Placing re City of Oxford-Pt1

GUINNESS FLIGHT GEARED INCOME & GROWTH TRUST PLC
27 August 1999

                                      
PART 1                                      

         Guinness Flight Geared Income & Growth Trust PLC ('GFGIGT')
                                      
         The City of Oxford Investment Trust PLC ('City of Oxford')
                                      
   Issue and placing of new GFGIGT Shares in connection with a Recommended
               Scheme for the reconstruction of City of Oxford
                                      
SUMMARY

Introduction to the Proposals

The  boards of GFGIGT and City of Oxford announce the terms of a scheme  for
the reconstruction of City of Oxford (the 'Scheme').  Under the Scheme, City
of  Oxford  Shareholders are to have the opportunity of rolling  over  their
existing  investment in City of Oxford Shares into new  GFGIGT  Shares.   In
conjunction  with  the Scheme, GFGIGT is carrying out a  Placing  of  GFGIGT
Shares.

Entitlements under the Scheme

City of Oxford Zero Dividend Preference Shareholders are being offered:

 - GFGIGT Zero Dividend Preference Shares based on an issue price of 111p
   with  a  Gross  Redemption Yield at the issue price  of  8.0  per  cent.
   (annualised);
 - Cash Fund Shares; and/or
 - Cash.

In  each  case  to  a  value  of 160.78p per City of  Oxford  Zero  Dividend
Preference Share.

City of Oxford Ordinary shareholders are being offered:

 -   GFGIGT Geared Ordinary Shares issued based on a Formula Issue Price;
 -   Cash Fund Shares; and/or
 -   Cash.

In  each  case  to  a value equal to the Terminal Asset Value  per  Ordinary
Share.   Based  on  the  Assumptions, the  City  of  Oxford  Directors  have
estimated the Terminal Asset Value of a City of Oxford Ordinary Share as  at
24 August 1999 at 33.99p.

For  illustrative purposes and based on the Assumptions and the market price
of a GFGIGT Geared Ordinary share at 24 August 1999, the value of the GFGIGT
Geared Ordinary Shares to be received by a holder of City of Oxford Ordinary
Shares  under the Proposals would be 35.27p, which is an uplift in value  of
approximately 3.8 per cent. as compared to the Terminal Asset Value.

In  addition, based on the Assumptions, the estimated net asset  entitlement
at  27 September 1999 of the GFGIGT Geared Ordinary Shares to be received by
a  holder  of  City of Oxford Ordinary Shares under the Proposals  would  be
43.50p.

Advantages of the Scheme

The Proposals offer City of Oxford Shareholders:

 -  greater  choice  and flexibility than if City of Oxford  were  simply
    wound up since they enable Shareholders to realise their investment for   
    cash or the alternative of continuing their investment in a choice of     
    successorfunds; and
 -  the ability to avoid crystallising any liability to capital gains tax
    by rolling over their investment into one or more of the successor funds.

Placing

 -  New GFGIGT Zero Dividend Preference Shares are being issued under the
    Placing and Scheme at a price of 111p each, which is equivalent to a Gross
    Redemption Yield of 8.0 per cent. per annum.  Based on the Assumptions,   
    the Cover for the final entitlement of 182.94p will be 1.76 times.

 - New GFGIGT Income Shares are being issued under the Placing (and under
   the Scheme only in the event of a scaling back of elections) at a price of
   109p  each.  Based on the Assumptions the net Dividend Yield at the issue
   price would be 7.5 per cent. and the hurdle rate required to repay 100p at
   the Winding Up Date would be approximately 2.8 per cent. per annum.

 - New  GFGIGT Geared Ordinary Shares are being issued under the  Scheme
   and Placing on the basis of a Formula Issue Price.  Based on the           
   Assumptions the Formula Issue Price would be 126.72p and the net Dividend  
   Yield would be 9.0  per cent.  The hurdle rate to repay a Formula Issue    
   Price of 126.72p would be 4.0 per cent. per annum.

 - As  at  26 August 1999 HSBC, on behalf of GFGIGT,  had  placed  6.75
   million GFGIGT Zero Dividend Preference Shares and 15.225 million  GFGIGT
   Income Shares.  The Placing closes on 24 September 1999.

Financial effects of the proposals for GFGIGT Shareholders

GFGIGT  Directors  have formulated the Proposals which they  believe  should
ensure  that the following principles for each class of the Company's  share
are  achievable.   These  figures  are based  on  the  Assumptions  are  for
illustrative purposes.

Zero Dividend Preference Shares  An  increase  in  the final entitlement  of
                                 each  GFGIGT Zero Dividend Preference Share
                                 from  181.9p  per  share  to  182.94p.   In
                                 addition  an increase in the Cover compared
                                 to  the  Cover provided by the  net  assets
                                 immediately prior to the Issue.

Income Shares                    An  increase  in dividend payable  from  an
                                 annualised 7.8 net per share in respect  of
                                 the period to 30 September 1999 to 8.2p net
                                 per  share for the year ending 30 September
                                 2000.

Geared Ordinary Shares           An increase in the dividend payable from an
                                 annualised  10.9p net per share in  respect
                                 of  the  period  to  30 September  1999  to
                                 11.44p  per  share for the year  ending  30
                                 September 2000 and an increase in Net Asset
                                 Value   of  approximately  1.0  per   cent.
                                 Enhanced returns to the Winding-up Date  as
                                 represented  by  Net Redemption  Yield  and
                                 Terminal Asset Value.

General                         Greater  liquidity  of  shares   and
                                spreading of fixed costs.

