Half-yearly report

Octopus Second AIM VCT plc
Half-Yearly Results

28 July 2011

Octopus Second AIM VCT plc, managed by Octopus Investments Limited, today
announces the Half-Yearly results for the six months ended 31 May 2011.

These results were approved by the Board of Directors on 28 July 2011.

You may shortly view the Half-Yearly Report in full at
www.octopusinvestments.com by navigating to Services, Investor Services, Venture
Capital Trusts, Octopus Second AIM. All other statutory information will also be
found there.

About Octopus Second AIM VCT PLC
Octopus Second AIM VCT PLC (the "Company" or "Fund") is a venture capital trust
("VCT") which aims to provide shareholders with attractive tax-free dividends
and long-term capital growth.

The Investment Manager is Octopus Investments Limited ("Octopus" or "Manager").
The Company was launched as Close IHT AIM VCT PLC in March 2006 and raised £25
million through an offer for subscription.

On 12 August 2010 the Company acquired the assets and liabilities of Octopus
Third AIM VCT plc (formerly Octopus Second AIM VCT plc) ("the merger") and
changed its name from Octopus IHT AIM VCT plc to Octopus Second AIM VCT plc.
Shareholders of Octopus Third AIM VCT received 0.48356191 Ordinary shares in the
Company for each Ordinary share they had prior to the merger.

On 9 July 2010 the VCT issued a prospectus, proposing to raise up to a further
£10 million by way of a top-up into the existing share class. Full details of
the offer can be found in the prospectus sent to shareholders. This offer closed
on 8 July 2011 having raised £6.83 million.

On 31 August 2010 the Company changed its Registered Office from 8 Angel Court,
London, EC2R 7HP to 20 Old Bailey, London EC4M 7AN.

Financial Summary
                                    Six months to Six months to          Year to
                                      31 May 2011   31 May 2010 30 November 2010



Net assets (£'000s)                        29,009        10,043           24,774

Net    profit/(loss)    after   tax
(£'000s)                                      812         (538)            1,281

Net asset value per share ('NAV')           68.6p         65.1p            67.9p


The table below lists the dividends that have been paid since the launch of the
Company and adds the cumulative total of dividends paid to the NAV of the
Company:

                                                  Octopus Second
                    Octopus Second                   AIM VCT 'C'  Octopus Second
Dividends paid             AIM VCT    Octopus IHT        and 'D'         AIM VCT
during financial   Ordinary shares    AIM VCT 'A'        shares* Ordinary shares
year ending                2010/11 shares 2005/06        2005/06         2000/01
--------------------------------------------------------------------------------
2003                             -              -              -             1.6

2004                             -              -              -               -

2005                             -              -              -               -

2006                             -            1.4              -             1.0

2007                             -            2.0            0.8             7.0

2008                             -            2.0            2.2            11.0

2009                             -            2.0            2.0             2.0

2010                           1.5           2.5*           5.4*            2.2*

2011                           1.7           1.6*           1.9*            0.8*


--------------------------------------------------------------------------------
Cumulative
dividends paid                 3.2           11.5           12.3            25.6

NAV as at 31 May
2011**                        98.6           68.6           80.7            33.2
--------------------------------------------------------------------------------
NAV plus
cumulative
dividends paid***            101.8           80.1           93.0            58.8


*               Notional dividends adjusting for conversion of various share
classes into Second AIM VCT plc Ordinary shares.
**             NAV adjusted for conversion of various share classes into Second
AIM VCT plc Ordinary shares at the date of each conversion, rebased to assume
investment at 100p.
***            NAV plus cumulative dividends based on NAV adjusted for
conversion, showing the notional return to shareholders based on their original
investment share class.

Chairman's Statement

Overview
The six month period to 31 May 2011 has been steady rather than spectacular for
smaller company share prices, with a strong November and December dampened by a
more cautious start to 2011. Over the period, the AIM Index rose 4.5% and the
Small Cap Index ex investment trusts rose by 10.5%.  The relative
underperformance of AIM was the result of the waning of enthusiasm for resource
stocks which had accounted for a high proportion of the rally in AIM over the
previous 12 months.  It is worth noting, however, that smaller companies have
continued to outperform, helped by generally good news from the spring results
season which led to upgrades in forecasts.  These upgrades mean that growing
companies still trade on modest ratings.

