Director Shareholding

BT Group PLC
24 May 2005


                                  SCHEDULE 11

          NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS

1) Name of company

BT Group plc

2) Name of Director

Sir Christopher Bland
Ben Verwaayen
Ian Livingston
Paul Reynolds
Andy Green
Hanif Lalani

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.

Adjustment in the technical interests of the above directors following the
vesting of an award under the BT Group Retention Share Plan to one participant.

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

Adjustment in the technical interests of the above directors following the
vesting of an award under the BT Group Retention Share Plan to one participant.

7) Number of shares/amount of stock acquired:

n/a

8) Percentage of issued class

n/a

9) Number of shares/amount of stock disposed

219,087 ordinary shares transferred to participant

10) Percentage of issued class

n/a

11) Class of security

Ordinary shares of 5p each

12) Price per share

215.25p

13) Date of transaction

23 May 2005

14) Date Company informed

24 May 2005

15) Total holding following this notification

n/a

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

n/a

18) Period during which or date on which exercisable

n/a

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

nil

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

n/a

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

n/a

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

23) Any additional information

The above named Directors have technical interests, as at 24 May 2005 under
Section 13 of the Companies Act as follows:

       A technical interest, together with all employees of BT Group plc in
27,199,909 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
145,263 ordinary shares held in the name of Halifax Corporate Trustees Limited
as Trustee for the BT Group Employee Share Investment Plan.

24) Name of contact and telephone number for queries

John Challis 020 7356 4086

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

John Challis

Date of Notification: 24 May 2005

End



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