Half-yearly report

The AIM Distribution Trust plc
Half-Yearly Report for the six months ended 30 September 2009

PERFORMANCE SUMMARY

                                      30      31      30
                                    Sept     Mar    Sept
                                    2009    2009    2008
                                   Pence   Pence   Pence

Net asset value per share           39.5    33.6    42.5
Cumulative distributions per share  55.8    55.8    55.8
Total return per share              95.3    89.4    98.3


CHAIRMAN'S STATEMENT
Introduction
The six-months ended 30 September 2009 has seen fairly steady general
increases in  share prices,  including  AIM-quoted stocks.  This  has
helped your Company to achieve a reasonable increase in its Net Asset
Value per share ("NAV") over the period.  However, the increases seen
recently are small compared to  the level of falls which  accumulated
in the AIM market since autumn 2007.

Net Asset Value
As at  30  September 2009,  the  Company's  NAV stood  at  39.5p,  an
increase of 5.9p, equivalent to 17.6%, since 31 March 2009.

VCT Investment Portfolio
There was a limited amount of investment activity during the  period.
The Company invested £92,000 in two new investments and one follow-on
investment of  £20,000  was also  made.   £50,000 was  invested  into
Financial News Publishing  Limited, a financial  publisher which  has
arisen from Sanastro Limited, a previous investment which  eventually
failed.  An investment  of £42,000 was  also made in  Tristel plc,  a
manufacturer of infection control products.  The follow-on investment
was made in Hoole Hall Spa and Leisure Limited.

There were a small number  of realisations in the period,  generating
proceeds of £151,000 and realised losses of £14,000.

The existing quoted portfolio showed a increase in value over the six
months of  £531,000.  The  most notable  risers were  Connaught  plc,
Printing.com plc and Spice plc.

As usual,  the Board  also  reviewed the  valuation of  the  unquoted
investments the period  end and  made a  small number  of changes  to
previous  carrying  values.   The   net  movement  on  the   unquoted
valuations was an  increase of £161,000,  such that total  unrealised
gains across the VCT portfolio for the six-months were £692,000.

Summary details  of the  portfolio together  with the  additions  and
disposals in the period are shown below.

Other investments
The Company holds a small portfolio of non-VCT-qualifying investments
comprising two  hedge  funds  and a  holding  of  permanent  interest
bearing shares (PIBS).  At the  period end, the portfolio was  valued
at £726,000 with unrealised gains over the period of £123,000.

Results
The return on ordinary activities  after taxation for the period  was
£774,000 comprising a revenue loss of £1,000 and a capital return  of
£775,000.

Dividend
Shareholders will be aware of the fact that the Company had  intended
to pay a  dividend of 2p  per share  on 27 March  2009.  However  the
Board had to  cancel the dividend  as the fall  in the Company's  NAV
would have resulted in the Company having insufficient  distributable
reserves.

I am pleased to report that the increase in NAV experienced over  the
last  6  months  has,  to  some  extent,  corrected  this  position.
Accordingly, the Company  is declaring an  interim dividend of  1.75p
per share  to be  paid on  23 December 2009  to Shareholders  on  the
register at 11 December 2009.

Shares buybacks
The Company has currently suspended its share buyback policy while it
reviews its future plans.

Future
The Board has spent some considerable time reviewing options for  the
future of the  Company and  believes that  it has  identified a  path
which best satisfies the needs of a wide range of Shareholders.

The Company has today  announced it has,  in principle, agreed  terms
for a merger with two other VCTs  (Pennine AIM VCT 6 plc and  Pennine
AIM VCT 5 plc).  If the merger proceeds it will be effected by way of
a scheme of reconstruction (which would  be outside the City Code  on
Takeovers and Mergers) and will be subject to Shareholder  approval.
Full details  will be  sent to  Shareholders as  soon as  any  formal
proposals are available.

Risk and Uncertainties
Under  the  Disclosure  and  Transparency  Directive,  the  Board  is
required, in the Company's half year results, to report on  principal
risks and uncertainties facing the Company over the remainder of  the
financial year.

The Board has concluded that the key risks are:
(i) investment risk associated with investing in small businesses;
(ii) investment risk arising from market volatility; and
(iii) failure to maintain approval as a VCT.

