Offer for Subscription of D Shares

Albion Development VCT PLC

Offer for Subscription for D Shares

Albion Development  VCT PLC  (the "Company")  announces that  it  has
today published a Circular (the "Circular") containing a Notice of  a
General Meeting of  Shareholders in connection  with the approval  of
proposals to raise up  to £25m, before expenses,  by way of an  offer
for subscription of up to 25 million  D shares of 50 pence each  (the
"D Shares") in the Company (the "Offer").

The General Meeting will take place at 12 noon on 28 October 2009  at
1 King's Arm Yard, London EC2R 7AF.

The Directors  believe that  the proceeds  of the  Offer will  enable
further  growth  and  diversification  of  the  Company's  investment
portfolio, as well as creating greater economies of scale due to  the
spreading of fixed overhead costs.

Both the  Directors  and Albion  Ventures  LLP, the  manager  of  the
Company  (the  "Manager"  or  "Albion  Ventures")  consider  that  an
increase in  the capital  base of  the Company  would offer  existing
Shareholders a number of advantages, as follows:

 (i)     the fixed and semi-fixed costs of the Company will relate to
a larger investment portfolio and the economies of scale which result
should benefit  both  the  Company's profitability  and  the  revenue
dividends payable  to  Shareholders  (although  this  should  not  be
regarded as a profit forecast);

(ii)     the increase in size of the Company and the number of Shares
in issue  should lead  to greater  liquidity in  the market  for  its
Shares, both in the short to medium term, and after the conversion of
D Shares into  Ordinary Shares  which will  take place  approximately
five years after the closing of the Offer; and

(iii)    the Company will be able to make more Qualifying Investments
and, following the conversion of  the D Shares into Ordinary  Shares,
existing Shareholders should achieve  exposure to a more  diversified
portfolio than would otherwise have been the case.

The Manager  of  the Company,  Albion  Ventures LLP,  was  formed  in
January 2009 by  the executive  directors of  Close Ventures  Limited
when they bought the  business, which had been  formed in 1996,  from
Close Brothers Group plc. The team, the investment approach of Albion
Ventures, and the investment policy of the Company, remain unchanged.

Albion Ventures  is one  of the  market leaders  in the  area of  VCT
investment, managing seven venture capital trusts with net assets  of
approximately £200 million Albion  Ventures' investment team has  one
of the  longest and  most  successful track  records  in the  UK  VCT
industry. Albion recently won "VCT of the Year" at the 2009  Investor
All Stars Venture  Capital Awards  and have been  nominated for  "VCT
Manager of the Year" at the 2009 British Private Equity Awards.




Details of the Offer

Subject to the approval of Shareholders in General Meeting, the Offer
will be available both to existing Shareholders and to new investors.
D Shares will be issued at 100 pence per Share.

A  copy  of  the  prospectus  in  connection  with  the  Offer   (the
"Prospectus"), together  with application  forms,  has been  sent  to
Shareholders  together  with  the  Circular  and  Notice  of  General
Meeting.

Application will  be made  for the  D Shares  to be  admitted to  the
Official List  and to  trading on  the London  Stock Exchange's  main
market for listed securities following allotment. It is expected that
Admission will become  effective and  that dealings in  the D  Shares
allotted will  commence  on  the  London  Stock  Exchange  within  10
business days of each allotment.

Successful applications for D Shares made on or before 12 noon on  23
December 2009 will  entitle those  subscribers to an  additional 1  D
Share for  every 100  D Shares  subscribed under  the Offer,  thereby
reducing the overall price per D Share to approximately 99 pence  per
share. In  addition,  further  D  Shares will  be  issued  where  the
commission payable to intermediaries who introduce subscribers for  D
Shares is waived  and is used  to 'pay up'  additional D Shares.  For
each £1 of commission waived, subscribers will receive one additional
D Share.

The final Closing Date in respect  of the 2009/2010 tax year will  be
12 noon 5 April 2010,  and the final Closing  Date in respect of  the
2010/2011 tax year will be 12 noon 30 April 2010.

