Holding in Company

Headlam Group PLC
31 October 2001

HEADLAM GROUP PLC - DISCLOSURE OF INTEREST IN SHARES

Headlam Group plc announces that it has today received the following
notification from Zurich Financial Services and its Group in respect of
notifiable interests in the ordinary voting shares of 5p of the company.

'In accordance with the provisions of Section 198 Companies Act 1985, we would
inform you of a change to the notifiable interest over the shares in your
company which are held as detailed below.

Registered Owner               Ordinary 5p      Per cent. of total issued share
                               shares           capital

Littledown Nominees Limited          260,000
a/c 21667
Littledown Nominees Limited          538,000
a/c 07203
Littledown Nominees Limited          380,000
a/c 07197
Littledown Nominees Limited        2,876,917
a/c 05576
Littledown Nominees Limited          174,327
a/c 05577

Total                              4,229,244                  5.04

Notes

Littledown Nominees Ltd is a nominee for the ZFS Group subsidiaries: Allied
Dunbar Assurance plc; Zurich Financial Services UK (AD) Pension Scheme; Eagle
Star Insurance Company Ltd; Eagle Star Life Assurance Company Ltd; Eagle Star
Pension Trustee Ltd; Eagle Star Executives Pension Trustee Ltd; Eagle Star
Securities Ltd; Sceptre Trust Ltd; Home & Overseas Insurance Company Ltd;
Zurich Scudder Pension Managers Ltd; and Chase Manhattan Trustees Ltd, the
Trustee for Eagle Star Unit Managers Ltd and the Depository to Threadneedle
Investment Funds ICVC.

ZFS is Zurich Financial Services, a company incorporated in Switzerland.

This notification is made on behalf of: Allied Dunbar Assurance plc; Eagle
Star Life Assurance Company Ltd and Eagle Star Holdings Limited; Zurich
Scudder Investments Ltd Zurich Scudder Pension Managers Ltd and Zurich Scudder
Investments Holdings Ltd.

Allied Zurich Holdings Ltd, Zurich Scudder Investments Inc, ZKI Holding
Corporation, Zurich Financial Services (UKISA) Ltd, Zurich Group Holding,
Zurich Holding Company of America Inc, Zurich Insurance Company and Allied
Zurich plc, the intermediate holding companies of the aforementioned
companies, and Zurich Financial Services, their ultimate holding company.

The shares could be available for lending and this could lead to a short term
re-registration.

31 October 2001

End