FIFTH AMENDMENT TO SECURITY AGREEMENT



         THIS FIFTH  AMENDMENT TO SECURITY  AGREEMENT  (the "Fifth  Amendment"),
dated as of March 1, 1996, is made by and between

         CONSO PRODUCTS COMPANY, a corporation  organized and existing under the
laws of the State of South Carolina (the "Borrower"); and

         NATIONSBANK,   N.A.,  a  national  banking  association  organized  and
existing under the laws of the United States (the "Bank").


RECITALS:

         A.       The Borrower and the Bank entered into that certain Security
Agreement,  dated May 6, 1994, as amended  December 1, 1994,  February 10, 1995,
June 13, 1995 and November 1, 1995 (the "Security Agreement").

         B.       The Borrower and the Bank have agreed to modify and
amend the Security Agreement as set forth herein.

         NOW THEREFORE, the parties hereto agree as follows:

         1.       Recital A of the Security Agreement is hereby amended
in its entirety so that such Recital now reads as follows:

                           A. The Bank has agreed to extend a  revolving  credit
                  and  term  facility  to the  Borrower  and  British  Trimmings
                  Limited  pursuant  to  the  terms  and  conditions  of a  Loan
                  Agreement,  dated May 6, 1994,  as amended  December  1, 1994,
                  February 10, 1995, June 13, 1995,  November 1, 1995,  December
                  1, 1995 and March 1, 1996, by and between the Borrower and the
                  Bank (the "Loan  Agreement") and other documents  executed now
                  or  hereafter  in  connection  therewith  including,   without
                  limitation,  promissory notes,  guaranty agreements and letter
                  of credit applications (hereinafter the Loan Agreement and all
                  other  documents  executed  now  or  hereafter  in  connection
                  therewith  shall  be  collectively  referred  to as the  "Loan
                  Documents").

         2.       Except as hereby modified, all the terms and provisions
of the Security Agreement remain in full force and effect.

         3.       The Borrower will execute such additional documents as
are reasonably requested by the Bank to reflect the terms and
conditions of this Fifth Amendment and will cause to be delivered

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such certificates, legal opinions and other documents as are
reasonably required by the Bank.

         4.       This Fifth Amendment may be executed in any number of 
counterparts, each of which when so executed and delivered shall be deemed an 
original, and it shall not be necessary in making proof of this Fifth Amendment
to produce or account for more than one counterpart.

         5.       This Fifth Amendment and all other documents executed pursuant
to the transactions contemplated herein shall be deemed to be contracts made 
under, and for all purposes  shall be construed in accordance with, the internal
laws and judicial decisions of the State of North Carolina.



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         IN  WITNESS  WHEREOF,  the  parties  hereto  have  caused  this  Fourth
Amendment  to be executed by their fully  authorized  officers as of the day and
year first above written.


                             CONSO PRODUCTS COMPANY
ATTEST:



                                                    
By (Signature of Konstance J.K. Findlay appears here)  By (Signature of J. Cary Findlay appears here)

Title VP Business/Dev.                                 Title Chairman


         (Corporate Seal)


                              NATIONSBANK, N.A.

                              By (Signature of William A. Serenius appears here)
                              William A. Serenius,
                              Senior Vice President




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