RNS Number:3583R
JPMorgan Fleming Managed Income PLC
27 October 2003

                         STOCK EXCHANGE ANNOUNCEMENT

                     JPMORGAN FLEMING MANAGED INCOME PLC

The Boards of JPMorgan Fleming Managed Growth plc and JPMorgan Fleming Managed
Income plc (the "Companies") today announce that they are in discussions
regarding a possible combination of the Companies.

It is envisaged that the Companies will combine to form a single company which
will have three share classes, the underlying assets of which will be managed as
separate pools with distinct investment objectives and policies.

The share classes are expected to have characteristics as set out below:


Share class                       Investment objective and policy

Managed Growth Shares             To provide a high return predominantly in the form of long-term capital
                                  growth by investing in a range of closed and open ended funds managed
                                  by JPMorgan Fleming.

Managed Income Shares             To provide a high return predominantly in the form of income by
                                  investing in fixed interest securities and a range of closed and open
                                  ended funds principally managed by JPMorgan Fleming.

Managed Cash Shares               To preserve capital and deliver a yield competitive with bank deposit
                                  rates by investing in one or more sterling liquidity funds.


It is expected that shareholders in the new vehicle will be able to convert
their shares of each class into shares of the other classes in a tax efficient
manner at least twice a year.

In addition to issuing shares in the corresponding class to the shareholders of
the Companies, it is also intended that shares of each class will be offered to
holders of the loan notes which were issued as consideration for the takeover by
JPMorgan Chase of Flemings in August 2000.

The costs of the proposals to be borne by shareholders of the Companies will not
exceed #210,000 which will be paid in three annual instalments. This cost will
be apportioned to the Managed Growth and Managed Income pools pro rata to their
respective net assets.

The transaction would require shareholder approval at extraordinary general
meetings of the two Companies. The Companies will make a further announcement in
due course.

Simon Miller
Chairman - JPMorgan Fleming Managed Income plc


Ken Culley
Chairman - JPMorgan Fleming Managed Growth plc



For further information please contact:

Jonathan Latter        J.P. Morgan Fleming Asset Management (UK) Limited -          Tel. 020 7742 1000
Hilary Lowe            Secretary
Nathan Brown           Close Brothers Securities                                    Tel. 020 7621 0004




                      This information is provided by RNS
            The company news service from the London Stock Exchange
END

REPPUGMWUUPWGQM