Director Shareholding

Oxford Instruments PLC
28 September 2001



                       DEALINGS BY DIRECTORS


1)  NAME OF COMPANY

OXFORD INSTRUMENTS PLC

2)  NAME OF DIRECTOR

ANDREW MACKINTOSH

3)  Please state whether notification indicates that it is in respect of
    holding of the shareholder named in 2 above or in respect of a
    non-beneficial interest or in the case of an individual holder
    if it is a holding of that person's spouse or children under the
    age of 18 or in respect of an non-beneficial interest

DIRECTOR NAMED IN 2 ABOVE

4)  Name of the registered holder(s) and, if more than one holder, the
    number of shares held by each of them. (If notified)

DIRECTOR NAMED IN 2 ABOVE

5)  Please state whether notification relates to a person(s) connected
    with the Director named in 2 above and identify the connected person(s)

DIRECTOR NAMED IN 2 ABOVE

6)  Please state the nature of the transaction. For PEP transactions
    please indicate whether general/single co PEP and if discretionary/non
    discretionary

OPTION GRANTED UNDER 2001 EXECUTIVE SHARE OPTION SCHEME

7)  Number of shares/amount of
    stock acquired



8)   (N/A %)
    of issued Class



9)  Number of shares/amount
    of stock disposed



10)  ( N/A %)
    of issued Class



11) Class of security

ORDINARY SHARES OF £0.05 EACH

12) Price per share

FOR OPTION PRICE SEE BELOW

13) Date of transaction

28 SEPTEMBER 2001

14) Date company informed

SEE 22 BELOW

15) Total holding following this notification



16) Total percentage holding of issued class following this notification



     IF A DIRECTOR HAS BEEN GRANTED OPTIONS BY THE COMPANY PLEASE
                    COMPLETE THE FOLLOWING BOXES

17) Date of grant   28 SEPTEMBER 2001



18) Period during which or date on which exercisable

28 SEPTEMBER 2004 - 27 SEPTEMBER 2011

19) Total amount paid (if any) for grant of the option

NIL

20) Description of shares or debentures involved: class, number.

ORDINARY SHARES OF £0.05 EACH,      378,500 SHARES

21) Exercise price (if fixed at time of grant) or indication that price
    is to be fixed at time of exercise

158.5 PENCE

22) Total number of shares or debentures over which options held
    following this notification

653,154 SHARES

23) Any additional information



24) Name of contact and telephone number for queries

MARTIN LAMAISON     01865 884665

25) Name and signature of authorised company official responsible for
    making this notification    MARTIN LAMAISON

    Date of Notification       28 SEPTEMBER 2001                         


                       DEALINGS BY DIRECTORS


1)  NAME OF COMPANY

OXFORD INSTRUMENTS PLC

2)  NAME OF DIRECTOR

MARTIN LAMAISON

3)  Please state whether notification indicates that it is in respect of
    holding of the shareholder named in 2 above or in respect of a
    non-beneficial interest or in the case of an individual holder
    if it is a holding of that person's spouse or children under the
    age of 18 or in respect of an non-beneficial interest

DIRECTOR NAMED IN 2 ABOVE

4)  Name of the registered holder(s) and, if more than one holder, the
    number of shares held by each of them. (If notified)

DIRECTOR NAMED IN 2 ABOVE

5)  Please state whether notification relates to a person(s) connected
    with the Director named in 2 above and identify the connected person(s)

DIRECTOR NAMED IN 2 ABOVE

6)  Please state the nature of the transaction. For PEP transactions
    please indicate whether general/single co PEP and if discretionary/non
    discretionary



7)  Number of shares/amount of
    stock acquired



8)   (N/A %)
    of issued Class



9)  Number of shares/amount
    of stock disposed



10)  ( N/A %)
    of issued Class



11) Class of security

ORDINARY SHARES OF £0.05 EACH

12) Price per share

FOR OPTION PRICE SEE BELOW

13) Date of transaction

28 SEPTEMBER 2001

14) Date company informed

SEE 22 BELOW

15) Total holding following this notification



16) Total percentage holding of issued class following this notification



     IF A DIRECTOR HAS BEEN GRANTED OPTIONS BY THE COMPANY PLEASE
                    COMPLETE THE FOLLOWING BOXES

17) Date of grant   28 SEPTEMBER 2001



18) Period during which or date on which exercisable

28 SEPTEMBER 2004 - 27 SEPTEMBER 2011

19) Total amount paid (if any) for grant of the option

NIL

20) Description of shares or debentures involved: class, number.

ORDINARY SHARES OF £0.05 EACH,      291,000 SHARES

21) Exercise price (if fixed at time of grant) or indication that price
    is to be fixed at time of exercise

158.5 PENCE

22) Total number of shares or debentures over which options held
    following this notification

470,411 SHARES

23) Any additional information



24) Name of contact and telephone number for queries

MARTIN LAMAISON     01865 884665

25) Name and signature of authorised company official responsible for
    making this notification    MARTIN LAMAISON
                               
    Date of Notification       28 SEPTEMBER 2001