Since the company and its management are
in possession of all facts relating  to a company’s disclosure, they are responsible for the accuracy
and adequacy of the disclosures they have made.

O.B. Parrish
The Female Health Company
July11 , 2016
Page 2

  In responding to our comments, please provide  a written statement from the company
acknowledging that:

 the company is responsible for the  adequacy and accuracy of the disclosure in the filing;

 staff comments or changes to disclosure in response to staff comments do not foreclose
the Commission from taking any action with respect to the filing; and

 the company may not assert staff comments as a defense in any proceeding initiated by
the Commission or any person under the federal securities laws of the United States.

You may contact Melinda Hooker, Staff Accountant,  at (202) 551 -3732 or John Cash,
Accou nting Branch Chief,  at (202) 551 -3768 if you have questions regarding comments on the
financial statements and re lated matters.  Please contact Kate McHale, Staff Attorney, at (202)
551-3464 or me at (202) 551 -3765 with any other questions.

Sincerely,

        /s/ Pamela Long

Pamela  Long
Assistant Director
Office of Manufacturing and
Construction

cc: James Bedore, Esq.