Interim Results - Replacement

F&C Smaller Companies PLC
30 December 2002

This replaces the interim results announcement released at 7am on 17 December
2002 under RNS number 1919F.  The dividend payable date should be 3 February
2003 and not 1 February 2003 as previously stated.  All other details remain
unchanged the full amended text appears below.

Contact: Sandy Fleming, F&C Management Ltd, 020 7628 8000/Emma Chilvers, Lansons
Communications, 020 7294 3606

                           F&C SMALLER COMPANIES PLC
                     Unaudited Interim Statement of Results
                    for the half-year ended 31 October 2002


SUMMARY OF RESULTS


                                                                31 Oct             30 April                  %
                                                                  2002                 2002             Change
Attributable to equity shareholders

Net assets                                                     £170.5m              £246.3m              -30.8

Net asset value per share                                      183.77p              265.51p              -30.8

Share price                                                    146.00p              219.00p              -33.3


                                                           6 months to             6 months
                                                                                         to
                                                                31 Oct               31 Oct                  %
                                                                  2002                 2001             Change

Earnings per share                                               1.59p                2.50p              -36.4

Dividends per share                                              1.37p                1.34p               +2.2


F&C SMALLER COMPANIES PLC

Unaudited Interim Statement of Results for the half-year ended 31 October 2002


Chairman's Statement:

In the first half of our current financial year stock markets have continued to
be extremely testing. During the six months to October the official benchmark,
the Extended Hoare Govett Smaller Companies Index, fell 26.7%. The period has
not only been noticeable for the extent of the market decline but also for the
scale of the volatility in stock markets and the performance of the portfolio
relative to the benchmark has consequently varied markedly. As at the end of
October the NAV had fallen 30.8%, having been ahead of the benchmark in the
early part of the financial year. This reverse in fortunes was largely due to a
recovery in markets during October that we failed to match in either the UK or
the USA, the two largest and therefore most important, for performance purposes,
geographic areas.



Markets & Investment Policy

Since stock markets began to slide in early 2000 your Company has managed to
produce moderately strong relative performance by focusing on lower risk sectors
of the economy. However there is always a need to separate the short term and
the long term investment perspectives and this is particularly pertinent in the
current environment. Volatile markets throw up attractive long term buying
opportunities and although the risk of investing into falling markets is short
term decline in value, our longer term perspective will allow us to continue to
take advantage of such opportunities.  As we have said before the opportunity to
borrow for investment is a significant benefit to investment trusts, but your
board has continued to take a cautious view in the absence of any indication
that markets have fallen to levels where investor confidence is restored.
Nevertheless in the depths of July and September we took advantage of
indiscriminate price falls to add to holdings, so currently our gearing has
risen to around 6%.



Throughout the period under review the fall in markets has continued to erode
investor confidence, resulting in wide spread share price declines irrespective
of whether a company has been successful or not in growing profits. Nevertheless
we have enjoyed a number of significant successes and, of course, suffered some
disappointments. The latter have been largely where our confidence in a company
to have found a product or service that could flourish despite weaker markets
and economic slowdown proved misplaced. However a number of stocks, in a wide
range of industrial sectors, have provided strong performance despite prevailing
markets. In the UK, both our investments in the oil exploration sector, Cairn
Energy and SOCO, are enjoying considerable success in discovering new oil, while
a long established holding in the food retailing sector, T&S Stores, has been
bid for by Tesco. Amongst the best performers in the US are two technology
companies, Boston Communications and Symantic, proving that stock specific
issues will always overcome sector trends.



Dividends & Share Buy Backs

For some years my predecessor, Baroness Hogg, has commented on the increasing
difficulty in perpetuating the 32 year record of dividend increases. We continue
to feel strongly that the focus on growing the capital value of the Company must
not be sacrificed in order to obtain income.  Given current stock market
conditions, your board feels that it is appropriate for shareholders to receive
an increase in dividend only in line with inflation. We therefore intend to pay
an interim dividend of 1.37pence, an increase of 2.2% on last year.



At the last AGM in July, shareholders provided authority for up to 14.9% of the
outstanding shares to be bought in for cancellation, if it was felt appropriate
by your board. Since then we have actually seen a further increase in the number
of shareholders in the Company, including a steady growth in the number of
investors utilising the various savings plans operated by F&C Management. The
total number of shareholders now exceeds 13,000 and has grown by around 2.5% in
the past year, which, given the prevailing market circumstances, is pleasing.



Directors

You will be aware that my predecessor Baroness Hogg retired at the AGM in July
and while, at the AGM, I expressed the thanks of the board and shareholders for
all her hard work, it is appropriate to repeat that message in this, my first
Chairman's review.  I would also like to welcome Gerry Grimstone to the board.
Gerry brings a wealth of international experience that is already apparent in
our regular deliberations.



Outlook

Following the market falls and a dilution in market expectations of growth
potential, an increasing number of companies are now on ratings that, in normal
circumstances, would attract buying interest. However, economic indicators
around the world remain contradictory and market volatility shows no signs of
abating, so there are no areas of the world or sectors of the market that
provide unqualified confidence.



