LANCASHIRE were worryingly exposed by their bogey team Gloucestershire last night, although at least it ensures there will be no complacency in Friday's Benson and Hedges Cup semi final.

The Gladiators smashed the Lightning attack for 269 in their 45 overs on another good Old Trafford pitch, and any chances of Lancashire coming close to that target under the floodlights disappeared as Neil Fairbrother, Mark Chilton and Glen Chapple went cheaply to leave them 43 for three, with Andy Flintoff going soon afterwards.

Stuart Law did his best with 39 from 38 balls before he was bowled aiming an ugly slog at Mark Alleyne and although Graham Lloyd made a welcome return to the runs with 41, Lightning fell 79 runs short with Kyle Hogg bringing the biggest cheer from a disappointing 4,067 crowd when he launched Jeremy Snape for six.

Gloucestershire's crown as the kings of one-day cricket has slipped this year but this was a reminder of the form which saw them beat Lancashire in two semi finals on the way to a Lords double two years ago.

And Lancashire will have to show a big improvement on Friday against Warwickshire if they are to return to Lords.

They need their bowlers to return to the form which saw them frustrate Leicestershire in the B&H quarter final, in contrast to last night when runs flowed too quickly from the start of the Gloucestershire innings.

Veteran opener Kim Barnett, a familiar adversary, got them off to a flyer with 66 from 89 balls, surviving a loud caught behind appeal early in his innings.

And Aussie all-rounder Mark Harvey stepped up the pace with 47 from 25 balls including two sixes.

Glen Chapple and Chris Schofield suffered the brunt of the punishment, with Schofield going for 27 in three overs and Chapple 65 in seven.

Flintoff was also expensive and although John Wood claimed career best figures of five for 49 to take his tally of one-day wickets this season to 23 in eight matches, Peter Martin was the pick of the Lancashire attack with

two for 28 in eight overs.

Martin also took a spectacular one-handed catch to dismiss Craig Spearman and Hegg produced two acrobatic efforts to send back Barnett and Harvey in a single over, but the damage was already done.