Director Shareholding

3i Group PLC
01 April 2004

The Listing Rules - Chapter 16, Paragraph 16.13

Pursuant to the rules of The 3i Group Share Incentive Plan, on 31 March 2004,
each of the Directors listed below became beneficially interested in the total
number of Shares of 50p each in 3i Group plc, shown against his name below, such
Shares consisting of:

(a)               Partnership Shares, which were purchased by the Directors at a
subscription price of 626.6666p per Share; and

(b)               Matching Shares, which were awarded to the Directors for nil
consideration.


Directors              Partnership Shares      Matching Shares     Total Shares
Brian Larcombe                  20                    40               60
Rod Perry                       20                    40               60
Michael Queen                   20                    40               60


Each of the Directors notified 3i Group plc of his interest in these Shares on 1
April 2004.
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