Director Shareholding

BT Group PLC
05 August 2004


                                  SCHEDULE 11
          NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS


1) Name of company

BT Group plc
     
2) Name of Directors

Sir Christopher Bland
Ian Livingston
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 116 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

181p (initial market value)

13)    Date of transaction

04 August 2004

14) Date Company informed

05 August 2004

15) Total holding following this notification

Sir Christopher Bland
     
1.   674,178 ordinary shares - personal holding;
2.   286,100 ordinary shares under BT Group Retention Share Plan;
3.   Options over 314,244 ordinary shares under the BT Group Legacy
     Option Plan.

Ian Livingston
     
1.   313,054 ordinary shares - personal holding;
2.   293,023 ordinary shares under BT Group Retention Share Plan;
3.   155,111 ordinary shares under BT Group Incentive Share Plan -
     contingent award;
4.   172,049 ordinary shares under BT Group Deferred Bonus Plan;
5.   Options over 1,990,835 ordinary shares under the BT Group Global
     Share Option Plan;
6.   Option over 7,290 ordinary shares under the BT Group Employee
     Sharesave Scheme.

Pierre Danon

1.   107,206 ordinary shares - personal holding;
2.   155,111 ordinary shares under BT Group Incentive Share Plan -
     contingent award;
3.   234,187 ordinary shares under BT Group Deferred Bonus Plan;
4.   Options over 1,990,835 ordinary shares under the BT Group Global
     Share Option Plan

Paul Reynolds:

1.   67,208 ordinary shares - personal holding;
2.   137,877 ordinary shares under BT Group Incentive Share Plan - contingent
     award;
3.   199,095 shares under BT Group Deferred Bonus Plan;

4.   Options over 4,555 shares under BT Group Employee Sharesave Scheme;
5.   Options over 1,769,624 shares under BT Group Global Share Option Plan.

Andy Green:
     
1.   119,995 ordinary shares - personal holding;
2.   146,494 ordinary shares under BT Group Incentive Share Plan - contingent
     award;
3.   219,673 shares under BT Group Deferred Bonus Plan;
4.   Options over 5,712 shares under BT Group Employee Sharesave Scheme;
5.   Options over 1,880,230 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 05 August 2004 under
Schedule 13 of the Companies Act as follows:

   • A technical interest, together with all employees of BT Group plc in
     64,498 Ordinary Shares held by the Trustee, Halifax Corporate Trustees
     Limited;

   • A technical interest, together with all employees of BT Group plc in
     28,839,639 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

John Challis 020 7356 4086

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

John Challis

Date of Notification: 05 August 2004
End


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