Directors Share Dealing

Close Brothers Group PLC
24 October 2000


On 19th October, 2000 the Close Brothers Group Employee Share Trust ('the
Trust'), a discretionary trust in which all employees of the group (including
executive directors) are potential beneficiaries, granted an interest in
21,887, 21,887, 27,724 and 40,000 shares in Close Brothers Group plc ('the
company') to Messrs. S.R. Hodges, C.D. Keogh, E.J. Llewellyn-Lloyd and P.L.
Winkworth, respectively.

The award entitles each of them to call for these shares, at nil cost, between
1st August, 2002 and 1st August, 2007.  These entitlements will lapse if the
individual leaves employment in certain circumstances prior to 31st July,
2002.  Provision of £1,433,000 has been made in the 2000 accounts of the
company for these awards.

The beneficial interests in the ordinary share capital of the company of those
directors involved in the share dealings above are summarised as follows:

                       Shareholding        Optionholding    Deferred bonus    
                           prior to             prior to    award prior to 
                      share dealing        share dealing     share dealing 


S.R. Hodges            331,479 (0.24%)          309,971            32,188
C.D. Keogh             303,274 (0.22%)          322,153             5,365
E.J. Llewellyn-Lloyd    30,028 (0.02%)          277,675            21,938
P.L. Winkworth         626,438 (0.46%)          391,641               Nil
        


                       Shareholding        Optionholding    Deferred bonus    
                              after                after       award after 
                      share dealing        share dealing     share dealing    
   

S.R. Hodges            331,479 (0.24%)          309,971            54,075
C.D. Keogh             303,274 (0.22%)          322,153            27,252
E.J. Llewellyn-Lloyd    30,028 (0.02%)          277,675            49,662
P.L. Winkworth         626,438 (0.46%)          391,641            40,000

The Trust now holds 1,375,637 shares (1.02%) which includes 267,661 shares
under which it has granted deferred bonus awards to executives of the group of
116,362 in 2000 and 151,299 shares in previous years.

The company's mid-market share price on the date of the above share dealings
was  1127.5p.