Holding in Company

3i Group PLC
24 October 2001

LETTER TO 3I GROUP

Below are amended notifications of disclosable interests under the U.K. 
Companies Act 1985. Please note that while this information details the 
disclosable interests of more than one entity, the enclosed disclosure 
constitutes separate notifications of interest which have been combined solely 
for purposes of clarity and efficiency. It is not intended to indicate that any 
of these entities act as a group or in concert with respect to these interests.

These disclosures are made in the interest of conformity with the Companies Act-
The Interest detailed herein was acquired solely for investment purposes. For 
disclosure purposes, holdings should be represented as FMR Corp. and its direct 
and indirect subsidiaries, and Fidelity International Limited (FIL) and its 
direct and indirect subsidiaries, both being non-beneficial holders.

If you have any questions please contact Patricia Bolen at [phone] or by 
FAX at [phone].

LETTER FROM FIDELITY INVESTMENTS




NOTIFICATIONS UNDER SECTIONS 198 TO 202 -- UK COMPANIES ACT

1. Company in which shares are held:    3I Group Plc

2. Notifiable Interest:                 Ordinary Shares

     (A)   FMR Corp
           82 Devonshire Street
           Boston, MA 02109

           Parent holding company of Fidelity Management & Research Company 
           (FMRCO), investment manager for US mutual funds, and Fidelity        
           Management Trust Company (FMTC), a US state chartered bank which acts
           as a trustee or investment manager of various pension and trust      
           accounts. (See Schedule A for listing of Registered Shareholders 
           and their holdings.)

     (B)   Fidelity International Limited (FIL)
           P.O. BOX HM 670
           Hamilton HMCX, Bermuda

           Parent holding company for various direct and indirect subsidiaries,
           including Fidelity Investment Services Ltd (FISL), and investment 
           managers for various non-US investment companies and institutional 
           clients. (See Schedule A for listing of Registered Shareholders and 
           their holdings).

3. The notifiable interests also comprise the notifiable interest of

           Mr Edward C Johnson 3d
           82 Devonshire Street
           Boston, MA 02109

           A principal shareholder and Chairman of FMR Corp. and Fidelity 
           International Limited.

4.     The notifiable interests include interest held on behalf of authorized
       unit trust schemes in the U.K. notwithstanding the exemption from 
       reporting pursuant to Section 209 (1) (h) of the Companies Act 1985.

5.     These notifications of disclosable interests constitute separate
       notifications of interest in the shares and are combined solely for 
       the purposes of clarity. Nothing herein should be taken to indicate 
       that FMR Corp. and its direct and indirect subsidiaries, 
       Fidelity International Limited and its direct and indirect subsidiaries
       or Mr Edward C Johnson 3d act as a group or in concert in respect of 
       the disclosed interests, or that they are required to submit these 
       notifications on a joint basis.

6.     The disclosable interests arise under section 208(4) (b) of the Act,
       namely where a person, not being the registered holder, is entitled
       to exercise a right conferred by the holding of the shares or to 
       control the exercise of such rights, or under section 203 of the Act
       respectively.

SCHEDULE A

SECURITY:   3I Group Plc                                        Amendment No 1


                      SHARES HELD   MANAGEMENT   NOMINEE/REGISTERED
                                     COMPANY     NAME
(Ordinary Shares)


                        2,685,907   FMRCO        State Street Nominees Limited
                           59,300   FMTC         Royal Trust
                        1,231,289   FMTC         State Street Nominees Ltd.
                          786,908   FMTC         HSBC
                          303,996   FMTC         Bankers Trust
                          365,778   FMTC         Chase Nominees Ltd.
                          791,025   FMTC         Mellon Trust
                           49,000   FMTC         Bank of New York - Europe
                          669,452   FMTC         Northern Trust
                           63,400   FMTC         National Cities
                           41,200   FMTC         Nortrust Nominees
                        3,609,868   FISL         Chase Nominees Ltd
                            7,180   FPM          Nordea
                        1,150,000   FPM          Bankers Trust
                          272,450   FPM          RBS Trust Bank
                          889,696   FPM          Nortrust Nominees Ltd
                          218,400   FPM          BT Globenet Nominees Ltd
                        1,282,658   FPM          Chase Nominees Ltd
                          126,026   FPM          MSS Nominees Ltd
                           82,000   FPM          HSBC Client Holdings Nominee   
                                                 (UK) Limited
                          314,349   FPM          Bank of New York Europe
                           86,360   FPM          Citibank 
                        1,133,242   FIL          Chase Nominees Ltd
                          144,600   FIL          Bank of New York - London
                        1,384,859   FIL          MSS Nominees Ltd
                           91,699   FIL          HSBC Client Holdings Nominee   
                                                 (UK)Limited
                          992,500   FIL          State Street Bank & Trust 
                           84,445   FIL          Mitsubishi Trust & Banking
                          895,360   FIL          Nortrust Nominees Ltd
                          577,105   FIL          Bankers Trust
                        1,524,327   FIL          RBS Trust Bank 
                          192,151   FIL          Morgan Stanley
                          111,117   FIL          NAB-Australia
                        1,141,044   FIL          Northern Trust
                           78,985   FIL          Citibank
                           13,100   FIL          Credit Suisse
                          543,569   FIL          Bank of New York Europe
                           28,200   FIL          Chuo Trust Bank
                          129,097   FIL          Bank of Bermuda
                           10,300   FIL          National Australia Bank
                            6,924   FIL          Deutsche Bank AG, London
                           57,760   FIL          State Street Nominees
                           93,120   FIL          Mellon Bank
                           28,970   FIL          KAS Associatie
                           35,610   FIL          RBS-EDINBURG
                           11,593   FIL          JP Morgan

Total Ordinary Shares  24,395,919
    

Current ownership percentage: 4.01
     
 
Shares in issue:      608,817,255
     

Change in holdings since last filing: 6,060,270 ordinary shares