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                                                                Exhibit 10.49.4

                                       MORTGAGE

KNOW ALL MEN BY THESE PRESENTS:

    That for and in consideration of the sum of One Dollar cash in hand paid, 
the receipt of which is hereby acknowledged, and the premises hereinafter set 
forth, TSI Redfield Laboratories, Inc., ("Mortgagor"), does hereby grant, 
bargain, sell and convey unto Simmons First National Bank, ("Mortgagee"), and 
unto its successors and assigns forever, certain lands situated in Jefferson 
County, Arkansas, as more particularly described on Appendix A Attached 
hereto (hereinafter "Property").
    
    Together with all buildings and other improvements now or hereafter 
constructed on the Property and all and singular the tenements, hereditaments 
and appurtenances thereunto belonging and all of the apparatus and fixtures 
of every kind placed thereon for the purpose of supplying or distributing 
heat, light, water, gas, power or air conditioning, including among other 
things but without limitation, central heating and air conditioning systems, 
electric wiring, electric light fixtures, hot water tanks, wash basins, water 
closets, bath tubs, faucets, gas pipes, gas fixtures, window screens, door 
screens, any shades, awnings, ornamental plants, shrubs and wall to wall 
carpeting and also including built in dishwashers, cook tops and ovens 
together with all similar apparatus or fixtures of any kind, similar or 
dissimilar, in any building now or hereafter constructed upon the Property.

    TO HAVE AND TO HOLD the same unto said Mortgagee, and unto its successors 
and assigns forever, together with all improvements and all rights, 
privileges and appurtenances thereunto belonging.

    And Mortgagor does hereby covenant unto and with Mortgagee, its 
successors and assigns, that Mortgagor is seized in fee simple of the said 
real property included in this mortgage; that there are no liens or 
encumbrances on the Property, other than as listed on Appendix B and that 
Mortgagor will forever warrant and defend the title to the property hereby 
mortgaged against the lawful claims of all persons whomsoever. 

    This conveyance, however, is made upon the following conditions, to-wit:

    WHEREAS, this mortgage is given as security for an indebtedness, due 
Mortgagee as is evidenced by two (2) promissory notes ("Notes") of Mortgagor 
payable to Mortgagee of even date herewith, in the original principal amount 
of $700,000 and $350,000, respectively, each bearing interest at the rate of 
10% per annum, with interest and principal payable as set forth therein.  
This conveyance is made to secure the prompt payment of the Notes, as and 
when they become due, together with any and all renewals or extensions 
thereof, and any other indebtedness which Mortgagor may come to owe Mortgagee 
prior to the satisfaction or foreclosure of this mortgage, whether evidenced 
by a note of the Mortgagor or by the records of the Mortgagee; and,

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    WHEREAS, it is necessary to provide for the security of this mortgage and 
to set forth certain understandings and conditions between Mortgagor and 
Mortgagee with respect thereto, Mortgagor hereby covenants and agrees with 
Mortgagee as follows:

    1.  Maintenance, Repair and Restoration of Improvements and Payment of 
Prior Liens. Mortgagor shall (a) promptly repair, restore or rebuild any 
buildings or improvements now or hereafter on the Property which may become 
damaged or destroyed, except to the extent that such damage or destruction 
shall be covered by insurance, in which event, the Mortgagee shall determine 
whether the proceeds of such insurance coverage shall be used for repairs or 
replacement or whether the same shall be applied against the outstanding 
balance of one or both of the Notes hereby secured; (b) keep the Property in 
good repair and condition, without waste committed thereon, and free from 
liens of materialmen or mechanics or any other liens, except taxes not yet 
due, not expressly subordinated to the lien hereof; (c) pay when due any 
indebtedness which may be secured by a lien or charge on the Property which 
is or might become superior to the lien hereof and upon request exhibit 
satisfactory evidence of the discharge of such lien to the Mortgagee; and (d) 
pay each item of indebtedness secured by this mortgage when due according to 
the terms hereof.