Support for the Proposals

 - Shareholders  representing 12.2 per cent.  of  City  of  Oxford  Zero
   Dividend  Preference Shares and 29.4 per cent. of City of Oxford Ordinary
   Shares have stated it is their intention to elect for GFGIGT Shares.

 - Shareholders  representing 15.9 per cent.  of  GFGIGT  Zero  Dividend
   Preference Shares, 74.1 per cent. of GFGIGT Income Shares and 67.5 per     
   cent. of GFGIGT Geared Ordinary Shares have stated it is their intention to
   vote in favour of the Proposals.

Enquiries:

Investec Guinness Flight      Richard Prvulovich/        0171 597 2000
                              Andrew Martin Smith

HSBC Investment Bank plc      Ravi Anand                 0171 336 2234

Cazenove & Co                 Christopher Smith          0171 588 2828

Penrose                       Louise Hatch               0171 776 7605

Notes for editors:

-  GFGIGT was launched in November 1998 raising £60.5 million gross and has
   three classes of share in issue and a bank loan.  It has six and a half
   years remaining until its winding up date.
-  City of Oxford is a £53.2 million investment trust due to wind up on
   29 September 1999 and has two classes of share in issue.
-  The final date for the receipt of forms for election from City of
   Oxford Shareholders is 19 September 1999.
-  The Placing closes on 24 September 1999.

         Guinness Flight Geared Income & Growth Trust PLC ('GFGIGT')
                                      
         The City of Oxford Investment Trust PLC ('City of Oxford')
                                      
   Issue and placing of new GFGIGT Shares in connection with a Recommended
               Scheme for the reconstruction of City of Oxford

Introduction to the Proposals

The  boards of GFGIGT and City of Oxford announce the terms of a scheme  for
the  reconstruction of City of Oxford (the 'Scheme'). Under the Scheme, City
of  Oxford  Shareholders are to have the opportunity of rolling  over  their
existing  investment  in City of Oxford Shares into new  GFGIGT  Shares.  In
conjunction  with  the Scheme, GFGIGT is carrying out a  Placing  of  GFGIGT
Shares.

The  Scheme  is set out in detail in a Circular and GFGIGT Prospectus  being
despatched  to shareholders of City of Oxford today. A separate circular  to
GFGIGT  Shareholders  together  with the GFGIGT  Prospectus  has  also  been
despatched today.

The Proposals

The key elements of the Proposals are:

 - to provide Shareholders with a tax-efficient way of continuing their
   investment beyond 29 September 1999 through a successor investment in
   GFGIGT, which has the following key features:
   -  an investment portfolio comprising predominantly UK equities and
      securities of split capital investment trusts.  Based on the Assumptions
      the overall yield on the portfolio of GFGIGT is expected to be 4.71 per 
      cent. per annum:
   -  a split-capital structure comprising zero dividend preference shares,
      income shares and geared ordinary shares with further gearing provided  
      by bank borrowings; and
   -  a life of approximately 6.5 years to 31 March 2006;
   -  to enable Shareholders wishing to receive cash immediately following
      the Company's liquidation in respect of some or all of their Shares to  
      do so by electing for the Cash Option; and
   -  to offer those Shareholders who wish to postpone the crystallisation
      of any potential liability to CGT, but without continuing their         
      investment into GFGIGT, the opportunity to receive CashFund Shares.

The Scheme

City  of  Oxford  is a split capital investment trust with  ordinary  income
shares and zero dividend preference shares in issue. It has a fixed life and
is due to be wound up on 29 September 1999. Its manager is Investec Guinness
Flight Investment Management Limited who is also the manager of GFGIGT. As
an  alternative to receiving cash from the liquidation, the GFGIGT Directors
and   the  City  of  Oxford  Directors  have  agreed  that  City  of  Oxford
Shareholders  will also have the opportunity to roll over  their  investment
into GFGIGT Shares.

Under the Proposals, City of Oxford Shareholders may elect to receive GFGIGT
Shares,  CashFund Shares and/or cash, in any proportion, with  an  aggregate
value  equal  to their final capital entitlements on the winding-up  of  the
Company. These options, are:

 - holders  of City of Oxford Zero Dividend Preference Shares can  elect
   for GFGIGT Zero Dividend Preference Shares, CashFund Shares and/or cash, to
   an aggregate value of 160.78p multiplied by the number of Shares held; and

 - holders of City of Oxford Ordinary Shares can elect for GFGIGT Geared
   Ordinary Shares, CashFund Shares and/or cash, to an aggregate value of the
   Terminal Asset Value multiplied by the number of City of Oxford Shares     
   held.

City  of Oxford Shareholders who do not make a valid Election in respect  of
all  or  part  of their City of Oxford Shareholding will be deemed  to  have
elected  for  GFGIGT  Shares (and not CashFund Shares and/or  cash)  of  the
respective class(es) as set out above.

The  Proposals  include  scaling back arrangements  which  will  operate  if
Elections  for GFGIGT Shares cannot be accepted in full as to  do  so  would
result  in the capital structure of GFGIGT following the Issue being outside
the  parameters  described below. In that event, any  excess  Elections  for
GFGIGT  Zero  Dividend Preference Shares will be scaled back into  units  of
ZeroTrust and/or any excess Elections for GFGIGT Geared Ordinary Shares will
be   scaled  back  into  GFGIGT  Income  Shares  unless,  in  either   case,
Shareholders  have specified on their Forms of Election that  they  wish  to
receive  CashFund  Shares  and/or  cash in  such  circumstances.  In  order,
however,  to  reduce the potential for any such scaling back being  required
GFGIGT  is  carrying out a Placing of GFGIGT Shares with a view to  ensuring
that  the  capital  structure of GFGIGT will be  balanced  in  the  Relevant
Proportions upon completion of the Issue

CashFund  is an open ended investment company incorporated in Guernsey,  and
is  a  'distributing'  umbrella fund with 33 classes  of  shares.   CashFund
Shares  are  shares  in  the  Sterling Fund.  The  investment  objective  of
Sterling  Fund  is to give holders of CashFund Shares access  to  income  at
wholesale  sterling interest rates.  Sterling Fund's portfolio  consists  of
short term deposits, certificates of deposits, other negotiable money market
instruments and may also include short term fixed interest securities.

