Terms and conditions: Entrants must be 18 or over. The prize draw ends on 31 March 2011. The winners will be drawn at random and notified within 14 days after the draw date by Naked Wines. Prizes will be fulfilled to customers before 30 April 2011.

February 2011 Shareholder

News & offersWin a trip to the top of the BT TowerWe are giving away 250 trips for two. All you have to do is sign up as an e-shareholder at www.btplc.com/signup

See inside for more details

Win a... Luxury weekend at Warner Leisure hotelsSee inside for more details

Win a...Favourites Case – courtesy of Naked WinesSee inside for more details

250prizes to be won for

e-shareholders

More than

BT Group plcRegistered office: 81 Newgate Street, London EC1A 7AJ.Registered in England and Wales No. 4190816.

www.bt.com

PHME 61420

Printed in the UK by Communisis plcPrinted on Revive 50:50 Silk, which is produced using50% recovered waste fibre and 50% virgin wood fibre.All pulps used are elemental chlorine free (ECF).

Please recycleCert no. SGS-COC-1202

Telephone Shareholder helpline – for general enquiries call: Freefone 0808 100 4141(+44 121 415 7178 from outside the UK) Textphone 0800 169 6907(+44 121 415 7028 from outside the UK)

Email bt@equiniti.com

Post Equiniti, Aspect House, Spencer Road, Lancing, West Sussex, BN99 6DA

BT contact information

An easy and convenient way to trade BT shares and other securities

Equiniti Investment Account As well as offering trading in certificated shares, Equiniti also offer a full nominee trading account (Investment Account). This offers shareholders and employees an easy and convenient way to trade shares in BT, as well as a full range of securities.

It’s FREE to open, once your account is active you can:

Choose how you want to trade shares – including BT shares

– Regular investment option – commission from as little as £1.75 per trade

– SmartDeal – bulk dealing option once a month allowing us to offer cheaper prices – buy or sell from £5 per trade

– At-Best – real-time internet and phone dealing, with immediate or price limit and stop options – prices from £12.50

Fund your account immediately using a debit card

View your portfolio online available 24/7

Access market prices and in-depth financial information on the internet, including market data and company news

Obtain the best available prices through a range of market makers

View historic trade information, which is updated immediately after trading

Visit www.shareview.co.uk/dealing today!

Terms and conditions: †Prize Draw: One first prize of a 3 night country house hotel weekend for two, one second prize of a 3 night coastal hotel or weekend village for two, 50 third prizes of £50 Warner Leisure Hotel gift vouchers. 3 night prizes will be Friday to Monday. Prizes are for 2 people to share a double or twin room at a Warner Leisure Hotel in a 4 star country house location (Historic or Royale suite 1st prize and signature style/premier Coastal hotel or Village 2nd prize). Prize Draw is open to UK resident BT shareholders aged 21 or over. Gift vouchers cannot be redeemed for cash and only valid off Warner Leisure Hotels 2011 brochured bookings. No cash value alternative is available. Prizes not transferable and first and second prizes subject to availability (or nearest alternative available). Holiday insurance must be paid for at the winners own cost. Transfer to and from location is at the winners own cost. Prize Draw ends 31st March 2011. The winners will be drawn at random and notified within 14 days after the draw date by the promoter, Warner Leisure Hotels. Winners may be required to participate in any publicity. By entering the draw participants agree to be bound by these terms, and that the promoter’s decision is final and binding in all matters relating to this promotion. *Save 25% offer excludes Bank holidays, Christmas and New Year, Special themed breaks, strictly come dancing, spa breaks, 4 and 2 night mid week breaks. Breaks must be booked by 31st March 2011. Offers are from current Warner Leisure Hotels 2011 brochure prices and cannot be used in conjunction with any other offer and apply to new bookings only. Offers do not apply to supplements, experiences or upgrades. All bookings are subject to availability and terms and conditions in the current 2011 brochure. Bourne Holidays (trading as Warner Leisure Hotels) is a company registered in England and Wales with company number 01854900 whose registered office is 1 Park Lane, Hemel Hempstead, Hertfordshire HP2 4YL.

More prizes

Sign up as an e-shareholder &you could be a winner!

1st prize 6 bottles of Champagne worth £150 2nd prize 12 bottles of wine worth £80 3rd prize 6 bottles of wine worth £50

PLUS, every new registration received before 31 March will receive a free £40 wine voucher to spend at Naked Wines, valid against any case of wine priced £79.99 or more. The voucher will be issued once the prize draw closes and will be valid for 30 days.www.nakedwines.com

1st Prize 3 night 4-star Country House Hotel Weekend for TwoIncluding daily breakfast and 3 course evening meal of your choice, Historic or Royale suite accommodation and VIP seating in our late lounge†

2nd Prize3 night Coastal Hotel or Village Weekend for Two Including breakfast and evening meal of your choice plus free room upgrade†

3rd Prize 50 x £50 Warner Leisure Hotel gift vouchers†

As a BT shareholder you can also take advantage of our

exclusive saving of 25%on any 3 night breaks in February – June 2011*. To book call 0800 1 388 399 or visit www.warnerleisurehotels.co.uk/bt and quote 01BTA.