    2.  Payment of Taxes.   Mortgagor shall pay before penalty or default all 
general taxes and any special assessments, water charges, sewer service 
charges and other charges which accrue against the Property when due, and 
shall, upon written request of the Mortgagee, furnish to the Mortgagee 
duplicate receipts therefor.  To prevent further default, the Mortgagor shall 
pay in full and if necessary, under protest, any tax or assessment which the 
Mortgagor may desire to contest.

    In order to satisfy such obligation, the Mortgagor covenants and agrees 
to deposit at a place to be designated by the Mortgagee, from time to time, 
and in the absence of any specification, at the offices of the Mortgagee, 
beginning on July 1, 1997, and on the first day of each month thereafter 
until full payment of the indebtedness secured by this mortgage, a sum equal 
to one-twelfth (1/12th) of the last total annual real property taxes and 
special assessments on the Property or upon the anticipated taxes for the 
next succeeding year to the extent that previous taxes have not included 
improvements now or hereafter constructed upon the Property but based upon a 
reasonable estimate as to the amount thereof (currently $2,433.51 per month). 
 In addition, Mortgagor upon execution of the Mortgage has deposited an 
amount equal to six (6) monthly escrow payments, as necessary to cause the 
escrow fund to contain a pro-rated current balance for 1997.  Such deposits 
shall be held, without interest, for the purpose of making payment, when due 
and before default, of real property taxes and assessments on the mortgaged 
premises.  If the funds so deposited are insufficient to pay any such taxes 
or assessments for any year when the same become due and payable, the 
Mortgagor shall within ten (10) days after receipt of demand therefor deposit 
such additional funds as may be necessary to pay such taxes or assessments in 
full.  If the funds so deposited shall exceed the amount required to pay real 
property taxes or assessments for any years, such excess may be applied 
toward subsequent payments on such future obligations.

    3.  Insurance.  Mortgagor shall keep all buildings and improvements, now 
or hereafter situated on the Property, insured against loss or damage by fire 
and such other hazards as may 

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reasonably be required by the Mortgagee, with standard mortgagee clauses 
therein making the losses, if any, payable to the Mortgagee as its interest 
may appear.  All such insurance policies shall be in form, amount and issued 
by companies satisfactory to the Mortgagee, and shall provide that the 
coverage evidenced thereby shall not be terminated or modified materially 
without ten (10) days prior written notice to the Mortgagee.  Renewal 
policies of insurance shall be delivered to the Mortgagee not less than ten 
(10) days prior to the expiration date of the prior policies.

    4.  Adjustment of Losses and Application of Insurance Proceeds.  In the 
event of a loss by reason of an insured hazard to the improvements upon the 
Property, the Mortgagee (or after entry of a decree of foreclosure, any 
purchaser at the sale, or the decree creditor, as the case may be) is hereby 
authorized either (a) to settle and adjust any claim under such insurance 
policies without the Mortgagor's consent or joinder, or (b) to allow 
Mortgagor to agree with the insurance company or companies on the amount to 
be paid upon the loss.  In either case, the Mortgagee is hereby fully 
authorized and empowered to collect and receipt for any such insurance 
proceeds.  At the Mortgagee's option, insurance proceeds may either be 
applied to the reduction of the indebtedness hereby secured, whether or not 
due, or may be held by the Mortgagee and used to reimburse the Mortgagor for 
the costs of rebuilding or restoring the buildings and improvements on the 
Property.

    In case of loss after foreclosure proceedings have been instituted, the 
proceeds of any such insurance policy or policies, if not applied in 
rebuilding or restoring the buildings or improvements upon the Property, 
shall be used to pay the amount due in accordance with any decree of 
foreclosure that may be entered in any such proceedings, and the balance, if 
any, shall be paid to the owner of the equity of redemption, if such owner 
shall then be entitled to the same or as the court may direct.

