Interim Results

3i Infrastructure Ltd
22 November 2007


22 November 2007

3i Infrastructure Limited


Interim results for the period from 16 January 2007 to 30 September 2007

On track to deliver objectives set out at IPO

--------------------------------------------------------------------------------
For the period from 16 January 2007 to 30 September 2007

Investment                                                              £412.7m

Total return                                                             £33.3m
Total return as a percentage of opening shareholders' equity (1)           4.8%

Diluted Net Asset Value per share (pre-dividend)                         103.1p

Interim dividend per share                                                 2.0p
--------------------------------------------------------------------------------

Note: the financial information above has been prepared according to the
investment basis of reporting. Please refer to 'Basis of preparation' for more
information.

(1) Opening shareholders' equity is defined specifically for this period as
    total funds raised at IPO less formation costs.


Commentary

• 3i Infrastructure is on track to achieve full investment within two
  years of IPO, with 60% of net IPO proceeds already invested in a portfolio
  of assets which is diversified by sector, maturity and geography;

• The portfolio is performing well and delivering returns in line with
  expectations;

• The Company has made progress on strategic initiatives during the
  period, notably through the US$250 million commitment to the 3i India
  Infrastructure Fund, £56 million (US$114 million) of which has already been
  drawn down;

• The prospects for the infrastructure asset class remain positive and the
  Investment Adviser has developed a pipeline of high-quality potential
  investment opportunities. The Company is well positioned to take advantage
  of the market opportunity;

• Based on the Company's performance, the Board of Directors has approved
  an interim dividend of 2.0p per share.


Peter Sedgwick, Chairman of 3i Infrastructure Limited, said: 'With the outlook
for the infrastructure sector remaining positive, current portfolio assets
performing well and a good pipeline of investment opportunities, I believe 3i
Infrastructure is well placed to deliver, in the medium term, the return
objectives set out at IPO'.


Michael Queen, Managing Partner, Infrastructure, 3i Investments plc, added: 'The
opportunity for infrastructure investment in both mature and emerging markets is
significant. The defensive characteristics of the asset class make it even more
attractive in the current turbulent market. Competition for high-quality assets
is likely to remain high and we therefore remain focused on a selective approach
to investment.'


- ends -


For further information, please contact:

Michael Queen, Managing Partner, Infrastructure,             
3iInvestments plc                                            Tel: [phone]
Stephen Halliwell, CFO, Infrastructure, 3i Investments plc   Tel: [phone]
Silvia Santoro, investor enquiries                           Tel: [phone]
Jennifer Letki, press enquiries                              Tel: [phone]
Lydia Pretzlik, The Maitland Consultancy                     Tel: [phone]


For further information regarding the announcement of interim results for 3i
Infrastructure Limited please see www.3i-infrastructure.com. The analyst
presentation and scripts will be made available on this website during the day.


Notes to editors

3i Infrastructure is a Jersey-incorporated, closed-ended investment company that
invests in infrastructure businesses and assets and is regulated by the Jersey
Financial Services Commission. The Company listed on the London Stock Exchange
on 13 March 2007, raising £703 million in an initial public offering and is a
component of the FTSE 250 index.

3i Investments plc, a wholly-owned subsidiary of 3i Group plc, which is
regulated in the UK by the Financial Services Authority, acts as Investment
Adviser to 3i Infrastructure.


This press release is not for distribution (directly or indirectly) in or to the
United States, Canada, Australia or Japan and is not an offer of securities for
sale in or into the United States, Canada, Australia or Japan. Securities may
not be offered or sold in the United States absent registration under the U.S.
Securities Act of 1933, as amended (the 'Securities Act'), or an exemption from
registration under the Securities Act. Any public offering to be made in the
United States will be made by means of a prospectus that may be obtained from
the issuer or selling security holder and will contain detailed information
about 3i Group plc, 3i Infrastructure Limited, 3i India Infrastructure Fund and
management, as applicable, as well as financial statements. No public offering
in the United States is currently contemplated.

The interim report of 3i Infrastructure Limited for the period to 30 September
2007 has been drawn up and presented in accordance with and in reliance upon
applicable English law and the liabilities of the Company in connection with
that report shall be subject to limitations and restrictions provided by such
law. The interim results for the period to 30 September 2007 are unaudited.

This report may contain certain statements about the future outlook for 3i
Infrastructure Limited. Although we believe our expectations are based on
reasonable assumptions, any statement about the future outlook may be influenced
by factors that could cause actual outcomes and results to be materially
different.


Chairman's statement

3i Infrastructure Limited has made good progress in terms of financial
performance and strategic development during the period from incorporation on 16
January 2007 to 30 September 2007. The Company, which is now a component of the 
FTSE 250 index, has delivered a return of £33 million over the period or 4.8% 
on opening shareholders' equity.

This performance has been achieved against a backdrop of more volatile equity
markets and deteriorating credit conditions. The Company has invested £413
million over the period, or 60% of the net proceeds raised at IPO, including the
£234 million acquisition of the initial portfolio from 3i Group plc. This has
been invested in a portfolio of geographically diversified assets which, as
outlined in more detail in the Investment Adviser's review, are performing in
line with our expectations. The Board monitors the performance of the portfolio
through regular updates and detailed reviews received from the Investment
Adviser. The Board has approved the valuations of each investment and is
encouraged by the performance of the assets.

The Company's performance owes much to the breadth and depth of 3i Investments
plc's relationships with both financial and industrial partners internationally.
Investments such as the acquisition - financed with both equity and debt - of a
45% interest in three subsidiaries of Oiltanking GmbH, based in Amsterdam, Malta
and Singapore, as well as the US$250 million commitment to the 3i India
Infrastructure Fund ('the Fund'), demonstrate the benefit of the Company's
association with 3i's international network. This, I believe, is a significant
competitive advantage for 3i Infrastructure.

The commitment to the Fund, whose first closing was announced by 3i Group plc on
27 September 2007, is a significant development for the Company. The Fund has
already completed its first investment, drawing down commitments from 3i
Infrastructure of £56 million. India offers great growth opportunities for
infrastructure investment, and the Investment Advisory team on the ground has
developed a strong pipeline of potential opportunities.

The Company held an Extraordinary General Meeting to obtain shareholders'
approval for its commitment to the Fund, which was a related party transaction.
The resolution to participate in the Fund was approved by shareholders at the
EGM, with 3i Group plc not taking part in the vote.

The Company's corporate governance model is working well. The Board has been
responsible for the development and implementation of the Company's operating
procedures and controls. In August, the Company held its first Annual General
Meeting. In September the Board was delighted to welcome Steven Wilderspin as a
non-executive Director. Steven has joined the Audit Committee and is a former
director of GED Long Short Equity Fund Limited and of Wake Alternative
Investment SPC. His extensive experience in the financial services sector will
be a valuable addition to the Board.

September also saw the inclusion of 3i Infrastructure in the FTSE 250 and FTSE
All-Share indices. This was a positive development for the Company, which was
followed by an increase in the volume traded in its shares.

Despite testing conditions in the capital markets and a deterioration in the
availability and conditions of credit, the infrastructure market is continuing
to experience healthy levels of activity, as evidenced by the volume of
potential investments currently being reviewed by our Investment Adviser. The
Board is confident that the market opportunity for infrastructure investment on
a global scale remains strong, with private sector financing becoming
increasingly important in the funding mix of infrastructure projects around the
world.

I am pleased to report that the Directors have approved an interim dividend of
2.0 pence per share, which will be paid on 19 December 2007 to shareholders on
the register at 30 November 2007.

With the outlook for the infrastructure sector remaining positive, current
portfolio assets performing well and a good pipeline of investment
opportunities, I believe the Company is well placed to deliver, in the medium
term, the return objectives set out at our IPO.

