WLW Woolworths

RNS Number:4993I
Cater Allen International Limited
11 February 2005

                         Date of Disclosure  11th FEBRUARY 2005

                    DISCLOSURE UNDER RULES 8.1(a), 8.1(b)(i) and 8.3 
                       OF THE CITY CODE ON TAKEOVERS AND MERGERS

Date of dealing   10TH FEBRUARY 2005

Dealing in        WOOLWORTHS GROUP PLC             (name of company)

1)  Class of securities (eg ordinary shares) COMMON STOCK

2)  Amount bought      Amount sold      Price per unit
    2,500,000                              49.00


3)  Resultant total of the same class owned or controlled 
    (and percentage of class) 17,500,000             (1.24%)


4) Party making disclosure   CATER ALLEN INTERNATIONAL LIMITED


5)  EITHER (a) Name of purchaser/vendor (Note 1) CATER ALLEN INTERNATIONAL LIMITED   
    OR     (b) if dealing for discretionary client(s), name of fund 
               management organisation

6)  Reason for disclosure (Note 2)                                     
    (a) associate of (i) offeror (Note 3)                       NO
                    (ii) offeree company                        NO

Specify which category or categories of associate (1-8 overleaf) 

If category (8), explain

     (b)  Rule 8.3 (ie disclosure because of ownership or control of 1% 
          or more of the class of relevant securities dealt in)  YES

Signed, for and on behalf of the party named in (4) above  N/A  

(Also print name of signatory)   KEVIN WHITTERN

Telephone and extension number   020 7756 5392


Form 8 Enclosure

Cater Alien International is the beneficial owner of 17,500,000 Common Stock of 
Woolworths Group Plc, of which are held to hedge Total Return Swaps (TRS') 
positions for clients.

A Total Return Swap is a product used by clients to finance long positions. The 
client will sell their position to CAIL for which they will receive the current 
market price. The Client will then receive money if the price of the share sold 
increases above the sale price or pay money if it falls. In addition the client 
will pay an agreed rate of interest on the money received. CAIL will follow its 
normal policy in respect of such products, which is to vote the shares in 
accordance with the instructions of the counterparty for whom we are financing 
the positions.

The following Total Return Swaps were executed:

Date Executed  Underlying    Reference     CAIL Buy    Product Type
                   number        Price      or Sell
                of shares               Performance

02/02/05       15,000,000        47.00         SELL      TRS
10/02/05        2,500,000        49.00         SELL      TRS

TOTAL          17,500,000
     
     
     


Note 1.  Specify owner, not nominee or vehicle company.  If relevant, also 
         identify controller of owner, eg where an owner normally acts on 
         instructions of a controller

Note 2.  Disclosure might be made for more than one reason; if so, state all 
         reasons.

Note 3.  Specify which offeror if there is more than one.

Note 4.  When an arrangement exists with any offeror, with the offeree company 
         or which an associate of any offeror or of the offeree company 
         in relation to relevant securities, details of such arrangement must 
         be disclosed, as required by Note 6 on Rule 8

Note 5.  It may be necessary, particularly when disclosing derivative 
         transactions, to append a sheet to this disclosure form so that
         relevant information can be given.

Note 6.  In the case of an average price bargain, each underlying trade 
         should be disclosed.

Note 7.  The resultant total percentage holding of the class of relevant
         security is to be calculated by reference to the percentage held and 
         in issue outside treasury.

For full details of disclosure requirements, see Rule 8 of the Code.  If in 
doubt, contact the Panel on Takeovers and Mergers, Monitoring Section, Tel. No:
020 7638 0129. Email: monitoring@disclosure.org.uk


END





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