Holding(s) in Company

Whitbread PLC
28 June 2006


Letter to: Whitbread Group PLC
Dated: 27 June 2006


   NOTIFICATION OF INTEREST(S) IN SHARES UNDER SECTION 198 COMPANIES ACT 1985 
                                  ('THE ACT')

WHITBREAD

This notification supersedes any previous notification from AXA Investment
Managers UK Ltd.

We are writing on behalf of AXA S.A. of 25 Avenue Matignon, 75008 Paris and its
Group Companies who are deemed to have an interest in these shares.

AXA S.A. knows that they were interested in 41,362,944 Ord in the 258,212,857
share capital immediately after the time when the obligation of disclosure arose
pursuant to section 198 of the Act. These shares are represented by a beneficial
interest of 287,348 shares (0.11%), and a non-beneficial interest of 41,075,596
shares (15.91).

The identity of each registered holder of the shares to which this notice
relates, so far as is known to AXA Investment Managers UK Ltd, as at 26/06/06, 
is as per the attached Appendix.

This notification of change is due to an decrease in the holding from 20.14%
to 16.02%


From: Terry Marsh                 Nigel Thackray
      Workflow Manager            Head Of Workflow Manager
             



                       DISCLOSURE OF INTEREST IN SHARES OF 
           APPENDIX - NOTICE UNDER SECTION 198 OF THE COMPANIES ACT 1985

                      WHITBREAD                    ORD



Total number of shares held as at 26/06/06 was 41,362,944 the breakdown of 
which is set out below:


Name of the                              Number of       Particulars of         Registered as
Company/Fund                               Shares        Beneficial owners


Sun Life Pensions Management Ltd             5,868       Sun Life Pensions      Smith & Williamson Nominees Ltd
(Beneficial)                                             Management Ltd         1 Riding House Street
                                                                                London W1A 3AS
                                                                                a/c S66


Sun Life Pensions Management Ltd            10,685       Sun Life Pensions      BNY (OCS) Nominees Limited
(Beneficial)                                             Management Ltd         ONE CANADA SQUARE
                                                                                LONDON
                                                                                E14 5AL

AXA France 
(Non-Beneficial)                             4,537       (Registration details available upon request)



AXA Belgium                                      5       (Registration details available upon request)
(Beneficial)                                     



AXA Colonia Konzern                        270,790       (Registration details available upon request)
(Beneficial)  



AXA Financial Inc                       35,407,481       Bernstein
(Non-Beneficial)                        



AXA Rosenberg                           5,317,397        AXA Rosenberg
(Non-Beneficial)
 


AXA Financial Inc*                        346,181        Alliance Capital
(Non-Beneficial)                                         Management LP -
                                                         See note below


                                                  Holding as % of Issued Capital

         Total Beneficial Interest        287,348             0.11

     Total Non-Beneficial Interest     41,075,596            15.91

                              Total    41,362,944            16.02%



*  AXA FINANCIAL INCLUDES HOLDINGS FOR ALLIANCE CAPITAL MANAGEMENT LP

Alliance Capital Management LP ('Alliance Capital') is an investment advisor
registered under the Investment Advisors Act of 1940.

Alliance Capital provides investment advisory services to corporate employee
benefit plans subject to the Employee Retirement Income Security Act of 1974
('ERISA'), public employee retirement systems, investment companies and separate
accounts registered under the Investment Company Act of 1940, foundations,
endowment funds, tax-exempt organizations, and other institutional investors and
individuals. Alliance Capital manages investment assets on behalf of its clients
which confers upon it, among other things, the right to vote on behalf of its
clients. Under the federal securities laws, the right to vote or make investment
decisions with respect to a security (even if such right is constrained by
fiduciary duties and does not carry with it any pecuniary interest in the
securities) is enough to confer beneficial ownership on the security on a
person. Any shares deemed beneficially owned by Alliance Capital were acquired
solely for investment purposes in the ordinary course and not for the purpose or
intent of influencing control over the issuer.



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