Holding in Company

Mothercare PLC
2 January 2002




CER/RNS/Pru                                    Direct dial ++44 (0) 1923 206185
                                               Direct fax: ++44 (0) 1923 206376
Wednesday, 02 January 2002               e-mail : [e-mail]

The Company Announcement Office

The London Stock exchange

Old Broad Street

London

EC2N 1HP

Dear Sirs

Re: Mothercare plc, Disclosure of Interest in Shares

Mothercare plc announce that they have been advised by M&G Investment
Management Limited that Prudential plc and certain of its subsidiary companies
have a notifiable interest (comprising Material and Non-Material Interests) in
7,118,793 Mothercare plc Ordinary 50p shares being 10.07% of the issued share
capital. The previously notified Interest of Prudential plc was of a Material
Interest only in respect of 2,200,156 Ordinary 50p shares comprising 3.11% of
the issued share capital.

The Notifiable interest of Prudential plc is as follows:

Registered Holder                                                       Holding

Chase Nominees                                                           42,000
Clydesdale Bank Noms. Ltd MGA                                         1,332,608
Clydesdale Bank Noms. Ltd MGG                                         3,083,200
Clydesdale Bank Noms. Ltd MGIN                                          133,260
Clydesdale Bank Noms. Ltd MGT                                             8,416
Henderson Nominees Ltd                                                      368
PRUCLT HSBC GIS NOM(UK) PAC AC                                        2,443,323
PRUCLT HSBC GIS NOM(UK) PPL AC                                           72,785
Prudential Holborn Pensions LTD                                           2,833

TOTAL                                                       7,118,793 or 10.07%



Yours faithfully



Clive E. Revett,

Company Secretary