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Octopus Eclipse VCT 2 plc (ECL2)


Tuesday 16 June, 2009

Octopus Eclipse VCT 2 plc

Interim Management Statement

Octopus Eclipse VCT 2 PLC
Interim Management Statement

16 June 2009

In accordance with Rule 4.3 of the UK Listing Authority's Disclosure
and Transparency rules, Octopus Eclipse VCT 2 plc ("Eclipse 2" or
"Fund") presents an Interim Management Statement for the period 1
February 2009 to 15 June 2009.  The statement also includes relevant
financial information between the end of the period and the date of
this statement.

Financial Summary

|                      | Four months  | Three months |              |
|                      | ended 31 May | ended 30     | Year to 31   |
|                      | 2009         | April 2009   | January 2009 |
|                      |              |              |              |
| Net assets (000s)    | £13,560      | £13,432      | £13,444      |
| Net profit/(loss)    |              |              |              |
| before tax (000s)    | £92          | £(63)        | £(5,694)     |
| Net asset value per  |              |              |              |
| share ("NAV")        | 71.3p        | 72.6p        | 72.9p        |
| Cumulative dividends |              |              |              |
| paid since launch    | 15.25p1      | 13.25p       | 13.25p       |
| Total return (NAV    |              |              |              |
| plus dividends paid) | 86.55p       | 85.85p       | 86.15p       |

Note: 1) The Fund went ex-dividend on 29 May 2009 and thus the 2p per
share proposed dividend has been taken into account here

Investment performance
Since the year end at 31 January 2009, the total return (being NAV
plus dividends paid) has risen 0.4p, from 86.15p to 86.55p.  This
shows that the performance of the Fund has seen some much needed
stability in the first few months of its financial year, both in the
unquoted and quoted portfolios.  Indeed the value of the quoted
portfolio has risen £128,000 since the year end.

A number of our portfolio companies are making strong progress, most
notably CSL Dualcom, Audio Visual Machines, Hydrobolt and Promotion
Space. These are well managed, profitable businesses which have the
management teams and financial strength to take advantage of the
opportunities ahead of them.  Of note are two portfolio companies we
exited in prior years; James Harvard International and Covion.  Due
to their ongoing progress, the Fund has benefitted in the period from
earn-outs of £281,000 and £47,000 respectively from the two

Although our current portfolio companies undoubtedly still face tough
trading conditions, they are all taking sensible steps and cutting
costs to protect their profit margins. Small follow-on investments
have been made into Bruce Dunlop, First Sports Group, The History
Press, Lilestone Holdings and SweetCred.  However, one of the key
advantages we have over traditional funds is that we have a Board
seat on the majority of our portfolio companies so we can keep a
close eye on trading and are able to take action if we need to.

It's also useful to remember that due to their size, smaller
companies are more sensitive to economic shifts than large companies.
So while their values fall more sharply in a downturn, they tend to
increase further with market recovery.

Qualifying Investment Portfolio - Ten Largest Holdings by Value

Company                               Carrying value % of equity held
                     Investment class £'000          by Eclipse 2
The History Press
Limited              Unquoted         1,228          9.7%
Luther Pendragon
Limited              Unquoted         1,000          17.5%
CSL DualCom Limited  Unquoted         940            7.3%
First Sports Group
Limited              Unquoted         655            18.5%
Promotion Space
Limited              Unquoted         655            4.7%
The Kendal Group
Limited              Unquoted         576            5.7%
Healthcare Locums
plc                  Quoted           470            0.3%
Audio Visual
Machines Limited     Unquoted         454            7.2%
Tristar Worldwide
Limited              Unquoted         446            4.5%
Perfect Pizza
Limited              Unquoted         400            10.5%

As referred to in the Fund's recent annual report, the Board proposed
a final dividend of 2p per share in respect of the year ended 31
January 2009. This dividend was approved by shareholders at the
Company's AGM on 16 June 2009 and will be paid on 25 June 2009 to
shareholders on the register on 29 May 2009.

Investment strategy
The objective of the Company is to invest in a broad range of
AIM-quoted and smaller unquoted UK companies in order to generate
income and capital growth over the long-term.  Investments are made
selectively across a range of sectors in companies that have the
potential to grow and enhance their value.

The Company's investment policy has been designed to enable the
Company to comply with the VCT qualifying conditions set out above.
The Directors intend that the long-term disposition of the Company's
assets will be not less than 80% in a portfolio of AIM-quoted and
unquoted investments and up to 20% in cash or near-cash investments,
to provide a reserve of liquidity which will maximise the Company's
flexibility as to the timing of investment acquisitions and follow on
investments, dividend payments and share buy-backs.

Material events and transactions
The Fund's Board is not aware of any other significant event or
transaction which has occurred between the 1 February 2009 and the
date of publication of this statement which would have a material
impact on the financial position of the Fund.

For further information please contact:
Chris Allner - Fund Manager
Octopus Investments Limited - 0800 316 2347



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