Holding(s) in Company

Whitbread PLC
21 July 2003

To: Whitbread plc
Dated: 15 July 2003

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

Whitbread Ordinary plc

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 39,015,477 ord GBP 0.50 shares in
the 296,337,471 share capital immediately after the time when the obligation of
disclosure arose pursuant to section 198 of the Act. These shares represent a
beneficial interest of 6,431,396 shares (2.17%), and a non-beneficial interest
of 32,584,081 shares (11.00%).

The identity of each registered holder of the shares to which this notice
relates, so far as as known to AXA Investment Managers UK Ltd, as at 14/07/03,
is as per the Appendix below.

This notification of change is due to an increase in the non-beneficial interest
holding from 10.99% to 11.00%.

From: AXA Investment Managers
 
                
                        DISCLOSURE OF INTEREST IN SHARES OF
                 APPENDIX - NOTICE UNDER SECTION 198 0F THE COMPANIES ACT 1985 
                       Whitbread Ordinary plc ord GBP 0.50 shares

Total number of shares held as at 14/07/03 was 39,015,477 the breakdown of which is set out below:
 

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


 
AXA UK Investment Co ICVC       3,966                Trustees of AXA UK Investment     HSBC Global Custody Nominee
                                                     Co ICVC                           (UK) Limited
                                                                                       a/c 845315
UK Tracker Fund                                      UK Tracker Fund
(Non - Beneficial)
 
Sun Life Pensions              75,000                Sun Life Pensions Management Ltd  HSBC Global Custody Nominee
Management Ltd A/c X                                                                   (UK)Limited
(Beneficial)                                                                           a/c 867530
 
Sun Life Assurance 
Society Plc                 1,476,060                Sun Life Assurance Society Ltd    HSBC Global Custody Nominee
(Beneficial)                                                                           (UK) Limited
                                                                                       a/c 776934

 
Sun Life Unit Assurance Ltd   618,000                Sun Life Unit Assurance Ltd      HSBC Global Custody Nominee
A/c X                                                                                 (UK) Limited
(Beneficial)                                                                          a/c 867116

 
Sun Life Unit Assurance Ltd   300,000                Sun Life Unit Assurance Ltd      HSBC Global Custody Nominee
A/c X                                                                                 (UK) Limited
(Beneficial)                                                                          a/c 867220
 
Sun Life Unit Assurance Ltd   381,000                Sun Life Unit Assurance Ltd      HSBC Global Custody Nominee
A/c X                                                                                 (UK) Limited
(Beneficial)                                                                          a/c 867268

Sun Life Unit Assurance Ltd   529,741                Sun Life Unit Assurance Ltd      HSBC Global Custody Nominee 
A/c X                                                                                 (UK) Limited
(Beneficial)                                                                          a/c 867050
 
Sun Life Pensions               4,246                Sun Life Pensions Management Ltd Smith & Williamson Nominees Ltd
Management Ltd                                                                        a/c S66
(Beneficial)

 
Sun Life Pensions              27,067                Sun Life Pensions Management Ltd BNY(OCS)Nominees Limited
Management Ltd
(Beneficial)
 
AXA Colonia Konzem            467,886              (Registration details available
(Beneficial)                                        upon request)

AXA Colonia Konzem              8,000              (Registration details available
(Non - Beneficial)                                   upon request)
 
Axa Sun Life plc            2,552,396               AXA Sun Life plc                  Axa Sun Life plc
(frmly Axa Equity & Law                             (frmly Axa Equity & Law 
Life Assurance Society plc)                         Life Assurance Society plc)
(Beneficial)


AXA Financial, Inc.        32,353,746               Bernstein
(Non - Beneficial)

 
AXA Financial, Inc            109,796              AXA Rosenberg
(Non - Beneficial)

 
AXA Financial, Inc*           108,573              Alliance Capital Management LP
(Non - Beneficial)                                 See note below
 
                                                    Holding as % of Issued Capital 

Total Beneficial Interest  6,431,396                           2.17%
Total Non-Beneficial 
Interest                  32,584,081                          11.00
                Total     39,015,477                          13.17%
 
*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.

                      This information is provided by RNS
            The company news service from the London Stock Exchange              FILFIV