Tender Offer Result

F&C Smaller Companies PLC
08 December 2005


8 December 2005


F&C Smaller Companies PLC (the 'Company')


Announcement of results of Tender Offer


The Board announces that a total of 38,152,452 Shares (representing
approximately 45.19% of the issued share capital of the Company) have been
validly tendered under the Tender Offer, whose terms were set out in the
Circular to Shareholders dated 14 November 2005 (the 'Circular').  Terms used in
this announcement shall have the meanings given to them in the Circular.


The full result of the Tender Offer is as follows:


Total number of Shares in issue as at the Record Date: 84,425,082


Shareholders who tendered for the Basic Entitlement only: 1,376,661


Shareholders who tendered for more than the Basic Entitlement: 34,906,266


Shareholders who tendered for less than the Basic Entitlement: 1,869,525


Total number of Shares tendered: 38,152,452


Shareholders who tendered in excess of the Basic Entitlement will have
approximately 61.77 per cent of their excess satisfied.


Completion of the Tender Offer remains subject to approval by shareholders at an
EGM to be held on 9 December 2005.


The Board confirms, that if so authorised by shareholders at the EGM, share
buyback powers will be used actively so as to ensure that, as far as possible,
the discount level remains close to the level at which the Tender Offer will be
conducted.


A further announcement detailing the Tender Price and result of the EGM will be
made on 9 December.


Enquiries:


Peter Ewins                                                        0207 628 8000
F&C Asset Management plc


Angus Gordon Lennox                                                020 7588 2828
JPMorgan Cazenove Limited


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