Placing re City of Oxford-Pt2

GUINNESS FLIGHT GEARED INCOME & GROWTH TRUST PLC
27 August 1999

PART 2 

                                 ASSUMPTIONS

The  principal  bases  and  assumptions used in  deriving  the  illustrative
investment  statistics  given  in relation to  the  GFGIGT  Shares  in  this
announcement are set out below:

1. City  of Oxford has total assets of £53.16 million on the Calculation
   Date and City of Oxford's Terminal Asset Value is 33.99p per share. GFGIGT
   has  total gross assets of £65.32 million as at the Calculation Date. Any
   revenue reserves are assumed to be negligible.

2. 60  per  cent.  of  Ordinary Shareholders and 40 per  cent.  of  Zero
   Dividend Preference Shareholders elect to receive GFGIGT Shares under the
   Scheme resulting in £6.19 million of assets received in consideration of   
   the issue of 4.88 million GFGIGT Geared Ordinary Shares at a Formula Issue 
   Price of  126.72p and £16.88 million of assets received in consideration of
   the issue of 15.21 million GFGIGT Zero Dividend Preference Shares at 111p, 
   the Placing raises £47.92 million, being £41.58 million by the issue of    
   38.15 million GFGIGT Income Shares at 109p each and £6.33 million by the   
   issue of 5.71  million  GFGIGT Zero Dividend Preference Shares at  111p    
   each. In addition a £30.09 million bank loan (the 'Bank Loan') will be     
   taken out with an  interest rate of 7.20 per cent. per annum. The proceeds 
   are invested immediately

3. GFGIGT's  issue expenses will amount to £2.31 million  excluding  the
   costs of investing the proceeds of the Placing and the Scheme, stamp duty
   and excluding the benefit of any transfer of securities from City of Oxford
   at mid-market price which are compatible with GFGIGT's investment policy.

4. GFGIGT's portfolio will be invested as follows:

   65 per cent. UK equities yielding an average 3.7 per cent. net;

   30 per cent. UK split capital investment trust shares yielding an average
   6.5 per cent. net; and

   5  per  cent.  sterling bonds or cash yielding an average 7.0  per  cent.
   gross.

5. The  final entitlement of the GFGIGT Zero Dividend Preference  Shares
   will be 182.94p representing 8.0 per cent. per annum compound from 1       
   October 1999 to 31 March 2006 (GFGIGT's winding-up date) and will be paid  
   out  of capital reserves.

6. Interest on the Bank Loan will be paid quarterly in arrear.

7. Dividends  will  be  payable by GFGIGT in  respect  of  each  quarter
   commencing  1  October 1999 and will equal its gross  revenue  after  all
   expenses (other than expenses charged to capital) and after taxation  and
   will  be  paid  at  the end of that quarter. The income from  the  equity
   portfolio will accrue evenly and grow by 5 per cent. per annum and (except
   where  otherwise  stated)  there  will  be  no  capital  appreciation  or
   depreciation.

8. There  will  be  no changes in current tax legislation  and  practice
   during the life of GFGIGT. The corporation tax rate will be at 30 per cent.
   No other changes in taxation will take place. No taxation on capital gains
   is or will be payable by GFGIGT.

9. The management fees will be 0.6 per cent. (plus VAT) per annum charged
   on  gross  assets as calculated at the end of each quarter and the  other
   expenses of GFGIGT, inclusive of any irrecoverable VAT thereon, will  not
   exceed £140,000 per annum. Management fees together with the interest on   
   the Bank Loan will be charged at 30 per cent. to the revenue account and 70
   per cent. to the capital reserve.

10.In  calculating  Terminal  Asset  Value,  costs  of  £342,000  and  a
   Liquidators'  retention of £200,000 are deducted from  City  of  Oxford's
   assets.  In addition it is assumed that 80 per cent. of City of  Oxford's
   assets  are  invested and that 50 per cent. of the invested portfolio  is
   disposed of at cost of 0.5%.

11.The revenue account will initially receive the tax benefit of expenses
   charged to the capital account. Notional tax relief, calculated as being   
   the corporation tax rate applied to the account of expenses charged to     
   capital, will then be allocated from the income account to the capital     
   account.

12.In the net redemption yield and dividend yield calculations for the
   GFGIGT Income Shares and GFGIGT Geared Ordinary Shares, the stated capital
   and income growth rates will apply to GFGIGT's UK equity and split capital
   investment trust portfolios only.

13.In deriving such statistics, annualised net redemption yields are
   calculated by discounting quarterly cash flows to Shareholders (excluding
   tax credits) and the gross redemption yields relating to the GFGIGT Zero
   Dividend Preference Shares are calculated on an annual compound basis.

14.The net assets of GFGIGT will be distributed on winding-up to
   Shareholders at the end of GFGIGT's life.

15.No provision is required for any taxation charges upon GFGIGT or any
   diminution in the value of GFGIGT's net assets arising from its winding-up
   or for any expenses incurred by GFGIGT by reason of or in connection with
   such winding-up. No transactions will take place during the remaining life
   of GFGIGT

16.GFGIGT will not issue additional share capital during its remaining
   life and has no significant additional debt obligations during that period.

17.In the event that the City of Oxford or GFGIGT gross assets change
   between 24 August 1999 (the latest practicable date prior to publication of
   this document) and the Circulation Date, the capital structure may be
   amended and the costs may differ from those set out in the Assumptions
   above.

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

The  definitions in the announcement shall have the same meaning as set  out
in  the Prospectus being sent to City of Oxford and GFGIGT shareholders  and
the circular being sent to City of Oxford Shareholders today.

This announcement does not constitute an offer to sell or subscribe for,  or
the solicitation of an offer to buy or to subscribe for, ordinary shares  in
GFGIGT  and  is  not for distribution in or into the United States,  Canada,
Japan,  the  Republic  of  Ireland, South  Africa  or  Australia,  or  their
respective  territories or possessions.  Any purchase of or application  for
shares  in  GFGIGT should only be made on the basis of information contained
in  the prospectus issued in connection with the Proposal. The value  of  an
investment  may  go  down as well as up.  Advice should be  sought  from  an
independent  financial  advisor  as to the suitability  for  the  individual
concerned.

This  announcement, for which the directors of GFGIGT and The City of Oxford
Investment  Trust  PLC  are solely responsible, has been  approved  by  HSBC
Investment  Bank  plc  and Cazenove & Co, who are regulated  in  the  United
Kingdom  by  the  Securities and Futures Authority Limited, solely  for  the
purposes of section 57 of the Financial Services Act 1986.

HSBC  Investment  Bank plc is acting solely for GFGIGT and  no-one  else  in
connection  with the Proposals, and will not be responsible to anyone  other
than  GFGIGT  for  providing the protections afforded to customers  nor  for
providing advice in relation to Proposals.

Cazenove  &  Co.  is  acting solely for City of Oxford and  no-one  else  in
connection  with the Proposals and will not be responsible to  anyone  other
than  City of Oxford for providing the protections offered to customers  nor
providing advice in relation to the Proposals.