Director Shareholding

Schroder UK Growth Fund PLC
19 September 2001


             NOTIFICATION OF INTEREST OF DIRECTORS AND CONNECTED

                                   PERSONS

All relevant boxes should be completed in block capital letters.

1. Name of company                          2. Name of director
   Schroder UK Growth Fund plc                 Alan Clifton

3. Please state whether notification        4. Name of registered holder(s)
   indicates that it is in respect of          and, if more than one holder,
   holding of the director named in 2 above    the number of shares held by
   or holding of that person's spouse or       each of them (if notified)
   children under the age of 18 or in
   respect of a non-beneficial interest


   Director                                    Held in a pension plan

5. Please state whether notification        6. Please state the nature of the
   relates to a person(s) connected with       transaction. For PEP
   the director named in 2 above and           transactions please indicate
   identify the connected person(s)            whether general/single co PEP
                                               and if discretionary/non
                                               discretionary
                                               Held in a pension plan

7.  Number of shares/   8.  Percentage  9.  Number of shares/  10. Percentage
    amount of stock         of issued       amount of stock        of issued
    acquired                class           disposed               class
    10,000                  0.0054%         -                      -

11. Class of security   12. Price per   13. Date of            14. Date
                            share           transaction            company
                                                                   informed
    Ordinary Shares         103.00p         14 September 2001      17
                                                                   September
                                                                   2001

15. Total holding following    16. Total percentage holding of issued class
    this notification              following this notification
    10,000 Ordinary Shares         0.0054%


If a director has been granted options by the company please complete the
following boxes.

17. Date of grant                         18. Period during which or date on
                                              which exercisable

19. Total amount paid (if any) for grant  20. Description of shares or
    of the option                             debentures involved: class,
                                              number



21. Exercise price (if fixed at time of   22. Total number of shares or
    grant) or indication that price is to     debentures over which options
    be fixed at time of exercise              held following this notification


23. Any additional information            24. Name of contact and telephone
                                              number for queries.
    Director not yet informed
                                              Stephen Cunningham - 020 7658
                                              3287

25. Name and signature of authorised company official responsible for making
    this notification

    Date of notification 17 September 2001
       Stephen Cunningham

       For SCHRODER INVESTMENT MANAGEMENT LIMITED

       Secretaries