Director Shareholding

3i Group PLC
27 June 2003



The Listing Rules - Chapter 16, Paragraph 16.13

As potential beneficiaries of The 3i Group Employee Trust (the 'Trust') all
employees of 3i Group plc and its subsidiaries have an interest in all the
shares ('Shares') of 50p each in the Company held by the Trust for the purposes
of section 324 Companies Act 1985.  These employees include the executive
directors of 3i Group plc: Brian Larcombe, Martin Gagen, Michael Queen and Rod
Perry (the 'Directors').

On 25 June 2003, the Trust transferred 144,585 Shares for nil consideration to
participants under the Company's Discretionary Share Plan.

Each of the Directors notified 3i Group plc of the changes in his interest in
these Shares on 27 June 2003.



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