Peter Sedgwick
Chairman
21 November 2007


About 3i Infrastructure Limited

3i Infrastructure Limited ('3i Infrastructure' or 'the Company') is a
Jersey-incorporated, closed-ended investment company that invests in
infrastructure businesses and assets and is regulated by the Jersey Financial
Services Commission.

3i Infrastructure listed on the London Stock Exchange on 13 March 2007, raising
in total £703 million in its initial public offering ('IPO') from a diverse
range of international institutions and retail investors. The Company is a
component of the FTSE 250 index.

3i Investments plc ('3i Investments'), a wholly-owned subsidiary of 3i Group plc
('3i Group') acts as investment adviser to the Company. The Company has a
non-executive board and no employees.


Objectives

Returns
3i Infrastructure's overall objective is to provide its shareholders with a 
total return of 12% per annum on net IPO proceeds, to be achieved over the
long term.

Within this overall objective, the Company will also target an annual 
distribution yield, on full investment of the net IPO proceeds, of approximately 
5% of the net IPO proceeds, to be achieved through a combination of regular 
dividends and capital returns.

Portfolio
3i Infrastructure aims to invest the net IPO proceeds within two years from 
listing.

The Company intends to make equity, or equivalent, investments in infrastructure 
businesses and most will be of a size sufficient to obtain board representation.

Infrastructure businesses and assets are defined by 3i Infrastructure as
asset-intensive businesses, providing essential services over the long term,
often on a regulated basis, or with a significant component of revenues
and costs that are subject to long-term contracts.


Risks and uncertainties

The principal risks and uncertainties faced by the Company are set out in the
Risk Factors section of the Company's IPO prospectus. The principal external and
strategic investment risks faced by the Company relate to the performance of
underlying investment assets and market and transaction risks relating to the
time taken to deploy the Company's capital. The Company is highly dependent on
3i Investments and its Infrastructure investment team.


Investment Adviser's review

About the Investment Adviser
3i Investments, a wholly-owned subsidiary of 3i Group, acts as Investment
Adviser to the Company through its infrastructure investment team. The team
advises the Company on the origination and completion of new investments, on the
realisation of investments, on funding requirements, as well as on the
management of the investment portfolio.

The infrastructure investment team operates as a separate business line within
3i Group and at 30 September 2007 was staffed by 19 dedicated infrastructure
investment professionals, of whom 12 are based in London, two in Frankfurt and
five in Mumbai. All have significant experience in investing in, or advising on,
infrastructure or private equity assets. Plans are being formalised to establish
a team based in 3i's New York office. The team can also draw on 3i's network of
more than 250 investment professionals, based in 14 countries, to source
infrastructure investments.

3i Group was among the subscribers to 3i Infrastructure's initial public
offering and owns 46% of the equity in the Company.

Investment activity
As shown in Table 1, investments during the period to 30 September 2007 totalled
£412.7 million, representing 60% of the net proceeds raised by 3i Infrastructure
at its IPO. 

The balance of IPO proceeds, plus income received and net of costs
paid, of £296.7 million, is currently held in cash or cash equivalents.

An initial portfolio of infrastructure assets was acquired by the Company from
3i Group at the IPO, for a total consideration of £234.4 million. This initial
portfolio includes minority investments in Anglian Water Group Limited,
Infrastructure Investors ('I2'), Octagon and Alpha Schools. Three additional new
investments totalling £147.4 million were made after the initial portfolio
acquisition. Follow-on investments and draw downs of existing commitments
amounted to £30.9 million.

An asset-by-asset review of our portfolio, including a strategic update,
valuation methodology and developments in the period, can be found in 
'Portfolio' below.

The Company's largest investment during the period, after the purchase of the
initial portfolio at IPO, was the acquisition, through Oystercatcher Luxco 2, of
a 45% interest in three subsidiaries of Oiltanking GmbH which provide petroleum
and chemical storage facilities in Amsterdam, Malta and Singapore.

In August, the Company purchased a 16.7% holding from 3i Group in Thermal
Conversion Compound Industriepark Hoechst GmbH ('T2C'), a company established to
develop, own and operate a waste to energy plant in Germany, for a consideration
of £6.5 million.

Following approval from its shareholders at an Extraordinary General Meeting
held on 10 September 2007, 3i Infrastructure also committed US$250 million to
the 3i India Infrastructure Fund ('the Fund'), established by 3i Group to invest
in infrastructure opportunities in India. At 30 September 2007, the Fund had
completed one investment, a power station development in the port of Mundra in
Gujarat, drawing down commitments from 3i Infrastructure of £56.4 million.

--------------------------------------------------------------------------------
Table 1 - Summary of investment activity in the period to 30 September 2007 (£m)
Portfolio asset             Initial    Further        New      Total     Undrawn
(investment basis) Sector portfolio investment investment investment commitments
--------------------------------------------------------------------------------
Anglian Water    Utilities
Group Limited(1)   - Water    140.0                            140.0          -
                   
Infrastructure    
Investors           Social
Limited     Infrastructure
Partnership     - PFI fund     82.0       29.9                 111.9       25.5
('I2')

Octagon             Social
Healthcare  Infrastructure
Limited     - PFI Hospital     12.2        1.0                  13.2          -
                 
Alpha Schools      
(Highland)          Social
Holdings    Infrastructure
Limited      - PFI Schools      0.2                              0.2        7.6
                 
T2C              Utilities                             6.5       6.5          -
                   - Power

Oystercatcher
Luxco 2     Transportation
S.a.r.l      - Oil Storage                            84.5      84.5          -
                  

3i India         Power and
Infrastructure   Transport
Holdings Ltd(2)       fund                            56.4      56.4       67.0
--------------------------------------------------------------------------------
Total                         234.4       30.9       147.4     412.7      100.1
--------------------------------------------------------------------------------
(1) Formerly known as Osprey Jersey Holdco Limited.
(2) The Fund currently holds only one investment, which is in the power sector.


Portfolio performance

Portfolio value and returns
The value of 3i Infrastructure's portfolio at 30 September 2007 was £426.4
million.

All assets are performing in line with expectations. The Investment Adviser,
through board representation, is working with the management and shareholders of
each of the investee companies to deliver improvements in their operational
performance.

The performance of the Company's investment assets is measured on the basis of
the investment return. The investment return attributable to the assets for the
period to 30 September 2007 is £40.3 million, 5.8% of opening shareholders'
equity.

The Company generates returns on the assets either through the yield - from
dividends or interest - earned from the assets, from asset revaluation, or from
any realised capital profits from the sale or partial sale of the asset.
Interest income is earned on treasury assets, cash and cash equivalents.

Portfolio composition
3i Infrastructure's aim is to build a portfolio of assets which is diversified
by sector, maturity and geography. Tables 2, 3 and 4 below illustrate the
breakdown of the portfolio by sector, maturity and geography as at 30 September
2007.

The portfolio is invested across a range of asset maturities from mature,
typically high-yielding assets to early-stage development projects, which would
generally provide a lower yield, but higher capital growth potential.
Diversification of the portfolio across this maturity spectrum aims to deliver a
balance of income returns and capital growth, as well as to balance the
portfolio's risk profile.
--------------------------------------------------------------------------------
Table 2 - Asset portfolio by sector as at 30 September 2007
--------------------------------------------------------------------------------
Social infrastructure                                                       30%
Transportation                                                              20%
Utilities                                                                   50%
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Table 3 - Asset portfolio by maturity as at 30 September 2007
--------------------------------------------------------------------------------
Early stage                                                                 15%
Operational growth                                                          26%
Mature                                                                      59%
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Table 4 - Asset portfolio by geography as at 30 September 2007
--------------------------------------------------------------------------------
UK                                                                          65%
Continental Europe*                                                         22%
Asia                                                                        13%
--------------------------------------------------------------------------------
*Includes investment in Oystercatcher 2, with operations in Amsterdam, Malta and
 Singapore.