ZeroTrust  is  an  authorised unit trust managed  by  Guinness  Flight  Fund
Managers  Limited.   Its investment objective is to provide  investors  with
capital  growth.  Assets will principally be invested in the  zero  dividend
preference  shares of split capital investment trusts listed on  the  London
Stock  Exchange.   Assets may also be invested in other equities  and  fixed
interest securities.

City of Oxford Shareholder entitlements

Based  on  the estimate by City of Oxford of the TAV of 33.99p per  City  of
Oxford   Ordinary  Share  calculated  as  at  24  August  1999  (the  latest
practicable  date  prior to the publication of this  document)  and  on  the
estimated  Issue  Price  of  GFGIGT Geared  Ordinary  Shares  calculated  in
accordance  with the Formula Issue Price on the basis of the Assumptions  of
126.72p and the final capital entitlement of 160.78p per City of Oxford Zero
Dividend Preference Share, the terms would result in:

-  a  holder  of City of Oxford Ordinary Shares electing for new  GFGIGT
   Geared Ordinary Shares receiving 268.24 new GFGIGT Geared Ordinary Shares
   for every 1,000 City of Oxford Ordinary Shares; and
-  a  holder of City of Oxford Zero Dividend Preference Shares  electing
   for new GFGIGT Zero Dividend Preference Shares receiving 1,448.47 new      
   GFGIGT Zero Dividend Preference Shares for every 1,000 City of Oxford Zero 
   Dividend Preference Shares.

Entitlements to any fractions of GFGIGT Shares will be rounded down  to  the
nearest whole number.

For  illustrative purposes and based on the Assumptions and the market price
of a GFGIGT Geared Ordinary share at 24 August 1999, the value of the GFGIGT
Geared Ordinary Shares to be received by a holder of City of Oxford Ordinary
Shares  under the Proposals would be 35.27p, which is an uplift in value  of
approximately 3.8 per cent. as compared to the Terminal Asset Value.

In addition, based on the Assumptions, the estimated net asset  entitlement
at 27 September 1999 of the GFGIGT Geared Ordinary Shares to be received by
a  holder  of  City of Oxford Ordinary Shares under the Proposals  would  be
43.50p.

Elections under the Scheme close by 3.00pm 19 September 1999 and the  Scheme
is expected to become effective on 29 September 1999.

The  Scheme is conditional upon, inter alia, the approval of the holders  of
GFGIGT  Shares  of  each  class of the resolutions set  out  in  the  GFGIGT
Circular,  and upon City of Oxford Shareholders' approval at class  meetings
and  an extraordinary general meeting convened for 21 September 1999  and  a
second extraordinary general meeting convened for 29 September 1999.

Support for the Proposals

City  of Oxford Directors have received letters of intent to vote in  favour
of  the  Proposals  from City of Oxford Shareholders representing  16.2  per
cent.  of  the  Zero Dividend Preference Shares and 29.4 per  cent.  of  the
Ordinary Shares, representing a total of 23.3 per cent. of votes entitled to
be  cast  at the first Extraordinary General Meeting.  In addition, City  of
Oxford  Shareholders  representing 12.2  per  cent.  of  the  Zero  Dividend
Preference Shares and 29.4 per cent. of the Ordinary Shares have  stated  it
is their current intention to elect for GFGIGT Shares under the Scheme.

GFGIGT  Directors have received letters of intent to vote in favour  of  the
Proposals from GFGIGT Shareholders representing 15.9 per cent. of  the  Zero
Dividend  Preference Shares, 74.1 per cent of the GFGIGT Income  Shares  and
67.5  per cent. of the Geared Ordinary Shares representing a total  of  54.6
per  cent.  of  the  votes entitled to be cast at the  GFGIGT  Extraordinary
General Meeting.

The Placing

As at 26 August 1999 HSBC, on behalf of the GFGIGT, had conditionally placed
6,750,000  new  Zero  Dividend Preference Shares and 15,225,000  new  Income
Shares  at  Placing Prices of 111.0p per Zero Dividend Preference Share  and
109.0p per Income Share (subject to any scaling back) and conditional  upon,
inter  alia, the passing of the Resolutions and the new GFGIGT Shares  being
admitted  to listing, to the extent required to ensure that after the  Issue
the  interests  of the holders of different classes of GFGIGT's  Shares  are
balanced  in  so  far  as possible.  The placing of  new  GFGIGT  Shares  is
expected to close on 24 September 1999.

On  the basis of the Assumptions, the Scheme and the Placing would result in
the  issue  of  20.91  million new Zero Dividend  Preference  Shares,  38.15
million new Income Shares and 4.88 million new Geared Ordinary Shares.

Subject  to  satisfaction of the relevant conditions, the  GFGIGT  Directors
intend  to draw down further borrowings. Taken together with the Scheme  and
the  Placing  and  on the basis of the Assumptions, this will  increase  the
gross  assets of the Company available for investment from £65.3  million  to
£164.1 million.