Opportunities to invest in VCT qualifying situations have been sporadic, with a
flurry of activity at the beginning of the period which tailed off into the
beginning of the New Year. There have been signs more recently of a pick up in
activity, which has led to the Fund committing to three fundraisings since the
period end.  New issues are now returning, and it looks as if the rest of the
year will be busier as equity markets step in to fill in the gap left by bank
funding.

Performance
The Net Asset Value of the VCT made steady progress in the five months to April
and then fell in May, finishing the half year 3.5% ahead when adding back the
1.65 pence per share dividend paid. It is encouraging that the NAV increased
despite heightened worries about the worsening international economic
environment which has impacted the direction of markets in the period.  In the
small company arena, share prices are still being driven by specific newsflow
rather than general enthusiasm which means that there may still be long periods
when individual share prices drift in the absence of any concrete news.

In the portfolio, a number of companies have performed particularly well.
Plastics Capital has seen a strong bounce in its share price on news of forecast
upgrades and a receding likelihood of a balance sheet restructuring.  Vertu
Motors, Tasty and Chime Communications also performed strongly as expectations
were upgraded despite the consumer orientated nature of all these businesses.
The two holdings in the telecoms sector, Adept and Netcall, both saw their share
prices recover from low levels.  Animalcare and Brooks MacDonald showed good
organic growth, and the shares once again outperformed in the period.  We took
some more profits in Animalcare, although it remains a very significant holding.

The bid for IS Pharma by Sinclair Pharma went unconditional. The holding will
remain VCT qualifying for two years.  As IS Pharma shareholders, the deal gives
us access to a European sales platform from which to grow as well as some
complementary pharmaceuticals.  The combined entity will, however, be less
profitable at the outset, and it is for this reason that we reduced the size of
the holding in IS Pharma.  The only other sale of any note was some profit
taking in Craneware shares after they had performed particularly well.

There have been some holdings that have struggled with unfavourable market
conditions and have seen their share prices fall as a result.  Examples would be
MSS in building services, CBG in the insurance market, Brulines, where the core
business services the pub sector, and Clarity Commerce which has struggled to
land larger software deals in the leisure sector.  All of these now exhibit deep
value characteristics, but the share prices will not recover until there are
concrete signs of progress.  Shares such as Advanced Computer Software have also
been dull as the market worried about the healthcare background, but recent
results show that these concerns are overdone.

In the period, the Company made four new qualifying investments totalling £1.3m,
all of which are showing a profit on the level we invested at.  Omega
Diagnostics was a follow on investment in an existing small holding, and Brady,
Woodspeen and Corac are all new holdings.  Brady is profitable and dividend
paying, the holdings in Woodspeen and Corac are much smaller as they are less
mature companies.  Since the period end we have invested another £1.38 million
in Strategic Thought (since renamed Active Risk), an existing holding, In-Deed
Online, a newly floated on-line conveyancing business and Enteq Upstream which
intends to consolidate oil service companies.

Dividend
In line with the stated objective of a 5% yield outlined in the prospectus, the
board is pleased to declare an interim dividend of 1.6 pence per share subject
to Her Majesty's Revenue & Customs ("HMRC") approval. This is based upon the
average share price of 63.0 pence over the period.

Fund Raising
The fundraising closed on 8 July 2011 with 9,331,193 shares issued under the
Open Offer, raising £6.83 million for the Company.

Future shareholder communications
You will shortly be hearing from Octopus regarding the future use of electronic
communications with the aim of saving costs for your Company. Upon receiving
further details, your Board would welcome any thoughts you may have on the use
of this medium of communication.

Outlook
We still believe that smaller company shares are undervalued and unappreciated
by investors.  However, investor sentiment has not been helped by continued
economic uncertainty from a domestic and international perspective.  Takeovers
remain a constant feature, underlining the value on offer at this end of the
market.  Encouragingly we have also seen some good results posted by companies
during the last quarter, despite the lacklustre UK growth environment.

