Mothercare Plc : Director/PDMR Shareholding

To the London Stock Exchange

7 June 2012

Mothercare plc

Director / PDMR Shareholdings

Executive Incentive Plan - 2008 cycle

The performance conditions of the above plan were met in 2011 (as announced by the Company on 13 September 2011) and 50% of the awards were payable in nil cost options deferred to 6 June 2012.

During the three year performance period to 26 March 2011, Mothercare's total shareholder return outperformed the FTSE General Retailers index by 38.29%.Under the rules of the Executive Incentive Plan for this award, the award could be paid in full in cash, or up to 50% paid in nil cost share options.  The Remuneration Committee determined that the maximum 50% would be paid in nil cost share options as detailed below.

The share options listed below were exercisable by each of the participants with effect from 6 June 2012.

On 6 June 2012 the following executives exercised options and sold and retained shares as follows:

Name	Vested No. of options	Shares sold for tax and NI payments (number)	Additional shares sold	Shares retained	No. of shares beneficially held following this announcement	% of total voting rights
Neil Harrington	91,290	91,290	0	0	98,327	0.11
Susan Malti	28,856	15,036	0	13,820	93,739	0.11
Jerry Cull	25,299	13,182	0	12,117	35,033	0.04

In the case of shares sold, the price per share achieved was 211.25 pence per share.

In addition, subsequent to the transactions notified above and on the same date, the under-mentioned Director has transferred shares to a spouse.

Name of Director	No. of shares transferred	Spouse shareholding following announcement	Director / PDMR holding post transfer	Total beneficial shareholding following this announcement
Jerry Cull	12,117	12,117	22,916	0.04%

Further information:

Mothercare plc: Ramona Tipnis, Director of Investor Relations, 01923 206455

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Source: Mothercare Plc via Thomson Reuters ONE

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