Director Shareholding

3i Group PLC
05 November 2004

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: Philip Yea, Michael Queen and Rod Perry (the '
Directors').



On 4 November 2004, the Trustee of the Trust purchased 1,262,500 Shares at an
average price of 591.112871p per Share.



Each of the Directors notified 3i Group plc of the change in his interest in
these Shares on 5 November 2004.




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