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NOTICE OF GUARANTEED DELIVERY
TO TENDER
UNREGISTERED 10 1/8% SENIOR SUBORDINATED NOTES DUE 2008
(INCLUDING THOSE IN BOOK-ENTRY FORM)
OF
HOME INTERIORS & GIFTS, INC.
PURSUANT TO THE EXCHANGE OFFER AND PROSPECTUS DATED AUGUST , 1998
As set forth in the Prospectus (as defined below), this form or one
substantially equivalent hereto must be used to accept the Exchange Offer (i) if
certificates for unregistered 10 1/8% Senior Subordinated Notes due 2008 (the
"Old Notes") of Home Interiors & Gifts, Inc., a Texas corporation (the
"Company"), are not immediately available, (ii) time will not permit a holder's
Old Notes or other required documents to reach the Exchange Agent on or prior to
the Expiration Date (as defined below) or (iii) the procedure for book-entry
transfer cannot be completed on a timely basis. This form may be delivered by
facsimile transmission, registered or certified mail, by hand or by overnight
delivery service to the Exchange Agent. See "The Exchange Offer -- Procedures
for Tendering" in the Prospectus.
THE EXCHANGE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M., NEW YORK CITY
TIME, ON SEPTEMBER , 1998 (THE "EXPIRATION DATE"), UNLESS THE EXCHANGE OFFER
IS EXTENDED BY THE COMPANY.
THE EXCHANGE AGENT FOR THE EXCHANGE OFFER IS:
UNITED STATES TRUST COMPANY OF NEW YORK
Deliver to:
United States Trust Company of New York, Exchange Agent
By Registered or Certified Mail: By Hand or Overnight Delivery
before 4:30 p.m.:
United States Trust Company United States Trust Company
of New York of New York
P.O. Box 843, Cooper Station 111 Broadway
New York, New York 10276 New York, New York 10006
Attention: Corporate Trust Services Attention: Lower Level Corporate
Trust Window
By Facsimile (for Eligible Institutions):
(212) 780-0592
Attention: Customer Service
For Information or
Confirmation by Telephone:
(212) 568-6565
(Originals of all documents sent by facsimile should be sent promptly by
registered or certified mail, by hand or by overnight delivery service.
DELIVERY OF THIS NOTICE OF GUARANTEED DELIVERY TO AN ADDRESS OR
TRANSMISSION OF THIS NOTICE OF GUARANTEED DELIVERY VIA FACSIMILE OTHER THAN AS
SET FORTH ABOVE WILL NOT CONSTITUTE A VALID DELIVERY.
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Ladies and Gentlemen:
The undersigned hereby tenders to the Company, in accordance with the
Company's offer, upon the terms and subject to the conditions set forth in the
Prospectus dated August , 1998 (the "Prospectus"), and in the accompanying
Letter of Transmittal, receipt of which is hereby acknowledged, $ in
aggregate principal amount of Old Notes pursuant to the guaranteed delivery
procedures described in the Prospectus.
Name(s) of Registered
Holder(s):
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(PLEASE TYPE OR PRINT)
Address:
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Area Code & Telephone No.:
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Certificate Number(s) for
Old Notes (if available):
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Total Principal Amount
Tendered and Represented
by Certificate(s): $
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Signature of Registered Holders(s):
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Dated:
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[ ] The Depository Trust Company
(Check if Old Notes will be tendered
by book-entry transfer)
Account Number
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THE GUARANTEE ON THE NEXT PAGE MUST BE COMPLETED.
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GUARANTEE
(NOT TO BE USED FOR SIGNATURE GUARANTEE)
The undersigned, being a member firm of a registered national securities
exchange, a member of the National Association of Securities Dealers, Inc., or a
commercial bank or trust company having an office in the United States, hereby
guarantees (a) that the above named person(s) "own(s)" the Old Notes tendered
hereby within the meaning of Rule 14e-4 ("Rule 14e-4") under the Securities
Exchange Act of 1934, as amended, (b) that such tender of such Old Notes
complies with Rule 14e-4, and (c) to deliver to the Exchange Agent the
certificates representing the Old Notes tendered hereby or confirmation of
book-entry transfer of such Old Notes into the Exchange Agent's account at The
Depository Trust Company, in proper form for transfer, together with the Letter
of Transmittal, properly completed and duly executed, with any required
signature guarantees and any other required documents, within three New York
Stock Exchange trading days after the execution of the Notice of Guaranteed
Delivery.
Name of Firm:
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Address:
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Area Code and Telephone No.:
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Authorized Signature:
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Name:
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Title:
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Dated:
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NOTE: DO NOT SEND CERTIFICATES OF OLD NOTES WITH THIS FORM. CERTIFICATES OF OLD
NOTES SHOULD BE SENT ONLY WITH A LETTER OF TRANSMITTAL.