Costain Group PLC - Holding in Company

RNS Number:1206J
Costain Group PLC
14 April 2000

                  DEALINGS BY SUBSTANTIAL SHAREHOLDERS


1)   NAME OF COMPANY

     COSTAIN GROUP PLC

2)   NAME OF SHAREHOLDER HAVING A MAJOR INTEREST

     BANK OF AMERICA NA

3)   Please state whether notification indicates that it is in respect of 
     holding of the Shareholder named in 2 above or in respect of a 
     non-beneficial interest or in the case of an individual holder if it is a
     holding of that person's spouse or children under the age of 18

     SEE BELOW

4)   Name of the registered holder(s) and, if more than one holder, the 
     number of shares held by each of them.

     BANK OF AMERICA NA

5)   Number of shares/amount of stock acquired.

     N/A

6)   ( N/A %) of issued Class

7)   Number of shares/amount of stock disposed

     1,000,000

8)   (0.296%) of issued Class

9)   Class of security

     ORDINARY SHARES

10)  Date of transaction

     13 APRIL 2000

11)  Date company informed

     14 APRIL 2000

12)  Total holding following this notification

     294,027,689
               
13)  Total percentage holding of issued class following this notification

     87%

14)  Any additional information

     THE FIGURE IN BOX 12 INCLUDES 72,307,521 SHARES WHICH ARE COUNTED TWICE
     BY VIRTUE OF ONE PARTY TO A SECTION 204 AGREEMENT HOLDING OPTIONS TO
     PURCHASE SHARES HELD BY OTHER PARTIES TO THAT AGREEMENT.

15)  Name of contact and telephone number for queries

     C. L. FRANKS
     01628 842575

16)  Name and signature of authorised company official responsible for 
     making this notification

     Date of Notification ..14 APRIL 2000.........


Letter to Costain Group PLC

Part IV of the Companies Act 1985 (the 'Act')

This letter constitutes notification under Part VI of the Act and relates to
ordinary share capital of Costain Group Plc (the 'Company').

This notification relates, inter alia, to interests which arise under certain
Agreements dated 10th October 1997 made between the Company, certain
subsidiaries of the Company and the parties whose names appear in the schedule
below.  The agreement constitutes an agreement to which Section 204 of the Act
applies (the 'Section 204 Agreement').

We hereby give notice under Part VI of the Act that we are interested in
294,027,689 ordinary shares of 10p each in the capital of the Company
('Shares').

The identities of the registered holders of the Shares to which this
notification relates and the number of Shares held by each are set out in the
Schedule of shareholdings below.

Of the interest showing, Bank of America has a material interest of 9,387,462
under Section 199 of the Act.

Letter from Bank of America, N.A.


                           COSTAIN GROUP PLC
            Schedule of shareholdings of the Participating
                                Banks

Name of registered holder      Number of    Number of such   Number of such
                               Shares       Shares in which  Shares in which    
                                           the interest     interest is a 
                                            arises by virtue Section 208(5)
                                            of the Section   interest
                                            204 Agreement

Banco Santander SA              1,366,609    1,306,024       NIL

Bankers Trust Company             413,085      413,085       NIL

Banco Santander SA
The Royal Bank of Scotland      1,325,468     1,325,468      NIL

Chase Nominees Ltd A/C SO 2196  2,334,974     2,334,974      NIL
Chase Nominees Ltd

Cargill Financial Markets Plc   1,006,297     1,006,297      NIL

Bank of America International
 Ltd                              463,450           NIL      NIL

Bank of America NA              3,601,470     3,601,470      NIL
(Loan Trading Group)

Bank of America NA              5,322,542     5,322,542      NIL
Blydenstein Nominees Ltd

Citibank International Plc      1,165,331     1,044,333      522,167

Ranelagh Nominees Ltd          10,647,000     9,734,704      NIL

Lloyds Bank (PEP Nominees) Ltd     12,483    NIL             NIL

Lloyds Private Banking (Isle
 of Man) Ltd                          948    NIL             NIL

Fielding Nominees Ltd               2,500    NIL             NIL

Natwest FIS Nominees Ltd              776    NIL             NIL

CNW Nominees Ltd               12,720,273    11,556,292      NIL

Natwest PEP Nominees Ltd               15    NIL             NIL

Bank of New York Nominees
 Ltd                               49,045    NIL             NIL

BNY GIL Client A/C Nominees
 Ltd                              386,978    NIL             NIL

Standard Chartered Nominees
 Ltd J A/C                      4,097,553     3,694,468      NIL

Daedalus Projects Ltd         125,354,541    42,500,000      NIL

Raymond Internation WLL        25,562,500       562,500      NIL

Skanska Invest AB              97,870,021    25,562,500      72,307,521

                   TOTALS     294,027,689   110,288,487      72,829,688 

END

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