Director Shareholding

3i Group PLC
28 February 2003

Pursuant to the rules of The 3i Group Share Incentive Plan, on 28 February 2003,
each of the Directors listed below became beneficially interested in the total
number of Shares of 50p each in 3i Group plc, shown against his name below, such
Shares consisting of:

(a)    Partnership Shares, which were purchased by the Directors at a
subscription price of 466p per Share; and

(b)    Matching Shares, which were awarded to the Directors for nil
consideration.

Directors                         Partnership Shares        Matching Shares        Total Shares

Brian Larcombe                    27                        54                     81
Rod Perry                         27                        54                     81
Michael Queen                     26                        52                     78

Each of the Directors notified 3i Group plc of his interest in these Shares on
28 February 2003.


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