Director Shareholding

3i Group PLC
11 September 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 11 September 2003, participants (including one Director) exercised options
under the Company's Management Equity Investment Plan ('MEIP'), to acquire from
the Trust 376,023 Shares: 51,741 Shares at a price of £nil per Share; 146,761
Shares at a price of £5.155 per Share and 177,521 Shares at a price of £6.63 per
Share.

The Director who exercised an option under MEIP was Martin Gagen who exercised
options to acquire from the Trust 15,001 Shares at a price of £nil per Share and
28,353 Shares at a price of £5.155 per Share and who subsequently sold 43,354
Shares at a price of £6.20 per Share.

Each of the Directors notified 3i Group plc of the changes in his interest in
these Shares on 11 September 2003.


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