    5.  Effect of Extensions of Time.  If the payment of said indebtedness or 
any part thereof be extended or varied or if any part of the security is 
released, all persons now or at any time hereafter liable therefor, or 
interested in the Property, shall be held to agree to such extension, 
variation or release, and their liability under the Notes, the lien created 
hereunder and all provisions hereof shall continue in force, the right of 
recourse against all such persons being expressly reserved by the Mortgagee, 
notwithstanding such extension, variation or release.

    6.  Effect of Changes in Laws Regarding Taxation.  In the event of the 
enactment, after the date hereof, of any law of the State of Arkansas 
deducting from the value of land, for the purpose of taxation, any 
improvements thereon, or imposing upon the Mortgagee the obligation for the 
payment of the whole or any part of the taxes, assessments, charges or liens 
herein required to be paid by the Mortgagor, or imposing any taxation of 
mortgages or debts secured by mortgages or any interest of the Mortgagee in 
the Property, or in the manner of collection of taxes so as to affect this 
mortgage or the debt secured hereby or the holder hereof, then in such event, 
the Mortgagor, upon demand by the Mortgagee, shall pay such taxes or 
assessments, or reimburse the Mortgagee therefor; provided, however, that if 
in the opinion of counsel for the Mortgagee (a) it might be unlawful to 
require Mortgagor to make such payment or (b) the making of any such payment 
might result in the imposition of interest beyond the maximum amounts 
permitted by law, then and in such event, the Mortgagee may elect, by notice 
in writing, given to the Mortgagor, to declare all of the indebtedness 
secured hereby to be due and payable sixty (60) days from and after the date 
notice was given.

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    7.  Mortgagee's Performance of Defaulted Acts.  In case of a default 
herein by Mortgagor, the Mortgagee may, at its option, make any payment or 
perform any act herein required of the Mortgagor in any form and in any 
manner which it deems expedient, including the making of any full or partial 
payments of principal and interest on prior encumbrances, if any, and may 
purchase, discharge, compromise or settle any tax lien or other prior liens 
or title or claim thereof, or redeem from any tax sale or forfeiture 
affecting the Property or contest any tax or assessment, but all without any 
obligation to do so.  All moneys paid for any of the purposes herein 
authorized and all expenses paid or incurred in connection therewith by the 
Mortgagee, including attorneys fees, and any other moneys advanced by the 
Mortgagee to protect the Property and the lien hereof, shall be additional 
indebtedness secured hereby, and shall become immediately due and payable 
without notice and with interest thereon at the highest legal rate of 
interest per annum from the date of payment until repaid. Any inaction by the 
Mortgagee shall not be construed as a waiver of any right granted hereunder 
upon any default by Mortgagor.

    8.  Mortgagee's Reliance on Tax Bills.  The Mortgagee in making any 
payment hereby authorized: (a) relating to taxes and assessments, may do so 
according to any bill, statement or estimate procured from the appropriate 
public office without inquiry into the accuracy of such bill, statement or 
estimate or into the validity of any tax, assessment, sale, forfeiture, tax 
lien or title or claim thereof; or (b) for the purchase, discharge, 
compromise or settlement of any other prior lien, may do so without inquiry 
as to the validity or amount of any claim for lien which may be asserted.

