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Henderson Geared (HGR)

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Monday 17 June, 2002

Henderson Geared

Director Shareholding

Henderson Geared Inc & Gwth Tst PLC
17 June 2002

                                  SCHEDULE 11

          NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS

1) Name of company

HENDERSON GEARED INCOME & GROWTH TRUST PLC

2) Name of director

MR C JONES

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 a
non-beneficial interest

AS 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)

HENDERSON NOMINEES LIMITED A/C PEPS

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 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

a)     GENERAL ISA/PEP - REINVESTMENT OF DIVIDEND INCOME

b)     GENERAL ISA/PEP - REINVESTMENT OF DIVIDEND INCOME


7) Number of shares/amount of
stock acquired

a)     43

b)     375



8) Percentage of issued class

INSIGNIFICANT

9) Number of shares/amount
of stock disposed

-

10) Percentage of issued class

-

11) Class of security

INCOME ORDINARY SHARES


12) Price per share

a)     138P

b)     143P

13) Date of transaction

a)     23 APRIL 2002

b)     23 MAY 2002

14) Date company informed

a)     17 JUNE 2002

b)     17 JUNE 2002

15) Total holding following this notification

26,089


16) Total percentage holding of issued class following this notification

0.1%

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 of the option


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


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


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


23) Any additional information


24) Name of contact and telephone number for queries

MRS W J KING - 020 7818 4233

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


MRS W J KING, FOR AND ON BEHALF OF HENDERSON SECRETARIAL SERVICES LIMITED,
SECRETARY

Date of Notification 17 JUNE 2002



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