Director Shareholding

BT Group PLC
07 August 2003

                                  SCHEDULE 11

          NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS

1) Name of company

BT Group plc

2. Name of Directors

Sir Christopher Bland

Pierre Danon

Paul Reynolds

Andy Green

3) Please state whether notification indicates that it is in respect of holding
of the shareholder name in 2 above or in respect of a non-beneficial interest or
in the case of an individual holder if it is a holding of that person's spouse
or children under the age of 18 or in respect of a non-beneficial interest.

Award of free shares under the BT Group Employee Share Investment Plan

4) Name of the registered holder(s) and, if more than one holder, the number of
shares held by each of them (if notified)

Halifax Corporate Trustees Limited (as Trustee of the BT Group Employee Share
Investment Plan).

5)     Please state whether notification relates to a person(s) connected with
the Director named in 2 above and identify the connected person(s)

n/a

6)     Please state the nature of the transaction. For PEP transactions please
indicated whether general/single co PEP and if discretionary/non discretionary

Increase in the interests' of the above Directors following the award of free
shares under the BT Group Employee Share Investment Plan

7)     Number of shares/amount of stock acquired:

Award of 186 free shares to each Director named above.

8)     Percentage of issued class

n/a

9)     Number of shares/amount of stock disposed

n/a

10)     Percentage of issued class

n/a

11)     Class of security

Ordinary shares of 5p each

12)     Price per share

£2.00 (initial market value)

13. Date of transaction

05 August 2003

14)     Date Company informed

06 August 2003

15)     Total holding following this notification

Sir Christopher Bland

 1. 674,062 ordinary shares - personal holding;
 2. 318,308 ordinary shares under BT Incentive Share Plan - contingent award;
 3. Options over 314,244 ordinary shares under the BT Group Legacy Option Plan.

Pierre Danon

 1. 61,414 ordinary shares - personal holding;
 2. 179,047 ordinary shares under BT Incentive Share Plan - contingent award;
 3. 53,253 ordinary shares under BT Retention Share Plan;
 4. 182,861 ordinary shares under BT Group Deferred Bonus Plan;
 5. Options over 1,639,272 ordinary shares under the BT Group Global Share 
    Option Plan

Paul Reynolds:

 1. 46,277 ordinary shares - personal holding;
 2. 148,012 ordinary shares under BT Incentive Share Plan - contingent award;
 3. 150,688 shares under BT Group Deferred Bonus Plan;
 4. 11,605 shares under BT Executive Share Plan - contingent award;
 5. Options over 4,555 shares under BT Group Employee Sharesave Scheme;
 6. Options over 1,457,124 shares under BT Group Global Share Option Plan.

Andy Green:
 1. 92,351 ordinary shares - personal holding;
 2. 179,047 ordinary shares under BT Incentive Share Plan - contingent award;
 3. 172,636 shares under BT Group Deferred Bonus Plan;
 4. 38,707 shares under BT Executive Share Plan - contingent award;
 5. Options over 2,905 shares under BT Group Employee Sharesave Scheme;
 6. Options over 1,548,198 shares under BT Group Global Share Option Plan

16)     Total percentage holding of issued class following this notification

n/a

If a director has been granted options by the company please complete the
following boxes

17)     Date of grant

n/a

18)     Period during which or date on which exercisable

n/a

19)     Total amount paid (if any) for grant of the option

n/a

20)     Description of shares or debentures involved: class, number

n/a

21)     Exercise price (if fixed at time of grant) or indication that price is
to be fixed at time of exercise

n/a

22. Total number of shares or debentures over which options held following this
    notification

n/a

23)     Any additional information

The above named Directors have technical interests, as at 07 August 2003 under
Section 13 of the Companies Act as follows:

  • A technical interest, together with all employees of BT Group plc in
    50,582 Ordinary Shares held by the Trustee, Halifax Corporate Trustees
    Limited;
  • A technical interest, together with all employees of BT Group plc in
    30,825,513 Ordinary Shares held by Ilford Trustees (Jersey) Limited in
    respect of contingent awards under executive share plans;

24)     Name of contact and telephone number for queries

Graeme Wheatley 020 7356 6372

25)     Name of signature or authorised company official responsible for making
this notification

Graeme Wheatley

Date of Notification: 07 August 2003

End


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