Formula Issue Price of Geared Ordinary Shares

Due  to  the sensitivity of the NAV of the GFGIGT Geared Ordinary Shares  to
market  movements, the Directors believe that it is not in the interests  of
the  GFGIGT  or potential investors to issue the new GFGIGT Geared  Ordinary
Shares  on  a  fixed price basis. Therefore, the Directors  will  issue  new
Geared Ordinary Shares under the Scheme and Placing on a formula basis which
will  reflect the prevailing NAV at the time of issue (but will not be  less
than  91.2p) and which will also result in an uplift to the net asset  value
for  GFGIGT Geared Ordinary Shareholders of approximately 1.0 per  cent.  On
the  basis  of the Assumptions the Formula Issue Price would result  in  the
issue  price for new GFGIGT Geared Ordinary Shares being 126.72p per  share.
This compares to the market price of the Geared Ordinary Shares at 24 August
1999 of 131.5p and the assumed NAV as at the Calculation Date of 160.55p.

The  new GFGIGT Shares are expected to be issued on 6 October 1999 and  will
rank  pari passu in all respects with the existing issued shares of the same
class  except that the new Income Shares and the new Geared Ordinary  Shares
will not rank for the third interim dividend expected to be paid in November
1999  in  respect of the quarter ending 30 September 1999.  The  new  GFGIGT
Shares  may  be  held  in  certificated or uncertificated  form.  Definitive
certificates for the new Shares are expected to be despatched  in  the  week
commencing  11 October 1999 and CREST stock accounts credited on  6  October
1999.

Information of GFGIGT

GFGIGT  is  a split capital investment trust which was launched in  November
1998. As at 24 August 1999 it had net assets of £47.2m. It has a fixed  life
of  approximately six and a half years with a winding-up date  of  31  March
2006. It has three classes of share: zero dividend preference shares, income
shares  and geared ordinary shares. GFGIGT also has gearing in the  form  of
bank borrowings.

The  investment  objective of GFGIGT is to achieve both a high  and  growing
level of income, and capital growth, from a portfolio principally comprising
UK equities and income shares of split capital investment trusts.

GFGIGT  invests  mainly  in  a portfolio of large and  medium-sized  higher-
yielding  UK  companies, which the GFGIGT Directors have  stated  that  they
expect   to  comprise  approximately  65  per  cent.  of  its  gross  assets
immediately  following completion of the Issue and, based on current  market
conditions,  to produce a net yield of around 3.7 per cent. per  annum,  160
per cent. as at 24 August 1999, of the yield on the All-Share Index.

A  further portion of the gross assets of GFGIGT will be invested in  fixed-
life  split  capital  investment trusts or other high yielding  closed-ended
funds.   The  GFGIGT  Directors  have  stated  that,  immediately  following
completion  of  the  Issue, they expect this element  of  the  portfolio  to
comprise  approximately 30 per cent. of GFGIGT's gross assets and, based  on
current  market conditions, to produce a net yield of approximately 6.5  per
cent.  per  annum. The portfolio will be comprised predominantly  of  geared
ordinary shares and traditional income shares, although GFGIGT may invest in
other  split-capital  securities such as capital shares  and  zero  dividend
preference shares.

GFGIGT  may  also invest in sterling denominated corporate and other  bonds.
The  GFGIGT  Directors  have stated that they expect  this  section  of  the
portfolio  to  comprise  approximately 5  per  cent.  of  its  gross  assets
immediately  following completion of the Issue and, based on current  market
conditions,  to  produce a gross yield of approximately 7.0  per  cent.  per
annum.

Based  on  current market conditions, the GFGIGT Directors have stated  that
they  expect  the  initial  net yield on its overall  portfolio  immediately
following  completion of the Issue to be approximately  4.7  per  cent.  per
annum.

Dividends and dividend forecast

The GFGIGT Directors intend to distribute substantially all of the company's
income  after expenses and tax (other than investment management and finance
costs   chargeable  to  capital  and  associated  tax  relief's)  to  GFGIGT
Income Shareholders and GFGIGT Geared Ordinary Shareholders and aim to
increase  dividends each  year over the fixed life of the company at least in
line with the RPI. From  time to time the GFGIGT Directors may retain a small
amount of  income in  the revenue reserves of the company with a view to
producing an even and steady growth in dividends.

In  October  1998, the GFGIGT Directors stated their expectation to  declare
interim  dividends  in  respect  of  the period  ending  30  September  1999
totalling  7.16p net per GFGIGT Income Share and 10p net per  GFGIGT  Geared
Ordinary Share.

GFGIGT  has  paid  dividends totalling 4.7425p per GFGIGT Income  Share  and
6.62p per GFGIGT Geared Ordinary Share for the period since incorporation to
30  June  1999  and the Directors intend to pay a dividend for  the  quarter
ending  30  September 1999 of 2.42p per Income Share and  3.38p  per  GFGIGT
Geared  Ordinary Share. The GFGIGT Directors will continue to pay  dividends
by  early  February, May, August, and November in each year for the quarters
ended December, March, June and September.

If  the  Scheme and the Placing become effective in all respects and on  the
basis of the Assumptions, the GFGIGT Directors now expect, in the absence of
unforeseen  circumstances, to pay dividends of 8.2p per GFGIGT Income  Share
and  11.44p  per GFGIGT Geared Ordinary Share in respect of 12 month  period
from 1 October 1999 to 30 September 2000 as follows:

 
                                                                        Amount
                                                            Amount  per Geared
                                                 Month  per Income    Ordinary
 Dividend                                   of payment       Share       Share

 Fourth interim for the accounting period
 ending 31 March 2000                       February 2000    1.95p       2.72p
 Fifth interim for the accounting period 
 ending 31 March 2000                            May 2000    2.15p       3.00p
 First interim for the period ending
 31 March 2001                                August 2000    2.05p       2.86p
 Second interim for year ending 
 31 March 2001                              November 2000    2.05p       2.86p

These  figures  are for illustrative purposes only and do  not  represent  a
profit forecast.

