Holding in Company

Associated British Foods PLC
24 May 2001


                  DEALINGS BY SUBSTANTIAL SHAREHOLDERS


1)   NAME OF COMPANY

ASSOCIATED BRITISH FOODS PLC


2)   NAME OF SHAREHOLDER HAVING A MAJOR INTEREST

BARCLAYS PLC

3)   Please state whether notification indicates that it is in respect of 
     holding of the Shareholder named in 2 above or in respect of a 
     non-beneficial interest or in the case of an individual holder if it is a
     holding of that person's spouse or children under the age of 18

PLEASE SEE NOTIFICATION BELOW


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

PLEASE SEE NOTIFICATION BELOW


5)   Number of shares/amount of stock acquired.


6)   (    %) of issued Class


7)   Number of shares/amount of stock disposed


8)   (     %) of issued Class


9)   Class of security

ORDINARY SHARES


10)  Date of transaction

18 MAY 2001 


11)  Date company informed

18 MAY 2001 


12)  Total holding following this notification

23,760,433
               
              
13)  Total percentage holding of issued class following this notification

3.00%

14)  Any additional information



15)  Name of contact and telephone number for queries

CATHERINE SPRINGETT  020 7299 3628

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

     Date of Notification ... 24 MAY 2001 ......


LETTER TO: ASSOCIATED BRITISH FOODS PLC
LETTER DATED 18 MAY 2001

Companies Act 1985 ('The Act') - Part VI

I hereby inform you that as of the date of this letter Barclays PLC, through its
subsidiary Barclays Bank PLC, has a notifiable interest in the capital of your
Company of 3.00%.

Details of this interest, together with a breakdown between registered holders
(as required by Section 202(3) of the Act), are set out on the schedule below.

The issued capital of 791,674,183 is the latest figure available to us.

LETTER FROM: BARCLAYS



Barclays Bank Plc - Registered Holders Analysis

ASSOC BRIT FOODS 

As at 18/5/2001 Barclays Bank, through its subsidiary Barclays Bank PLC, had a
notifiable interest in 23,760,433 ORD GBP0.0568 units 3.00% of the issued share
capital of 791574183 units.

Registered Holder                                               Holding

Barclays Capital Nominees Limited                            1,279,980
Bank of Ireland Nominees Limited            73520               77,150
Chase Nominees Limited                      16331              263,623
Chase Nominees Limited                      16338               33,691
Chase Nominees Limited                      16341              728,252
Chase Nominees Limited                      16342               79,130
Chase Nominees Limited                      16344               30,786
Chase Nominees Limited                      16345               41,581
Chase Nominees Limited                      16376              119,096
Chase Nominees Limited                      16400            7,189,249
Chase Nominees Limited                      16530            1,788,496
Chase Nominees Limited                      18409              174,227
Chase Nominees Limited                      20947            1,874,068
DEM69                                                            9,680
Barclays Bank Trust Co Ltd as executor                           1,964
Twenty Nine Gracechurch Street Nominees                        201,933
 Limited a/c 5781C
Chase Nominees Ltd A/C Lend 16201                                6,525
Investors Bank & Trust Company                                  13,230
*** Unknown ***                                                161,877
*** Unknown ***                                                  7,121
*** Unknown ***                                                  8,054
*** Unknown ***                                                  3,957
*** Unknown ***                                              9,666,853

                                                   Total    23,760,133