Director Shareholding

Millfield Group PLC
20 January 2005



Millfield Group Plc

The Board of Millfield Group plc on 18th January 2005 issued options to acquire,
in total, 7,316,176 Ordinary Shares under the Company's Share Option plan.  The
Board has decided to award options at this time given that the integration of
the Inter-Alliance and Millfield businesses has made substantial progress and it
now wants to provide incentive arrangements to the Group's Directors and key
managers going forward.

Of the options awarded, options over 2,998,000 Ordinary Shares are subject to a
more stringent performance condition ("super options"), they being exerciseable
only if the market price of Millfield's Ordinary Shares has reached 118p.  These
options were awarded to members of the Group Executive Board and to certain
Senior Managers. Of the remainder of the options awarded, 50% are exerciseable
if the market price of Millfield's Ordinary Shares is 60p and 50% are
exerciseable if the market price is 80p.

Options over 2,530,000 Ordinary Shares have been awarded to Main Board
Directors, as follows: Paul Tebbutt, 1,000,000 (of which 750,000 super options);
Harry Roome, 525,000 (of which 350,000 super options); Bryan Beeston, 516,000
(of which 350,000 super options) and Michael Duncan, 480,000 (of which 320,000
super options).

The Options may be exercised with effect from 31 March 2008 and expire on the
10th anniversary of their award.

In addition, Millfield today also announces that it intends to extend its "
Adviserco" arrangements to advisers that have joined the Group with the
acquisition of Inter-Alliance.  These arrangements enable the Group to provide
services direct to advisers' clients, giving these clients the option of dealing
direct through Millfield's Business Centre in Hull thereby providing the clients
with a choice of services, with fees and commissions being shared between the
adviser and Millfield.  Millfield intends to issue up to a further 2.5 million
Ordinary Shares in 2008 to fund the extension of these arrangements and the
acquisition of the servicing rights for certain clients of selected advisers.






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