Valuation

Valuation methodology
Investment valuations are calculated at the half year and at the financial year
end by the Investment Adviser and then reviewed and approved by the Board of
Directors. Investments are reported at the Directors' estimate of fair value at
the reporting date. The valuation principles used are based on International
Private Equity and Venture Capital (IPEVC) valuation guidelines, generally using
a discounted cash flow (DCF) methodology, which the Board considers to be the
most appropriate valuation methodology for infrastructure investments.

All valuations are based, in part, on information provided by the project
companies or other investment vehicles in which the Company has invested. The
Investment Adviser evaluates all such information and data. Where the financial
reports provided by the project companies or other investment vehicles are
provided only on a quarterly basis, the most up to date financial model will be
used and adjusted for material events at the reporting date.

Generally, the process of estimating the fair value of an investment involves
using the DCF methodology to derive the present value of an investment's
expected future cash flows. Cash flow projections are based on reasonable
macro-economic, industry-specific and company-specific financing and operating
estimates or assumptions. An appropriate discount rate is then applied.

The discount rate for each investment will vary according to the underlying
risks of that investment. The Investment Adviser exercises its skill and
judgment to assess the most appropriate discount rate which will be derived from
a risk premium, applied for each individual asset, in excess of the risk-free
rate. Other market information available to the Investment Adviser, both
specific to the Company's investment or the market sector, may also be
incorporated into the discount rate.

The DCF basis will be used as the primary valuation methodology for the
Company's portfolio, except for the following cases:

• investments in other infrastructure funds where the Company will value
  its limited partnership share of the net asset value of the fund. It can
  generally be assumed, however, that most infrastructure funds will value
  their underlying assets on a DCF basis. The underlying fund valuation may be
  adjusted to incorporate discount rates consistent with the Company's
  assessment of the most appropriate discount rate for the nature of the
  assets held in the fund;

• quoted assets which will be valued at closing bid price; and

• assets close to sale, which will be valued on the basis of expected sale
  proceeds from offers received as part of a sale process, less an appropriate
  marketability discount.

A provision will be made against any investment in a company that has failed or
is expected to fail within the next twelve months.

Portfolio value
Table 5 illustrates the effects of new investment, asset returns and income
received during the period on portfolio value. In valuing the portfolio, the
weighted average discount rate applied at 30 September 2007 was 13%.

--------------------------------------------------------------------------------
Table 5 - Reconciliation in movement in portfolio value
for the period to 30 September 2007
                                                                            (£m)
--------------------------------------------------------------------------------
Initial portfolio value                                                   234.4
New/further investments                                                   178.3
Asset returns*                                                             28.0
Income received                                                           (14.3)
Closing portfolio value                                                   426.4
--------------------------------------------------------------------------------
*Includes £2.4 million on unrealised exchange gains.


Basis of preparation
In the following section, the Investment Adviser has presented the Company's net
asset value and key financial statements to show the return on a pro-forma
investment basis, in addition to the consolidated financial statements as
required under International Financial Reporting Standards ('IFRS'). The
Investment Adviser considers this pro-forma investment basis presentation
provides a more meaningful representation of the Company's net asset value,
shows the Company's cash utilisation for investment and differentiates between
non-recourse borrowings held within asset specific acquisition companies and
borrowings which may be made at the Company level. The investment basis accounts
for subsidiaries formed specifically for investment purposes in the same way as
minority investments and therefore does not consolidate these entities as is
required under IFRS.

Two adjustments have been made.

3i Infrastructure holds 55.7% of 3i Osprey LP, the vehicle through which 3i
Group also holds its investment in Anglian Water Group Limited. 3i
Infrastructure is required under IFRS to consolidate the results and balance
sheet of this LP into its accounts on a line-by-line basis. The remaining 44.3%
of this entity is held by 3i Group and a third party. In the investment basis
presentation, 3i Infrastructure has recognised only its share of the income and
balance sheet of 3i Osprey LP.

During the period to September the Company invested in Oystercatcher Luxco 1 and
Luxco 2 S.a.r.ls, two wholly-owned subsidiaries, to fund the minority investment
into three Oiltanking GmbH subsidiaries. External borrowings were also made by
Oystercatcher Luxco 2 to fund the investments. These borrowings are non-recourse
to 3i Infrastructure. Under IFRS, the results and balance sheets of the
Oystercatcher Luxco 1 and Luxco 2 subsidiaries are required to be consolidated
into 3i Infrastructure's financial statements on a line-by-line basis. In the
investment basis presentation these subsidiaries are not consolidated but are
accounted for as a portfolio asset held for investment purposes.


Returns
A commentary covering the key features of the return on an investment basis is
provided in Table 6.

3i Infrastructure achieved a total return of £33.3 million for the period. The
diluted net asset value at 30 September 2007 (before deducting the interim
dividend) was 103.1p per share, a 4.6% increase over proceeds raised at IPO
(less initial expenses) of 98.6p per share.

--------------------------------------------------------------------------------
Table 6 - Total return for the period between 16 January 2007 and 30 September
2007
                                                                          (£m)
--------------------------------------------------------------------------------
Unrealised profits on the
revaluation of investments                                                11.3
Exchange gains on portfolio assets                                         2.4
--------------------------------------------------------------------------------
                                                                          13.7
Portfolio income
   Dividends                                                              10.6
   Income from loans and receivables                                       3.7
   Fees (payable)/receivable                                              (0.7)
Interest receivable                                                       13.0
--------------------------------------------------------------------------------
Investment return                                                         40.3
Advisory and performance fee payable                                      (3.8)
Operating expenses                                                        (3.2)
--------------------------------------------------------------------------------
Profit for the period 'Total return'                                      33.3
--------------------------------------------------------------------------------

The investment return was £40.3 million, of which £28.0 million was generated
directly from portfolio assets and £13.0 million was interest on financial
assets. The return comprises dividends and interest yield from the portfolio of
£14.3 million, as well as an unrealised value uplift and exchange gains of £13.7
million recognised on the revaluation of certain assets in the portfolio. This
is net of fees arising from investment activity and costs payable to advisers of
£(0.7) million.

During the period, 3i Infrastructure incurred costs of £16.8 million, the
majority of which were professional fees relating to the IPO of the Company. Of
these costs £9.8 million have been charged directly against the share premium
account and are not reflected in the total return shown in Table 6.

Other expenses include the running costs of the Company, exchange losses on
non-investment assets and the advisory fee payable to 3i Investments, which is
calculated as 1.5% of the Gross Investment Value (further explanation is
provided in note 7).

Balance sheet and net asset value
As at 30 September 2007, the cash balance stood at £296.7 million and there were
no external borrowings on a recourse basis to the Company.

--------------------------------------------------------------------------------
Table 7 - Balance sheet as at 30 September 2007
                                                                          (£m)
--------------------------------------------------------------------------------
Assets
Non-current assets
Investment portfolio                                                     426.4
Current assets
Other current assets                                                      11.7
Cash and cash equivalents                                                296.7
Total current assets                                                     308.4
--------------------------------------------------------------------------------
Total assets                                                             734.8
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Current liabilities
Trade and other payables                                                  (8.1)
Total current liabilities                                                 (8.1)
--------------------------------------------------------------------------------
Total liabilities                                                         (8.1)
--------------------------------------------------------------------------------
Net assets                                                                726.7
--------------------------------------------------------------------------------

Equity
Issued capital                                                           693.1
Translation reserve                                                        0.3
Retained reserve                                                          33.3
--------------------------------------------------------------------------------
Total shareholders' equity                                               726.7
--------------------------------------------------------------------------------

The net asset value at 30 September 2007 was £726.7 million, which reduces to
£712.6 million after the deduction of the proposed interim dividend, which will
be paid in December 2007.

