Director Shareholding

3i Group PLC
01 June 2004

The Listing Rules - Chapter 16, Paragraph 16.13

Pursuant to the rules of The 3i Group Share Incentive Plan, on 28 May 2004, each
of the Directors listed below became beneficially interested in the total number
of Shares of 50p each in 3i Group plc, shown against his name below, such Shares
consisting of:

(a)  Partnership Shares, which were purchased by the Directors at a subscription 
     price of 627.3333p per Share; and

(b)  Matching Shares, which were awarded to the Directors for nil consideration.

Directors           Partnership Shares      Matching Shares     Total Shares
Brian Larcombe               20                     40               60
Rod Perry                    20                     40               60
Michael Queen                20                     40               60

Each of the Directors notified 3i Group plc of his interest in these Shares on 1
June 2004.

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