We are well aware of the global adverse strains on sentiment, and of
inflationary raw material pressures on margins and profitability, but so are the
managements to whom we speak.  With interest rates likely to remain low, perhaps
unchanged until 2012, we continue to see scope for smaller company shares to
appreciate over the rest of this year and to produce real returns for
shareholders.  With the banks still not lending, we expect the recent up-tick in
the new issues market to be sustained and for there to be good opportunities to
invest the cash raised under your Company's recently closed Offer.



Keith Richard Mullins
Chairman
28 July 2011

Investment Portfolio

                                                                               %
                                                                       %  equity
                                          Book               Fair equity held by
                                       cost as              value   held     all
                                        at 31  Cumulative   as at     by   funds
                                           May  change in  31 May Second managed
                                         2011  fair value   2011     AIM      by
Investee Company  Sector               (£'000)    (£'000) (£'000)    VCT Octopus
--------------------------------------------------------------------------------

Animalcare Group
plc               Food producers           869        615   1,484   4.7%    8.3%

Sinclair IS       Healthcare
Pharma plc        equipment                921        194   1,115   0.9%    1.6%

Advanced Computer
Software plc      Software                 916        176   1,092   1.0%    2.3%

Chime
Communications
plc               Media & marketing        750        323   1,073   0.5%    0.7%

Brooks MacDonald  Financial
Group plc         consultants              609        379     988   0.7%    2.6%

EKF Diagnostics
plc               Media & marketing        870        112     982   2.6%    8.9%

Craneware plc     Software                 479        360     839   0.6%    1.1%

Breedon
Aggregates Limted Construction             601        225     826   0.9%    2.3%

Idox plc          Software                 381        437     818   1.2%    2.8%

Brulines
(Holdings) plc    Support services         867      (228)     639   2.6%    4.6%

Brady plc         Software                 515        122     637   1.6%    4.0%

Vertu Motors plc  General retailers        777      (158)     619   0.9%    4.4%

Plastics Capital
plc               Manufacturing            485         93     578   2.6%   16.5%

Omega Diagnostics Healthcare
Group plc         equipment                553         15     568   4.8%   13.1%

Praesepe plc      Travel & leisure         670      (119)     551   2.3%    4.1%

Tasty plc         Restaurants              334        212     546   2.3%    4.9%

Matchtech Group
plc               Support services         442         41     483   1.0%   10.6%

Netcall plc       Telecommunications       421         59     480   2.1%    5.0%

Immunodiagnostic  Healthcare
Systems plc       equipment                454          6     460   0.2%    2.5%

Hargreaves
Services plc      Support services         282        129     411   0.1%    2.9%

Woodspeen plc     Training services        250        125     375   3.9%    9.5%

Lombard Medical   Healthcare
Technologies plc  equipment                589      (234)     355   1.8%    1.8%

Access
Intelligence plc  Support services         544      (190)     354   4.2%    9.1%

Clarity Commerce
Solutions plc     Software                 651      (319)     332   4.3%    8.3%

                  Translation
RWS Holdings plc  services                 249         82     331   0.2%    4.2%

Managed Support
Services plc      Software                 828      (529)     299   5.7%    9.8%

Staffline
Recruitment Group
plc               Support services         225         68     293   0.5%   13.7%

Hasgrove plc      Media & marketing        436      (151)     285   2.0%   13.3%

Corac plc         Technology               252         21     273   0.7%    1.6%

Snacktime plc     Food vendors             367      (131)     236   1.5%    7.3%

SQS Software plc  Software                 207          5     212   0.3%    3.5%

Bond
International
Software plc      Software                 303      (122)     181   1.1%    3.4%

Goals Soccer
Centres plc       Travel & leisure         148         31     179   0.3%    2.3%

Adept Telecom plc Telecommunications       501      (365)     136   1.7%    3.7%

Mattioli Woods    Financial
plc               consultants               96         34     130   0.3%    2.7%

Twenty plc        Media & marketing        565      (442)     123   7.8%   14.7%

Colliers
International UK
plc               Real estate              195       (88)     107   0.7%    3.0%