    9.  Acceleration of Indebtedness in Case of Default.  If (a) default be 
made for thirty (30) days in the due and prompt payment of one or both of the 
Notes secured hereby, or any installment due in accordance with the terms 
thereof, either of principal or interest, or any part thereof; or (b) the 
Mortgagor shall file a petition under any bankruptcy law or have such a 
petition filed against it, shall have a receiver appointed for any of its 
assets, shall file any answer or responsive pleadings admitting insolvency or 
inability to pay any of its indebtedness, or fail to obtain a vacation or 
stay of any involuntary proceedings in solvency or bankruptcy against it 
within thirty (30) days, as herein provided; or (c) all or any part of its 
property shall be taken by execution, levy or any other involuntary 
proceedings, or any court shall have taken jurisdiction of the property of 
the Mortgagor or the major part thereof for reorganization, dissolution, 
liquidation or winding up of its affairs, and such trustee or receiver shall 
not be discharged or such jurisdiction relinquished or vacated or stayed on 
appeal or otherwise stayed within thirty (30) days; or (d) the Mortgagor 
shall make any assignment for the benefit of its creditors or shall admit in 
writing its inability to pay its debts generally as they become due, or shall 
consent to the appointment of a receiver or trustee or liquidator of all of 
its property or the major part thereof; or (e) default shall be made in due 
observance or performance of any other of the covenants, agreements, or 
conditions, herein contained, required to be kept or performed or observed by 
the Mortgagor and the same shall continue for thirty (30) days, then the 
entire indebtedness hereby secured shall, at the option of the Mortgagee, 
immediately become due and payable together with the accrued interest thereon 
without notice to the Mortgagor, provided, however, that with respect to (c), 
(d), and (e) notice of the claimed default has been given to the Mortgagor by 
the Mortgagee within the time specified and the default has not been cured.

    10.  Foreclosure and Expense of Litigation.  When the indebtedness hereby 
secured, or any part thereof, shall become due, whether by acceleration or 
otherwise, Mortgagee shall have the right 

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to foreclose the lien hereof for such indebtedness or part thereof.  In any 
suit to foreclose the lien hereof, there shall be allowed and included an 
additional indebtedness in the decree for sale all expenditures and expenses 
which may be paid or incurred by or on behalf of the Mortgagee for attorneys 
fees, appraisal charges, documentary and expert evidence, stenographer 
charges, publication costs, and any costs, which may be estimated, for 
procuring abstracts of title, title searches and examinations, title 
insurance policies, and similar data and assurances with respect to title, as 
the Mortgagee may deem reasonably necessary, either to prosecute such suit or 
to evidence to bidders at any sale which may be made pursuant to such decree 
the true condition of the title to or the value of the premises.  All 
expenditures and expenses of the nature set forth in this paragraph, and such 
expenses and fees as may be incurred in the protection of the Property and 
the maintenance of the lien of this mortgage, including the fees of any 
attorney employed by the Mortgagee in any litigation or proceeding affecting 
this mortgage, the Notes or the Property, including bankruptcy proceedings, 
or in preparations for the commencement or defense of any proceedings or 
threatened suit or proceeding, shall be immediately due and payable by the 
Mortgagor, with interest thereon at the highest legal rate of interest per 
annum, from the date expended until repaid and shall be secured by this 
mortgage.

    11.  Application of Proceeds of Foreclosure Sale.  The proceeds of any 
sale at foreclosure of the Property shall be distributed and applied in the 
following order of priority, subject to the decree of a court of competent 
jurisdiction. First, for all costs and expenses incident to the foreclosure 
proceedings, including all items as are mentioned in Paragraph 10 hereof; 
second, all other items which under the terms hereof constitute secured 
indebtedness additional to that evidenced by the Notes, with interest thereon 
as herein provided; third, all principal and interest remaining unpaid on the 
Notes with equal priority; fourth, any surplus to Mortgagor, its successors 
or assigns, as its rights may appear.

    12.  Appointment of a Receiver.  Upon, or at any time after, the filing 
of a complaint to foreclose this mortgage, the court may appoint a receiver 
of the Property.  Such appointment may be made either before or after sale, 
with or without notice, and without regard to the insolvency or solvency of 
the Mortgagor at the time of the application for such receiver and without 
regard to the then value of the Property.  Such receiver shall have the power 
to collect the rents, issues and profits of the Property during the pendency 
of any such foreclosure suit and, in case of a sale and a deficiency, up to 
time when possession shall be given to the purchaser at such foreclosure 
sale, and all other powers which may be necessary or are usual in such cases 
for the protection, possession, control, management and operation of the 
Property during the whole of said period.  The court from time to time may 
authorize the receiver to apply the net income in its hands in payment in 
whole or in part to (a) the indebtedness secured hereby, or by any decree 
foreclosing this mortgage, or any tax, special assessment or other lien which 
may be or become superior to the lien hereof or of such decree, provided such 
application is made prior to foreclosure sale; and (b) the payment of the 
deficiency in case of a sale under foreclosure and a deficiency judgment. 