This offer closes on 31st March 2011.

Become an e-shareholder before 31st March and you will be automatically entered into a free prize draw to win one of over 250 prizes.

These include 250 trips up the BT Tower for two people and prizes from Warner Leisure and Naked Wines – further details are included in this leaflet. The winners of our free prize draw for the BT Tower will have the chance to take the high speed lift to the 34th floor of one of London’s key landmarks and enjoy a panoramic view of the capital*.

To be automatically entered in the free prize draws you need to sign up as an e-shareholder – this means that you must both have your dividend paid directly to your bank or building society and have signed up for e-communication.

Sign up and be eligible for over 250 prizes!

www.btplc.com/signupOffer ends 31 March 2011

Sign up to be entered in the free prize draw. Simply go to www.btplc.com/signup All you need to sign up for e-communication is your email address and your shareholder reference number. To have dividends paid directly to your bank or building society, just complete the form on your dividend mailer, tear off the page, fold it in half and drop it in your nearest post box. You will then be automatically entered in the free prize draw.

You can find terms and conditions for the BT Tower prize draw at www.btplc.com/signup

Sign up

E-communicationSign up at www.btplc.com/signup

Direct dividend paymentFill in the form attached to your dividend form

250opportunities

to win

More thanChairman’s messageCurrently there are nine million people* in the UK who have never used the internet.

Learning how to use it can be truly transformational for those who don’t currently do so, for whatever reason. It opens up a whole new world, whether that relates to work, keeping in touch with friends and family or just doing the weekly shop.

BT has been helping people to get online since 2002 by bringing the benefits of Information and Communications Technology (ICT) to disadvantaged communities across the UK.

I’d encourage everyone to get involved through BT’s ‘Get IT Together’ campaign which is focused on making it easier for people to help friends or family members get online with a suite of free resources at www.bt.com/getittogether

Also part of this campaign, our BT Community Connections scheme offers the opportunity for community groups to be awarded a year’s free BT broadband if they help their community access the internet and improve people’s ICT skills.

Sir Michael RakeChairman

News in briefFull stories and more are available exclusively on our online shareholder magazine at www.bt.com/Forward

Sign up to be an e-shareholder and your dividend will be paid directly to your bank or building society and you’ll receive your shareholder documents online. It’s convenient for you and saves BT money which is good for you as a shareholder. In addition, as an e-shareholder, you will qualify for other prize draws and special offers throughout the year.

It’s simple and easy. All you need is your bank account details, an email address and your shareholder reference number.

Go towww.btplc.com/signup

*Office for National Statistics

*Terms and conditions for the BT Tower prize draw can be found at www.btplc.com/signup

Introducing PlusnetHello. We’d like to introduce ourselves. We’re Plusnet, the broadband company from Yorkshire and we’re not just any old broadband company. We joined BT in 2007 after launching just ten years earlier with good old-fashioned dial-up internet.

We do things differentlyWe’re proud to do things a little differently. We reckon that’s why we’ve won loads of awards for our service and our products and why we’re recommended time and time again by our customers. In fact, we’ve recently won Best Value Broadband for the second year running at the Top10.com Broadband Awards† as well as an ISPA Customer Service award**.

Here’s a flavour of what we can offer. Actually, it’s an offer only BT shareholders are entitled to, so that makes it rather exclusive.

Like six months broadband at half priceWe’d like to offer you Plusnet broadband half price for six months, so that’s just £3.25 a month*, and then just £6.49 a month after that, depending on where you live. No catch. Just an amazing offer from the broadband company that “won’t be beat on price”. And if you’re thinking that’s where it ends, you’d be wrong. You can keep your existing BT phone line, and should you need to call us up for help, we’re always here (yes, in Yorkshire) 24 hours a day, plus we’ll always give you our best estimation of your broadband speed before you sign up.

Sound good? Then call us on 0800 073 3057, or go online at www.plus.net/latestoffers quoting promo code “BT6”. This offer’s only open until 31st March, so get in touch with us now!

We look forward to hearing from you.

GOOD HONEST BROADBAND FROM YORKSHIRE

BY ‘ECK! HALF PRICE BROADBAND FOR BT SHAREHOLDERS

BY ‘ECK! HALF PRICE BROADBAND FOR BT SHAREHOLDERS

Terms and conditions: *Available to Plusnet customers ordering online/on the phone. Broadband is half price for 6 months, then £6.49 a month if you live in one of our low cost areas, £12.99 from month 4 otherwise. If we identify that there is a better price for standalone broadband in your area you’ll be given a ‘price beat’ price on-line. Visit www.plus.net for details. £25 set up fee applies. Wireless router included (£4.99 p+p applies). If you leave before one year you will need to pay back the cost of the router which is £40. BT/Plusnet line and payment by direct debit required. Subject to availability, terms and conditions. We will price match competitors’ equivalent lowest tier consumer broadband only product. †As voted for by the judges in the Top10 Broadband Awards 2010. **The UK Internet Industry Awards 2010.

Plusnet plc, Registered Office Address: Internet House, 2 Tenter Street, Sheffield, S1 4BY. Registered in England no: 3279013. © Plusnet plc. All Rights Reserved. E&OE