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JP Morgan Inc & Cap (JPI)

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Friday 22 February, 2008

JP Morgan Inc & Cap

EGM Statement

JPMorgan Income & Capital IT PLC
22 February 2008

                          STOCK EXCHANGE ANNOUNCEMENT


                         GENERAL MEETING STATEMENT AND

Unless otherwise stated, terms in this announcement have the same meaning as
shown in the Circular dated 11 January 2008.

JPMorgan Income & Capital Investment Trust plc ('the Company') announces that
the special resolutions put to shareholders at the Extraordinary General Meeting
held on 20 February 2008 were duly passed, thereby approving the
reclassification of the Ordinary Shares and ZDP Shares according to the
Elections, approving amendments to the Company's Articles of Association for the
purpose of implementing the Scheme, authorising the implementation of the Scheme
and authorising the Liquidators, when appointed, to implement the Scheme.

The Company also announces the results of Elections made by Shareholders,
including Plan Participants who hold Ordinary Shares, Zero Dividend Preference
Shares ('ZDP Shares') and Units in the Company via Plans managed by JPMorgan
Asset Management (UK) Limited.

Under the Scheme of Reconstruction proposed by the Company on 11 January 2008,
Shareholders were required to elect by 18 February 2008 to either receive a cash
amount being the Terminal Asset Value of the Ordinary Shares at the calculation
date, a cash amount being the Capital Entitlement of the ZDP Shares, or to
receive Securities in a new Company, JPMorgan Income & Capital Trust plc ('
JPMICT').  Shareholders who did not complete and return a Form of Election by 18
February 2008 were deemed to have elected for the equivalent JPMICT Securities.

As at 5pm on 18 February 2008, the issued and fully paid up share capital of the
Company was:

70,668,900 Ordinary Shares
65,085,982 ZDP Shares

Of these shares, 13,366,647 ZDPs and 26,733,294 Ordinary Shares were in the form
of Units.

Valid Elections to receive cash were received in respect of:

Ordinary Shares (not in the form of Units)    16,852,704
ZDP Shares (not in the form of Units)         26,941,212
Units                                         2,184,824

Elections or deemed Elections for JPMICT Securities were received in respect of:

Ordinary Shares (not in the form of Units)    27,082,902
ZDP Shares (not in the form of Units)         24,778,123
Units                                         11,813,823

On the basis of these Elections and the illustrative Terminal Asset Values
calculated by the Company on 14 February and announced on 15 February, JPMICT
would be expected to have Initial Gross Assets in excess of £105 million.

The Placing of JPMICT Securities remains open until 5.00pm on 27 February.

The Second Extraordinary General Meeting of the Company will take place at
9.30am on 29 February 2008 after which a further announcement will be made
setting out the Terminal Asset Value per Ordinary Share as at the close of
business on 26 February 2008 and the expected capital structure of JPMICT.

For further information, please contact:

JPMorgan Asset Management (UK) Limited

David Barron                                        020 7742 3475
Richard Plaskett                                   020 7742 3422

Winterflood Investment Trusts
Jane Lewis                                           020 3100 0295

                      This information is provided by RNS
            The company news service from the London Stock Exchange