    13.  Assignment of Rents.  To further secure the indebtedness secured 
hereby, the Mortgagor does hereby sell, assign and transfer unto the 
Mortgagee all of the rents, issues and profits, now due and which may 
hereafter become due, under or by virtue of any lease, whether written or 
oral, or any letting of, or of any agreement for the use or occupancy of the 
premises or any part thereof, which may have been heretofore or may be 
hereafter made or agreed 

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to or which may be made or agreed to by the Mortgagee under the powers herein 
granted, it being the intention hereby to establish an absolute transfer and 
assignment of all of such leases and agreements, and all the avails 
thereunder, unto the Mortgagee, and the Mortgagor does hereby irrevocably 
appoint the Mortgagee as its true and lawful attorney and agent in its name 
and stead (with or without the taking of possession of the Property as 
authorized under Paragraph 14 hereof) to rent, lease and let all or any 
portion of the Property to any party or parties at such rent and upon such 
terms as the Mortgagee shall, in its discretion, determine, and to collect 
all rents, issues and profits arising from or accruing hereafter, and all now 
due or that may hereafter become due under each of the leases and agreements, 
written or oral, or other tenancy existing, or which may hereafter exist on 
the Property, with the same rights and powers and subject to the same 
immunities, exoneration of liability and rights of recourse and indemnity set 
forth in the provisions of Paragraph 14 hereof.

    The Mortgagor represents and agrees that no rent has been or will be paid 
by any person in possession of any portion of the Property for more than one 
installment in advance and that the payment of none of the rents to accrue 
for any portion of the Property has been or will be waived, released, 
reduced, discounted or otherwise discharged or compromised by the Mortgagor.  
The Mortgagor waives any right of set-off against any person in possession of 
any portion of the Property.  If any lease provides for the abatement of 
rentals during repairs of the premises demised thereunder by reason of fire 
or other casualty, the Mortgagor shall furnish to the Mortgagee rental 
insurance, the policies to be in amounts and forms and written by such 
insurance companies as shall be satisfactory to the Mortgagee.  The Mortgagor 
agrees that it will not assign any of the rents or profits of the Property, 
except to a purchaser or grantee of premises. 

    Nothing herein contained shall be construed as constituting the Mortgagee 
a Mortgagee in possession in the absence of the actual taking of possession 
of the Property by the Mortgagee pursuant to Paragraph 14 hereof.  In the 
exercise of the powers herein granted to the Mortgagee, no liability shall be 
asserted or enforced against the Mortgagee, all such liability being 
expressly waived and released by the Mortgagor. 

    The Mortgagor further agrees to assign and transfer to the Mortgagee all 
future leases upon all or any part of the Property and to execute and 
deliver, at the request of the Mortgagee, all such further assurances and 
assignments in the premises as the Mortgagee shall from time to time require.

    Although it is the intention of the parties that the assignment contained 
in this Paragraph 13 shall be a present assignment, it is expressly 
understood and agreed anything herein contained to the contrary 
notwithstanding, that the Mortgagee shall not exercise any of the rights or 
powers conferred upon it by this Paragraph 13 until a default shall exist 
hereunder. 

