Director Shareholding

WPP Group PLC
02 September 2004

                                 Announcement

2 September 2004

                             WPP GROUP PLC ("WPP")


WPP was notified yesterday of increases in the vested share interests in WPP of
Sir Martin Sorrell (a director of WPP) and of JMS Financial Services Limited
("JMS") (a company in which Sir Martin Sorrell is interested) pursuant to the
exercise of awards under the WPP Capital Investment Plan (CIP), and the WPP
Notional Share Award Plan ("NSAP") both established in 1995. Both awards were
subject to performance periods that ran from 1994 to 1999.

In 1999 Sir Martin agreed to defer taking the awards until 2004, WPP having
received shareholder approval for such deferral. Sir Martin Sorrell exercised
his award under the CIP in relation to 1,054,442 shares, all of which have been
retained.  Sir Martin remains entitled to an award of 3,636,950 WPP shares under
the CIP following his election to defer the exercise of this part of the award
beyond 31 December 2004, WPP having received shareholder approval for such
deferral at its last Annual General Meeting. The cost to WPP of the shares the
subject of this award was on average 116.8p per share, which was fully provided
for during the period 1995 to 1999.  Sir Martin has discharged tax liabilities
of $2.68 million arising on the exercise of the CIP award out of his own cash
resources.

JMS has also exercised its option under the NSAP and, in accordance with its
agreement with WPP, has applied the proceeds of the award in subscribing for
1,754,520 newly issued shares at a subscription price of £4.977 per share, all
of which have been retained.  The cost of this award to WPP was £2.14 million,
which again was fully provided for in the period 1995 to 1999. The subscription
for shares by JMS has ensured that no cash has left the Group.

At today's date Sir Martin Sorrell and his family interests are interested in or
have rights in 17,265,707  shares representing 1.464% of the issued share
capital of WPP.

                                      END



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