SAR - TeleCity PLC

3i Group PLC
15 October 2001

                                                        FORM SAR 3


                                       Date of disclosure...15.10.2001

                 DISCLOSURE UNDER RULE 3 OF THE RULES GOVERNING
                   SUBSTANTIAL ACQUISITIONS OF SHARES ('SARs')

                 
Date of acquisition...10.10.01..............................

Acquisition in........TELECITY PLC..........................(name of company)


(1) Class of voting shares    Number of shares/rights   If rights over shares
    (eg ordinary shares)      over shares acquired      acquired, as opposed
                                                        to the shares
                                                        themselves, specify
                                                        nature of rights

    .ORDS 10p........         .....75,000,000.shares    ....N/A..........
                              ...N/A..........rights


(2) Resultant total holding   Resultant total holding   Total percentage
    of voting shares (and %   of rights over shares
    of total voting shares    (and % of total voting
    in issue)                 shares in issue)

    97,718,549......(48.7%)   ......N/A....(    %)      ......48.74%(    %)


(3) Party making disclosure.............3i GROUP PLC

(4)  (a)  Name of person acquiring shares or rights over shares   3i GROUP PLC  
                                                                   (48.154%)
                                        
          and, if different, beneficial owner............................... 
                               
                         
     (b)  Names of any other persons acting by   3i SMALLER QUOTED COMPANIES    
                                                 TRUST PLC (0.1617%)
          agreement or understanding (see SAR 5) 3i EUROPEAN TECHNOLOGY TRUST   
                                                 PLC (0.4203%)


Signed, for and on behalf of the party named in (3) above...................

(Also print name of signatory).....JOHN DAVIES..............................

Telephone and extension number.....020 7928-3131............................

Note. Under SAR 5, the holdings of and acquisitions by persons acting by
agreement or understanding must be aggregated and treated as a holding of or
acquisition by one person.  Note 3 on SAR 5 requires persons who must aggregate
holdings to disclose certain disposals.

For full details of the SARs disclosure requirements, see Rules 3 and 5 of the
SARs.  If in doubt, contact the Panel on Takeovers and Mergers, 
Tel. No: 020 7382 9026.