Director Shareholding

SCHEDULE 11

          NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS

1)  Name of company
     Value and Income Trust plc


2)  Name of director
     Matthew A Oakeshott


3)  Please state whether notification indicates that it is in respect of
    holding of the shareholder named in 2 above or in respect of a non-
beneficial interest or in the case of an individual holder if it is a holding of
that person's spouse or children under the age of 18 or in respect of a non-
beneficial interest
     Shares purchased by the director named in 2) above and his spouse


4)  Name of the registered holder(s) and, if more than one holder, the
    number of shares held by each of them (if notified)
     Not disclosed


5)  Please state whether notification relates to a person(s) connected
    with the Director named in 2 above and identify the connected person(s)
     See 3 above


6)  Please state the nature of the transaction. For PEP transactions
    please indicate whether general/single co PEP and if discretionary/non
    discretionary
     (i) Purchase of 320,000 shares (transferred from children)


7)  Number of shares/amount of
    stock acquired
     320,000


8)  Percentage of issued class
     0.7%


9)  Number of shares/amount
    of stock disposed
     N/A


10) Percentage of issued class
     N/A


11) Class of security
     Ordinary 10p shares


12) Price per share
     148p


13) Date of transaction
     20 May 2004


14) Date company informed
     20 May 2004


15) Total holding following this notification
     2,500,414


16) Total percentage holding of issued class following this notification
     5.5%


If a director has been granted options by the company please complete the
following boxes

17) Date of grant
     N/A


18) Period during which or date on which exercisable
     N/A


19) Total amount paid (if any) for grant of the option
     N/A


20) Description of shares or debentures involved: class, number
     N/A


21) Exercise price (if fixed at time of grant) or indication that price
    is to be fixed at time of exercise
     N/A


22) Total number of shares or debentures over which options held
    following this notification
     N/A


23) Any additional information



24) Name of contact and telephone number for queries
     Amanda Fraser 0131 313 6472


25) Name and signature of authorised company official responsible for
    making this notification
     Amanda Fraser

    Date of Notification. 21 May 2004