Holding(s) in Company

Dignity PLC
14 December 2004

                           SCHEDULE 10
 
             NOTIFICATION OF MAJOR INTERESTS IN SHARES


1)   NAME OF COMPANY

     DIGNITY PLC

2)   NAME OF SHAREHOLDER HAVING A MAJOR INTEREST

     THE GOLDMAN SACHS GROUP

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

     8,420,187 SHARES ACTING AS DISCRETIONARY MANAGERS
     1,593,650 AS A BENEFICIAL INTEREST AND
     8,437 AS CUSTODIAN FOR CUSTOMERS

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

     GOLDMAN SACHS SECURITIES (NOMINEES) LTD             8,428,624
     CREST (CREPTEMP)                                    1,593,650
                                                        10,022,274

5)   Number of shares/amount of stock acquired.

     10,022,274

6)   Percentage of issued Class (any treasury shares held by company should not 
     be taken into account when calculating percentage)

     N/A

7)   Number of shares/amount of stock disposed

     N/A

8)   Percentage of issued Class (any treasury shares held by company should not 
     be taken into account when calculating percentage)

     NIL

9)   Class of security

     ORDINARY SHARES OF £0.07

10)  Date of transaction

     9TH DECEMBER 2004

11)  Date company informed

     13TH DECEMBER 2004

12)  Total holding following this notification

     10,022,274
               
13)  Total percentage holding of issued class following this notification (any 
     treasury shares held by company should not be taken into account when 
     calculating percentage)

     12.53%

14)  Any additional information

     NO

15)  Name of contact and telephone number for queries

     RICHARD PORTMAN
     COMPANY SECRETARY
     0121-321-5602

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

     Date of Notification .    14TH DECEMBER 2004 



Letter to Dignity plc
Dated: 13 December 2004


UK COMPANIES ACT 1985 - SECTIONS 198-203  -  Dignity Plc (the 'Company')

This notification relates to issued ordinary shares in the capital of the
Company ('shares') and is given in fulfilment of the obligations imposed by
sections 198 to 203 of the Companies Act 1985 (the 'Act').

We hereby notify you that as at close of business on 9 December 2004, The
Goldman Sachs Group, Inc., ('GS Inc') of 85 Broad Street, New York, NY 10004,
USA, was interested in 10,022,274 shares.


Of these 10,022,274 shares,

a) The interest in 8,437 shares arose from the interest held by Goldman, Sachs &
Co., a wholly-owned direct subsidiary of GS Inc, acting as custodian for its
customers. These shares are, or will be, registered in the name of Goldman Sachs
Securities (Nominees), Limited ('GSSN').

b) The interest in 1,593,650 shares arose from a beneficial interest held by
Goldman Sachs International, a wholly-owned indirect subsidiary of GS Inc.
These shares are, or will be, registered at CREST in account CREPTEMP.

c) The interest in 8,420,187 shares arose from the interest held by subsidiaries
of GS Inc., acting as discretionary managers.  We believe some of these shares
are, of will be, registered in the name of GSSN.


From:  Stuart McLerie
       for and on behalf of
       The Goldman Sachs Group, Inc.


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