                  Industrial
Optare plc        engineering              656      (550)     106   0.5%    0.8%

Work Group plc    Support services         473      (370)     103   2.1%    6.2%

                  Maintenance
Mears Group plc   contractor                93          9     102   0.0%    0.3%

                  Financial
CBG Group plc     consultants              637      (536)     101   3.4%   17.2%

Atlantic Global
plc               Software                 119       (22)      97   3.2%    3.2%

Altitude Group
plc               Media & marketing         24         58      82   0.7%    5.1%

Strategic Thought
Group plc         Software                  46         23      69   0.4%    6.4%

Zetar plc         Food producers            68        (3)      65   0.2%    3.6%

Cello Group plc   Media & marketing         54          9      63   0.2%    9.9%

                  Financial
Jelf Group plc    consultants              122       (62)      60   0.1%    0.7%

Datong plc        Manufacturing             29         14      43   0.6%    3.4%

Individual
Restaurant
Company plc       Restaurants              160      (136)      24   0.5%    1.1%

Daisy Group plc   Telecommunications        20          2      22   0.0%    0.1%

Media Square plc  Media & marketing          7        (5)       2   0.2%    1.0%

                 -------------------------------------------------
Total fixed asset
investments                             21,110      (781)  20,329
                 -------------------------------------------------

Money market
funds                                    9,324          -   9,324

                 -------------------------------------------------
Total fixed asset
investments and
money market
funds                                   30,434      (781)  29,653
                 -------------------------------------------------

Cash at bank                                                  110

Debtors less
creditors                                                   (754)

                 -------------------------------------------------
Total net assets                                           29,009
                 -------------------------------------------------

Responsibility Statement of the Directors in respect of the half-yearly report

We confirm that to the best of our knowledge:

  * the half-yearly financial statements have been prepared in accordance with
    the statement "Half-Yearly Financial Reports" issued by the UK Accounting
    Standards Board;


  * the half-yearly report includes a fair review of the information required by
    the Financial Services Authority Disclosure and Transparency Rules, being:


  * an indication of the important events that have occurred during the first
    six months of the financial year and their impact on the condensed set of
    financial statements.
  * a description of the principal risks and uncertainties for the remaining six
    months of the year; and
  * a description of related party transactions that have taken place in the
    first six months of the current financial year, that may have materially
    affected the financial position or performance of the Company during that
    period and any changes in the related party transactions described in the
    last annual report that could do so.


On behalf of the Board


Keith Richard Mullins
Chairman
28 July 2011


Income Statement
             +---------------------+
             |Six months to 31 May | Six months to 31 May   Year to 30 November
             |        2011         |         2010                  2010
             |                     |
             |Revenue Capital Total|Revenue Capital  Total Revenue Capital Total
             |                     |
             |  £'000   £'000 £'000|  £'000   £'000  £'000   £'000   £'000 £'000
             |                     |
             |                     |
             |                     |
Gain on      |                     |
disposal of  |                     |
fixed asset  |                     |
investments  |      -      64    64|      -      69     69       -     601   601
             |                     |
Gain on      |                     |
disposal of  |                     |
current asset|                     |
investments  |      -       -     -|      -      10     10       -       8     8
             |                     |
             |                     |
             |                     |
Gain/(loss)  |                     |
on valuation |                     |
of fixed     |                     |
asset        |                     |
investments  |      -   1,004 1,004|      -   (463)  (463)       -   1,052 1,052
             |                     |
             |                     |
             |                     |
Income       |     94       -    94|     41       -     41     182       -   182
             |                     |
             |                     |
             |                     |
Investment   |                     |
management   |                     |
fees         |   (59)   (178) (237)|   (27)    (80)  (107)    (71)   (213) (284)
             |                     |
             |                     |
             |                     |
Merger costs |      -       -     -|      -       -      -    (68)       -  (68)
             |                     |
Other        |                     |
expenses     |  (113)       - (113)|   (88)       -   (88)   (210)       - (210)
             |                     |
             |                     |
             |                     |
Profit/(loss)|                     |
on ordinary  |                     |
activities   |                     |
before tax   |   (78)     890   812|   (74)   (464)  (538)   (167)   1,448 1,281
             |                     |
             |                     |
             |                     |
Taxation on  |                     |
profit/(loss)|                     |
on ordinary  |                     |
activities   |      -       -     -|      -       -      -       -       -     -
             |                     |
             |                     |
             |                     |
Profit/(loss)|                     |
on ordinary  |                     |
activities   |                     |
after tax    |   (78)     890   812|   (74)   (464)  (538)   (167)   1,448 1,281
             |                     |
Return per   |                     |
share - basic|                     |
and diluted  | (0.2)p    2.3p  2.1p| (0.5)p  (3.0)p (3.5)p  (0.8)p    6.7p  5.9p
             +---------------------+


