Directors' Dealings

3i Group PLC
17 December 1999



                 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 Ordinary 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, Richard  Summers, 
Martin Gagen, Peter Williams, Michael Queen and Rod Perry (the 'Directors').

On  16  December  1999  the  Trustee of the Trust transferred  9,052  Shares  to
participants (who are not Directors or former Directors) on the exercise by them
of options  under  the  Company's  Management  Equity  Investment  Plan.  The
consideration for this transfer was nil.

Each of the Directors notified 3i Group plc of the changes in his interest in
these Shares on 17 December 1999.