Directorate

Fred  Carr  is  Chairman of both GFGIGT and City of Oxford.  On  the  Scheme
becoming effective it is intended that David Gibbs and Peter Hambro (who are
the remaining directors of City of Oxford) will join the board of GFGIGT.

GFGIGT following completion of the Issue

The exact capital structure of GFGIGT cannot be determined until immediately
prior to the Issue being completed. In determining the capital structure  of
GFGIGT, the GFGIGT Directors have stated that they intend to ensure,  in  so
far  as possible, a balance of the interests of the existing and new holders
of  the GFGIGT Shares of each class in the context of the characteristics of
such  shares as described below and, so far as the GFGIGT Directors consider
advisable,  with  a view to ensuring the minimum scaling back  of  Elections
under the Scheme.

The GFGIGT Directors expect that the capital structure of GFGIGT immediately
following  completion of the Issue will be within the ranges set out  below.
Also set out below are details of the structure of GFGIGT at launch and what
would  have been the capital structure of GFGIGT if completion of the  Issue
had  taken place on 24 August 1999 (the latest practicable date prior to the
release of this announcement):

                                           Proportion of total assets
                                                        %
                                                     As at 24
                                        Original*   August 1999   Proposed
Bank Loan                                   30.0           27.9      29-33
GFGIGT Zero Dividend Preference Shares      25.0           24.3      21-27
GFGIGT Income Shares                        35.0           32.5      32-36
GFGIGT Geared Ordinary Shares               10.0           15.3       8-15
*  before expenses of the original issue

These  statistics are for illustrative purposes only, are calculated on  the
basis of the Assumptions and do not represent a forecast

The  GFGIGT  Directors  believe that the above possible  scenarios  for  its
capital  structure and entitlements to income should allow GFGIGT to ensure,
following  completion of the Issue, that the following principles  for  each
class of GFGIGT Share are achievable:

GFGIGT Zero Dividend Preference Shares     An    increase   in   the   final
                                           entitlement  of each GFGIGT  Zero
                                           Dividend  Preference  Share  from
                                           181.9p  to 182.94p.  In  addition
                                           an increase in the Cover compared
                                           to  the Cover provided by the net
                                           assets  immediately prior to  the
                                           Issue.

GFGIGT Income Shares                       An   increase  in  the   dividend
                                           payable  from an annualised  7.8p
                                           net  per share in respect of  the
                                           period  to 30 September  1999  to
                                           8.2p  net  per share for  the  12
                                           month   period  to  30  September
                                           2000.

GFGIGT Geared Ordinary Shares              An   increase  in  the   dividend
                                           payable  from an annualised  10.9
                                           net  per share in respect of  the
                                           period  to 30 September  1999  to
                                           11.44p  net per share for the  12
                                           month   period  to  30  September
                                           2000.

These  figures  are based on the Assumptions and do not represent  a  profit
forecast.

In  all  circumstances the dividend payable on each GFGIGT  Geared  Ordinary
Share  will be approximately 1.395 times the dividend payable on each GFGIGT
Income Share, as is currently the case.

On  3  November 1998, GFGIGT borrowed £18.15 million in the form of  a  bank
loan at an annual rate of interest fixed at 6.72 per cent. On completion  of
the  Issue, GFGIGT intends to draw down a further bank loan which, based  on
the Assumptions, would result in total borrowings equivalent to no more than
approximately 33 per cent. (subject only to adjustments to reflect  rounding
differences) of the gross assets of GFGIGT following the Issue.

On  the  basis  of  the Assumptions, the interests in the  total  assets  of
GFGIGT,  immediately prior to and immediately following  the  Issues  (after
expenses) will be represented by:

                                      Prior to the         Following
                                        Issue              the Issue
                                      £ million      %     £ million      %

Bank Loan                                  18.2    27.9         48.2    29.4
GFGIGT Zero Dividend Preference Shares*    15.9    24.3         38.8    23.6
GFGIGT Income Shares                       21.2    32.5         59.4    36.2
GFGIGT Ordinary Shares                     10.0    15.3         17.7    10.8

Total                                      65.3   100.0        164.1   100.0

* at their entitlement on 27 September 1999
These statistics are for illustrative purposes only, are calculated on the
basis of the Assumptions and do not represent a forecast.

GFGIGT Zero Dividend Preference Shares

The   GFGIGT  Zero  Dividend  Preference  Shares  are  designed  to  provide
predetermined  capital  growth  to a capital  entitlement  of  approximately
182.94p on 31 March 2006 (the winding-up date of GFGIGT) assuming the  Issue
proceeds.  Based on the Issue Price of 111p, this is equivalent to  a  Gross
Redemption Yield of 8.0 per cent. per annum. No dividends are payable on the
GFGIGT  Zero  Dividend  Preference Shares.  The  new  GFGIGT  Zero  Dividend
Preference  Shares  will rank pari passu in all respects with  the  existing
issued GFGIGT Zero Dividend Preference Shares.

The  capital entitlement of the GFGIGT Zero Dividend Preference Shares ranks
in  priority  to  the  GFGIGT Income Shares and the GFGIGT  Geared  Ordinary
Shares but behind the bank borrowings of GFGIGT.

The  Cover  for  the  final  entitlement of the  new  GFGIGT  Zero  Dividend
Preference  Shares will vary according to the value of the gross  assets  of
the Company at the Calculation Date. Based  on  the  Assumptions, following
completion of the  Issue  the  GFGIGT Directors have stated that Cover will be
approximately 1.76 times (prior  to taking  account of any expenses charged to
capital over the life of GFGIGT). The  Cover after taking account of expenses
charged to capital over the life of GFGIGT, would be approximately 1.46 times
(assuming no growth in GFGIGT's assets).