  * The 'Total' column of this statement is the profit and loss account of the
    Company; the supplementary revenue return and capital return columns have
    been prepared under guidance published by the Association of Investment
    Companies.
  * all revenue and capital items in the above statement derive from continuing
    operations.
  * the accompanying notes are an integral part of the half-yearly report.
  * The Company has no recognised gains or losses other than those disclosed in
    the income statement.



Reconciliation of Movements in Shareholders' Funds
                        +-----------------+
                        |Six months to 31 |Six months to 31  Year to 30 November
                        |         May 2011|         May 2010                2010
                        |                 |
                        |            £'000|            £'000               £'000
                        |                 |
Shareholders' funds at  |                 |
start of period         |           24,774|           10,783              10,783
                        |                 |
Profit/(loss) on        |                 |
ordinary activities     |                 |
after tax               |              812|            (538)               1,281
                        |                 |
Purchase of own shares  |            (827)|             (49)               (416)
                        |                 |
Shares issued upon      |                 |
acquisition of assets   |                 |
and                     |                 |
liabilities from Octopus|                 |
Third AIM VCT plc       |                -|                -              13,084
                        |                 |
Stamp duty on shares    |                 |
issued                  |                -|                -                (57)
                        |                 |
Proceeds from issue of  |                 |
shares                  |            4,902|                -                 633
                        |                 |
Shares to be issued     |               52|                -                 154
                        |                 |
Dividends paid          |            (704)|            (153)               (688)
                        |                 |
Shareholders' funds at  |                 |
end of period           |           29,009|           10,043              24,774
                        +-----------------+
I

Balance Sheet
                             +---------------+
                             | As at 31 May  | As at 31 May   As at 30 November
                             |     2011      |     2010              2010
                             |               |
                             |£'000     £'000|£'000     £'000 £'000        £'000
                             |               |
                             |               |
                             |               |
Fixed asset investments*     |         20,329|          7,329             17,910
                             |               |
Current assets:              |               |
                             |               |
Investments*                 |9,324          |2,659           6,587
                             |               |
Debtors                      |   10          |    9             211
                             |               |
Cash at bank                 |  110          |   91             126
                             |               |
                             |9,444          |2,759           6,924
                             |               |
Creditors: amounts falling   |               |
due within one year          |(764)          | (45)            (60)
                             |               |
Net current assets           |          8,680|          2,714              6,864
                             |               |
                             |               |
                             |               |
Net assets                   |         29,009|         10,043             24,774
                             |               |
                             |               |
                             |               |
Called up equity share       |               |
capital                      |              5|              2                  4
                             |               |
Shares to be issued          |             52|              -                154
                             |               |
Share premium                |         18,713|              -             13,658
                             |               |
Special distributable reserve|         12,654|         14,313             13,481
                             |               |
Own shares held in treasury  |              -|          (467)                  -
                             |               |
Capital reserve - realised   |        (1,393)|           (32)              (807)
                             |               |
                         -   |               |
unrealised                   |          (780)|        (3,704)            (1,552)
                             |               |
Revenue reserve              |          (242)|           (69)              (164)
                             |               |
Total equity shareholders'   |               |
funds                        |         29,009|         10,043             24,774
                             |               |
Net asset value per share    |          68.6p|          65.1p              67.9p
                             +---------------+


*Held at fair value through profit and loss



The statements were approved by the Directors and authorised for issue on 28
July 2011 and are signed on their behalf by:


