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	Cross reference to Form 20-F

Report on directors' remuneration

	This review is divided into the following sections:

	Remuneration policy (Not audited)
	Packages
	Annual package - 2004 financial year
	Executive share ownership
	Pensions
	Other benefits
	Service agreements
	Termination payments
	Outside appointments
	Non-executive directors' contracts of appointment
	Non-executive directors' remuneration
	Directors' service agreements and contracts of appointments
	Directors' interests
	Performance graph

	Remuneration review (Audited)
	Directors' remuneration
	Former directors
	Loans
	Pensions
	Share options
	Share awards
	Vesting of outstanding share awards and options
	Deferred Bonus Plan
	Share awards under all-employee share ownership plans
	Operating Committee

� BT Group plc 2003