Smaller companies will continue to develop. Many will thrive and these are the
companies that we continue to seek out. In recent difficult times we have
benefited from having a broadly based portfolio and this plus our geographic
breadth should stand us in good stead when the markets eventually recover. The
ongoing focus on strong management, sound business models and attractive
valuations provides the basis for solid and sustainable growth for the future.



John Curry
16 December 2002



F&C SMALLER COMPANIES PLC
Unaudited Interim Statement of Results for the half-year ended 31 October 2002

Unaudited Balance Sheet


                                                              at 31 Oct            at 31 Oct       at 30 April
                                                                   2002                 2001              2002
                                                                 £'000s               £'000s            £'000s
Fixed assets
Investments                                                     178,308              227,714           251,411

Current assets
Debtors                                                           1,047                1,560             1,067
Cash at bank and short-term deposits                             18,623               27,203            31,698
                                                                 19,670               28,763            32,765

Current liabilities
Creditors: amounts falling due within one year:
Loans                                                          (15,718)             (20,476)          (19,816)
Other                                                           (1,788)              (2,576)           (8,060)
                                                               (17,506)             (23,052)          (27,876)

Net current assets                                                2,164                5,711             4,889

Total assets less current liabilities                           180,472              233,425           256,300

Creditors: amounts falling due after more than
one year:
Debenture                                                      (10,000)             (10,000)          (10,000)

Net assets                                                      170,472              223,425           246,300

Capital and reserves
Called up share capital                                          23,191               23,429            23,191
Capital redemption reserve                                        2,992                2,754             2,992
Share premium                                                    23,132               23,132            23,132
Capital reserves                                                115,555              167,524           191,590
Revenue reserve                                                   5,602                6,586             5,395
Total shareholders' funds                                       170,472              223,425           246,300

Net asset value per ordinary share - pence                       183.77               238.41            265.51


Geographical distribution of total assets less current liabilities (excluding
loans) at 31 October 2002 was United Kingdom 48%; USA 24%; Japan 9%; Europe 13%;
Far East and others 6%.


                           F&C SMALLER COMPANIES PLC
Unaudited Interim Statement of Results for the half-year ended 31 October 2002

Unaudited Statement of Total Return (incorporating the revenue account*)

                             - 6 months to 31 October -                     - 6 months to 31 October -

                                      - 2002 -                                       - 2001 -
                             Revenue      Capital            Total       Revenue       Capital            Total
                              £'000s       £'000s           £'000s        £'000s        £'000s           £'000s

Losses on investments              -     (75,541)         (75,541)             -      (50,782)         (50,782)
Exchange gains                     1          373              374             7            68               75
Income                         2,431            -            2,431         3,486             -            3,486
Management fee                 (218)        (508)            (726)         (225)         (526)            (751)
Other expenses                 (310)         (22)            (332)         (312)          (17)            (329)

Net return before
finance costs and
taxation                       1,904     (75,698)         (73,794)         2,956      (51,257)         (48,301)
Interest payable and
similar charges                (201)        (469)            (670)         (231)         (539)            (770)
                               
Return on ordinary
activities before
taxation                       1,703     (76,167)         (74,464)         2,725      (51,796)         (49,071)
                               
Taxation on ordinary
activities                     (226)          132             (94)         (381)           303             (78)
                               
Return attributable to
equity shareholders            1,477     (76,035)         (74,558)         2,344      (51,493)         (49,149)
                               
Dividends on ordinary
shares                       (1,270)            -          (1,270)       (1,256)             -          (1,256)
                             
Amount transferred to/
(from) reserves                  207     (76,035)         (75,828)         1,088      (51,493)         (50,405)
                                 
Return per ordinary
share - pence                   1.59      (81.96)          (80.37)          2.50       (54.84)          (52.34)
                                

* The revenue column of this statement is the profit and loss account of the
Company.

All revenue and capital items in the above statement derive from continuing
operations.


                              F&C SMALLER COMPANIES PLC
   Unaudited Interim Statement of Results the half-year ended 31 October 2002


Unaudited Cash Flow Statement
                                                                                  6 months to        6 months to
                                                                                  31 Oct 2002        31 Oct 2001
                                                                                       £'000s             £'000s


Net cash inflow from operating activities                                               1,747              2,289
Cash outflow from the servicing of finance                                              (913)              (808)
Total tax paid                                                                          (110)              (125)
Net cash (outflow)/inflow from financial investment                                   (6,123)              6,365
Equity dividends paid                                                                 (2,485)            (2,487)
Net cash (outflow)/inflow before use of liquid resources
   and financing                                                                      (7,884)              5,234
Decrease/(increase) in short term deposits                                             10,678            (2,865)
Net cash outflow from financing                                                       (3,649)            (1,096)

(Decrease)/increase in cash during the period                                           (855)              1,273


The Directors have declared an interim dividend of 1.37p per share payable on 
3 February 2003 to shareholders registered on 31 December 2002.

The interim Report and Accounts will be posted to shareholders in early January
2003.

Copies may be obtained during normal business hours from the Company's
Registered Office, Exchange House, Primrose Street,

London EC2A 2NY.

By order of the Board
F&C Management Limited - Secretary
16 December 2002


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