Director Shareholding

Oxford Instruments PLC
19 December 2001


The Manager
Company Announcement Office
Primary Markets Division
The International Stock Exchange
POBox 119
London EC2N 1HP

19 December 2001

Dear Sir,

Directors' Non Beneficial Share Dealing as a Trustee


Notification was received today of the sale of 83,750 shares from Nigel Keen
and Martin Lamaison, Directors of Oxford Instruments plc, was received today.

These dealings are in respect of the non-beneficial share holdings held by the
Directors in their capacity of Directors of Oxford Instruments Pension Trustee
Limited, Trustee of the Oxford Instruments Pension Scheme.

Transaction Details

Class of Security               Ordinary Shares of £0.05p each
Consideration                   £2.05
Shares Sold                     83,750
Date of Sale                    14th December 2001

Yours faithfully,

Della Gorham (Mrs)
Assistant Company Secretary