Director/PDMR Shareholding

Close Brothers Group PLC
05 October 2005


Close Brothers Group plc

Close Brothers Group plc wish to notify the following changes in the interest in
ordinary shares ("Shares") arising out of the operation of its Long Term
Incentive Plan 2004("LTIP").

On 3 October 2005, options to acquire Shares at nil cost ("Awards") were granted
under the LTIP to the following directors and Persons Discharging Managerial
Responsibility ("PDMRs") as set out below. The numbers of Shares stated are the
maximum available to each director and PDMR on satisfaction, in full, of the
performance targets described below.

Director                         Ordinary shares under Awards

M.A. Hines                             22,771
S.R.Hodges                             63,760
C D. Keogh                             85,013
D.C. Pusinelli                         57,384
P.L. Winkworth                         63,760

PDMR

M.J. Barley                            30,361
J.S. Sieff                             37,952


Vesting of these Awards will be conditional on the achievement of two distinct
performance targets. Vesting of two thirds of the Shares under an Award will be
based on the Company's Earnings Per Share ("EPS") growth exceeding a range of
targets above the rate of growth of the Retail Prices Index ("RPI"). Vesting of
the remaining one third of the Shares under an Award will be based on a
condition measuring the Company's total shareholder return ("TSR") performance
relative to a comparator group of 24 other companies from the FTSE 350
Speciality and Other Financial Index and FTSE 350 Banks Index.

The earliest date on which the directors and PDMRs could normally become
entitled to call for the Shares comprised in the Awards is 3 October 2008, which
is the third anniversary of the date on which these Awards were granted.

The Company's Remuneration Committee will make a payment in cash or in Shares to
participants on the vesting of their Awards equivalent to the amount of
dividends they would have been entitled to receive during the performance period
in respect of those Shares that vest.



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