The Phoenix Holdings Ltd.

TR-1: NOTIFICATION OF MAJOR INTEREST IN SHARES

1. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attached:	Phoenix Group Holdings
2. Reason for the notification (please tick the appropriate box or boxes):
An acquisition or disposal of voting rights
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 the notification obligation:		Xercise2 Limited
4. Full name of shareholder(s) (if different from 3.):		Xercise Limited
5. Date of the transaction and date on which the threshold is crossed or reached:		21 October 2010
6. Date on which issuer notified:		21 October 2010
7. Threshold(s) that is/are crossed or reached:		13%

A: Voting rights attached to shares
Class/type of shares	Situation previous to the triggering transaction		Resulting situation after the triggering transaction
if possible using the ISIN CODE	Number of	Number of	Number	Number of voting rights			% of voting rights
	Shares	Voting Rights	of shares	Direct	Indirect	Direct	Indirect
EUR 0.0001			22,610,453	-	22,610,453	-	13.59%

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

C: Financial Instruments with similar economic effect to Qualifying Financial Instruments
Resulting situation after the triggering transaction
Type of financial instrument	Exercise price	Expiration date	Exercise/ Conversion period	Number of voting rights instrument refers to	% of voting rights
					Nominal	Delta

Total (A+B+C)
Number of voting rights	Percentage of voting rights
22,610,453	13.59%

9. Chain of controlled undertakings through which the voting rights and/or the financial instruments are effectively held, if applicable:

Xercise Ltd

Proxy Voting:
10. Name of the proxy holder:	N/A
11. Number of voting rights proxy holder will cease to hold:	N/A
12. Date on which proxy holder will cease to hold voting rights:	N/A

13. Additional information:
14. Contact name:	Stephen Farrugia
15. Contact telephone number:	0207 725 0810

1. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attached:	Phoenix Group Holdings
2. Reason for the notification (please tick the appropriate box or boxes):
An acquisition or disposal of voting rights
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 I specify):
3. Full name of person(s) subject to the notification obligation:		Alpha-Gamma Shares Limited
4. Full name of shareholder(s) (if different from 3.):		Xercise Limited
5. Date of the transaction and date on which the threshold is crossed or reached:		21 October 2010
6. Date on which issuer notified:		21 October 2010
7. Threshold(s) that is/are crossed or reached:		3%

A: Voting rights attached to shares
Class/type of shares	Situation previous to the triggering transaction		Resulting situation after the triggering transaction
if possible using the ISIN CODE	Number of	Number of	Number	Number of voting rights			% of voting rights
	Shares	Voting Rights	of shares	Direct	Indirect	Direct	Indirect
EUR 0.0001			6,585,499	-	6,585,499	-	3.96%

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

C: Financial Instruments with similar economic effect to Qualifying Financial Instruments
Resulting situation after the triggering transaction
Type of financial instrument	Exercise price	Expiration date	Exercise/ Conversion period	Number of voting rights instrument refers to	% of voting rights
					Nominal	Delta

Total (A+B+C)
Number of voting rights	Percentage of voting rights
6,585,499	3.96%

9. Chain of controlled undertakings through which the voting rights and/or the financial instruments are effectively held, if applicable:

Xercise Ltd

Proxy Voting:
10. Name of the proxy holder:	N/A
11. Number of voting rights proxy holder will cease to hold:	N/A
12. Date on which proxy holder will cease to hold voting rights:	N/A

13. Additional information:
14. Contact name:	Stephen Farrugia
15. Contact telephone number:	0207 725 0810