Keith Richard Mullins
Chairman


Company Number: 05528235



Cash Flow Statement
                          +------------------+
                          | Six months to 31 |   Six months to       Year to 30
                          |          May 2011|     31 May 2010     November 2010
                          |                  |
                          |             £'000|           £'000             £'000
                          |                  |
                          |                  |
                          |                  |
Net Cash inflow/(outflow) |                  |
from operating activities |               649|               9             (404)
                          |                  |
                          |                  |
                          |                  |
Taxation: UK Corporation  |                  |
tax paid                  |                 -|               -                 -
                          |                  |
                          |                  |
                          |                  |
Financial investment      |                  |
                          |                  |
Purchase of fixed asset   |                  |
investments               |           (1,956)|           (530)           (2,917)
                          |                  |
Disposal of fixed asset   |                  |
investments               |               607|           1,438             3,551
                          |                  |
                          |                  |
                          |                  |
Management of liquid      |                  |
resources                 |                  |
                          |                  |
Purchase of current asset |                  |
investments               |          (12,171)|         (3,103)          (13,238)
                          |                  |
Disposal of current asset |                  |
investments               |             9,432|           2,293             8,497
                          |                  |
                          |                  |
                          |                  |
Equity dividends paid     |                  |
                          |                  |
Dividends paid            |             (704)|           (153)             (688)
                          |                  |
                          |                  |
                          |                  |
Financing                 |                  |
                          |                  |
Cash received on          |                  |
acquisition of net assets |                  |
of Octopus Third AIM VCT  |                  |
plc                       |                 -|               -             4,825
                          |                  |
Stamp duty on shares      |                  |
issued to acquire net     |                  |
assets of Octopus Third   |                  |
AIM VCT plc               |                 -|               -              (57)
                          |                  |
Proceeds from issue of    |                  |
shares                    |             4,902|               -               633
                          |                  |
Shares to be issued       |                52|               -               154
                          |                  |
Purchase of own shares    |             (827)|            (49)             (416)
                          |                  |
                          |                  |
--------------------------+------------------+----------------------------------
                          |                  |
                          |                  |
Decrease in cash at bank  |              (16)|            (95)              (60)
                          +------------------+


Reconciliation of Operating Profit before Taxation to Cash Flow from Operating
Activities
                             +----------------+
                             |   Six months to|  Six months to       Year to 30
                             |     31 May 2011|    31 May 2010     November 2010
                             |                |
                             |           £'000|          £'000             £'000
                             |                |
Gain/(loss) on ordinary      |                |
activities before tax        |             812|          (538)             1,281
                             |                |
Loss  on  disposal  of  fixed|                |
asset investments            |            (64)|           (69)             (601)
                             |                |
Gain  on disposal  of current|                |
asset investments            |               -|           (10)               (8)
                             |                |
(Gain)/loss on valuation of  |                |
fixed asset investments      |         (1,004)|            463           (1,052)
                             |                |
Decrease in debtors          |             201|            240                38
                             |                |
Increase/(decrease) in       |                |
creditors                    |             704|           (77)              (62)
                             |                |
Net cash inflow/(outflow)    |                |
from operating activities    |             649|              9             (404)
                             +----------------+

Reconciliation of Net Cash Flow to Movement in Net Cash Resources
                       +------------------+
                       | Six months to 31 |Six months to 31  Year to 30 November
                       |          May 2011|         May 2010                2010
                       |                  |
                       |             £'000|            £'000               £'000
                       |                  |
Decrease in cash at    |                  |
bank                   |              (16)|             (95)                (60)
                       |                  |
Increase in cash       |                  |
equivalents            |             2,737|              821               4,749
                       |                  |
Opening net cash       |                  |
resources              |             6,713|            2,024               2,024
                       |                  |
Net cash resources at  |                  |
end of period          |             9,434|            2,750               6,713
                       +------------------+

Notes to the Half-Yearly Report

1.         Basis of preparation
The unaudited half-yearly results which cover the six months to 31 May 2011 have
been prepared in accordance with the Accounting Standard Board's (ASB) statement
on half-yearly financial reports (July 2007) and adopting the accounting
policies set out in the statutory accounts of the Company for the year ended 30
November 2010, which were prepared under UK GAAP and in accordance with the
Statement of Recommended Practice for Investment Companies issued by the
Association of Investment Companies in January 2009.

