Holding(s) in Company

TR-1: NOTIFICATION OF MAJOR INTERESTS IN SHARES


1. Identity of the issuer or the underlying issuer of existing shares to which
voting rights are attached:

COOKSON GROUP PLC


2. Reason for the notification (please state Yes/No):


An acquisition or disposal of voting rights: ( Yes )
 

An acquisition or disposal of financial instruments which may result in the
acquisition of shares already issued to which voting rights are attached: (   )

 

An event changing the breakdown of voting rights: (    )

 

Other (please specify): (    )

 

3. Full name of person(s) subject to the notification obligation:

THE GOLDMAN SACHS GROUP, INC

 

4. Full name of shareholder(s) (if different from 3.):

GOLDMAN, SACHS & CO.

GOLDMAN SACHS ASSET MANAGEMENT INTERNATIONAL

GOLDMAN SACHS ASSET MANAGEMENT, L.P.

 

5. Date of the transaction (and date on which the threshold is crossed or
reached if different):

2 MAY 2008

 

6. Date on which issuer notified:

6 MAY 2008

 

7. Threshold(s) that is/are crossed or reached:

7%

 

8. Notified details:

……………..

 

A: Voting rights attached to shares

 

Class/type of shares if possible         Situation previous to the    
using the ISIN CODE                       Triggering transaction      
                                                                      
                                     Number of     Number of voting   
                                     shares        Rights             
                                                                      
                                                                      
GB00B07V4P80                         16,837,884    7.92%              
                                                                      

 

Resulting situation after the triggering transaction

 

Class/type of shares if possible using Number of    Number of voting  % of voting    
the ISIN CODE                          shares       rights            rights         
                                                                                     
                                       Direct       Direct Indirect   Direct Indirect
                                                                                     
                                                                                     
GB00B07V4P80                                               14,841,919        6.98    
                                                                                     

 

B: Financial Instruments

Resulting situation after the triggering transaction

 

Type of      Expiration Exercise/      Number of voting rights that may be   % of    
financial    Date       Conversion     acquired if the instrument is         voting  
instrument              Period/ Date   exercised/ converted.                 rights  
                                                                                     
                                                                                     
                                                                                     
                                                                                     
                                      N/A                                            
                                                                                     

 

Total (A+B)

Number of voting       % of voting      
rights                 rights           
                                        
                                        
14,841,919             6.98             
                                        

 

9. Chain of controlled undertakings through which the voting rights and/or the
financial instruments are effectively held, if applicable:

The interest in 356,472 shares arose from an interest held by Goldman, Sachs &
Co., a wholly-owned direct subsidiary of GS Inc, acting as custodian for its
customers. These shares are, or will be, registered in the name of Goldman
Sachs Securities (Nominees), Limited.

The interest in 20,910 shares arose from an interest held by Goldman, Sachs &
Co., a wholly-owned direct subsidiary of GS Inc, acting as discretionary
manager. These shares are, or will be, registered in the name of Goldman Sachs
Securities (Nominees), Limited.

The interest in 6,501,363 shares arose from the interest held by Goldman Sachs
Asset Management International, a wholly-owned subsidiary of GS Inc acting as
discretionary manager.  We believe that some of these shares are, or will be,
registered in the name of Goldman Sachs Securities (Nominees), Limited
("GSSN").

The interest in 7,963,174 shares arose from the interest held by Goldman Sachs
Asset Management, LP a wholly owned subsidiary of GS Inc acting as
discretionary manager.  We believe that some of these shares are, or will be,
registered in the name of Goldman Sachs Securities (Nominees), Limited
("GSSN").

 

Proxy Voting:

 

10. Name of the proxy holder:

N/A

 

11. Number of voting rights proxy holder will cease to hold:

N/A

 

12. Date on which proxy holder will cease to hold voting rights:

N/A

 

13. Additional information:

N/A

 

14. Contact name:

RACHEL FELL, DEPUTY SECRETARY, COOKSON GROUP PLC

 

15. Contact telephone number:

+  44 (0) 20 7822 0000