Director Shareholding

3i Group PLC
02 June 2005

The Listing Rules - Chapter 16, Paragraph 16.13

Pursuant to the rules of The 3i Group Share Incentive Plan, on 31 May 2005, each
of the Directors listed below became beneficially interested in the total number
of Ordinary Shares ('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 686p per Share;



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




Directors        Partnership Shares        Matching Shares          Total Shares
Rod Perry                18                       36                     54
Michael Queen            18                       36                     54
Philip Yea               18                       36                     54





Each of the Directors notified 3i Group plc of his interest in these Shares on 1
June 2005.


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