Whitbread Group

Frthr re Holding in Company

Whitbread Group PLC
29 June 2006




                    NOTIFICATION OF INTEREST IN SHARES

Further to the announcement made yesterday Whitbread announces it has received
notification on behalf of AXA S.A. that, following the consolidation of
Whitbread's share capital effected on 26 June 2006, AXA S.A, knows that they
were interested in 44,371,934 ordinary shares in the 219,492,311 ordinary share
capital of Whitbread plc. These shares represent an aggregate interest of
20.21%.

A copy of the letter received by Whitbread from AXA Investment Managers UK Ltd
and the appendix identifying the identity of each registered holder to which
their notice relates is attached to this letter.



Letter to Whitbread 
Dated 28 June 2006

SECTION 212 OF THE COMPANIES ACT 1985 -

WHITBREAD

In response to your letter dated 28/06/06, the total number of shares held as at
26/06/06 was 44,371,934.

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.

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. is as per the
attached Appendix.

There are / were no agreements or arrangements to which Section 204 of the Act
apply /applied.


From:     Kim Van Oers
          Workflow Manager
          AXA Investment Managers UK Ltd



                              DISCLOSURE OF INTEREST IN SHARES OF 
                 APPENDIX - NOTICE UNDER SECTION 212 OF THE COMPANIES ACT 1985

                              WHITBREAD                    ORD

Total number of shares held as at 26/06/06 was 44,371,934 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)                          159,768        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)                          425,000        Trustees of AXA UK
                                                         Investment Co ICVC
                                                         UK Growth Fund         HSBC Global Custody Nominee (UK) Limited
                                                                                a/c 845005

PPP Healthcare Group plc                   74,768        Guardian Royal Exchange
(Non-Beneficial)                                         plc and Subs. Cos      Chase Nominees Ltd
                                                                                a/c 13067


Sun Life Nominees Ltd A/c 20
(Non-Beneficial)                           16,185        Trustees of the Princes
                                                         Pension Scheme         HSBC Global Custody Nominee (UK) Limited
                                                                                a/c 777094

Sun Life Nominees Ltd A/c 29
(Non-Beneficial)                           16,376        Trustees of the Cobham
                                                         Pension Plan           HSBC Global Custody Nominee (UK) Limited
                                                                                a/c 777167

Sun Life Nominees Ltd A/c 31
(Non-Beneficial)                            5,366        Trustees of the Princes
                                                         (1977) Pension Scheme  HSBC Global Custody Nominee (UK) Limited
                                                                                a/c 785078

Sun Life Pensions Management Ltd           51,000        Sun Life Pensions
(Beneficial)                                             Management Ltd         HSBC Global Custody Nominee (UK) Limited

Sun Life Pensions Management Ltd          227,128        Sun Life Pensions
(Beneficial)                                             Management Ltd         HSBC Global Custody Nominee (UK) Limited
                                                                                a/c 867815

Sun Life Pensions Management Ltd A/c X  1,096,628        Sun Life Pensions
(Beneficial)                                             Management Ltd         HSBC Global Custody Nominee (UK) Limited
                                                                                a/c 867396

Sun Life Pensions Management Ltd A/c X    201,813        Sun Life Pensions
(Beneficial)                                             Management Ltd         HSBC Global Custody Nominee (UK) Limited
                                                                                a/c 867530

Sun Life Pensions Management Ltd A/c X  2,172,087        Sun Life Pensions
(Beneficial)                                             Management Ltd         HSBC Global Custody Nominee (UK) Limited
                                                                                a/c 867372

Sun Life Assurance Society Plc            935,000        Sun Life Assurance
(Beneficial)                                             Society Plc            HSBC Global Custody Nominee (UK) Limited
                                                                                a/c 776934

Sun Life Unit Assurance Ltd A/c X         450,256        Sun Life Unit Assurance
(Beneficial)                                             Ltd                    HSBC Global Custody Nominee (UK) Limited
                                                                                a/c 867116

Sun Life Unit Assurance Ltd A/c X          29,142        Sun Life Unit Assurance
(Beneficial)                                             Ltd                    HSBC Global Custody Nominee (UK) Limited
                                                                                a/c 867220

Sun Life Unit Assurance Ltd A/c X         277,585        Sun Life Unit Assurance
(Beneficial)                                             Ltd                    HSBC Global Custody Nominee (UK) Limited
                                                                                a/c 867268

Sun Life Unit Assurance Ltd A/c X         306,000        Sun Life Unit Assurance
(Beneficial)                                             Ltd                    HSBC Global Custody Nominee (UK) Limited
                                                                                a/c 867050

Sun Life Pensions Management Ltd            4,988        Sun Life Pensions
(Beneficial)                                             Management Ltd         Smith & Williamson Nominees Ltd
                                                                                a/c S66

Sun Life Pensions Management Ltd            9,082        Sun Life Pensions 
(Beneficial)                                             Management Ltd         BNY (OCS) Nominees Limited

Sun Life International (IOM) Ltd          212,500        Sun Life International
(Beneficial)                                             (IOM) Ltd              Sun Life International
                                                                                a/c SLI 11

AXA France                                  3,856    (Registration details available upon request)
(Non-Beneficial)                                         

AXA Belgium                                     4    (Registration details available upon request)
(Beneficial)                                         

AXA Colonia Konzern                       230,172    (Registration details available upon request)
(Beneficial)                                         

AXA Insurance UK                          281,533     AXA Free                  Chase Nominees Ltd
(Beneficial)                                                                    A/C BTO1C

AXA Sun Life Plc                        1,317,500        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                     72,250        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               433,806        AXA UK Group Pension
Equity Fund                                              Scheme Equity Fund     Chase Nominees Ld
(Non-Beneficial)                                                                a/c 00994

AXA Ireland Pension Fund                    1,921        AXA Ireland Pension
(Non-Beneficial)                                         Fund                   Chase Nominees Ltd
                                                                                a/c 21652

AXA Financial Inc                      30,096,359        Bernstein
(Non-Beneficial)

AXA Rosenberg                           4,519,787        AXA Rosenberg
(Non-Beneficial)

AXA Rosenberg                             257,040        AXA Rosenberg
(Beneficial)

AXA Rosenberg                             192,780        AXA Rosenberg
(Beneficial)

AXA Financial Inc*                        294,254        Alliance Capital
(Non-Beneficial)                                         Management LP
                                                         See note below



                                               Holding as % of issued Capital

         Total Beneficial Interest      8,252,238             3.76

     Total Non-Beneficial Interest     36,119,697            16.46

                              Total    44,371,934            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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