Holding(s) in Company-Replace

Whitbread PLC
03 July 2006

The 'Holding(s) in Company' announcement released on 16th June 2006 at 11.11
under RNS No 7051E, should have been issued under the Company name of Whitbread
PLC and not under the Company name of Whitbread Group.

The announcement text is unchanged and is reproduced in full below.



LETTER TO:  WHITBREAD GROUP PLC
            14 June 2006


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

WHITBREAD

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 52,211,934 Ord in the 258,212,838
share capital immediately after the time when the obligation of disclosure arose
pursuant to section 198 of the Act.  These shares are represented by a
beneficial interest of 9,701,853 shares (3.76%), and a non-beneficial interest
of 42,510,081 shares (16.46%).

The identity of each registered holder of the shares to which this notice
relates, so far as is known to AXA Investment Managers UK Ltd, as at June 13 
2006 is as per the attached.

This notification of change is due to an increase in the non-beneficial interest
holding from 19.87% to 20.22%


From:    Nigel Thackeray                     Kim Van Oers
         Head of Workflow Manager            Workflow Manager 

                         AXA Investment Managers


                              DISCLOSURE OF INTEREST IN SHARES OF 
                 APPENDIX - NOTICE UNDER SECTION 198 OF THE COMPANIES ACT 1985

                              WHITBREAD                    ORD

Total number of shares held as at June 13 2006 was 52,211,934 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
Distribution Fund
(Non-Beneficial)                          187,963        Trustees of AXA UK 
                                                         Investment Co ICVC
                                                         Distribution Fund      HSBC Global Custody Nominee (UK) Limited
                                                                                a/c 845029

AXA UK Investment Co ICVC
UK Growth Fund
(Non-Beneficial)                          466,667        Trustees of AXA UK
                                                         Investment Co ICVC
                                                         UK Growth Fund         HSBC Global Custody Nominee (UK) Limited
                                                                                a/c 845005

AXA UK Investment Co ICVC
UK Opportunities Fund
(Non-Beneficial)                          200,000        Trustees of AXA UK
                                                         Investment Co ICVC
                                                         UK Opportunities Fund  HSBC Global Custody Nominee (UK) Limited
                                                                                a/c 889598


PPP Healthcare Group plc                   87,963        Guardian Royal Exchange
(Non-Beneficial)                                         plc and Subs. Cos      Chase Nominees Ltd
                                                                                a/c 13067


Sun Life Nominees Ltd A/c 20
(Non-Beneficial)                           19,042        Trustees of the Princes
                                                         Pension Scheme         HSBC Global Custody Nominee (UK) Limited
                                                                                a/c 777094

Sun Life Nominees Ltd A/c 29
(Non-Beneficial)                           19,266        Trustees of the Cobham
                                                         Pension Plan           HSBC Global Custody Nominee (UK) Limited
                                                                                a/c 777167

Sun Life Nominees Ltd A/c 31
(Non-Beneficial)                            6,313        Trustees of the Princes
                                                         (1977) Pension Scheme  HSBC Global Custody Nominee (UK) Limited
                                                                                a/c 785078

Sun Life Pensions Management Ltd           53,333        Sun Life Pensions
(Beneficial)                                             Management Ltd         HSBC Global Custody Nominee (UK) Limited

Sun Life Pensions Management Ltd          267,210        Sun Life Pensions
(Beneficial)                                             Management Ltd         HSBC Global Custody Nominee (UK) Limited
                                                                                a/c 867815

Sun Life Pensions Management Ltd A/c X  1,290,151        Sun Life Pensions
(Beneficial)                                             Management Ltd         HSBC Global Custody Nominee (UK) Limited
                                                                                a/c 867396

Sun Life Pensions Management Ltd A/c X    237,428        Sun Life Pensions
(Beneficial)                                             Management Ltd         HSBC Global Custody Nominee (UK) Limited
                                                                                a/c 867530

Sun Life Pensions Management Ltd A/c X  2,555,397        Sun Life Pensions
(Beneficial)                                             Management Ltd         HSBC Global Custody Nominee (UK) Limited
                                                                                a/c 867372

Sun Life Assurance Society Plc          1,100,000        Sun Life Assurance
(Beneficial)                                             Society Plc            HSBC Global Custody Nominee (UK) Limited
                                                                                a/c 776934

Sun Life Unit Assurance Ltd A/c X         529,714        Sun Life Unit Assurance
(Beneficial)                                             Ltd                    HSBC Global Custody Nominee (UK) Limited
                                                                                a/c 867116

Sun Life Unit Assurance Ltd A/c X          34,285        Sun Life Unit Assurance
(Beneficial)                                             Ltd                    HSBC Global Custody Nominee (UK) Limited
                                                                                a/c 867220

Sun Life Unit Assurance Ltd A/c X         326,571        Sun Life Unit Assurance
(Beneficial)                                             Ltd                    HSBC Global Custody Nominee (UK) Limited
                                                                                a/c 867268

Sun Life Unit Assurance Ltd A/c X         360,000        Sun Life Unit Assurance
(Beneficial)                                             Ltd                    HSBC Global Custody Nominee (UK) Limited
                                                                                a/c 867050

Sun Life Pensions Management Ltd            5,868        Sun Life Pensions
(Beneficial)                                             Management Ltd         Smith & Williamson Nominees Ltd
                                                                                a/c S66

Sun Life Pensions Management Ltd           10,685        Sun Life Pensions 
(Beneficial)                                             Management Ltd         BNY (OCS) Nominees Limited

Sun Life International (IOM) Ltd          250,000        Sun Life International
(Beneficial)                                             (IOM) Ltd              Sun Life International
                                                                                a/c SLI 11

AXA France                                  4,537    (Registration details available upon request)
(Non-Beneficial)                                         

AXA Belgium                                     5    (Registration details available upon request)
(Beneficial)                                         

AXA Colonia Konzern                       270,790    (Registration details available upon request)
(Beneficial)                                         

AXA Insurance UK                          331,216        AXA Free               Chase Nominees Ltd
(Beneficial)                                                                    A/C BTO1C

AXA Sun Life Plc                        1,550,000        Axa Sun Life plc       
(frmly Axa Equity & Law Life                             (frmly Axa Equity &
Assurance Society plc)                                   Law Life Assurance
(Beneficial                                              Society plc)           Axa Sun Life plc

AXA General Unit Trust                     85,000        HSBC Global Custody
(Non-Beneficial)                                         Nominee (UK) Limited
                                                         as Trustees of the 
                                                         Trust                  HSBC Global Custody Nominee (UK)Limited
                                                                                a/c 880868

AXA UK Group Pension Scheme               510,361        AXA UK Group Pension
Equity Fund                                              Scheme Equity Fund     Chase Nominees Ld
(Non-Beneficial)                                                                a/c 00994

AXA Financial Inc                      35,453,881        Bernstein
(Non-Beneficial)

AXA Rosenberg                           5,122,907        AXA Rosenberg
(Non-Beneficial)

AXA Rosenberg                             302,400        AXA Rosenberg
(Beneficial)

AXA Rosenberg                             226,800        AXA Rosenberg
(Beneficial)

AXA Financial Inc*                        346,181        Alliance Capital
(Non-Beneficial)                                         Management LP
                                                         See note below

                                               Holding as % of issued Capital

         Total Beneficial Interest      9,701,853             3.76

     Total Non-Beneficial Interest     42,510,081            16.46

                              Total    52,211,934            20.22%

*  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.




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