--------------------------------------------------------------------------------
Table 8 - Reconciliation of movements in net asset value
for the period to 30 September 2007
                                                                           (£m)
--------------------------------------------------------------------------------
IPO proceeds                                                             702.9
IPO costs                                                                 (9.8)
Total return and equity movements*                                        33.6
Proposed dividend                                                        (14.1)
Closing NAV (post-dividend)                                              712.6
--------------------------------------------------------------------------------
*Equity movements of £0.3 million relate to exchange differences on translation 
 of foreign operations.


Portfolio

The initial portfolio
The initial portfolio comprises the four assets that were purchased from 3i
Group at IPO for a total consideration of £234.4 million. These include a UK
regulated asset and three Private Finance Initiative (PFI) projects.
--------------------------------------------------------------------------------
Table 9 - Portfolio detail
--------------------------------------------------------------------------------
                   Anglian Water       Infrastructure                      Alpha
                   Group Limited   Investors LP ('I2')     Octagon       Schools
--------------------------------------------------------------------------------
Equity interest             9.0%                31.2%        26.3%         50.0%
Date invested         March 2007           March 2007   March 2007    March 2007
Cost                     £140.0m              £111.9m       £13.2m         £0.2m
Directors' valuation     £151.6m              £112.8m       £13.5m         £0.2m
Income in the period       £3.2m                £7.9m        £0.6m            -
Asset total return        £14.8m                £8.8m        £0.9m            -
Valuation basis              DCF     LP share of fund          DCF           DCF
--------------------------------------------------------------------------------


Anglian Water Group Limited

Description
Investment in Anglian Water Group Limited (previously known as Osprey Jersey
Holdco Limited), the principal business of which is the water and waste water
company Anglian Water. Anglian Water is the fourth largest water supply and
waste water company in England and Wales, measured by regulatory capital value,
and is regulated by Ofwat. The group also includes Morrison plc, a support
services business, and a separate property development business.

Portfolio detail 
Please see Table 9.

Strategy
AWG aims to deliver a high-quality, reliable service to its customers, through
strong operational management and the efficient financing of its capital
programme.

Developments in the period
The refinancing of the acquisition debt has been completed on favourable terms.
The 180-day post-acquisition plan has been completed with management ahead of
schedule.


Infrastructure Investors LP ('I2')

Description
I2 makes and manages investments in secondary PFI projects, mainly in the UK and
continental Europe. Among the largest equity funds in this market, its 74 assets
include the Lewisham DLR extension, HM Treasury and HMRC offices, and HPC Kings
College Hospital.

Portfolio detail 
Please see Table 9.

Strategy
I2 aims to develop a diversified portfolio of PFI assets, generating stable
returns for investors, through identifying portfolio synergies, optimising
operational efficiencies and developing appropriate financial structures.

Developments in the period
Two new portfolios were acquired, the most significant being the 'take private'
of The PFI Infrastructure Company Limited. Income returns have been generated
mainly through portfolio restructuring.

Octagon

Description
A £229 million project to build and maintain the Norfolk and Norwich University
hospital. The hospital was completed in September 2001.

Under the terms of a 35-year PFI contract, Octagon maintains the hospital. The
NHS Trust is committed to making RPI-linked payments to cover the use and
maintenance of the buildings and is responsible for the provision of all
clinical services.

Portfolio detail 
Please see Table 9.

Strategy
The management team, working with close shareholder involvement from the
consortium, continue to focus on maintaining the excellent relationship with the
NHS Trust and Regional Health Authority. This is achieved through delivery of
first-class service levels to the hospital, thereby maintaining income returns
which, in turn, continue to deliver a strong shareholder yield.

Developments in the period
3i Infrastructure has increased its holding in Octagon by 1.3% to 26.3%, by
acquiring its pro-rata share of a 5% stake sold by an original consortium
member.


Alpha Schools

Description
A £134 million project to build and refurbish 11 new schools in Scotland under a
30-year PFI contract with the Highland Council. Construction has started and the
target date for completion of all schools is 2008.

The Company has committed to invest a further £7.6 million in loan notes.

Portfolio detail 
Please see Table 9.

Strategy
To build and/or refurbish 11 schools for the Highland Council ahead of the
scheduled delivery date. Once the construction phase is complete, there may be
opportunities to refinance the project as well as providing a running yield to
shareholders.

Developments in the period
Five schools (out of 11 projects) have been completed and handed over in the
period. Resulting from the high standards of delivery, an excellent relationship
continues to develop between the project company and the Highland Council.


New investments

In the period, the Company actively pursued its strategy to build a portfolio
that is diversified by geography, maturity and sector.

The three new investments are all outside the UK, as 3i Infrastructure has
benefited from the international reach of the Investment Adviser.

--------------------------------------------------------------------------------
Table 10 - Portfolio detail
--------------------------------------------------------------------------------
                                                  Thermal               3i India
                                               Conversion         Infrastructure
                       Oystercatcher        Compound ('T2C')                Fund
--------------------------------------------------------------------------------
Equity interest                45.0%(1)             16.7%               50.0%(2)
Date invested            August 2007          August 2007         September 2007
Cost                          £84.5m                £6.5m                 £56.4m
Directors' valuation          £85.4m                £6.7m                 £56.2m
Income in the period           £2.5m                £0.1m                     -
Asset total return             £3.4m                £0.3m                £(0.2)m
Valuation basis                  DCF                  DCF       LP share of fund
--------------------------------------------------------------------------------
(1) Through Oystercatcher Luxco 2 S.a.r.l, 3i Infrastructure has a 45% interest
    in three of Oiltanking GmbH's subsidiaries.
(2) 50% of first closing commitments

Note: The asset total return for the 3i India Infrastructure Fund is 
£(0.2) million due to an exchange difference.


Oystercatcher

Description
3i Infrastructure, through Oystercatcher Luxco 2 S.a.r.l, has a 45% interest in
three of Oiltanking GmbH's subsidiaries based in Amsterdam, Malta and Singapore.

Oiltanking is one of the world's largest independent providers of third-party
storage facilities for petroleum and chemical products, owning and operating 74
terminals in 21 countries. Oiltanking's clients include private and state oil
companies, refiners, petrochemical companies and traders in petroleum products
and chemicals.

Portfolio detail 
Please see Table 10.

Strategy
To work in partnership with the experienced local management teams, supported by
Oiltanking's central management expertise, to help deliver high-value
customer service in the strategic locations of Singapore, Amsterdam and Malta,
driving strong operational performance to maintain steady capital growth.

Developments in the period

Transaction completed in August 2007.


Thermal Conversion Compound ('T2C')

Description
Construction of a new-build waste to energy plant to generate heat and power
from refuse-derived fuels. The plant is located near Frankfurt, Germany.

Portfolio detail 
Please see Table 10.

Strategy
To monitor and influence the project during the construction period to ensure
that the project plan remains on track and delivers the full benefit of the
technology being employed. Successful completion of the construction phase
should enable refinancing of the project.

Developments in the period
The preliminary planning licence was received in the period and construction of
the plant commenced.


3i India Infrastructure Fund

Portfolio diversity
Gaining portfolio diversity for 3i Infrastructure can also be achieved through
investing in infrastructure funds.

Such funds generally have a geographical or sector mandate.

Such funds typically invest across a spectrum of risk profiles and, dependent on
that profile, will generate either income or capital growth.

3i Infrastructure will target investment in funds where the risk/return profile
will complement the balance of risk/return sought in the 3i Infrastructure
portfolio.