In the case of (i) and (ii) the Board is satisfied with the Company's
approach to  these risks.   As an  AIM-focused VCT,  the Company,  by
definition,  has  significant  exposure   to  the  relatively   small
businesses  quoted  on   AIM.   However,   by  seeking   to  hold   a
well-diversified  portfolio  of  businesses  with  strong  management
teams,  the  impact  of  falling  markets  and  challenging  economic
conditions  should  be  mitigated  as  much  as  possible  given  the
Company's status as a VCT and its investment policy.

The Company's  compliance with  the  VCT regulations  is  continually
monitored by the Administrator, who regularly reports to the Board on
the    current     position.      The    Company     also     retains
PricewaterhouseCoopers to provide regular reviews and advice in  this
area.  The Board considers that this  approach reduces the risk of  a
breach of the VCT regulations to a minimal level.

Outlook
The improved market  conditions have been  a welcome relief,  however
the Company's NAV, much like the  FTSE AIM All-Share Index, is  still
well below its levels  of two years ago.   The Company remains at  an
uneconomic size for a VCT and accordingly the Board believes that the
merger  discussions  mentioned  above  may  lead  to  a  satisfactory
solution.

Since  the  period  end,  one  of  the  Company's  investments,  Aero
Inventory plc, announced that it had identified some stock  valuation
issues whilst preparing to move from  AIM to the Official List.  Very
shortly afterwards, the Company was forced to appoint  administrators
after  losing  the   support  of   its  bankers.   This   is  a   big
disappointment and illustrates how vulnerable even relatively  strong
companies can be in  the current climate.   A full provision  against
this investment will be equivalent to a fall in NAV of  approximately
1p per share.

Although the general economic  outlook is brighter  than it has  been
for some time,  there are still  concerns that there  may be  further
difficulties ahead.  A merger, such as the one being discussed, would
not necessarily  provide Shareholders  with protection  from  further
falls in stock prices should they arise, however, as part of a larger
entity, the Board believes the Company would be better positioned  to
endure difficult conditions.  For this reason  among several  others,
the Board hopes to be able to put formal proposals to Shareholders in
the very near future.

Sir Aubrey Brocklebank
Chairman

INCOME STATEMENT
for the six months ended 30 September 2009

                                                Six months ended
                                                30 September 2009

                                            Revenue   Capital   Total
                                              £'000     £'000   £'000

Income                                           87         -      87

Gains/(losses) on investments                     -       801     801

                                                 87       801     888

Investment management fees                      (8)      (26)    (34)
Other expenses                                 (80)         -    (80)

Return/(loss) on ordinary activities before     (1)       775     774
taxation

Taxation                                          -         -       -

Return/(loss)   attributable   to    equity     (1)       775     774
shareholders

Return per share                                  -      5.9p    5.9p




                                 Six months ended          Year ended
                                 30 September 2008      31 March 2009

                            Revenue   Capital     Total     Total
                              £'000     £'000     £'000         £'000

Income                           85         -        85           146

Gains/(losses)           on       -     (996)     (996)       (2,121)
investments

                                 85     (996)     (911)       (1,975)

Investment management fees     (13)      (39)      (52)          (90)
Other expenses                 (80)         -      (80)         (155)

Return/(loss)  on  ordinary     (8)   (1,035)   (1,043)       (2,220)
activities before taxation

Taxation                          -         -         -             -

Return/(loss)  attributable     (8)   (1,035)   (1,043)       (2,220)
to equity shareholders

Return per share             (0.1p)    (7.7p)    (7.8p)       (16.7p)



All Revenue  and Capital  items in  the above  statement derive  from
continuing operations. The total  column within the Income  Statement
represents the profit and loss account of the Company.

A Statement of Total Recognised Gains and Losses has not been
prepared as all gains and losses are recognised in the Income
Statement as noted above.

