Director Shareholding

BT Group PLC
21 May 2004

                                  SCHEDULE 11

          NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS

1) Name of company

BT Group plc

2) Name of Director

Sir Christopher Bland
Ben Verwaayen
Ian Livingston
Pierre Danon
Andy Green
Paul Reynolds

3) Please state whether notification indicates that it is in respect of holding
of the shareholder name in 2 above or in respect of a non-beneficial interest or
in the case of an individual holder if it is a holding of that person's spouse
or children under the age of 18 or in respect of a non-beneficial interest.

Adjustment in technical interest of the above directors

4) Name of the registered holder(s) and, if more than one holder, the number of
shares held by each of them (if notified)

Ilford Trustees (Jersey) Limited

5) Please state whether notification relates to a person(s) connected with the
Director named in 2 above and identify the connected person(s)

Adjustment in technical interest of the above directors

6) Please state the nature of the transaction. For PEP transactions please
indicated whether general/single company PEP and if discretionary/non
discretionary

A reduction in the technical interests of the above directors following the
vesting of awards to 3 participants in the BT Group Retention Share Plan.

7) Number of shares/amount of stock acquired:

8) Percentage of issued class

n/a

9) Number of shares/amount of stock disposed

255,308

10) Percentage of issued class

n/a

11) Class of security

Ordinary shares of 5p each

12) Price per share

181.75p

13) Date of transaction

21 May 2004

14) Date Company informed

21 May 2004

15) Total holding following this notification

n/a

16) Total percentage holding of issued class following this notification

n/a

If a director has been granted options by the company please complete the
following details (17 - 22)

17) Date of grant

n/a

18) Period during which or date on which exercisable

n/a

19) Total amount paid (if any) for grant of the option

n/a

20) Description of shares or debentures involved: class, number

n/a

21) Exercise price (if fixed at time of grant) or indication that price is to be
fixed at time of exercise

n/a

22)                Total number of shares or debentures over which options held
following this notification

No change

23) Any additional information

The above named Directors have technical interests, as at 21 May 2004 under
Schedule 13 of the Companies Act as follows:

   • A technical interest, together with all employees of BT Group plc in
     156,976 Ordinary Shares held by the Trustee of the BT Group Employee Share
     Investment Plan, Halifax Corporate Trustees Limited;
   • A technical interest, together with all employees of BT Group plc in
     30,208,127 Ordinary Shares held by Ilford Trustees (Jersey) Limited in
     respect of contingent awards under executive share plans;

24) Name of contact and telephone number for queries

John Challis 020 7356 4086

25) Name of signature or authorised company official responsible for making this
notification
John Challis

Date of Notification: 21 May 2004

End


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