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Fins Growth Inc Tst (FGT)

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Monday 14 March, 2005

Fins Growth Inc Tst

Placing & Notice of EGM

Finsbury Growth & Income Trust PLC
14 March 2005

                                                                   14 MARCH 2005


                        FINSBURY GROWTH & INCOME TRUST PLC

EXTRAORDINARY GENERAL MEETING RELATING TO RECOMMENDED PROPOSALS FOR A PLACING OF
                NEW SHARES AND TO AUTHORISE FURTHER SHARE ISSUES


Introduction


Further to the announcement of 28 February 2005 that the Board of Finsbury
Growth & Income Trust PLC (the 'Company') was considering proposals for a
secondary issue of Ordinary shares in the Company (the 'Shares'), the Company
today announces that it has convened an extraordinary general meeting of the
Company (the 'EGM') to be held on 6 April 2005 at 10.00a.m. at which the Board
will seek Shareholders' approval for a placing of up to 3,845,000 new Shares
(the 'New Shares') (equal to approximately 9.99 per cent. of the number of
Shares currently in issue) and authority to allot further Shares in the future.


The Proposals


The Placing


The Company proposes to seek authority at the EGM to allot New Shares under a
placing (the 'Placing') with an aggregate nominal amount of up to £961,250.  The
Board proposes to use this authority to issue up to 3,845,000 New Shares
(approximately equal to 9.99 per cent. of current issued share capital) under
the Placing on the following terms:



•  The New Shares will be issued at a price which ensures that the net
asset value of the existing Shares is not diluted.  The New Shares will be
issued at a price per New Share equal to 101.5 per cent. of the net asset value
per Share (excluding any income accrued in the current financial year to the
calculation date) prevailing on the calculation date, (which is expected to be
5pm on 4 April 2005);



•  The New Shares will not be entitled to receive the 4.0p dividend
declared in respect of the first half of the Company's financial year to 30
September 2005, but otherwise will rank pari passu in all respects with the
existing Shares.



As at 14 March 2005, commitments under the Placing, which will be satisfied in
full, conditional on Shareholders' approval at the EGM, have been received for
3,845,000 New Shares, equivalent, as at 14 March 2005, to approximately 9.99 per
cent of the issued Shares.



Further Share Issuance



The resolutions to be proposed at the EGM will also authorise the Company
following completion of the Placing, in response to market demand, to allot
further new Shares, or sell any Shares held by it in treasury whether pursuant
to a rights issue or a sale equivalent to a rights issue or otherwise of new
Shares, up to an aggregate nominal value of £1,057,535.75 or, if less, 10 per
cent. of the issued share capital of the Company as enlarged by the Placing
(excluding any Shares held in treasury). No such allotments of new Shares will
be made at prices less than the net asset value per Share (as determined in the
absolute discretion of the Directors).  Shares held in treasury may be resold by
the Company at a lower discount to NAV per Share than the discount at which they
were repurchased by the Company.  In the event that the Board uses this
authority in full, the Board intends to seek Shareholder approval to renew this
authority.



Benefits of the Proposals



The Board believes that the Placing will have the following benefits:



•  the Placing will meet the demand identified from existing Shareholders
for new Shares to be issued without incurring stamp duty for the Shareholders to
whom they are issued;

•  the market capitalisation of the Company will increase and the
liquidity of the Shares is therefore expected to be enhanced; and

•  the increased total size of the Company will enable the fixed operating
expenses to be spread over a larger number of Shares and the total expense ratio
will therefore be reduced.



The Board also believes that any subsequent issues of Shares will provide
similar benefits.



Enquiries:



For further information, please contact:



Alastair Smith

Close Finsbury Asset Management Limited, Investment Manager

Tel: 020 7426 6240



Nathan Brown

Close Brothers Securities, Corporate Stockbroker

Tel: 020 7621 5572



Notes:


Close Brothers Securities, a division of Winterflood Securities Limited which is
authorised and regulated in the United Kingdom by the Financial Services
Authority, is acting for Finsbury Growth & Income Trust PLC in relation to its
proposals and for no other person and will not be responsible to any other
person other than these companies for providing the protections offered to
customers of Close Brothers Securities or for providing advice in relation to
the Company's proposals.


Copies of the circular convening the EGM will be submitted to the UK Listing
Authority and will shortly be available for inspection at the UK Listing
Authority's Document Viewing Facility, which is situated at:


Financial Services Authority

25 The North Colonnade

Canary Wharf

London E14 5HS

Tel: 020 7066 1000


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