UNAUDITED SUMMARISED BALANCE SHEET
as at 30 September 2009

                            30 Sept 2009   30 Sept 2008   31 Mar 2009
                                   £'000          £'000         £'000
Fixed assets
Investments                        4,369          5,264         3,978

Current assets
Debtors                               53            196            53
Cash at bank and in hand             812            183           435
                                     865            379           488
Creditors: amounts  falling  due    (47)           (53)          (53)
within one year

Net current assets                   818            326           435

Net assets                         5,187          5,590         4,413

Capital and reserves
Called up share capital            3,285          3,285         3,285
Capital redemption reserve         1,126          1,126         1,126
Share premium                        348            348           348
Investment holding losses        (4,671)        (5,052)       (5,825)
Capital reserve - realised         5,075          5,835         5,454
Revenue reserve                       24             48            25

Equity shareholders' funds         5,187          5,590         4,413

Basic  and  diluted  net   asset   39.5p          42.5p         33.6p
value per share



RECONCILIATION OF MOVEMENTS IN SHAREHOLDERS' FUNDS

                            30 Sept 2009   30 Sept 2008   31 Mar 2009
                                   £'000          £'000         £'000

Opening shareholders' funds        4,413          6,832         6,832
Purchase of own shares                 -          (199)         (199)
Total  recognised   gains/(losses)   774        (1,043)       (2,220)
for the period

Closing shareholders' funds        5,187          5,590         4,413


UNAUDITED CASH FLOW STATEMENT
for the six months ended 30 September 2009

                                              Six       Six
                                           months    months      Year
                                            ended     ended     ended
                                          30 Sept   30 Sept    31 Mar
                                             2009      2008      2009
                             Note           £'000     £'000     £'000
Cash outflow from operating activities
and returns on investments              1    (33)      (79)     (129)

Capital expenditure
Purchase of investments                       523     (201)     (201)
Sale of investments                         (113)       703     1,005
Net cash inflow from capital                  410       502       804
expenditure

Equity distributions paid                       -         -         -

Net cash inflow before financing              377       423       675

Financing
Purchase of own shares                          -     (199)     (199)
Net cash outflow from financing                 -     (199)     (199)

Increase in cash                        2     377       224       476

Notes to the cash flow statement:

1    Cash outflow from operating
activities and returns on investments
Return/(loss)  on  ordinary  activities
before taxation                               774   (1,043)   (2,220)
(Gains)/losses on investments               (801)       996     2,121
Decrease/(increase) in other debtors            1      (17)      (16)
Decrease in other creditors                   (7)      (15)      (14)
Net   cash    outflow   from    operating    (33)      (79)     (129)
activities

2  Analysis of net funds
Beginning of period                           435      (41)      (41)
Net cash inflow                               377       224       476
End of period                                 812       183       435


SUMMARY OF INVESTMENT PORTFOLIO
as at 30 September 2009

                                               Unrealised
                                               gain/(loss)       % of
                               Cost  Valuation  in period   portfolio
                               £'000    £'000      £'000     by value
Top ten largest VCT investments (by
value)
ANS Group plc **                 201       511          52       9.7%
Connaught plc ***                 30       485         123       9.4%
Doubletake Portraits Limited *   250       358         108       6.9%
Cadbury House Limited *          319       319           -       6.2%
Spice plc                        256       296          95       5.7%
Printing.com plc                 178       240          85       4.6%
Atlantic Global plc              310       198        (50)       3.8%
Aero Inventory plc               115       137          67       2.6%
Hoole Hall Spa and Leisure       120       120           -       2.3%
Limited *
Supporta plc                     250       105           7       2.0%

                               2,029     2,769         487      53.2%

Other VCT investments          6,050       874         205      17.1%

Listed fixed income securities   558       287          42       5.5%
Other investments                403       439          81       8.5%

                               9,040     4,369         815      84.3%

Cash at bank and in hand                   812                  15.7%

Total investments                        5,181                 100.0%


All VCT investments are quoted on AIM unless otherwise stated.