Description
The 3i India Infrastructure Fund was established by 3i Group to make
infrastructure investments in India focusing on ports, airports, roads and
power. The first closing of the Fund, at US$500 million, was announced in
September 2007.

3i Infrastructure has committed US$250 million alongside 3i Group, which has
committed the same amount. As 3i Group, a 46% shareholder in the Company, is a
related party, the commitment had to be approved by 3i Infrastructure's
shareholders at an EGM on 10 September 2007.

Unlike 3i Group and third-party investors, the Company will pay no advisory,
management or performance fees in connection with its participation in the Fund,
other than those which it is contracted to pay pursuant to the terms of the
Company's existing investment advisory agreement with 3i Investments.

Portfolio detail 
Please see Table 10.

Strategy
The Fund will provide 3i Infrastructure with access to the Indian infrastructure 
market where economic growth is driving a strong demand for new infrastructure 
assets. The Board recommended investment through the Fund to the shareholders as 
it believed this would give exposure to a larger and more diversified portfolio 
of investments due to the scale of the Fund. It further anticipated that the 
3i Investment Advisory team in India would be strengthened given the scale of 
the Fund and this enhanced team would directly benefit 3i Infrastructure through 
its co-investment in the Fund.

Developments in the period
Since first closing, the Fund has announced the completion of its first
investment, a minority stake in Adani Power Limited, which will construct and
operate a power station in the port of Mundra, in the state of Gujarat. 
In September, 3i Infrastructure commitments of £56.4 million were drawn down to 
fund this investment.


Independent review report
to the members of 3i Infrastructure Limited

We have been engaged by the Company to review the consolidated condensed set of
financial statements in the interim financial report for the period 16 January
2007 to 30 September 2007 which comprises the consolidated income statement,
consolidated statement of recognised income and expense, consolidated
reconciliation of movements in equity, consolidated balance sheet, consolidated
cash flow statement and the related explanatory notes. We have read the other
information contained in the interim financial report and considered whether it
contains any apparent misstatements or material inconsistencies with the
information in the condensed set of financial statements.

This report is made solely to the Company in accordance with guidance contained
in International Standard on Review Engagements (UK and Ireland) 2410
'Review of Interim Financial Information Performed by the Independent Auditor of 
the Entity' issued by the Auditing Practices Board. To the fullest extent 
permitted by law, we do not accept or assume responsibility to anyone other than 
the Company, for our work, for this report, or for the conclusions we have 
formed.

Directors' responsibilities
The interim financial report is the responsibility of, and has been approved by,
the Directors. The Directors are responsible for preparing the interim financial
report in accordance with the Disclosure and Transparency Rules of the United
Kingdom's Financial Services Authority.

As disclosed within the Basis of preparation, the annual financial statements of
the Company are prepared in accordance with IFRSs as adopted by the European
Union. The condensed set of financial statements included in this interim
financial report has been prepared in accordance with International Accounting
Standard 34, 'Interim Financial Reporting', as adopted by the European Union.

Our responsibility
Our responsibility is to express to the Company a conclusion on the condensed
set of financial statements in the interim financial report based on our review.

Scope of review
We conducted our review in accordance with International Standard on Review
Engagements (UK and Ireland) 2410, 'Review of Interim Financial Information
Performed by the Independent Auditor of the Entity' issued by the Auditing
Practices Board for use in the United Kingdom. A review of interim financial
information consists of making enquiries, primarily of persons responsible for
financial and accounting matters, and applying analytical and other review
procedures. A review is substantially less in scope than an audit conducted in
accordance with International Standards on Auditing (UK and Ireland) and
consequently does not enable us to obtain assurance that we would become aware
of all significant matters that might be identified in an audit. Accordingly, we
do not express an audit opinion.

Conclusion
Based on our review, nothing has come to our attention that causes us to believe
that the condensed set of financial statements in the interim financial report
for the period 16 January 2007 to 30 September 2007 is not prepared, in all
material respects, in accordance with International Accounting Standard 34 as
adopted by the European Union and the Disclosure and Transparency Rules of the
United Kingdom's Financial Services Authority.

Ernst & Young LLP
Jersey
21 November 2007


Unaudited consolidated income statement
for the period from 16 January 2007 to 30 September 2007

--------------------------------------------------------------------------------
                                                              Notes         £m
--------------------------------------------------------------------------------
Unrealised profits on the revaluation of investments                      18.8
Exchange gains on portfolio assets                                         2.4
--------------------------------------------------------------------------------
                                                                          21.2
Portfolio income
      Dividends                                                           15.3
      Income from loans and receivables                                    5.4
      Fees payable                                                        (4.5)
Interest receivable                                                       13.0
--------------------------------------------------------------------------------
Investment return                                               1         50.4
Advisory and performance fee payable                                      (3.8)
Operating expenses                                                        (3.2)
Finance costs                                                   2         (3.2)
--------------------------------------------------------------------------------
Profit for the period                                                     40.2
Attributable to:
Equity holders of the parent                                              29.3
Minority interests                                                        10.9
--------------------------------------------------------------------------------

Earnings per share
      Basic (pence)                                             5          4.2
      Diluted (pence)                                           5          4.2
--------------------------------------------------------------------------------
The amount of dividends proposed are shown in note 6.


Unaudited consolidated statement of recognised income and expense
for the period from 16 January 2007 to 30 September 2007

--------------------------------------------------------------------------------
                                                                            £m
--------------------------------------------------------------------------------
Profit for the period attributable to equity holders of the parent        29.3
Exchange differences on translation of foreign operations 
attributable to the parent                                                 0.3
--------------------------------------------------------------------------------
Total recognsed income and expense attributable to the parent             29.6
Profit attributable to minority interests for the period                  10.9
--------------------------------------------------------------------------------
Total recognised income and expense for the period                        40.5
--------------------------------------------------------------------------------


Unaudited consolidated reconciliation of movements in equity
for the period from 16 January 2007 to 30 September 2007

--------------------------------------------------------------------------------
                                                                Notes        £m
--------------------------------------------------------------------------------
Opening total equity                                                         -
Total recognised income and expense for the period
attributable to the parent                                                 29.6
Issue of shares                                                   4       693.1
-------------------------------------------------------------------------------
Total equity attributable to equity holders of the parent         4       722.7
Profit attributable to minority interests for the period                   10.9
Minority interests                                                4       111.3
-------------------------------------------------------------------------------
Total equity attributable to minority interests                   4       112.2
--------------------------------------------------------------------------------
Closing total equity                                                      844.9
--------------------------------------------------------------------------------


Unaudited consolidated balance sheet
as at 30 September 2007
--------------------------------------------------------------------------------
                                                               Notes         £m
--------------------------------------------------------------------------------
Assets
Non-current assets
Investments at fair value through profit or loss                 1        671.1
--------------------------------------------------------------------------------
Total non-current assets                                                  671.1
--------------------------------------------------------------------------------
Current assets
Other current assets                                                       16.4
Cash and cash equivalents                                                 300.3
--------------------------------------------------------------------------------
Total current assets                                                      316.7
--------------------------------------------------------------------------------
Total assets                                                              987.8
--------------------------------------------------------------------------------

Liabilities
Non-current liabilities
Loans and borrowings                                                     (132.7)
Derivative financial instruments                                           (2.1)
--------------------------------------------------------------------------------
Total non-current liabilities                                            (134.8)
--------------------------------------------------------------------------------
Current liabilities
Trade and other payables                                                   (8.1)
--------------------------------------------------------------------------------
Total current liabilities                                                  (8.1)
--------------------------------------------------------------------------------
Total liabilities                                                        (142.9)
--------------------------------------------------------------------------------
Net assets                                                                844.9
--------------------------------------------------------------------------------