These  figures  are  for illustrative purposes only, are calculated  on  the
basis of the Assumptions and do not represent a profit forecast.

GFGIGT Income Shares

The GFGIGT Income Shares are designed to provide a high level of income with
a  relatively secure capital return. The new GFGIGT Income Shares will  rank
pari  passu  in all respects with the existing issued GFGIGT Income  Shares,
except that they will not rank for the third interim dividend expected to be
paid in November 1999 in respect of the quarter ending 30 September 1999.

On  the basis of the Assumptions, the GFGIGT Directors expect  to  declare 
interim  dividends on  the  new  GFGIGT  Income  Shares totalling 8.2p per
share in respect of the twelve months ending 30 September 2000.  Based on the
Issue Price of 109p this is equivalent to a net dividend yield of 7.5 per
cent. and a gross Dividend  Yield of 8.4 per cent. assuming full recovery of
tax credits.  The GFGIGT  Income  Shares  will  benefit from  any  dividend 
growth  from  the underlying  portfolio.  The  GFGIGT Income  Shares  and  the
 GFGIGT  Geared Ordinary  Shares  rank pari passu in respect of dividends,
except  that  the dividend  payable on each GFGIGT Geared Ordinary Share will
be approximately 1.395 times the dividend payable on each GFGIGT Income Share.

On the winding-up of GFGIGT, the GFGIGT Income Shares are entitled to
receive 100p per share, after payment of the liabilities of GFGIGT
(including its bank borrowings) and the capital entitlement of the GFGIGT
Zero Dividend Preference Shares has been satisfied, and to payment of their
proportional entitlement of the undistributed net revenue of GFGIGT. On the
basis of the Assumptions the growth rate required in the equity portfolio of
GFGIGT for the net asset value of a GFGIGT Income Share to reach 100p on the
winding-up of GFGIGT on 31 March 2006 (the 'hurdle rate') is approximately
2.8 per cent. per annum, compound. This hurdle rate will vary according to
changes in GFGIGT's gross assets up to the Calculation Date and the final
capital structure of GFGIGT, which will be determined on or around 27
September 1999.

The  table  below shows the changes in the hurdle rate based  on  percentage
changes  in GFGIGT's gross assets between 24 August 1999 and the Calculation
Date and otherwise on the Assumptions.

                                        %Change in GFGIGT  gross assets
                                     -5.0   -2.5   0    +2.5   +5.0
Hurdle  rate  to  repay 100p (%)      3.2    2.9  2.8    2.3    1.9

These  figures  are  for illustrative purposes only, are calculated  on  the
basis of the Assumptions and do not constitute a profit forecast.

A  table showing illustrative return statistics for the GFGIGT Income Shares
for the period to 31 March 2006, based on the Assumptions, an Issue Price of
109p  and assuming 5 per cent. per annum compound growth in equity portfolio
income, is set out below:


                        Compound annual equity portfolio capital growth rate
                                     up to 31 March 2006 (%)
                                         0      1     2.0     3.0
NAV  at  the  Winding-up  Date  (p)   51.6   68.0    85.3   100.0
Net Redemption Yield(%)                0.9    3.6     6.1     7.9

These  figures  are  for illustrative purposes only, are calculated  on  the
basis of the Assumptions and do not constitute a profit forecast.

GFGIGT Geared Ordinary Shares

The GFGIGT Geared Ordinary Shares are designed to provide a high income with
a  highly  geared capital return. The new GFGIGT Ordinary Shares  will  rank
pari  passu in all respects with the existing issued GFGIGT Geared  Ordinary
Shares,  except  that  they  will not rank for the  third  interim  dividend
expected  to  be paid in November 1999 in respect of the quarter  ending  30
September 1999.

On  the basis of the Assumptions, the GFGIGT Directors expect to declare
interim dividends on the new GFGIGT Geared Ordinary Shares totalling  11.44p 
per  share  in respect of the  twelve  months  ending  30 September  2000. 
The GFGIGT Geared Ordinary Shares will  benefit  from  any dividend  growth
from the underlying portfolio of GFGIGT. The GFGIGT  Income Shares  and the
GFGIGT Geared Ordinary Shares rank pari passu in respect  of dividends, 
except that the dividend payable on each GFGIGT Geared  Ordinary Share  will
be approximately 1.395 times the dividend payable on each GFGIGT Income Share.

On a winding-up of GFGIGT, the GFGIGT Geared Ordinary Shares are entitled to
receive all the surplus assets of GFGIGT after payment of the liabilities of
GFGIGT  (including its bank borrowings) and the capital entitlements of  the
GFGIGT  Zero  Dividend  Preference  Shares  and  the  GFGIGT  Income  Shares
(including  their proportional entitlement to the undistributed net  revenue
of GFGIGT) have been satisfied.

GFGIGT Geared Ordinary Shares are being issued on a formula basis reflecting
NAV  at the Calculation Date, subject to a minimum price of 91.2p. As at  24
August  1999  (the  latest practicable date prior  to  publication  of  this
document),  the  GFGIGT Directors have stated that they  estimate  that  the
Formula  Issue  Price  of a GFGIGT Geared Ordinary  Share  would  have  been
126.72.  The Formula Issue Price will vary according to any changes  in  the
assets of GFGIGT up to the Calculation Date and in particular in the NAV per
GFGIGT  Geared  Ordinary Share. The table below shows the  variance  in  the
Formula  Issue Price, resultant dividend yield and hurdle rate to repay  the
Formula  Issue Price, based on percentage changes in GFGIGT's  gross  assets
between  24  August  1999  and the Calculation Date  and  otherwise  on  the
Assumptions.