2.         Publication of non-statutory accounts
The unaudited half-yearly results for the six months ended 31 May 2011 do not
constitute statutory accounts within the meaning of Section 240 of the Companies
Act 1985. The comparative figures for the year ended 30 November 2010 have been
extracted from the audited financial statements for that year, which have been
delivered to the Registrar of Companies. The independent auditor's report on
those financial statements under Section 235 of the Companies Act 1985 was
unqualified. This half-yearly report has not been reviewed by the Company's
auditor.

3.         Earnings per share
The earnings per share at 31 May 2011 are calculated on the basis of 38,656,954
(31 May 2010: 15,382,920 and 30 November 2010: 21,644,414) shares, being the
weighted average number of Ordinary shares in issue during the period.

There are no potentially dilutive capital instruments in issue and, therefore,
no diluted returns per share figures are relevant.

4.         Net asset value per share
The net asset value per share is based on net assets as at 31 May 2011 divided
by 42,305,705 (31 May 2010: 15,426,098 and 30 November 2010: 36,470,759)
Ordinary shares in issue at that date.

5.         Dividends
The Directors have declared a dividend of 1.6 pence per Ordinary share, payable
from capital reserves. This dividend is subject to HM Revenue & Customs
approval. The record date and payment date of this dividend will be announced on
the London Stock Exchange RNS service in due course.

A final dividend for the year ended 30 November 2011 of 1.65 pence per Ordinary
share was paid from capital reserves on 10 June 2011 to shareholders who were on
the register on 13 May 2011.

6.         Buybacks/shares issued
During the six months ended 31 May 2011 the Company repurchased the following
shares:

 Date               No. of shares   Price (p)
----------------------------------------------
 3 December 2010          150,641       60.50

 23 December 2010         108,653       61.72

 28 January 2011          269,507       64.50

 4 February 2011           71,799       64.50

 16 February 2011         147,142       65.50

 4 March 2011             154,036       64.75

 24 March 2011             71,789       62.25

 21 April 2011            103,863       62.25

 5 May 2011                11,605       62.50

 6 May 2011               214,307       62.50


The weighted average price of all buybacks during the period was 63.30 pence per
share.

During the six months ended 31 May 2011 the Company issued the following shares:

 Date               No. of shares   Price (p)
----------------------------------------------
 9 December 2010          631,316       72.30

 7 January 2011           406,135       74.39

 11 February 2011         604,920       76.19

 22 March 2011          1,346,742       73.33

 30 March 2011            847,029       73.97

 5 April 2011           3,071,375       72.70

 19 April 2011            229,613       74.44

 6 May 2011               155,954       73.65


The weighted allotment price of all shares issued during the period was 73.39
pence per share.

8.         Principal risks and uncertainties
The Company's assets consist of equity, cash and liquid resources. Its principal
risks are therefore market risk, credit risk and liquidity risk. Other risks
faced by the Company include economic, loss of approval as a VCT, investment and
strategic, regulatory, reputational, operational and financial risks. These
risks, and the way in which they are managed, are described in more detail in
the Company's Annual Report and Accounts for the year ended 30 November 2010.
The Company's principal risks and uncertainties have not changed materially
since the date of that report.

9.         Related party transactions
Octopus acts as the investment manager of the Company. Under the management
agreement, Octopus receives a fee of 2.0 per cent per annum of the net assets of
the Company for the investment management services. During the period, the
Company incurred management fees of £237,000 (31 May 2010: £107,000 and 30
November 2010: £284,000).

10.        Copies of this statement are being sent to all shareholders. Copies
are also available from the registered office of the Company at 20 Old Bailey,
London, EC4M 7AN, and will also be available to view on the Investment Manager's
website at www.octopusinvestments.com.








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Source: Octopus Second AIM VCT plc via Thomson Reuters ONE

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