Holding in Company

Mothercare PLC
9 April 2001




ls/stock exch                                                      9 April 2001


The Company Announcement Office

London Stock Exchange

Old Broad Street

London EC2N 1HP



Dear Sirs

Mothercare plc: Significant Shareholding

Mothercare plc announces that it was advised today by Franklin Resources Inc
of a decrease in their notifiable interest in the share capital of Mothercare
plc.

Franklin Resources interest comprises 2,796,295 shares or 3.96% (previously
3,531,295 or 4.99%) of Mothercare's issued capital.

Registered Holder                                Number of Shares
Chase Nominees Limited                           1,629,519
Deutsche London                                  100,666
Clydesdale Bank London                           259,063
Northern Trust Company London                    315,900
State Street Nominees London                     374,714
Midland Bank plc                                 116,433
Total                                            2,796,295 or 3.96%

Yours faithfully



Lynne Sabat

Assistant Company Secretary