OVER-ALLOTMENT ARRANGEMENTS

3i Infrastructure Ltd
05 April 2007



These written materials are not for distribution (directly or indirectly) in or
into the United States, Canada, Australia or Japan.  They do not constitute an
offer of securities for sale in or into the United States, Canada, Australia or
Japan.

The securities have not been and will not be registered under the U.S.
Securities Act of 1933, as amended (the 'Securities Act') and may not be offered
or sold in the United States absent registration or an exemption from the
registration requirements of the Securities Act.  The Company does not intend to
register any portion of the Global Offer in the United States or to conduct a
public placing of securities in the United States.  The Company will not be
registered under the US Investment Company Act of 1940, as amended, and
investors will not be entitled to the benefits of that Act.



3i Infrastructure Limited

05 April 2007





ANNOUNCEMENT OF EXERCISE OF OVER-ALLOTMENT ARRANGEMENTS



3i Infrastructure Limited (the 'Company') announces that in connection with the
initial public offering of the Company (the 'Global Offer') Citigroup Global
Markets Limited, as stabilising manager, has today given notice to exercise the
over-allotment arrangements in respect of 2,859,802 ordinary shares ('Ordinary
Shares') and 640,980 warrants ('Warrants') of the Company. Following the
exercise of the over-allotment arrangements there will be 702,859,804 Ordinary
Shares and 70,640,980 Warrants in issue.



Citigroup Global Markets Limited is acting for the Company and no one else in
connection with the Global Offer and will not be responsible to anyone other
than the Company for providing the protections afforded to its clients or for
providing advice in relation to the Global Offer or any other matter referred to
herein.

This announcement does not constitute or form part of any offer to issue or
sell, or any solicitation of any offer to subscribe or purchase, any investments
nor shall it (or the fact of its distribution) form the basis of, or be relied
on in connection with, any contract therefore.

The information contained herein is not for publication or distribution in or
into, directly or indirectly, the United States of America.  These materials do
not contain or constitute an offer of securities for sale in the United States.
The securities referred to herein have not been and will not be registered under
the US Securities Act of 1933, as amended, and may not be offered or sold in the
United States absent registration under that Act or an available exemption from
it.  The Company does not intend to register the securities or conduct a public
offering in the United States.  The Company will not be registered under the US
Investment Company Act of 1940, as amended, and investors will not be entitled
to the benefits of that Act. The Global Offer and the distribution of this
announcement and other information in connection with the Global Offer in
certain jurisdictions may be restricted by law and persons into whose possession
any document or other information referred to herein comes should inform
themselves about and observe any such restriction. Any failure to comply with
these restrictions may constitute a violation of the securities laws of any such
jurisdiction.


                      This information is provided by RNS
            The company news service from the London Stock Exchange