Holding in Company

Mothercare PLC
31 August 2001


CER/RNS/PRU                                    Direct dial ++44 (0) 1923 206185
                                               Direct fax: ++44 (0) 1923 206376
Friday, 31 August 2001                   e-mail : [e-mail]


The Company Announcements Office

The London Stock Exchange

Old Broad Street

London

EC2N 1HP





Dear Sirs

Mothercare plc : Disclosure of Interests In Shares

Mothercare plc have been advised, today, by M&G Investment Management Limited
that Prudential plc and certain of its subsidiary companies have a notifiable
interest in 2,200,156 Mothercare Ordinary 50p shares being 3.11% of the issued
share capital.

The notifiable interest of the Prudential Group of companies is:

                Registered Holder                            Holding
PRUCLT HSBC GIS NOM(UK) PAC AC                                        2,173,323
PRUCLT HSBC GIS NOM(UK) PPL AC                                           24,000
Prudential Holborn Pensions Ltd                                           2,833
Total                                                        2,200,156 or 3.11%

Yours faithfully,


Clive E. Revett

Company Secretary