Acquisition

Barclays PLC
08 May 2003



                                                                    8th May 2003



        BARCLAYS PLC ANNOUNCES PROPOSED ACQUISITION OF BANCO ZARAGOZANO





Barclays PLC ('Barclays') announces that Barclays Bank SA ('Barclays Spain'), a
subsidiary of Barclays, has made an agreed offer to acquire the entire issued
share capital of Banco Zaragozano ('Zaragozano') for €12.7 per share in cash,
representing a total consideration of €1,143 million (£803m).  The members of
the Board of Zaragozano have voted in favour of the transaction and have
committed to sell their shares to Barclays. Shareholders, including Board
members, owning 54% of the ordinary share capital of Zaragozano have given
irrevocable commitments to accept the offer.

The offer is subject to approval from the Bank of Spain and CNMV (the Spanish
Securities Market Commission) and is expected to complete in July 2003.
Completion of the transaction is conditional on 75.01% of Zaragozano
shareholders accepting the offer.  Barclays will finance the transaction out of
existing cash resources.

This transaction advances one of Barclays strategic priorities, which is to
deepen its retail and commercial banking presence in selected European markets.
Spain, where Barclays already has a substantial and successful business, is one
of the most dynamic economies in Europe.  It is forecast to have the highest GDP
growth rate in the euro-zone this year. The market for financial services in
Spain is expected to continue to show significant growth.

The combination of the banking operations of Barclays Spain and Zaragozano will
bring together two complementary businesses, creating a nationwide distribution
platform, trebling the existing Barclays branch network and trebling its
existing customer base. It will offer customers an enhanced product range
together with improved and extended access to banking services. The merger of
the two businesses will create the 6th largest private sector banking group in
Spain by assets.  The transaction builds on Barclays success in Spain and
establishes the basis for further growth opportunities in the Spanish
marketplace.

Jacobo Gonzalez-Robatto, CEO of Barclays Spain, said: 'Spain is one of the
fastest growing economies in Europe.  It is also one where Barclays has a
successful track record of innovation and profitability.  The acquisition of
Banco Zaragozano builds on our existing business creating the sixth largest
private sector banking group in Spain. It provides a platform for us to
intensify and strengthen our competitive position in the Spanish banking market,
to the advantage of our customers, employees and shareholders.

'Our intention is to create a new force in banking distinguished by outstanding
quality of service and product innovation.  We are buying this bank because we
want to grow our business in Spain.'

Felipe Echevarria, Chairman and CEO of Banco Zaragozano, said: 'This is a good
deal for Banco Zaragozano shareholders with the price reflecting our extensive
distribution network and customer base.  It gives Banco Zaragozano customers
access to Barclays sophisticated global products and provides broader career
opportunities for our staff. By joining with a global player such as Barclays,
Banco Zaragozano can go forward to play a bigger role in the exciting changes
taking place within financial services in Spain.'

For the year ended 31st December 2002, the combined businesses total profit
before tax would have been €126 million.  On a combined basis (using 31st
December 2002 numbers) the business has approximately:

•         526 branches;

•         570,000 customers;

•         3,500 employees;

•         total assets of €16,326 million.

Total phased-in pre-tax synergies are expected to be approximately €100 million.
  Revenue synergies will come from cross selling, including credit cards,
deposit and loan products, mutual funds, Openplan (Hipoteca Remunerada) and
increased servicing of affluent customers.  Cost synergies will come from the
combination of central functions and operating platforms, from combined sourcing
and from economies of scale created by an in-market merger.

The acquisition of Zaragozano is expected to be immediately cash earnings per
share enhancing (before one-off restructuring charges) for Barclays and, under
the stricter measure of economic profit, to be economic profit positive during
year four (2007).



Advisors

Credit Suisse First Boston (Europe) Limited ('CSFB') is acting as financial
advisor to Barclays.  Financial Managers, S.A. is acting as financial advisor to
Zaragozano.  CSFB and Cazenove & Co. are acting as corporate brokers to
Barclays.  Banco Bilbao Vizcaya Argentaria Bolsa S.V., S.A. is designated agent
for the offer.



