Notice of EGM

Mothercare PLC
25 May 2007

25 May 2007



                         Mothercare plc (the 'Company')
        Proposed Acquisition of Chelsea Stores Holdings Limited ('CSHL')
                                      and
                    Notice of Extraordinary General Meeting

Further to the Company's announcement of 28 April 2007 regarding its proposed
acquisition of CSHL (the 'Proposed Acquisition'), the Company announces that it
is posting a circular (the 'Circular') to all its shareholders and it is
convening an Extraordinary General Meeting (the 'EGM'), to be held on 14 June
2007.

The purpose of the EGM is to seek shareholder approval for the Proposed
Acquisition and to approve an increase in the Company's authorised share capital
and to approve the allotment of up to 13,888,000 new ordinary shares of 50 pence
each (the 'New Mothercare Shares') which are to be issued to the existing
shareholders in CSHL as consideration for the Proposed Acquisition.

The EGM will be held at 11.00 a.m. on 14 June 2007 at Mothercare plc, Cherry
Tree Road, Watford, Hertfordshire, WD24 6SH.

The Company has also published a prospectus (the 'Prospectus') in connection
with the application to the Financial Services Authority and to the London Stock
Exchange respectively for admission of the New Mothercare Shares to the Official
List of the Financial Services Authority and to the London Stock Exchange's main
market for listed securities. Since the Circular incorporates by reference
certain information included in the Prospectus the Company is also posting the
Prospectus to the Company's shareholders.

Copies of the Circular dated 25 May 2007, which contains the notice of the EGM,
and the Prospectus dated 25 May 2007 have been submitted to the UK Listing
Authority and will shortly be available for inspection by the public during
normal business hours any weekday (public holidays excepted) at the UK Listing
Authority's Document Viewing Facility, which is situated at:

The Financial Services Authority, 25 The North Colonnade, Canary Wharf, London
E14 5HS, tel. [phone].

The Circular and the Prospectus will also be available on the Company's website,
www.mothercare.com.

For further enquiries, contact:

Mothercare:                                                        01923 206 001
Ben Gordon, Chief Executive
Neil Harrington, Finance Director

Citigroup Capital Markets Limited 
(Financial adviser to Mothercare):                                 020 7986 4000
Ian Hart
Louise Stonestreet

Brunswick (PR adviser to Mothercare):                              020 7404 5959
Susan Gilchrist
Anna Jones

Citigroup Global Markets Limited ('Citi'), which is authorised and regulated in
the UK by the Financial Services  Authority, is acting for Mothercare and no one
else in connection with the Proposed Acquisition and will not regard any  other
person as its client in relation to the Proposed Acquisition and will not be
responsible to anyone other than  Mothercare for providing the protections
afforded to clients of Citi, or for providing advice in relation to the 
Proposed Acquisition or any transaction or arrangement referred to in this
document.

This announcement does not constitute or form part of any offer or invitation to
purchase, otherwise acquire, subscribe  for, sell, otherwise dispose of or
issue, or any solicitation of any offer to sell, otherwise dispose of, issue, 
purchase, otherwise acquire or subscribe for, any security.






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