Director Shareholding

3i Group PLC
07 March 2003


The Listing Rules - Chapter 16, Paragraph 16.13

As potential beneficiaries of The 3i Group Employee Trust (the 'Trust') all
employees of 3i Group plc and its subsidiaries have an interest in all the
shares ('Shares') of 50p each in the Company held by the Trust for the purposes
of section 324 Companies Act 1985.  These employees include the executive
directors of 3i Group plc: Brian Larcombe, Martin Gagen, Michael Queen and Rod
Perry (the 'Directors').

On 6 March 2003, participants (who are not Directors or former Directors)
exercised options under the Company's Management Equity Investment Plan to
acquire from the Trust 163,010 Shares; 38,473 Shares at a price of £nil per
Share, 25,344 at a price of £5.115 per Share, 67,864 at a price of £5.155 per
Share and 31,329 Shares at a price of £6.630 per Share.

Each of the Directors notified 3i Group plc of the changes in his interest in
these Shares on 7 March 2003.


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