Investment of the Offer proceeds

The funds raised through the issue  of the D Shares will be  invested
in accordance with  the Company's existing  investment policy and  to
comply with the new HMRC rules, which are in place for the tax  years
to 5 April 2010 and 5 April 2011.

This means that investments will be made in companies with less  than
50 full time equivalent employees, and  there is an annual cap of  £2
million  on  investment  in  these  businesses  by  VCTs,  Enterprise
Investment Schemes and Corporate  Venturing Scheme funds that  raised
funds subsequent to  5 April  2007. For  funds raised  after 5  April
2010, at least 70 per cent.  by value of Qualifying Investments  must
be in 'equity'. Legislation defining 'equity' is due to be introduced
in the Finance Bill 2010.

The Manager estimates that  of the investments it  has made over  the
past three years which qualified under  the VCT rules in place  under
the previous  legislation, around  70 per  cent. by  cost would  have
qualified under the new legislation.

The net proceeds of the Offer will  be managed as a separate pool  of
assets for a  period of approximately  5 years. This  period of  time
allows for the building  up of a full  and mature D Share  investment
portfolio. The D Shares will convert to Ordinary Shares on the  basis
of the  net assets  attributable to  each pool  as disclosed  in  the
audited accounts  for the  financial  year which  ends prior  to  the
conversion date. The  date of  conversion will be  at the  Directors'
discretion. This initial  segregation should ensure  that returns  to
the Ordinary Shareholders will be protected from any adverse  effects
which might arise,  for example,  from the Company  holding a  larger
proportion of uninvested cash than  would otherwise be the case.  The
segregation of the assets attributable to the D Shares will also mean
that:

 (i)     all the expenses of the Offer  will be paid out of the  pool
of assets attributable to the D Shares and, therefore, will be  borne
solely by the subscribers for the D Shares;

(ii)     income and capital dividend payments to D Shareholders  will
be made  out of  the  net income  and  net realised  capital  profits
derived from the assets attributable to the D Shares. In  determining
the net income, the D Shares  will bear their pro rata proportion  of
the overheads  pro rata  to their  proportion of  the respective  Net
Assets of each class of Shares in the Company; and

(iii)    after approximately 5 years, the underlying assets  relating
to both the Ordinary Shares and the D Shares can be valued and the  D
Shares converted into Ordinary Shares.

The D Shares issued pursuant to the Offer will rank pari passu in all
respects with the Ordinary  Shares except in  the case of  dividends,
which will be declared from  revenue and realised capital profits  of
the D Shares, in winding up,  where D Share holders will be  entitled
to receive assets  attributable to the  D Shares and  in the case  of
variation of class rights.

The     Prospectus     is     available     to     download      from
www.albion-ventures.co.uk and copies are available at:


Albion Ventures LLP
1, King's Arms Yard
London
EC2R 7AF


                              TIMETABLE


Latest time and date for receipt of forms of    12 noon on 26 October
proxy for the General Meeting                                    2009

General Meeting to approve the Offer            12 noon on 28 October
                                                                 2009

Subscription list for the Offer opens           8 am 29 October  2009

First closing for the Offer                    12 noon on 23 December
                                                                 2009

Final closing for the Offer for the           12 noon on 5 April 2010
2009/2010 tax year (unless closed earlier)

Final closing for the Offer for the          12 noon on 30 April 2010
2010/2011 tax year (unless closed earlier)



Copies of the Circular and Prospectus  have been 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. no. 020 7066 1000


Enquiries:

Patrick Reeve
Managing Partner
Albion Ventures LLP
0207 601 1850

Neil McDonald/Andrew Emmott
Brewin Dolphin Limited
0845 213 4217
Roddi Vaughan-Thomas
Peregrine Communications
020 7822 2303

Capitalised terms  shall  bear the  meanings  given to  them  in  the
Company's Prospectus and Circular, each dated 1 October 2009,  unless
the context otherwise requires.

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