Equity
Share premium                                                    4        693.1
Retained reserves                                                4         29.3
Translation reserve                                              4          0.3
--------------------------------------------------------------------------------
Total equity attributable to equity holders of the parent                 722.7
Minority interests                                               4        122.2
--------------------------------------------------------------------------------
Total equity                                                              844.9
--------------------------------------------------------------------------------


Unaudited cash flow statement
for the period from 16 January 2007 to 30 September 2007

--------------------------------------------------------------------------------
                                                                             £m
--------------------------------------------------------------------------------
Cash flow from operating activities
Purchase of investments                                                  (534.7)
Income received from loans and receivables                                  1.2
Dividends received                                                         15.3
Fees paid on investment activities                                         (3.7)
Operating expenses                                                         (3.0)
Interest received                                                          12.8
Advisory and performance fee paid                                          (2.4)
--------------------------------------------------------------------------------
Net cash flow from operations                                            (514.5)
--------------------------------------------------------------------------------

Cash flow from financing activities
Proceeds from issue of share capital                                      702.9
Fees payable on issue of share capital                                     (9.8)
Interest paid                                                              (1.1)
Proceeds from long-term borrowings                                        128.7
--------------------------------------------------------------------------------
Net cash flow from financing activities                                   820.7
--------------------------------------------------------------------------------

--------------------------------------------------------------------------------
Change in cash and cash equivalents                                       306.2
--------------------------------------------------------------------------------
Cash and cash equivalents at 16 January 2007                                  -
Cash in transit                                                            (6.5)
Effect of exchange rate fluctuations                                        0.6
--------------------------------------------------------------------------------
Cash and cash equivalents at the end of period                            300.3
--------------------------------------------------------------------------------


Notes to the accounts (unaudited)
for the period from 16 January 2007 to 30 September 2007

1 Segmental analysis
--------------------------------------------------------------------------------
                                              UK    Europe      Asia     Total
                                              £m        £m        £m        £m
--------------------------------------------------------------------------------
Investment return
Unrealised profits/(loss) on the
revaluation of investments                  21.9      (3.1)          -    18.8
Exchange movements                            -        2.6        (0.2)    2.4
Portfolio income                            12.4       3.8           -    16.2
Interest receivable                         13.0           -         -    13.0
--------------------------------------------------------------------------------
                                            47.3       3.3        (0.2)   50.4
--------------------------------------------------------------------------------
Balance sheet
--------------------------------------------------------------------------------
Value of investment portfolio              398.7     216.2         56.2  671.1
--------------------------------------------------------------------------------

2 Finance costs
--------------------------------------------------------------------------------
                                                                            £m
--------------------------------------------------------------------------------
Interest payable                                                          (1.1)
Movement in the fair value of currency swaps                              (0.5)
Movement in the fair value of interest rate swaps                         (1.6)
--------------------------------------------------------------------------------
                                                                          (3.2)
--------------------------------------------------------------------------------

3 Share premium
--------------------------------------------------------------------------------
                                                                            £m
--------------------------------------------------------------------------------
Issued during the period for cash                                        702.9
Costs of share issue                                                      (9.8)
--------------------------------------------------------------------------------
                                                                         693.1
--------------------------------------------------------------------------------

The ordinary shares have a par value of £nil and all authorised shares are fully
paid. On IPO, the shares had a subscription price of £1 per share.

4 Equity
--------------------------------------------------------------------------------
                      Share  Retained  Translation  Sub-total  Minority   Total
                    premium   reserve      reserve     equity* interest  equity
                         £m        £m           £m         £m        £m      £m
--------------------------------------------------------------------------------
Opening balance           -         -            -          -         -       -
Total recognised
income and expense        -      29.3          0.3       29.6      10.9    40.5
Issue of shares       702.9         -            -      702.9         -   702.9
Issue costs            (9.8)        -            -       (9.8)        -   (9.8)
Minority interest         -         -            -          -     111.3   111.3
--------------------------------------------------------------------------------
Closing balance       693.1      29.3          0.3      722.7     122.2   844.9
--------------------------------------------------------------------------------
* Total equity attributable to equity holders of the parent.

5 Share information
The earnings and net assets per share attributable to the equity shareholders of
the parent are based on the following data:
--------------------------------------------------------------------------------
                                                                from 16 January
                                                           to 30 September 2007
--------------------------------------------------------------------------------
Earnings per share (pence)
Basic                                                                       4.2
Diluted                                                                     4.2
--------------------------------------------------------------------------------
Earnings (£m)
Profit for the year attributable to equity holdersof the parent            29.3
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
                                                                from 16 January
                                                           to 30 September 2007
                                                                         Number
--------------------------------------------------------------------------------
Number of shares (m)
Weighted average number of shares in issue                                702.9
Effect of dilutive potential ordinary shares-warrants                       1.1
--------------------------------------------------------------------------------
Diluted shares                                                            704.0
--------------------------------------------------------------------------------

Under the initial public offering, for every ten shares purchased, one warrant 
was issued. Each warrant entitles the holder to subscribe for one ordinary share 
at £1.00 at any time from 13 September 2007 to 13 March 2012. At 30 September 
2007, there were 70,640,980 warrants in issue.
--------------------------------------------------------------------------------
                                                        as at 30 September 2007
--------------------------------------------------------------------------------
Net assets per share (pence)
Basic                                                                     102.8
Diluted                                                                   102.6
--------------------------------------------------------------------------------
Net assets (£m)
Net assets attributable to equity holders of the parent                   722.7
--------------------------------------------------------------------------------

6 Dividends
--------------------------------------------------------------------------------
                                                       pence per
                                                           share             £m
--------------------------------------------------------------------------------
Proposed dividend                                            2.0           14.1
--------------------------------------------------------------------------------


7 Related party transactions
3i Group plc ('3i Group') holds 46.2% of the ordinary shares of the Company and
also holds Warrants which give it rights to acquire a further 32.5 million
ordinary shares. This classifies 3i Group as a 'substantial shareholder' of the
Company as defined by the Listing Rules.

Transactions between 3i Infrastructure and 3i Group
As stated in the prospectus issued by the Company on 20 February 2007, the 
Company, through its subsidiaries, acquired a portfolio of four infrastructure 
investments from 3i Group on 13 March 2007 for £234.4 million.

Thermal Conversion Compound Industriepark Hoechst GmbH ('T2C'), a company
established to develop, own and operate a waste to energy plant in Germany, was
purchased by 3i Infrastructure from 3i Group for £6.5 million, in the period. As
set out in the prospectus detailing the IPO of the Company, this investment was
made by 3i Group shortly before the flotation of 3i Infrastructure. It was not
practicable to include it in the initial portfolio of assets acquired from 3i
Group at flotation but was made available for acquisition by 3i Infrastructure
after the IPO.

3i Infrastructure has committed US$250 million into the 3i India Infrastructure
Fund to invest in the Indian infrastructure market. 3i Group has also committed
US$250 million to this Fund.

Transactions between 3i Infrastructure and 3i Investments 
3i Investments, a subsidiary of 3i Group, acts as the exclusive investment 
adviser to the Company through the Investment Team. It will also act as the 
manager for the 3i India Infrastructure Fund.

Under the Investment Advisory Agreement, an annual advisory fee is payable to 3i
Investments plc based on the Gross Investment Value of 3i Infrastructure at the
end of each financial period. Gross Investment Value can be defined as the total
aggregate value of the investments of the Company as at the start of a financial
period plus any investment (excluding cash) made during the period valued at
cost (including any outstanding subscription obligations). The applicable annual
rate is 1.5% dropping to an annual rate of 1.25% for investments once they have
been held for longer than five years. The advisory fee accrues throughout the 
year and quarterly instalments are payable in advance on account of the advisory 
fee for that period. The advisory fee is not payable in respect of cash or cash 
equivalent liquid temporary investments held by the Company or its subsidiaries
throughout a financial period. In the period from 16 January 2007 to 30
September 2007, £2.4 million was paid and £1.4 million remains due to 3i Group.

