Change of Investment Manager and Policy

PICCADILLY GROWTH TRUST PLC (the 'Company')                  

                    CHANGE OF INVESTMENT MANAGER AND POLICY                    

Under the Articles of the Company, the Board is due to propose a wind-up
resolution at the forthcoming Annual General Meeting ('AGM') of the Company
scheduled to take place in August 2003. The Board has conducted a review of the
Company's future in advance of the vote and, following this review, the Board
is pleased to announce a change of investment policy and the appointment of
Artemis Investment Management Limited ('Artemis') as the new investment manager
of the Company. The Artemis team has an excellent track record in managing UK
and European funds. The announcement of these changes follows consultation with
the major institutional shareholders of the Company.

The Company will change its investment objective and policy to the following:

Investment Objective

The Company's investment objective will be to achieve above average rates of
total return over the longer term and to achieve a growing dividend stream.

Investment Policy

The Company's investment portfolio will comprise mainly UK and selected
international equities, although with the potential for investment in hedge
funds, cash and bonds, unquoted investments, derivative instruments and other
investments and securities as appropriate.

It is intended that the Company will, from time to time, and when deemed
appropriate, gear up its shareholders' funds up to a maximum level of 25%. By
contrast, the portfolio may from time to time have substantial holdings of cash
and/or cash equivalents and/or bonds.

The Board is of the view that the investment policy could result in volatile
performance (especially when measured against a broad market index such as the
FTSE All-Share Index) but considers that shareholders should view this in the
context of the Company's potential for above average long term returns.

It is expected as a result of the changes that the Company will be included in
the UK Growth sector rather than its existing European peer group.

Basic Management Terms and Management Incentivisation

Artemis will receive a basic fund management fee of 0.75% per annum of market
capitalisation, with effect from the date of the AGM. The investment management
agreement will be terminable by either party giving 12 months' notice.

Artemis will be incentivised following the AGM, either through the receipt of
management warrants or, if the management warrants are not approved by
shareholders at the AGM, a specific performance fee, as outlined below:

Warrant Terms

Subject to shareholder approval, Artemis will purchase at fair value from the
Company warrants entitling it to subscribe for ordinary shares in the Company
representing 20% of the issued ordinary share capital of the Company. Fair
value will be determined when the warrant terms are approved at the AGM and
payment of fair value will result in a small uplift in net asset value per
share for ordinary shareholders. The warrants will entitle Artemis to subscribe
for ordinary shares at the net asset value of the shares prevailing at the date
of the AGM.

Performance Fee

Artemis will be entitled to a performance fee, on an annual basis, calculated
as to 20% of the out-performance (share price capital return) against the FTSE
All-Share Index (capital return) plus 2%, with the performance fee capped at
0.75% of average monthly market capitalisation.

Transition Arrangements

Artemis has agreed to waive all management fees payable to it until the
forthcoming AGM, subject to a contribution by the Company of up to £15,000
towards its legal costs.

Cogent Investment Operations Limited is to be appointed as administrator to the
Company as soon as is reasonably practical and as company secretary following
the AGM.

At the AGM the Company will put forward various shareholder resolutions
reflecting the change of direction of the Company including a continuation
vote, change of name, potential change of board membership, approval of warrant
terms and share buy-back and allotment authorities as appropriate to the
Company in its revised form.

The direct costs of change are estimated to be less than 1 per cent. of total
assets and considerably lower than the direct costs that would have been
involved for the Company in presenting liquidation/unitisation proposals.

As at close of business on 21 May, the nearest practical date before this
announcement, the Company had a net asset value of 70.22p per share and a
middle market share price of 56.00p. The Company is due to announce its
preliminary results for the year ended 30 April 2003 and expects to announce a
maintained final dividend of 1p per share. Total dividends for the year are
therefore expected to be 2p per share (2002: 2p per share).

Appointment of Broker

Bridgewell Securities Limited has been appointed as broker to the Company with
immediate effect.

Enquiries

Peter Metcalfe       Piccadilly Growth Trust PLC                 01626 203262
                                                                             
Ben Money-Coutts     Bridgewell Securities Limited              020 7003 3000
                                                                             
Michael Cuthbert     Bridgewell Securities Limited              020 7003 3000