    So long as any part of the obligation hereby secured remains unpaid, the 
Mortgagor, with respect to each such lease assigned hereunder, will not 
modify nor in any way alter the terms of the lease; will not terminate the 
term of the lease nor accept a surrender thereof unless required to do so by 
the terms of the lease; will not waive nor release the lessee from any 
obligations or conditions to be performed, and will, as lessor, fulfill or 
perform each and every condition and covenant in the lease by the lessor to 
be fulfilled or performed and to take every action required on its part to 
preserve and continue the lease in force. 

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    14.  Mortgagee's Right of Possession in Event of Default.  In any case in 
which under the provisions of this mortgage, the Mortgagee has a right to 
institute foreclosure proceedings, whether before or after acceleration of 
the entire balance of the principal secured hereby in accordance with its 
option so to do, or whether before or after the institution of legal 
proceedings to foreclose the lien hereof or before or after sale thereunder, 
forthwith, upon demand of the Mortgagee, the Mortgagor shall surrender to the 
Mortgagee and Mortgagee shall be entitled to take actual possession of the 
Property or any part thereof personally, or by its agents or attorneys, as 
for a condition broken, and the Mortgagee, in its discretion may, with or 
without force and with or without process of law, enter upon and take and 
maintain possession of all or any part of the Property, together with all 
documents, books, records, papers and accounts of the Mortgagor or the then 
owner of the premises relating thereto, and may exclude the Mortgagor, its 
agents or servants wholly therefrom and may as attorney-in-fact or agent of 
the Mortgagor, or in its own name as Mortgagee and under the powers herein 
granted, hold, operate, manage, and control the Property and conduct the 
business, if any, thereof, either personally or by its agents, and with full 
power to use such measures, legal or equitable, as in its discretion or in 
the proper discretion of its successors or assigns may be deemed proper or 
necessary to enforce the payment or security of the rents, issues and profits 
of the Property, including action for the recovery of rents, action in 
unlawful detainer and actions in distress for rent, hereby granting full 
power and authority to exercise each and every of the rights, privileges and 
powers herein granted at any and all times hereafter, without notice to the 
Mortgagor, and with full power to cancel or terminate any lease or sublease 
for any cause on any ground which would entitle the Mortgagor to cancel the 
same, to elect to disaffirm any lease or sublease made subsequent to this 
mortgage or subordinated to the lien hereof, to make all necessary or proper 
repairs, decorating, renewals, replacements, alterations, additions and 
improvements to the Property as it may deem judicious, insure and reinsure 
the same and all risks incident to Mortgagee's possession, operation and 
management thereof and to receive all of such rents, issues and profits.

    The Mortgagee shall not be obligated to perform or discharge, nor does it 
hereby undertake to perform or discharge, any obligation, duty or liability 
under any lease, and the Mortgagor shall and does hereby agree to indemnify 
and hold the Mortgagee harmless of and from any and all liability, loss or 
damage which it may incur under any such leases or by reason of the 
assignment thereof and from any and all claims and demands whatsoever which 
may be asserted against it by reason of any alleged obligations or 
undertakings on its part to perform or discharge any of the terms, covenants 
or agreements contained in the leases. Should the Mortgagee incur any such 
liability, loss or damage, under the leases or under or by reason of the 
assignment thereof, or in the defense of any claims or demands, the amount 
thereof including costs, expenses and reasonable attorneys fees, shall be 
hereby secured, and the Mortgagor shall reimburse the Mortgagee therefor 
immediately upon demand. 

    15.   Application of Income Received by Mortgagee.  The Mortgagee in the 
exercise of the rights and powers hereinabove conferred upon it by Paragraph 
13 and 14 hereof shall have full power to use and apply the rents, issues and 
profits of the premises to the payment of or on account of the following, in 
such order as the Mortgagee may determine:  (a) to the payment of the 
operating expenses of Property, including the cost of management and leasing 
thereof (which shall include reasonable compensation to the Mortgagee and its 
agents or agent, if management be delegated to an agent or agents, and shall 
also include lease commissions and other compensations and expenses of 
seeking and procuring tenants and entering into leases), established claims 
for damages, if any, 

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and premiums on insurance hereinabove authorized; (b) to the payment of taxes 
and special assessments now due or which may hereafter become due on the 
Property; (c) to the payment of all repairs, decorating, renewals, 
replacements, alterations, additions, betterments and improvements on the 
Property, including the cost of installing or replacing air conditioning or 
heating units therein, and of placing said property in such condition as 
will, in the judgment of the Mortgagee, make it readily rentable; (d) to the 
payment of any indebtedness secured hereby or any deficiency which may result 
from a foreclosure sale.
 
