Holding in Company

TT Group PLC
8 September 2000


                  DEALINGS BY SUBSTANTIAL SHAREHOLDERS


1)   NAME OF COMPANY

     TT GROUP PLC

2)   NAME OF SHAREHOLDER HAVING A MAJOR INTEREST

     UBS ASSET MANAGEMENT HOLDING (NO2) LTD
     UBS ASSET MANAGEMENT LIMITED
     PHILLIPS & DREW LIFE LIMITED
      

3)   Please state whether notification indicates that it is in respect of 
     holding of the Shareholder named 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

     -

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

     SEE BELOW

5)   Number of shares/amount of stock acquired.

     -

6)   ( N/A %) of issued Class

7)   Number of shares/amount of stock disposed

        -

8)   ( N/A %) of issued Class

9)   Class of security

     FULLY PAID ORDINARY SHARES OF 25P EACH

10)  Date of transaction

     NOT NOTIFIED

11)  Date company informed

     8.9.00

12)  Total holding following this notification

     16,603,765
               
              
13)  Total percentage holding of issued class following this notification

     10.72%

14)  Any additional information

     -

15)  Name of contact and telephone number for queries

     M G LEIGH
     01932 841310

16)  Name and signature of authorised company official responsible for 
     making this notification

     Date of Notification ......8-9-2000..............................



LETTER TO:     TT GROUP PLC

Re: S.198 Companies Act 1985: as amended by The Disclosure of Interest in
    Shares (Amendment) Regulations 1993

In accordance with the Companies Act 1985, (as amended) I write to notify you
that UBS Asset Management Limited and Phillips & Drew Life Limited has an
interest in 16,603,765 ord 25p shares of the Company. This represents 10.72% of
the issued share capital of the Company.

Below is a list of the Registered holders.

UBS Asset Management Limited and Phillips & Drew Life Limited are subsidiaries
of UBS Asset Management Holding (No. 2) Limited which is also treated as having
an interest in the above shares.  We are authorised to make this aggregate
disclosure on behalf of UBS Asset Management Holding (No.2) Limited the
registered address of which is:

                   Triton Court
                   14 Finsbury Square
                   London EC2A 1PD

