Holding in Company

3I SMALLER COMPANIES TRUST PLC
13 October 1999


NOTIFICATION OF INTEREST(S) IN SHARES UNDER SECTION 198 COMPANIES 
ACT 1985 ('THE ACT')

This notification supersedes any previous notification from AXA Sun Life
Investment Management Ltd., and results from the disposal of Guardian Royal
Exchange plc's Life and Pension Fund business on 7th October 1999.

We are writing on behalf of AXA S.A. of 40 rue du Colisee, 75008 Paris and its
subsidiaries who are deemed to have an interest in these shares.

AXA S.A. knows that they were interested in 1,712,732 ord 25p shares in the
57,918,523 share capital in 3i Smaller Co's Trust immediately after the time
when the obligation of disclosure arose pursuant to section 198 of the Act.

The identity of each registered holder of the shares to which this notice
relates, so far as as known to AXA Sun Life Investment Management Ltd, as at
26/05/99, is as per the Appendix below.

This notification of change is due to a decrease in the material holdings from
5.33% to 2.96%


                   DISCLOSURE OF INTEREST IN SHARES OF
          APPENDIX NOTICE UNDER SECTION 198 OF THE COMPANIES ACT 1985
                   3i Smaller Co's Trust ord 25p shares

          Total number of shares held as at 26/05/99 was 2,480,327 the
          breakdown of which is set out below:

Name of the         Number of     Particulars of                Registered as
Company              Shares       Beneficial owners

Pan Euro UK Secure
Growth                677,595     Pan Euro UK Secure Growth     Barclays Nominee
(Non Material)                                                  Ltd

Sun Life Global
Management Ltd        100,000   Trustees of the Sun Life        Bank Generale
                                                                Luxembourg
Distribution                    Global Management Distribution
(Non Material

Sun Life Unit 
Assurance Ltd A/c X   1,693,989  Sun Life Unit Assurance Ltd    MSS Nominees Ltd
(Material)

Sun Life Pensions 
Management Ltd            7,500  Sun Life Pensions Management Smith & Williamson
                                                   Ltd         Nominees Ltd

Sun Life Pensions
Management Ltd           11,243  Sun Life Pensions Management  RBSTB nominees
(Material)                                         Ltd         designation
                                                               Sunpen


                                    Holding as % of Issued Capital

Total Material      1,712,732                     2.96
Total Non-Material    777,595                     1.34
                    ---------                     ----
             Total  2,490,327                     4.30%
                    ---------                     ----

AELLAS plc - AXA Equity & Law Life Assurance Society plc (previously named as
Equity & Law Life Assurance Society plc)

AXA SLFM Ltd - previously named as Sun Life Trust Management Ltd