    16.  Environmental and Industrial Hygiene Compliance.  Mortgagor 
covenants, represents and warrants that to the extent it uses, generates, 
manufactures, stores or disposes of, on, under or about the Property or 
transports to or from the Property any flammable explosives, radioactive 
materials, hazardous wastes, toxic substances, or related materials 
(hereinafter "Hazardous Materials"), it will do so only in full compliance 
with the Comprehensive Environmental Response, Compensation and Liability Act 
of 1980, as amended (42 U.S.C. Section 9601 et seq.); the Hazardous Materials 
Transportation Act (49 U.S.C. Section 1801, et seq.); the Resource 
Conservation and Recovery Act (42 U.S.C. Section 6901 et seq.); and all other 
statutes and regulations governing, defining or regulating the manner and 
method of storage, transportation or disposition of Hazardous Materials.  
Mortgagor further agrees to indemnify and hold harmless the Mortgagee, its 
directors, officers, employees and agents, from and against any and all 
liability (i) including foreseeable and unforeseeable consequential damages, 
directly or indirectly arising out of use, generation, storage or disposition 
of Hazardous Materials by the Mortgagor or any operator of the Property 
during Mortgagor's ownership thereof, and (ii) including, without limitation, 
the cost of any required or necessary remediation, repair, cleanup or 
detoxification and the preparation of any closure or other required plans, 
whether such action is required or necessary prior to or following transfer 
of title to the Premises, to the full extent that such action is 
attributable, directly or indirectly, to the presence or use, generation, 
storage, release, threatened release, or disposal of Hazardous Materials by 
any person on the Property during Mortgagor's ownership thereof, and the 
Mortgagor's obligations pursuant to this indemnity shall survive satisfaction 
or discharge of this Mortgage, and shall survive, notwithstanding that the 
alleged liability of the Mortgagee shall be by reason of any exercise by it 
of control or dominion over the Property or the activities of the Mortgagor.

    17.  Mortgagee's Right of Inspection.  The Mortgagee shall have the right 
to inspect the mortgaged property at all reasonable times and access thereto 
shall be permitted for that purpose.

     18.  Release.  The Mortgagee shall release this instrument and the lien 
hereof by proper instrument upon payment and discharge of all indebtedness 
hereby secured and the payment of all costs to the Mortgagee for the 
execution and recording of any such release.

     19.  Condemnation.  Mortgagor hereby assigns, transfers and sets over 
unto Mortgagee the entire proceeds of any award or any claim for damages for 
any of the Property taken or damaged under the power of eminent domain or by 
condemnation.  Mortgagee may elect to apply the proceeds of the award upon or 
in reduction of the indebtedness secured hereby, whether or not due, or to 
require Mortgagor restore or rebuild, in which event the proceeds shall be 
held the Mortgagee and used by it to reimburse the Mortgagor for the costs of 
rebuilding or restoring of buildings or improvements on the Property, in 
accordance with plans and specifications to be submitted to and approved, in 
advance, by the Mortgagee.  If the Mortgagor is obligated to restore or 
replace the damaged or destroyed buildings or improvements under the terms of 
any lease or leases which are or may be prior to the lien of this mortgage 
and if such taking does not result in cancellation or 

