Directors' Notification of Dealing in Shares

3i Group PLC
31 July 2000


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

On 28 July 2000, participants exercised options to acquire from the Trust 50,341
Shares at a price of £5.155 per Share and 21,130 Shares at a price of £4.8466
per Share under the Company's Management Equity Investment Plan (the 'Plan').

Each of the Directors notified 3i Group Plc of the changes in his interest in
these Shares on 31 July 2000.