Directors' Dealings

3i Group PLC
9 February 2000

                       DEALINGS BY DIRECTORS

1)  NAME OF COMPANY

3i GROUP PLC

2)  NAME OF DIRECTOR

PETER BRYAN GURMIN WILLIAMS

3)  Please state whether notification indicates that it is in respect of
    holding of the Director named in 2 above or holding of that person's
    spouse or children under the age of 18 or in respect of a non-beneficial
    interest

NOTIFICATION IN RESPECT OF HOLDING OF DIRECTOR NAMED IN 2) ABOVE

4)  Name of the registered holder(s) and, if more than one holder, the
    number of shares held by each of them. (If notified)

BANK OF SCOTLAND PEP:
STATE STREET NOMINEES LIMITED

5)  Please state whether notification relates to a person(s) connected
    with the Director named in 2 above and identify the connected person(s)

N/A

6)  Please state the nature of the transaction. For PEP transactions
    please indicate whether single co PEP and if non discretionary

RE-INVESTMENT OF DIVIDEND BY PEP MANAGER

7)  Number of shares/amount of
    stock acquired

2

8)   (0.000%)
    of issued Class

9)  Number of shares/amount
    of stock disposed

N/A

10)  (N/A%)
   of issued Class

11) Class of security

ORDINARY SHARES OF 50p

12) Price per share

£10.35p

13) Date of transaction

08.02.00

14) Date company informed

08.02.00

15) Total holding following this notification

253,187 ORDINARY SHARES OF 50p *

16) Total percentage holding of issued class following this notification

0.0419%

     IF A DIRECTOR HAS BEEN GRANTED OPTIONS BY THE COMPANY PLEASE
                    COMPLETE THE FOLLOWING BOXES

17) Date of grant



18) Period during which or date on which exercisable



19) Total amount paid (if any) for grant of the option



20) Description of shares or debentures involved: class, number.



21) Exercise price (if fixed at time of grant) or indication that price
    is to be fixed at time of exercise



22) Total number of shares or debentures over which options held
    following this notification



23) Any additional information

* EXCLUDES CONDITIONAL RIGHTS TO ACQUIRE 95,727 SHARES UNDER THE MANAGEMENT     
 EQUITY INVESTMENT PLAN

24) Name of contact and telephone number for queries

CLAIRE BUSHAY  0171 975 3271

25) Name and signature of authorised company official responsible for
    making this notification

    Date of Notification....09 FEBRUARY 2000.........................



                       DEALINGS BY DIRECTORS


1)  NAME OF COMPANY

3i GROUP PLC

2)  NAME OF DIRECTOR

MICHAEL JAMES QUEEN

3)  Please state whether notification indicates that it is in respect of
    holding of the Director named in 2 above or holding of that person's
    spouse or children under the age of 18 or in respect of a non-beneficial
    interest

NOTIFICATION IN RESPECT OF HOLDING OF DIRECTOR NAMED IN 2) ABOVE

4)  Name of the registered holder(s) and, if more than one holder, the
    number of shares held by each of them. (If notified)

BANK OF SCOTLAND PEP:     STATE STREET NOMINEES LIMITED

5)  Please state whether notification relates to a person(s) connected
    with the Director named in 2 above and identify the connected person(s)

N/A

6)  Please state the nature of the transaction. For PEP transactions
    please indicate whether single co PEP and if non discretionary

RE-INVESTMENT OF DIVIDEND BY PEP MANAGER

7)  Number of shares/amount of
    stock acquired

1

8)   (0.000%)
    of issued Class

9)  Number of shares/amount
    of stock disposed

N/A

10)  (N/A%)
   of issued Class

11) Class of security

ORDINARY SHARES OF 50p

12) Price per share

£10.35p

13) Date of transaction

08.02.2000

14) Date company informed

08.02.2000

15) Total holding following this notification

122,948 ORDINARY SHARES OF 50p *

16) Total percentage holding of issued class following this notification

0.0203%

     IF A DIRECTOR HAS BEEN GRANTED OPTIONS BY THE COMPANY PLEASE
                    COMPLETE THE FOLLOWING BOXES

17) Date of grant



18) Period during which or date on which exercisable



19) Total amount paid (if any) for grant of the option



20) Description of shares or debentures involved: class, number.



21) Exercise price (if fixed at time of grant) or indication that price
    is to be fixed at time of exercise



22) Total number of shares or debentures over which options held
    following this notification



23) Any additional information

* EXCLUDES CONDITIONAL RIGHTS TO ACQUIRE 101,413 SHARES UNDER THE MANAGEMENT    
 EQUITY INVESTMENT PLAN

24) Name of contact and telephone number for queries

CLAIRE BUSHAY  0171 975 3271

25) Name and signature of authorised company official responsible for
    making this notification

    Date of Notification....09 FEBRUARY 2000............................