Director Shareholding

3i Group PLC
02 August 2004

The Listing Rules - Chapter 16, Paragraph 16.13

Pursuant to the rules of The 3i Group Share Incentive Plan, on 30 July 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 574.83333p per Share;

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

(c)               Dividend Shares, which were purchased by the Directors at a
subscription price of 574.83333p per Share following a dividend reinvestment.

Directors                     Partnership Shares     Matching Shares     Dividend Shares        Total Shares
Rod Perry                             21                   42                   28                   91
Michael Queen                         22                   44                   27                   93

Each of the Directors notified 3i Group plc of his interest in these Shares on 2
August 2004.

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