                            Change in City of Oxford and GFGIGT's
                                         gross assets (%)
                                    -5.0     2.5      0.0    +2.5    +5.0
NAV per Geared Ordinary Share(p)1  107.63  134.90   162.16  189.42  216.68
Formula  Issue  Price  (p)          95.08  114.86   126.72  160.15  188.79
Net Dividend Yield (%)2             12.0    10.0      9.0     7.1     6.1
Hurdle rate to repay Formula Issue
Price (%)3                           4.4     4.2      4.0     3.9     3.8

1.    at the Calculation Date incorporating uplift to NAV
2.    based on a net dividend per share of 11.44p
3.    annualised compound growth rate in equity portfolio up to 31 March
      2006 to repay the Formula Issue Price at that date

These  statistics are for illustrative purposes only, are calculated on  the
basis of the Assumptions and do not represent a profit forecast.

A  table  showing  illustrative  return statistics  for  the  GFGIGT  Geared
Ordinary  Shares  based  on the Assumptions, and a Formula  Issue  Price  of
126.72p  and assuming a 5 per cent. per annum compound growth in the  equity
portfolio income up to 31 March 2006 is set out below:

                     Compound annual equity portfolio capital growth rate
                                        up to 31 March 2006 (%)
                    4        5       6       7       8       9       10
TAV  (p)        124.5    235.2   351.9   474.9   604.5   741.0    884.7
NRY  (%)         10.5     18.7    24.7    29.6    33.8    37.5     40.8

These  statistics are for illustrative purposes only, are calculated on  the
basis of the Assumptions and do not represent a profit forecast.

Financial effects of the Proposals on GFGIGT Shareholders

The  Proposals  have  been designed to ensure that  there  are  benefits  to
existing  shareholders of GFGIGT. Set out below are the  detailed  financial
effects of the Proposals for each class of GFGIGT Share.

GFGIGT Zero Dividend Preference Shares

Based  on  the  original issue price of the GFGIGT Zero Dividend  Preference
Shares  of  100p  the  Gross Redemption Yield of the  GFGIGT  Zero  Dividend
Preference  Shares  is  8.4 per cent. (annualised).  If  the  proposals  are
implemented  the  Gross  Redemption Yield will increase  to  8.5  per  cent.
annualised, resulting in an increase of the final entitlement of the  GFGIGT
Zero  Dividend  Preference  Shares from 181.9p  to  182.94p  per  share.   A
resolution  to be proposed at the Extraordinary General Meeting  will  amend
the Company's articles of association to change the final entitlement.

As at 24 August 1999  GFGIGT's  gross  assets  less  liabilities   were
approximately  £65.3  million  and there was Cover  for  the  final  capital
entitlement  of the Zero Dividend Preference Shares of 1.71  times.  If  the
Proposals  are implemented and on the basis of the Assumptions, the  revised
final  capital entitlement of the GFGIGT Zero Dividend Preference Shares  of
182.94p per share would have Cover of 1.76 times.

GFGIGT Income Shares

Whether or not the Proposals proceed each GFGIGT Income Shareholder would be
expected to receive a third interim net dividend of 2.42p per GFGIGT  Income
Share, making a total for the period since launch of 7.1625p, equivalent  to
an  annualised net dividend of 7.8p per share. If the Proposals proceed  the
Income Shareholders would expect to receive for each GFGIGT Income Share  in
aggregate total dividends for the twelve months ending 30 September 2000, of
8.2p per share.

The  above forecasts related to dividends only, are based on the Assumptions
set  out in this Announcement, and for illustrative purposes only and do not
constitute profit forecasts.

GFGIGT Geared Ordinary Shares

(a)   Dividend

Whether or not the Proposals proceed each GFGIGT Geared Ordinary Shareholder 
would be expected to receive for each GFGIGT Geared Ordinary Share a third
interim net  dividend of 3.38p making a total for the period since launch of 
10.0p, equivalent  to  an  annualised net dividend  of  10.9p  per  share.  If
the Proposals proceed, each GFGIGT Geared Ordinary Shareholder would be
expected to  receive  for  each  GFGIGT  Geared Ordinary  Share  in  aggregate
total dividends of 11.44p for the twelve months ending 30 September 2000.

(b)   Net Redemption Yields and Terminal Asset Value

On  the  basis  of the forecast dividend for the 12 month period  ending  30
September  2000  and  Assumptions set out  in  this  Announcement,  and  for
illustrative  purposes only, but assuming the Proposals are not  implemented
and  the  following  levels  of portfolio growth occur,  the  GFGIGT  Geared
Ordinary  Shares  (at their closing price of 131.5p as at  24  August  1999)
would have the following Net Redemption Yields and Terminal Asset Values.

