Director/PDMR Shareholding

Intermediate Capital Group PLC
21 August 2007



Notification of Transactions form -ICG PLC ('ICG') Directors, Persons
discharging  managerial responsibility and their connected persons

Directors of ICG and persons discharging management responsibility (together
'Executives') and their connected persons (see definition below) must notify
ICG in writing of the occurrence of all transactions conducted on their own
account in the shares of ICG or any other financial instruments relating to
those shares within four business days of the day on which the transaction
occurred.

Please note that in relation to a notification by a connected person or a
Director, the transaction must be notified separately by the Director and the
connected person in order to comply with the different requirements of the
Companies Act and Disclosure Rules. Accordingly the Director and the connected
person should, therefore, each complete, sign and submit a separate copy of
this form, even though it relates to the same transaction.



1.  Name of Director/Person discharging managerial responsibility Andrew
    Phillips 

    (or, where applicable, the name of the person connected with the director) 
    (or, where applicable, the name of a family trust/nominee company)
 
2.  Number of shares dealt in: 15,656 

3.  Type of transaction: Please tick relevant box 

        (i)     Acquisition of shares                     (X) 
        
        (ii)    Disposal of shares                        ( ) 
        
        (iii)   Exercise of Option and sale of shares     ( ) 
         
        (iv)    Exercise of Option, no sale of shares     ( ) 
     
        (v)     Other (please specify)                    ( ) 



4.   Date and place of transaction: 17th August 2007, Guernsey 

5.   Price and volume of the transaction: Average price of £13.828 per share at
     a total cost of £218,389.68 

6.   I declare that the information in this form is true and as far as I am
     aware I am not in possession of any inside information in relation to the 
     ICG's securities.


     Signature:      

     Date:      20 August 2007    



     NOTES 

1.   If the transaction is during a prohibited period, prior signed 
     authorisation should have been obtained and copy attached. 

2.   Connected persons:

       (a)     spouse or children under 18; 

       (b)     a body corporate where the Executive controls over 20% of the
               equity and/or voting power; 

       (c)     the trustees of any trust where the beneficiaries include the
               Executive, his spouse, children and any body corporate as 
               previously defined; 

       (d)     a partner of the Executive; 

       (e)     a relative who, on the date of the transaction in question, has
               shared the same household as the Executive for at least 12 
               months.

       (f)     a body corporate in which the Executive or any person connected  
               them by virtue of (a),(d) or (e) above has the power to make 
               management decisions affecting the future development and 
               business prospects of that body corporate. 

3.   This form should be returned to the Company Secretary.


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