Director Shareholding

Close Brothers Group PLC
19 October 2004


We have been notified that on 18th October, 2004 the Close Brothers Group
Employee Share Trust ("the Trust"), a discretionary trust in which all employees
of the group (including executive directors) are potential beneficiaries,
granted an interest to Messrs. S.R. Hodges, C.D. Keogh, D.C. Pusinelli and P.L.
Winkworth respectively, in 46,841, 62,100, 26,614 and 46,132 shares in Close
Brothers Group plc ("the company"), at nil cost.

The award entitles each of them to call at any time, at their option, these
shares, between September, 2006 and September 2011. These entitlements will
lapse if they leave employment in certain circumstances prior to 1st August,
2006. A provision of £1,279,000 has been made in the 2004 accounts of the
company for these awards.

The beneficial interests in the ordinary share capital of the company of those
directors involved in the share dealings above are summarised as follows:

                    Shareholding           Option holding      Deferred bonus
                    prior to               prior to            award prior to
                    share dealing          share dealing       share dealing

S.R. Hodges         402,260 (0.28%)        580,746             75,463
C.D. Keogh          318,751 (0.22%)        624,730             73,887
D.C. Pusinelli      227,391 (0.16%)        350,300              4,864
P.L. Winkworth      629,765 (0.44%)        667,416             40,000


                    Shareholding           Option holding      Deferred bonus
                    after                  after               award after
                    share dealing          share dealing       share dealing

S.R. Hodges         402,260 (0.28%)        580,746             122,304
C.D. Keogh          318,751 (0.22%)        624,730             135,987
D.C. Pusinelli      227,391 (0.16%)        350,300              31,478
P.L. Winkworth      629,765 (0.44%)        667,416              86,132


The Trust now holds 1,006,680 shares (0.70%) which includes 445,613 shares
under which it has granted deferred bonus awards to executives of the group of
181,687 in 2004 and 263,926 shares in previous years.

The company's closing mid-market share price on the date of the above
notification was 664.5p.


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