Invitation to a conference call

Barclays will host a conference call for investors and analysts at 9.30am UK
time (10.30am Spanish time) on 8 th May 2003.  A slide presentation, which will
be referred to during the call, can be found on the website:
www.investor.barclays.com.  The dial in number is 00 44 20 7162 0195. Please ask
for the Barclays call which is being chaired by John Varley.

                                    - Ends -

For further information, please contact:

Barclays PLC


Investor Relations:


James Johnson      00 44 20 7699 4525

Sarah Sparke       00 44 20 7699 2536

Media Relations:

Pam Horrell          00 44 20 7699 2659

Barclays Bank SA

Media Relations:

Evelio Acevedo    00 34 91 336 13 18

Banco Zaragozano

Media Relations

Luis Sol                  00 34 976 763 075



Note to Editors



Background on Banco Zaragozano

Banco Zaragozano is Spain's 11th largest private sector banking group by total
assets as at 31 December 2002. Founded in 1910, Zaragozano has a nationwide
distribution network comprising 361 branches located mainly in the outskirts of
major cities, or in smaller provincial towns, with a particular regional
strength in the Madrid, Aragon and Catalonia regions. Zaragozano had profit
before tax in 2002 of €67 million. As at year end 2002, Zaragozano had total
assets of €5,857 million, net customer loans of €4,680 million, assets managed
for customers of  €4,886 million, and shareholders' equity of  €364 million. It
has a high quality loan portfolio with nearly 50% of lending in mortgages and a
lower ratio of non-performing loans to total loans compared with the average for
Spanish banks.



Background on Barclays Spain

Barclays Spain is Spain's 10th largest private sector banking group based on
total assets as at 31 December 2002. Barclays Spain is recognised for its strong
brand and history of innovation. Its first representative office in Spain opened
in 1974 and it now has a network comprising 165 branches focused on key Spanish
cities.  The majority of Barclays Spain's branches are in urban City centres and
coastal resorts.  Barclays Spain is an acknowledged innovator, having in recent
years launched the money market account, Unit Linked products, guaranteed funds
linked to the IBEX 35 Index and a 'remunerated mortgage' (ie. Openplan or
Hipoteca Remunerada).  As a result of the Openplan launch, Barclays Spain's
market share of net new mortgage lending increased from 0.5% to around 5% within
three months.  Barclays Spain had profit before tax in 2002 of €59 million.  Its
compound annual growth rate in profit before tax over the last 4 years was 13%.
As at year end 2002, Barclays Spain had total assets of €10,469 million, net
customer loans of €7,913 million, and assets managed for customers €8,407
million.



Barclays also has a presence in Spain through Barclaycard International and
through its investment banking division Barclays Capital, which in 2002 raised
over €7.3 billion for its clients and was ranked first in debt financing in
Spain for the second consecutive year.



Background on Barclays PLC

Barclays is one of the largest financial services group in the UK.  It is a
leading provider of services to multinational corporations and financial
institutions in the world's main financial centres, and has more than 20 million
customers worldwide.  Barclays has been operating for more than 300 years and
employs over 74,000 people.



This document contains certain forward-looking statements within the meaning of
Section 21E of the US Securities Exchange Act of 1934, as amended and Section
27A of the US Securities Act of 1933, as amended, with respect to certain of the
Barclays plans and its current goals and expectations relating to the offer
described above. These forward-looking statements can be identified by the fact
that they do not relate strictly to historical or current facts. Forward-looking
statements often use words such as 'anticipate', 'target', 'expect', 'estimate',
'intend', 'plan', 'goal', 'believe', or other words of similar meaning. By their
nature, forward-looking statements involve risk and uncertainty because they
relate to future events and circumstances, including, but not limited to,
domestic and global economic and business conditions, market related risks such
as changes in interest rates and exchange rates, the policies and actions of
governmental and regulatory authorities, changes in legislation and the impact
of competition, a number of which are beyond the Barclays control. As a result,
actual future results may differ materially from the plans, goals and
expectations set forth in the forward-looking statements. Any forward-looking
statements made by or on behalf of the Barclays speak only as of the date they
are made. Barclays does not intend to update forward-looking statements to
reflect any changes in Barclays expectations with regard thereto or any changes
in events, conditions or circumstances on which any such statement is based.


                      This information is provided by RNS
            The company news service from the London Stock Exchange