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termination of such lease, the award shall be used to reimburse the Mortgagor 
for the cost of rebuilding or restoring of buildings or improvements on the 
Property, provided the Mortgagor is not then in default under this mortgage.  
In the event the Mortgagor is required or authorized, either by Mortgagee's 
election, or by virtue of any such lease, to rebuild or restore, the proceeds 
of the award shall be paid out in the same manner as provided in Paragraph 4 
hereof for the payment of insurance proceeds toward the cost of rebuilding or 
restoration.  If the amount of such award is insufficient to cover the cost 
of rebuilding or restoration, the Mortgagor shall pay such cost in excess of 
the award before being entitled to reimbursement out of the award.  Any 
surplus which may remain out of rebuilding or restoration shall, at the 
option of the Mortgagee, be applied to the indebtedness hereby secured or be 
paid to any other party entitled hereto.

    20.  Giving of Notice.  Any notice which either party may desire or be 
required to give to the other party shall be in writing and the mailing 
thereof by certified mail addressed to the Mortgagor at its telephone book 
address or to the Mortgagee at its principal place of business or at such 
other place as either party may by notice in writing designate as a place for 
service of notice.

    21.  Waiver of Defenses and Statutory Rights.  No action for the 
enforcement of the lien or of any provision hereof shall be subject to any 
defense which would not be available to the party interposing the same in an 
action at law upon one or both of the Notes hereby secured.  Mortgagor agrees 
that it will not apply for or avail itself of any appraisement, stay, 
valuation, extension or exemption laws or so-called "moratorium laws", now 
existing or hereafter enacted, in order to prevent or hinder the enforcement 
or foreclosure of this mortgage, and hereby waives the benefit of such laws, 
and the Mortgagor specifically waives all rights of appraisement and 
redemption and particularly all rights of redemption from any sale made by 
decree of court upon foreclosure.

    22.  Successive Effect of the Obligations of this Mortgage.  This 
mortgage and all provisions hereof shall extend to and be binding upon the 
Mortgagor and all persons claiming by, through or under the Mortgagor, and 
the word "Mortgagor" when used herein shall include all persons liable for 
the payment of the indebtedness secured hereby or any part thereof, whether 
or not such persons shall have executed the Notes or this mortgage.  The word 
"Mortgagee" when used herein shall include the successors and assigns of the 
Mortgagee named herein, and the holder or holders, from time to time, of 
either or both of the Notes secured hereby.

    23.  Nonassumibility.  Upon the sale or transfer of the Property, or any 
part thereof, the entire outstanding principal balance and accrued interest 
under the Notes shall, at the option of the Mortgagee, become immediately due 
and payable.

    24.  Captions.  The captions and headings of various paragraphs of this 
mortgage are for convenience only and are not to be construed as defining or 
limiting in any way, the scope or intent of the provisions hereof.

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<PAGE>

    IN WITNESS WHEREOF, Mortgagor has caused this Mortgage to be executed 
this 22nd day of May, 1997.

                             TSI REDFIELD LABORATORIES, INC.


                             By /s/ John B. Green
                                ----------------------------------
                                  John B. Green, Treasurer


                        ACKNOWLEDGEMENT

STATE OF ARKANSAS  )
COUNTY OF Jefferson  )    SS

    BE IT REMEMBERED, that on this day appeared in person before me, the 
undersigned, a Notary Public within and for the county and state aforesaid, 
duly commissioned, qualified and acting, the within named John B. Green, to 
me well known, who stated that he was the Treasurer of TSI Redfield 
Laboratories, Inc., and that he was duly authorized in that capacity to 
execute the foregoing instrument and that he had so executed the same for the 
consideration and purposes therein mentioned and set forth, and I do hereby 
so certify.

    IN TESTIMONY WHEREOF, I have hereunto set my hand and official seal as 
such Notary Public this 22nd day of May 1997.

                                Alicia J. Kitchens
                         ---------------------------------
                                  Notary Public

My commission expires:

      7-01-04
----------------------

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