* Unquoted
** Quoted on the PLUS Market
*** Listed on the Main Market of the London Stock Exchange

SUMMARY OF INVESTMENT MOVEMENTS
for the six months ended 30 September 2009

Additions

                                   £'000
VCT investments
Financial News Publishing Limited     50
Hoole Hall Spa and Leisure Limited    20
Tristel plc                           42
Sundry investments                     1
                                     113


Disposals

                                  Market               Gain/ Realised
                                value at           (loss) in    gain/
                                 1 March  Disposal    Period   (loss)
                          Cost      2009  proceeds   vs cost
                         £'000     £'000     £'000     £'000    £'000
Disposals in the market
ANS Group plc               51       114       127        76       13
Ludorum plc                  2         2         2         -        -
The Medical House plc       52        13        22      (30)        9

Liquidations and
dissolutions
Dipford Group plc          136         -         -     (136)        -
Sanastro Limited           200        36         -     (200)     (36)

Other investments
Barclays Bank GAM
Tracker                    435       372       372      (63)        -


                           876       537       523     (353)     (14)


NOTES TO THE UNAUDITED FINANCIAL STATEMENTS
1. The unaudited half yearly  financial results cover the six  months
to 30 September 2009  and have been prepared  in accordance with  the
accounting policies set out  in the statutory  accounts for the  year
ended 31 March 2009 which  were prepared under UK Generally  Accepted
Accounting  Practice  and  in   accordance  with  the  Statement   of
Recommended  Practice  "Financial  Statements  of  Investment   Trust
Companies and Venture Capital Trusts" January 2009.

2. All revenue and capital items in the Income Statement derive  from
continuing operations.

3. The Company has only one class of business and derives its  income
from investments made in shares, securities and bank deposits.

4. The comparative figures were in respect of the year ended 31 March
2009 and the six months ended 30 September 2008 respectively.

5. Return per share for the period has been calculated on  13,140,436
shares, being the weighted average  number of shares in issue  during
the period.

6. Net Asset Value  per share for the  period has been calculated  on
13,140,436 shares, being the number of shares in issue at the  period
end.

7. No dividends were paid or declared in the period under review.

8. Reserves

                Capital                 Unrealised    Capital
             Redemption   Share Special    holding    reserve Revenue
                reserve premium reserve     losses - realised reserve
                  £'000   £'000   £'000      £'000      £'000   £'000

At 1 April 2009   1,126     348       -    (5,825)      5,454      25
Expenses              -       -       -          -       (26)       -
capitalised
Gains on              -       -       -        815       (14)       -
investments
Transfer between      -       -       -        339      (339)       -
reserves
Retained net revenue  -       -       -          -          -     (1)
loss
At 30 September   1,126     348       -    (4,671)      5,075      24
2009


The special  reserve  is  available  to the  Company  to  enable  the
purchase of  its  own shares  in  the market  without  affecting  its
ability to pay dividends/capital distributions.

Distributable reserves comprise the special reserve, capital  reserve
-  realised,  revenue  reserve  and  investment  holding  losses   of
£4,779,000.  At  the  period  end there  were  £320,000  of  reserves
available for distribution.

9.  The  unaudited  financial  statements  set  out  herein  do   not
constitute statutory accounts  within the meaning  of Section 434  of
the Companies Act 2006 and have  not been delivered to the  Registrar
of Companies.  The figures for the year ended 31 March 2009 have been
extracted from the  financial statements  for that  year, which  have
been delivered to the Registrar of Companies; the auditors' report on
those financial statements was unqualified.

10. The Directors confirm that, to  the best of their knowledge,  the
half yearly financial report has been prepared in accordance with the
"Statement:  Half  Yearly  Financial   Reports"  issued  by  the   UK
Accounting Standards  Board  and  the half  yearly  financial  report
includes a fair review of the information required by:

(a) DTR 4.2.7R  of the  Disclosure and Transparency  Rules, being  an
indication of important  events that have  occurred during the  first
six months of the  financial year and their  impact on the  condensed
set of financial statements, and a description of the principal risks
and uncertainties for the remaining six months of the year; and

(b) DTR  4.2.8R  of  the Disclosure  and  Transparency  Rules,  being
related party transactions that have taken place during the first six
months of  the  current  financial  year  and  that  have  materially
affected the financial position or  performance of the entity  during
that period,  and  any  changes in  the  related  party  transactions
described in the last annual report that could do so.

11. Copies of  the unaudited  half yearly financial  results will  be
sent to Shareholders shortly. Further copies can be obtained from the
Company's Registered Office and will  be available for download  from
www.downing.co.uk.

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