Further re Demerger/Offer

Whitbread Holdings PLC
20 April 2001


 Not for release, publication or distribution in or into the
  United States of America, Canada, Japan, Australia or the
                         Netherlands

                                              20 April 2001

                   Whitbread Holdings PLC
                              
       Recommended proposals approved by shareholders


The Board of Whitbread Holdings PLC ('Whitbread Holdings')
announces that its shareholders have today approved
proposals for the demerger of the Pubs and Bars Division to
Fairbar Limited ('Fairbar'), a specially formed company
outside the Whitbread group, in anticipation of an offer
being made for Fairbar by or on behalf of a company
specially formed by MGPE ('NewCo').  The demerger will be
effected by means of a reduction of capital of Whitbread
Holdings under section 135 of the Companies Act which will
be accompanied by a 3 for 5 consolidation of the ordinary
share capital of Whitbread Holdings.

Shareholders also approved the change of name of Whitbread
Holdings to Whitbread PLC ('Whitbread').

A court hearing to confirm the reduction of capital is
expected to take place on Wednesday, 9 May 2001.  This would
be the last day for dealings in Whitbread Holdings shares.
It is intended that the steps required to make the reduction
of capital, the demerger and the share capital consolidation
effective would then take place prior to 7.40 a.m. on
Thursday, 10 May 2001 to enable dealings in Whitbread shares
to commence that morning.  Should it not be possible to
complete such steps prior to that time, dealings in
Whitbread shares would commence on Friday, 11 May 2001.

It is expected that the offer by or on behalf of NewCo would
be made within five business days of the reduction of
capital and demerger becoming effective.


Enquiries:

Whitbread Holdings
David Reed                            [phone]
Jeremy Probert                        [phone]

Dresdner Kleinwort Wasserstein        [phone]
David Barclay
Nigel Binks

Gavin Anderson & Company              [phone]
Chris Salt
Laura Hickman


Kleinwort Benson Limited ('Dresdner Kleinwort Wasserstein'),
which is regulated in the United Kingdom by the Securities
and Futures Authority Limited, is acting for Whitbread
Holdings and for no one else in relation to the matters
discussed herein and will not be responsible to anyone other
than Whitbread Holdings for providing the protections
afforded to its customers or for providing advice in
relation to the matters discussed herein.