Holding(s) in Company

1. Identity of the issuer or the underlying issuerof existing shares to which voting rights areattached: ii

Carphone Warehouse Group plc

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

An acquisition or disposal of voting rights

Yes

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 thenotification obligation: iii

FMR LLC

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

See attached schedule

5. Date of the transaction and date onwhich the threshold is crossed orreached: v

7th November 2011

6. Date on which issuer notified:

9th November 2011

7. Threshold(s) that is/are crossed orreached: vi, vii

11%

8. Notified details:

A: Voting rights attached to shares viii, ix

Class/type ofshares

if possible usingthe ISIN CODE

Situation previousto the triggeringtransaction

Resulting situation after the triggering transaction

NumberofShares

NumberofVotingRights

Numberof shares

Number of votingrights

% of voting rights x

Direct

Direct xi

Indirect xii

Direct

Indirect

GB00B4Y7R145

50,582,771

50,582,771

50,196,341

50,196,341

10.98

B: Qualifying Financial Instruments

Resulting situation after the triggering transaction

Type of financialinstrument

Expirationdate xiii

Exercise/Conversion Period xiv

Number of votingrights that may beacquired if theinstrument isexercised/ converted.

% of votingrights

N/A

N/A

N/A

N/A

N/A

C: Financial Instruments with similar economic effect to Qualifying Financial Instruments xv, xvi

Resulting situation after the triggering transaction

Type of financialinstrument

Exercise price

Expiration date xvii

Exercise/Conversion period xviii

Number of voting rights instrument refers to

% of voting rights xix, xx

N/A

N/A

N/A

N/A

N/A

Nominal

Delta

N/A

N/A

Total (A+B+C)

Number of voting rights

Percentage of voting rights

50,196,341

10.98

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

N/A

Proxy Voting:

10. Name of the proxy holder:

FMR LLC

11. Number of voting rights proxy holder will ceaseto hold:

386,430

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

7 November 2011

Issuer Name:

Carphone Warehouse Group plc

Current ownership percentage

10.98%

Total shares held:

50,196,341

Issued share capital:

457,054,122

SHARES HELD

NOMINEE

MANAGEMENT COMPANY

FMR LLC is the parent holding company of Fidelity Management & Research Company (FMRCO), investment manager for US mutual funds, FIL Management Trust Company (FMTC), Pyramis Global Advisors Trust Company (PGATC), a US state chartered bank which acts as a trustee or investment manager of various pension and trust accounts Pyramis Global Advisors LLC (PGALLC) and Pyramis Trust Company (PTC).

415,021

BANK OF NEW YORK

FMRCO

3,401,550

BROWN BROTHERS HARRIMAN AND CO

FMRCO

120,450

BROWN BROTHERS HARRIMAN AND CO

PTC

41,650

CIBC MELLON TRUST

FCL

1,419,949

CITIBANK NA

FMRCO

197,156

JP MORGAN CHASE BANK

FMR

35,566,224

JP MORGAN CHASE BANK

FMRCO

35,950

JP MORGAN CHASE BANK

FMTC

1,796,156

JPMORGAN CHASE BANK

FMR

703,200

JPMORGAN CHASE BANK

PTC

140,150

MELLON BANK N.A.

FMRCO

162,081

MELLON BANK N.A.

FMTC

405,949

NORTHERN TRUST CO

FMRCO

212,820

NORTHERN TRUST CO

FMTC

321,850

STATE STREET BANK AND TR CO

FICL

106,319

STATE STREET BANK AND TR CO

FMR

2,823,815

STATE STREET BANK AND TR CO

FMRCO

438,462

STATE STREET BANK AND TR CO

FMTC

737,630

STATE STREET BANK AND TR CO

PTC

265,700

CIBC MELLON TRUST (C)

FCL

270,200

ROYAL TRUST-TORONTO

FCL

319,700

MELLON BANK NA (C)

PTC

116,500

NATIONAL BANK TRUST (C)

FCL

62,300

ROYAL TRUST- TORONTO (C)

FCL

80,900

US BANK NA (C)

PTC

49,000

ROYAL BANK OF CANADA ©

PTC

-14,341

GOLDMAN SACHS & CO

PTC