The Investment Advisory Agreement entitles a performance fee to be payable to 
3i plc. This becomes payable when the Adjusted Total Return (being mainly the 
add-back of any accrued performance fees relating to the financial period) for 
the period exceeds the Net Asset Value per Ordinary Share (the 'performance 
hurdle')equal to the opening Net Asset Value per Ordinary Share increased at a 
rate of 8% per annum. If the performance hurdle is exceeded, the performance fee 
will be equal to 20% of the Adjusted Total Return in excess of the performance 
hurdle for the relevant financial period, multiplied by the weighted average of 
the total number of shares in issue over the relevant financial period. The
performance hurdle has not been exceeded for the period to 30 September 2007,
hence no performance fee is payable.

For the provision of support services pursuant to the UK Support Services
Agreement, the Company shall pay 3i plc a fee of £0.45 million per annum. Such
remuneration is payable quarterly in arrears. The costs incurred in the period
to 30 September 2007 and the outstanding balance as at that date was £0.25
million.


Accounting policies

Basis of preparation
These financial statements are the unaudited interim consolidated financial
statements (the 'Interim Financial Statements') of 3i Infrastructure Limited, a
company incorporated and registered in Jersey, Channel Islands and its
subsidiaries (together referred to as the 'Group') for the period from 16
January 2007 to 30 September 2007 (the 'interim period'). As this is the first
period in which the Group has operated, no comparatives are presented. The
Interim Financial Statements have been prepared in accordance with International
Accounting Standard 34 Interim Financial Reporting ('IAS 34').

The Interim Financial Statements were authorised for issue by the Directors on
21 November 2007.

The Interim Financial Statements do not constitute statutory accounts.

The preparation of the Interim Financial Statements requires the Directors to
make judgments, estimates and assumptions that affect the application of
policies and reported amounts of assets and liabilities, income and expenses.
The estimates and associated assumptions are based on historical experience and
other factors that are believed to be reasonable under the circumstances, the
results of which form the basis of making the judgments about carrying values of
assets and liabilities that are not readily apparent from other sources. Actual
results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis.
Revisions to accounting estimates are recognised in the period in which the
estimate is revised if the revision affects only that period, or in the period
of the revision and future periods if the revision affects both current and
future periods.

New standards and interpretations not applied

The International Accounting Standards Board ('IASB') has issued the following
standards and interpretations to be applied to financial statements with periods
commencing on or after the following dates:


                                Effective for  the period beginning on or after
-------------------------------------------------------------------------------
IAS 1     Revised - Presentation of Financial Statements         1 January 2009
IAS 23    Revised - Borrowing Costs                              1 January 2009
IFRS 8    Operating Segments                                     1 January 2009
IFRIC 12  Service Concession Arrangements                        1 January 2008
IFRIC 13  Customer Loyalty Programs                                 1 July 2008
IFRIC 14  IAS 19: The limit on a defined benefit asset, limited 
          funding requirements and their interaction             1 January 2008
-------------------------------------------------------------------------------

The Directors do not anticipate that the adoption of these standards and
interpretations will have a material impact on the financial statements in the
period of initial application and have decided not to adopt these early.

A. Basis of consolidation
(i) Subsidiaries - Subsidiaries are entities controlled by the Group. Control
exists when the Company has the power, directly or indirectly, to govern the
financial and operating policies of an entity so as to obtain benefit from its
activities. The financial statements of subsidiaries are included in the
consolidated financial statements from the date that control commences until the
date that control ceases.

(ii) Transactions eliminated on consolidation - Intragroup balances, and any 
unrealised gains and losses or income and expenses arising from intragroup 
transactions, are eliminated in preparing the consolidated financial statements. 
Unrealised gains arising from transactions with jointly-controlled entities are 
eliminated to the extent of the Group's interest in the entity. Unrealised losses 
are eliminated in the same way as unrealised gains, but only to the extent that 
there is no evidence of impairment.

B. Exchange differences
(i) Foreign currency transactions - Transactions in currencies different from
the functional currency of the Group entity entering into the transaction are
translated at the exchange rate ruling at the date of transaction. Monetary
assets and liabilities denominated in foreign currencies at the balance sheet
date are translated to sterling at the exchange rate ruling at that date.
Foreign exchange differences arising on translation are recognised in the income
statement. Non-monetary assets and liabilities that are measured in terms of
historical cost in a foreign currency are translated using the exchange rate at
the date of the transactions. Non-monetary assets and liabilities denominated in
foreign currencies that are stated at fair value are translated to sterling
using exchange rates ruling at the date the fair value was determined.

(ii) Financial statements of non-sterling operations - The assets and liabilities 
of operations whose functional currency is not sterling, including fair value 
adjustments arising on consolidation, are translated to sterling at exchange 
rates ruling at the balance sheet date. The revenues and expenses of these 
operations are translated to sterling at rates approximating to the exchange 
rates ruling at the date of the transactions. Exchange differences arising on 
retranslation are recognised directly in a separate component of equity, the 
translation reserve, and are released upon disposal of the non-sterling operation.

C. Investment portfolio
(i) Recognition and measurement - Investments are recognised and de-recognised
on a date where the purchase or sale of an investment is under a contract whose
terms require the delivery or settlement of the investments. The Group manages
its investments with a view to profiting from the receipt of interest and
dividends and changes in fair value of equity investments. Therefore, all quoted
investments and unquoted equity investments are designated as at fair value
through profit or loss and subsequently carried in the balance sheet at fair
value. All investments are initially recognised at the fair value of the
consideration given and held at this value until it is appropriate to measure
fair value on a different basis, applying the Group's valuation policies.
Acquisition costs are attributed to equity investments and recognised
immediately in the income statement.

(ii) Income
(a) Realised profits over value on the disposal of investments is the difference
between the fair value of the consideration received less any directly
attributable costs, on the sale of equity and the repayment of loans and
receivables, and its carrying value at the start of the accounting period,
converted into sterling using the exchange rates in force at the date of
disposal;

(b) Unrealised profits on the revaluation of investments is the movement in the
carrying value of investments between the start and end of the accounting period
converted into sterling using the exchange rates in force at the end of the
period;

(c) Portfolio income is that portion of income that is directly related to the
return from individual investments. It is recognised to the extent that it is
probable that there will be an economic benefit and the income can be reliably
measured. The following specific recognition criteria must be met before the
income is recognised:

• Income from loans and receivables is recognised as it accrues by
  reference to the principal outstanding and the effective interest rate
  applicable, which is the rate that exactly discounts the estimated future cash
  flows through the expected life of the financial asset to the asset's carrying
  value;

• Dividends from equity investments are recognised in the income
  statement when the shareholders' rights to receive payment have been 
  established to the extent that dividends, paid out of pre-acquisition 
  reserves, adjust the fair value of the equity investment;

• Fee income is earned directly from investee companies when an investment
  is first made and through the life of the investment. Fees that are
  earned on a financing arrangement are considered to relate to a financial asset
  measured at fair value through profit or loss and are recognised when that
  investment is made. Fees that are earned on the basis of providing an ongoing
  service to the investee company are recognised as that service is provided. 
  Fees payable represent fees incurred in the process to make an investment.

D. Fees
(i) Advisory fee - An annual advisory fee is payable to the Investment Adviser
based on the Gross Investment Value of the Company. The fee is payable quarterly
in advance and is accrued in the period it is incurred;

(ii) Performance fee - The Investment Adviser is entitled to a performance fee
based on the Adjusted Total Return generated in the period in excess of a
performance hurdle. The fee is payable annually in arrears and is accrued in the
period it is incurred.