            Compound annual equity portfolio capital growth rate
                        up to the Winding-up Date (%)
                           4.0     5.0     6.0     7.0      8.0    9.0    10.0
Net Redemption Yield(%)   10.6    16.6    21.3    25.3     28.9   32.1    35.0
Terminal Asset Value(p)  136.6   216.5   300.7   389.5    483.0  581.5   685.2

On  the  basis  of the forecast dividend for the 12 month period  ending  30
September  2000  and  Assumptions set out  in  this  Announcement,  and  for
illustrative  purposes only following the Proposals becoming  effective  and
assuming  the  following  levels  of portfolio  growth,  the  GFGIGT  Geared
Ordinary Shares (at their closing price of 131.5p as at 24 August 1999) will
have the following Net Redemption Yields and Terminal Asset Values:

            Compound annual equity portfolio capital growth rate
                        up to the Winding-up Date (%)
                            4.0    5.0     6.0    7.0     8.0     9.0     10.0
Net Redemption Yield(%)     9.7   17.8    23.8   28.7    32.8    36.5     39.9
Terminal Asset Value (p)  124.5  235.2   351.9  474.9   604.5   741.0    884.7

(c)   Net Asset Value

Based on GFGIGT's gross assets of £65.3 million as at 24 August 1999 the NAV
per  Geared  Ordinary Share at 27 September 1999 would be  160.55p.  On  the
basis  of the Assumptions set out in this Announcement, and for illustrative
purposes  only  the NAV per Geared Ordinary Share immediately following  the
Proposals would be 162.16p. This represents an increase of 1.61p or 1.0  per
cent.

Stock Exchange dealings and settlement

The registers for the City of Oxford Shares will be closed, and the City  of
Oxford  Shares  will be disabled in CREST, at 5.00 pm on 17 September  1999,
the  Record Date. All transfers should therefore be lodged with the City  of
Oxford  registrar prior to that time. The last day for dealings in the  City
of  Oxford Shares on the London Stock Exchange for normal rolling  five  day
settlement  will  be 10 September 1999. As from 13 September  1999  dealings
should be for cash settlement only and will be transferred in the normal way
if the transfer, accompanied by the relevant documents of title, is received
by the Registrar by 5.00 pm on 17 September 1999.

Transfers received by the Registrar after 5.00 pm on 17 September 1999  will
be returned to the person lodging them.

If  Shareholders dispose of Shares otherwise than through the  London  Stock
Exchange  they  must  make their own arrangements  with  the  other  parties
concerned  as regards the entitlements to GFGIGT Shares, CashFund Shares  or
units in ZeroTrust and/or cash pursuant to the Proposals.

Dealings in GFGIGT Shares

Application has been made to the London Stock Exchange for the GFGIGT Shares
to be issued pursuant to the Issue to be admitted to the Official List.

If   the  Scheme  becomes  effective,  certificates  for  GFGIGT  Shares  in
certificated form are expected to be despatched by no later than  15 October
1999.  Where a City of Oxford Shareholder who held City of Oxford Shares  in
uncertificated form elects to receive GFGIGT Shares these will be issued  to
such Shareholder in uncertificated form. GFGIGT will procure that CRESTCo is
instructed  to  credit  the  appropriate stock  account  in  CREST  of  such
Shareholder with that Shareholder's entitlement to GFGIGT Shares on  (or  as
soon  as  practicable  following) 6 October  1999,  if  the  Scheme  becomes
effective. Application has been made for the GFGIGT Shares to be admitted to
the  Official List and it is expected that dealings in GFGIGT Shares  issued
pursuant  to the Scheme will commence at 8.00 am on 6 October 1999 and  that
dealings  in  GFGIGT Shares issued pursuant to the Placing will commence  at
8.00 am on 6 October 1999, in each case for normal settlement.

Expected Timetable

1999

Tuesday 31 August                     Payment of City of Oxford first interim 
                                      dividend in respect of the quarter      
                                      ended 30 June 1999

Friday 17 Sept    Close of business   Closing of City of Oxford registers and 
                                      Record Date for participation in the    
                                      Proposals and for the final interim     
                                      dividend

Sunday 19 Sept    10.00am             Latest date for receipt of
                                      Forms of Election

Tuesday 21 Sept   10.00am             First City of Oxford Extraordinary      
                                      General Meeting

                  10.02am             Separate General meeting
                                      of City of Oxford Ordinary Shareholders

                  10.04am             Separate General Meeting of City of     
                                      Oxford Zero Dividend Preference Shares  
                                      
                                      
                  10.30am             GFGIGT Extraordinary General Meeting

                  10.32am             Separate General Meeting
                                      of holders of GFGIGT

                  10.34am             Separate General Meeting of holders of  
                                      GFGIGT Geared Ordinary Shares

                  10.36am             Separate General Meeting of holders of  
                                      GFGIGT Zero Dividend Preference Shares

Friday 24 Sept                        Announcement of final City of Oxford    
                                      interim dividend

Monday 27 Sept                        Calculation Date

Tuesday 28 Sept                       Payment of City of Oxford final interim 
                                      dividend
                                                                              
                                      GFGIGT capital structure                
                                      finally determined

Wednesday 29 Sept  8.00am             Reclassified Share register opens
                                                                              
                                      Dealings in Reclassified
                                      Shares commence

                  10.30am             Second City of Oxford Extraordinary     
                                      General Meeting

                                      Effective Date

                                      Transfer Date for transfer of assets to 
                                      GFGIGT, ZeroTrust and CashFund

Thursday 30 Sept  Noon                First dealings in units of ZeroTrust and
                                      CashFund Shares issued under the Scheme
                                                                              
                                      Suspension of dealings in Reclassified  
                                      Shares

Friday 1 October                      Despatch of contract notes for units in 
                                      ZeroTrust and CashFund Shares

Wednesday 6 October 8.00am            First dealings in new GFGIGT Shares     
                                      issued under the Issue
                                                                              
                                      Instructions given to CRESTCo to credit 
                                      the relevant CREST stock accounts with  
                                      GFGIGT Shares
                                                                              
                                      Cheques in respect of elections for the 
                                      Cash Option despatched and CHAPS        
                                      payments made

Friday 15 October                     Latest date for despatch of certificates
                                      for GFGIGT Shares despatched

Wednesday 27 October                  Latest date for despatch of certificates
                                      for units in ZeroTrust


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