LETTER FROM:   PHILLIPS & DREW FUND MANAGEMENT LIMITED

              Total Issued Share Capital - 154,798,103


NAME                                                    QUANTITY

BT GLOBENET NOMINEES LIMITED           A/C CSB1          114,800
CHASE MANHATTAN BANK                   A/C IPF1          507,000
CHASE NOMINEES LTD                     A/C MNY2          350,399
CITY OF EDINBURGH COUNCIL              A/C LTH4          225,000
MSS NOMINEES LIMITED                   A/C AHB2           15,000
MSS NOMINEES LIMITED                   A/C AHB3            9,000
MSS NOMINEES LIMITED                   A/C AHB1           42,000
NORTHERN TRUST                         A/C BUR1           74,253
PHILDREW NOMINEES LIMITED              A/C AGF           102,000
PHILDREW NOMINEES LIMITED              A/C BAH           145,713
PHILDREW NOMINEES LIMITED              A/C BMA            22,700
PHILDREW NOMINEES LIMITED              A/C BND           104,000
PHILDREW NOMINEES LIMITED              A/C BOW         1,056,000
PHILDREW NOMINEES LIMITED              A/C BIB            64,000
PHILDREW NOMINEES LIMITED              A/C BRX            53,000
PHILDREW NOMINEES LIMITED              A/C BHN           184,000
PHILDREW NOMINEES LIMITED              A/C CC             94,000
PHILDREW NOMINEES LIMITED              A/C CAM           560,000
PHILDREW NOMINEES LIMITED              A/C CX             63,000
PHILDREW NOMINEES LIMITED              A/C CZ             52,000
PHILDREW NOMINEES LIMITED              A/C CUM           476,000
PHILDREW NOMINEES LIMITED              A/C DB             11,000
PHILDREW NOMINEES LIMITED              A/C DHB            31,000
PHILDREW NOMINEES LIMITED              A/C DPP           279,200
PHILDREW NOMINEES LIMITED              A/C DRG4           55,600
PHILDREW NOMINEES LIMITED              A/C ELG            49,000
PHILDREW NOMINEES LIMITED              A/C EXS            85,000
PHILDREW NOMINEES LIMITED              A/C EO             69,389
PHILDREW NOMINEES LIMITED              A/C ESX           191,468
PHILDREW NOMINEES LIMITED              A/C ESF           105,065
PHILDREW NOMINEES LIMITED              A/C FGC            19,677
PHILDREW NOMINEES LIMITED              A/C FRG            69,000
PHILDREW NOMINEES LIMITED              A/C GWY           263,700
PHILDREW NOMINEES LIMITED              A/C GLY            58,569
PHILDREW NOMINEES LIMITED              A/C HAR            80,000
PHILDREW NOMINEES LIMITED              A/C HCF            18,228
PHILDREW NOMINEES LIMITED              A/C HEP           116,000
PHILDREW NOMINEES LIMITED              A/C HPS           158,000
PHILDREW NOMINEES LIMITED              A/C H             135,000
PHILDREW NOMINEES LIMITED              A/C LH            591,000
PHILDREW NOMINEES LIMITED              A/C HOV           321,000
PHILDREW NOMINEES LIMITED              A/C HYP            18,750
PHILDREW NOMINEES LIMITED              A/C IMIPF         149,187
PHILDREW NOMINEES LIMITED              A/C JEF             9,000
PHILDREW NOMINEES LIMITED              A/C JFB            31,000
PHILDREW NOMINEES LIMITED              A/C JMN           192,034
PHILDREW NOMINEES LIMITED              A/C JNL            40,000
PHILDREW NOMINEES LIMITED              A/C KS             11,000
PHILDREW NOMINEES LIMITED              A/C KPM1          179,000
PHILDREW NOMINEES LIMITED              A/C LM            201,000
PHILDREW NOMINEES LIMITED              A/C MON           107,000
PHILDREW NOMINEES LIMITED              A/C LCC           671,600
PHILDREW NOMINEES LIMITED              A/C LEH            38,000
PHILDREW NOMINEES LIMITED              A/C LF01           61,441
PHILDREW NOMINEES LIMITED              A/C LF09          517,920
PHILDREW NOMINEES LIMITED              A/C MLS           154,000
PHILDREW NOMINEES LIMITED              A/C MOC            88,274
PHILDREW NOMINEES LIMITED              A/C MOS            34,286
PHILDREW NOMINEES LIMITED              A/C MHL            33,000
PHILDREW NOMINEES LIMITED              A/C NAF           149,000
PHILDREW NOMINEES LIMITED              A/C NEE            69,208
PHILDREW NOMINEES LIMITED              A/C NPP            20,000
PHILDREW NOMINEES LIMITED              A/C NHC           302,000
PHILDREW NOMINEES LIMITED              A/C PPD            37,000
PHILDREW NOMINEES LIMITED              A/C RFF            85,000
PHILDREW NOMINEES LIMITED              A/C RMC            67,400
PHILDREW NOMINEES LIMITED              A/C RMS            77,800
PHILDREW NOMINEES LIMITED              A/C RNL            90,000
PHILDREW NOMINEES LIMITED              A/C ROP           354,615
PHILDREW NOMINEES LIMITED              A/C SGU           193,000
PHILDREW NOMINEES LIMITED              A/C SRH           219,500
PHILDREW NOMINEES LIMITED              A/C SPB           140,000
PHILDREW NOMINEES LIMITED              A/C SHF           187,000
PHILDREW NOMINEES LIMITED              A/C SB             73,000
PHILDREW NOMINEES LIMITED              A/C SKB           284,000
PHILDREW NOMINEES LIMITED              A/C SMN           286,000
PHILDREW NOMINEES LIMITED              A/C S             182,000
PHILDREW NOMINEES LIMITED              A/C SR             62,000
PHILDREW NOMINEES LIMITED              A/C SRB            18,000
PHILDREW NOMINEES LIMITED              A/C SSF            41,000
PHILDREW NOMINEES LIMITED              A/C SCC           335,947
PHILDREW NOMINEES LIMITED              A/C TBV            35,000
PHILDREW NOMINEES LIMITED              A/C TCP           169,500
PHILDREW NOMINEES LIMITED              A/C TIH            32,000
PHILDREW NOMINEES LIMITED              A/C TOT            75,000
PHILDREW NOMINEES LIMITED              A/C TPP            12,000
PHILDREW NOMINEES LIMITED              A/C TAW            68,000
PHILDREW NOMINEES LIMITED              A/C TMI           115,000
PHILDREW NOMINEES LIMITED              A/C TUE           445,120
PHILDREW NOMINEES LIMITED              A/C TWG           179,000
PHILDREW NOMINEES LIMITED              A/C TW            508,000
PHILDREW NOMINEES LIMITED              A/C UEB            42,000
PHILDREW NOMINEES LIMITED              A/C UOE            64,000
PHILDREW NOMINEES LIMITED              A/C USA            40,390
PHILDREW NOMINEES LIMITED              A/C UT21          187,118
PHILDREW NOMINEES LIMITED              A/C GBS            94,720
PHILDREW NOMINEES LIMITED              A/C WDR           430,000
PHILDREW NOMINEES LIMITED              A/C WT            337,223
PHILDREW NOMINEES LIMITED              A/C WAR           230,000
PHILDREW NOMINEES LIMITED              A/C WSX           268,000
PHILDREW NOMINEES LIMITED              A/C MMF1           82,425
RBS TRUSTBANK NOMINEES LTD             A/C MGX           173,546
STATE STREET BANK & TRUST COMPANY      A/C BAS5          149,000
STATE STREET BANK & TRUST COMPANY      A/C BAS7           35,000

                                                      16,603,765

                                                          10.72%