Director/PDMR Shareholding

3i Group PLC
02 August 2005

UK Listing Authority Disclosure Rules

DR 3.1


The following replaces the 'Director/PDMR Shareholding' announcement released on
22 July 2005 at 15.40 under RNS Number 2235P.  That announcement was incorrect,
due to receipt of incorrect information.  The line 'a) the Trust's total
shareholding following the consolidation of the Company's authorised share
capital which took effect on 11 July 2005 was 11,514,265 shares', should have
read as now detailed below.  In addition, following clarification from the UK
Listing Authority, the place of the transaction detailed in the last sentence
has been amended from 'Jersey' to 'the London Stock Exchange'.



As potential beneficiaries of The 3i Group Employee Trust (the 'Trust') all
employees of 3i Group plc (the 'Company') and its subsidiaries have an interest
in all the Ordinary Shares ('Shares') of 53 1/8p each in the Company held
by the Trust for the purposes of section 324 of the Companies Act 1985.  These
employees include the persons discharging management responsibility in respect
of 3i Group plc for the purposes of the Disclosure Rules, being Philip Yea,
Simon Ball, Tony Brierley, Denise Collis, Michael Queen, Jo Taylor, Chris
Rowlands, Jonathan Russell and Paul Waller (the 'PDMR's').

On 22 July 2005, each of the PDMR's notified the Company that:

a)  the Trust's total shareholding following the consolidation of the Company's
authorised share capital which took effect on 11 July 2005 was 11,513,932
shares.

b)  on 21 July 2005, participants exercised options under the Company's
Management Equity Investment Plan ('MEIP') to acquire from the Trust 3,015
Shares at £nil per Share.  The place of this transaction was the London Stock
Exchange.



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