Director Shareholding

BT Group PLC
25 June 2004


                                  SCHEDULE 11

          NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS

1) Name of company

BT Group plc

2) Name of Director

Paul Reynolds

3) Please state whether notification indicates that it is in respect of holding
of the shareholder name in 2 above or in respect of a non-beneficial interest or
in the case of an individual holder if it is a holding of that person's spouse
or children under the age of 18 or in respect of a non-beneficial interest.

Director 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)

Ilford Trustees (Jersey) 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
indicated whether general/single co PEP and if discretionary/non discretionary

Award of shares under the BT Group Deferred Bonus Plan
Award of shares under the BT Group Incentive Share Plan
Grant of an option under the BT Group Global Share Option Plan

7) Number of shares/amount of stock acquired:

76,342 ordinary shares under the BT Group Deferred Bonus Plan
137,877 ordinary shares under the BT Group Incentive Share Plan

8) Percentage of issued class

n/a

9) Number of shares/amount of stock disposed

n/a

10) Percentage of issued class

n/a

11) Class of security

Ordinary shares of 5p each

12) Price per share

193.42p

13) Date of transaction

24 June 2004

14) Date Company informed

24 June 2004

15) Total holding following this notification

a.  47,034 ordinary shares - personal holding;

b.  137,877 ordinary shares under the BT Group Incentive Share Plan - contingent 
    award;

c.  233,029 ordinary shares under BT Group Deferred Bonus Plan;

d.  An option over 4,555 ordinary shares under the BT Group Employee Sharesave 
    Scheme;

e.  Options over 1,769,624 ordinary shares under BT Group Global Share Option 
    Plan.

16) Total percentage holding of issued class following this notification

n/a

If a director has been granted options by the company please complete the
following boxes

17) Date of grant

24 June 2004

18) Period during which or date on which exercisable

24 June 2007 - 23 June 2014 subject to corporate performance measure

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

nil

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

Options over 312,500 ordinary shares of 5p each

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

192p

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

Options over 1,769,624 ordinary shares under BT Group Global Share Option Plan
Options over 4,555 ordinary shares under the BT Group Employee Sharesave Scheme

23) Any additional information

The above named Director has technical interests, as at 25 June 2004 under
Section 13 of the Companies Act as follows:
•    A technical interest, together with all employees of BT Group plc in
30,208,127 ordinary shares held by Ilford Trustees (Jersey) Limited in respect
of contingent awards under executive share plans;

•       A technical interest, together with all employees of BT Group plc, in
156,976 ordinary shares held in the name of Halifax Corporate Trustees Limited
as Trustee for BT Group Employee Share Investment Plan.

24) Name of contact and telephone number for queries

Graeme Wheatley 020 7356 5152

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

John Challis

Date of Notification: 25 June 2004

End



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