E. Financial assets and liabilities
Short-term financial assets and short and long-term financial liabilities are
used to manage cash flows and overall costs of borrowing. Financial assets and
liabilities are recognised in the balance sheet when the relevant Group entity
becomes a party to the contractual provisions of the instrument.

(i) Cash and cash equivalents - Cash and cash equivalents in the balance sheet
comprise cash at bank and in-hand and short-term deposits with an original
maturity of three months or less. For the purposes of the cash flow statement,
cash and cash equivalents comprise cash and short-term deposits as defined above
and other short-term, highly-liquid investments that are readily convertible
into cash and are subject to insignificant risk of changes in value, net of bank
overdrafts.

(ii) Deposits - Deposits in the balance sheet comprise longer-term deposits with
an original maturity of greater than three months.

(iii) Bank loans, loan notes and borrowings - All loans and borrowings are
initially recognised at the fair value of the consideration received net of
issue costs associated with the borrowings. After initial recognition, these are
subsequently measured at amortised cost using the effective interest method,
which is the rate that exactly discounts the estimated future cash flows through
the expected life of the liabilities. Amortised cost is calculated by taking
into account any issue costs and any discount or premium on settlement.

(iv) Derivative financial instruments - Derivative financial instruments are
used to manage the risk associated with foreign currency fluctuations of the
investment portfolio and changes in interest rates on its borrowings. This is
achieved by the use of foreign currency contracts, currency swaps and interest
rate swaps. Such instruments shall be used for the sole purpose of efficient
portfolio management. All derivative financial instruments are held at fair
value.

Derivative financial instruments are recognised initially at fair value on the
contract date and subsequently re-measured to the fair value at each reporting
date. The fair value of forward exchange contracts is calculated by reference to
current forward exchange contracts for contracts with similar maturity profiles.
The fair value of currency swaps and interest rate swaps is determined with
reference to future cash flows and current interest and exchange rates. All
changes in the fair value of derivative financial instruments are taken to the
income statement.

F. Other assets
Assets, other than those specifically accounted for under a separate policy, are
stated at their cost less impairment losses. They are reviewed at each balance
sheet date to determine whether there is any indication of impairment. If any
such indication exists, the asset's recoverable amount is estimated based on
expected discounted future cash flows. Any change in levels of impairment is
recognised directly in the income statement. An impairment loss is reversed at
subsequent balance sheet dates to the extent that the asset's carrying amount
does not exceed its carrying value, had no impairment been recognised.

G. Other liabilities
Liabilities, other than those specifically accounted for under a separate
policy, are stated based on the amounts which are considered to be payable in
respect of goods or services received up to the balance sheet date.

H. Equity instruments
Equity instruments issued by the Group are recognised at the proceeds or fair
value received with the excess of the amount received over nominal value being
credited to the share premium account. Direct issue costs net of tax are
deducted from equity.

I. Provisions
Provisions are recognised when the Group has a present obligation of uncertain
timing or amount as a result of past events, and it is possible that the Group
will be required to settle that obligation and a reliable estimate of that
obligation can be made. The provisions are measured at the Directors' best
estimate of the amount to settle the obligation at the balance sheet date, and
are discounted to present value if the effect is material. Changes in provisions
are recognised in the income statement for the period.

J. Income taxes
Income taxes represent the sum of the tax currently payable, withholding taxes
suffered and deferred tax. Tax is charged or credited in the income statement,
except where it relates to items charged or credited directly to equity, in
which case the tax is also dealt with in equity.

The tax currently payable is based on the taxable profit for the period. This
may differ from the profit included in the Consolidated income statement because
it excludes items of income or expense that are taxable or deductible in other
years and it further excludes items that are never taxable or deductible. The
Group's liability for current tax is calculated using tax rates and laws that
have been enacted or substantively enacted by the balance sheet date.


Directors' responsibility statement
The Directors confirm to the best of their knowledge that:

a)  the condensed set of financial statements have been prepared in
    accordance with IAS 34 as adopted by the European Union; and

b)  the interim management report includes a fair review of the information
    as required by the FSA's Disclosure and Transparency Rules (4.2.7 R and 
    4.2.8 R).

The Directors of 3i Infrastructure Limited and their functions are listed below.

By order of the Board
Peter Sedgwick - Non-executive Chairman
Phil Austin - Non-executive Director
Martin Dryden - Non-executive Director and Chairman of Audit Committee
Peter Wagner - Non-executive Director
Paul Waller - Non-executive Director
Steven Wilderspin - Non-executive Director
21 November 2007


Portfolio valuation methodology

A description of the methodology used to value the portfolio of 3i
Infrastructure and its subsidiaries ('the Group') is set out below in order to
provide more detailed information than is included within the accounting
policies and the Investment Adviser report for the valuation of the portfolio.
The methodology complies in all material aspects with the 'International Private
Equity and Venture Capital valuation guidelines' which are endorsed by the
British Venture Capital Association and the European Venture Capital
Association.

Basis of valuation
Investments are reported at the Directors' estimate of Fair Value at the
reporting date. Fair Value represents the amount for which an asset could be
exchanged between knowledgeable, willing parties in an arm's length transaction.

General
In estimating Fair Value, the Directors seek to use a methodology that is
appropriate in light of the nature, facts and circumstances of the investment
and its materiality in the context of the overall portfolio. The methodology
that is the most appropriate may consequently include adjustments based on
informed and experience-based judgments, and will also consider the nature of
the industry and market practice. Methodologies are applied consistently from
period to period except where a change would result in a better estimation of
Fair Value. Given the uncertainties inherent in estimating Fair Value, a degree
of caution is applied in exercising judgments and making necessary estimates.

Quoted investments
Quoted investments are valued at closing bid price at the reporting date. In
accordance with International Financial Reporting Standards, no discount is
applied for liquidity of the stock or any dealing restrictions. There are
currently no quoted investments held in the portfolio of the Group.

Unquoted investments
Unquoted investments are valued using one of the following methodologies:

- Discounted Cash Flow ('DCF')

- Limited Partnership share of fund net assets

- Expected sales proceeds

- Cost less any provision required

DCF
DCF is the primary basis for valuation. In using the DCF basis, Fair Value is
estimated by deriving the present value of the investment using reasonable
assumptions and estimation of expected future cash flows and the terminal value
and date, and the appropriate risk-adjusted discount rate that quantifies the
risk inherent to the investment. The discount rate will be estimated for each
investment derived from the market risk-free rate, a risk-adjusted premium and
information specific to the investment or market sector.

LP share of fund net assets
Where the Group has made investments into other infrastructure funds the value
of the investment will be derived from the Company's share of net assets of the
fund based on the most recent reliable financial information available from the
fund. Where the underlying investments within a fund are valued on a DCF basis
the discount rate applied may be adjusted by the Company to reflect its
assessment of the most appropriate discount rate for the nature of assets held
in the fund.

Expected sales proceeds
The expected sales proceeds methodology will be used in cases where offers have
been received as part of an investment sales process. This may either support
the value derived from another methodology or may be used as the valuation. A
Marketability Discount would be applied to the expected sale proceeds to derive
the valuation where appropriate.

Cost less provision
Any investment in a company that has failed or, in the view of the Board, is
expected to fail within the next 12 months, has the equity shares valued at nil
and the fixed income shares and loan instruments valued at the lower of cost and
net recoverable amount.


Note A
The interim report 2007 will be posted to shareholders on 30 November 2007.

Note B
The interim dividend will be payable on 19 December 2007 to holders of ordinary
shares on the register on 30 November 2007. The ex-dividend date will be 28
November 2007.






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