Statement re Possible Merger

QUESTER VCT PLC

QUESTER VCT 2 PLC

QUESTER VCT 3 PLC

(together 'Quester VCTs 1, 2 and 3')

POSSIBLE MERGER

31 January 2005

The boards of Quester VCTs 1, 2 and 3 (the 'Boards') announce that, following
the introduction of VCT tax regulations in September 2004 permitting VCT
mergers, they are in discussions regarding the possible merger of Quester VCTs
1, 2 and 3.

The Boards believe that a merger would achieve a number of benefits including
cost savings, enhanced operational efficiency and an increase in the range and
diversity of the investment portfolio and hence an improved spread of risk.

The Net Asset Values of Quester VCTs 1, 2 and 3 at their respective year ends,
subject to any appropriate subsequent adjustments, will be used as the basis
for merger discussions. Publication of the Annual Reports of Quester VCTs 1, 2
and 3 is expected to be in May 2005.

The Boards announce that Andrew Holmes and John Spooner, directors of Quester
VCTs 1, 2 and 3 and also of Quester Capital Management Limited, the Manager to
Quester VCTs 1, 2 and 3, will resign as directors of Quester VCTs 1, 2 and 3
with immediate effect, to assist independent evaluation of the merger proposals
by the Boards.

At this stage, there can be no certainty that a merger of any of Quester VCTs
1, 2 and 3 will be effected nor as to the terms on which any merger might be
effected. A further announcement will be made when appropriate.

For further information please contact:

Tom Scruby, Chairman, Quester VCT PLC, 020 7437 3305

Jock Birney, Chairman, Quester VCT 2 PLC 0870 839 1644

David Quysner, Chairman, Quester VCT 3 PLC 020 7534 1500

John Spooner, Director, Quester Capital Management Limited 020 7222 5472