REG-Lancashire Hld Ltd: Holding(s) in Company

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Tue Jul 7, 2009 9:57am EDT

TR-1: NOTIFICATION OF MAJOR INTEREST IN SHARES(i)                              

1. Identity of the issuer or the underlying     LANCASHIRE HOLDINGS LIMITED    
issuer of existing shares to which voting                                      
rights are attached:(ii)                                                       

2 Reason for the notification (please tick the appropriate box or boxes):      

An acquisition or disposal of voting rights                               X    
                                                                               
An acquisition or disposal of qualifying financial instruments 
which may result in the acquisition of shares already issued 
to which voting rights are attached                                                            
                                                                               
An acquisition or disposal of instruments with similar economic 
effect to qualifying financial instruments                                            
                                                                               
An event changing the breakdown of voting rights                               
                                                                               
Other (please specify):                                                                      


3. Full name of person(s) subject to          SAB CAPITAL MANAGEMENT, LP       
the notification obligation: (iii)                                             
                                                                               

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

5. Date of the transaction and date                         16 JUNE 2009               
on which the threshold is crossed or                                           
reached: (v)                                                                   
                                                                               

6. Date on which issuer notified:                           17 JUNE 2009               
                                                                               

7. Threshold(s) that is/are crossed                             BELOW 3%                 
or reached: (vi, vii)                                                          


8. Notified details:
A: Voting rights attached to shares (viii, ix)

Class/type of   Situation previous            Resulting situation after          
shares          to the triggering                 the triggering                
                  transaction                      transaction                 
                                                                               
if possible    Number      Number    Number       Number of        % of voting   
using            of          of        of          voting           rights (x)    
the ISIN CODE  Shares      Voting    shares        rights                        
                           Rights                                                
                                     Direct   Direct   Indirect  Direct  Indirect
                                              (xi)     (xii)                    
                                                                               
BMG5361W1047  5,274,419   5,274,419  BELOW 3%                    BELOW 3%         
                                                                               

B: Qualifying Financial Instruments                                            
                                                                               
Resulting situation after the triggering transaction                           
                                                                               
Type of financial Expiration     Exercise/       Number of voting   % of voting 
   instrument        date    Conversion Period  rights that may be    rights    
                    (xiii)         (xiv)         acquired if the                
                                                  instrument is                 
                                                    exercised/                  
                                                    converted.                  
                                                                               

C: Financial Instruments with similar economic effect to Qualifying Financial   
Instruments xv, xvi                                                             
                                                                                
Resulting situation after the triggering transaction                            
                                                                                
   Type of     Exercise Expiration Exercise/  Number of voting    % of voting   
  financial     price      date    Conversion rights instrument rights (xix, xx)
  instrument              (xvii)     period       refers to                     
                                    (xviii)                                     
                                                                                
                                                                Nominal   Delta 

Total (A+B+C)                                                                  
                                                                               
        Number of voting rights               Percentage of voting rights      
                                                                               
               BELOW 3%                                BELOW 3%                

9. Chain of controlled undertakings through which the voting rights and/or the 
financial instruments are effectively held, if applicable: (xxi)               
                                                                               
                                                                 EACH BELOW 3%:
                                                       SAB CAPITAL PARTNERS, LP
                                                    SAB CAPITAL PARTNERS II, LP
                                                   SAB OVERSEAS MASTER FUND, LP

Proxy Voting:                                                                  
                                                                               
10. Name of the proxy holder:                                                  
                                                                               

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

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


13. Additional information:             Notification using the total voting    
                                        rights figure of 173,069,895                            
                                                                               
14. Contact name:                       PAUL CASSIDY                           
                                                                               
15. Contact telephone number:           212-457-8053 (USA)                     


For notes on how to complete form TR-1 please see the FSA website.



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