Bt Regulatory News (BT.A)

BT GROUP PLC

31 July 2012

BT GROUP PLC - TRANSACTIONS IN OWN SHARES - VOTING RIGHTS AND CAPITAL

BT Group plc announces that it has today:

1.    Transferred in connection with its employee share plans 127,738 ordinary shares at a minimum price of 61 pence per share and a maximum price of 199.5 pence per share. The transferred shares were all formerly held as treasury shares; and

2.    purchased from Merrill Lynch International. 1,500,000 ordinary shares at an average price of 218.3381 pence per share. The purchased shares will all be held as treasury shares.

BT Group plc's capital consists of 8,151,227,029 ordinary shares with voting rights.   Following the above transfer and purchase, BT Group plc holds 365,251,898 ordinary shares as treasury shares.  Therefore the total number of voting rights in BT Group plc is 7,785,975,131

The above figure 7,785,975,131 may be used by shareholders as the denominator for the calculations by which they determine if they are required to notify their interest in, or a change to their interest in, BT Group plc under the FSA's Disclosure and Transparency Rules.

END