Director Shareholding

3i Group PLC
24 February 2005


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 (the 'Company') and its subsidiaries have an interest
in all the Ordinary 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 the Company: Philip Yea, Simon Ball, Rod
Perry and Michael Queen (the 'Directors').

On 24 February 2005, participants (who are not Directors) exercised options
under the Company's Management Equity Investment Plan to acquire from the Trust
9,826 Shares: 5,275 Shares at a price of £6.63 per Share and 4,551 Shares at a
price of £nil per Share.

Each of the Directors notified the Company of the change in his interest in the
Shares on 24 February 2005.


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