Rule 8.3 - ALLIANCE & LEICESTER PLC

FORM 8.3

    DEALINGS BY PERSONS WITH INTERESTS IN SECURITIES REPRESENTING 1% OR MORE
              (Rule 8.3 of the City Code on Takeovers and Mergers)


1.   KEY INFORMATION

Name of person dealing        BARCLAYS PLC
(Note 1)
Company dealt in              ALLIANCE & LEICESTER PLC
Class of relevant security    ORD GBP 0.50
to which the dealings being
disclosed relate (Note 2)
Date of dealing               22 MAY 2006

2.   INTERESTS, SHORT POSITIONS AND RIGHTS TO SUBSCRIBE

(a)  Interests and short positions (following dealing) in the class of relevant
security dealt in (Note 3)

                            Long                    Short

                      Number       (%)        Number       (%)

(1) Relevant       10,566,415      (2.35%)     237,736     (0.05%)
securities
(2) Derivatives       232,238      (0.05%)     957,559     (0.21%)
(other than
options)
(3) Options and        54,105      (0.01%)     500,000     (0.11%)
agreements to
purchase/sell
Total              10,852,758      (2.41%)   1,695,295     (0.38%)


(b)  Interests and short positions in relevant securities of the company, other
     than the class dealt in (Note 3)

Class of                    Long                     Short
relevant
security:
0.50 EUR CONV.
PREF.
                  Number              (%)   Number              (%)

(1) Relevant
securities

(2) Derivatives
(other than
options)

(3) Options and
agreements to
purchase/sell

Total


  (c)  Rights to subscribe (Note 3)

Class of relevant security:   Details



3.   DEALINGS (Note 4)

(a)  Purchases and sales

Purchase/sale Number of Securities Price per unit
                                   (GBP)
Purchase      3,491                12.0350
Purchase      4,780                11.8458
Purchase      8,375                11.4323
Purchase      2,410                11.8624
Purchase      6,400                11.5138
Purchase      3,826                11.9115
Purchase      21,500               11.9354
Sale          24,131               11.4988
Sale          4,377                11.7414
Sale          2,500                11.7882
Sale          4,188                11.7143
Sale          4,355                11.5835
Sale          2,300                11.7164
Sale          445                  11.8010
Sale          13,000               11.9400

(b)  Derivatives transactions (other than options)

Product    Long/Short    Number of Securities  Price Per
name,      (Note 6)      (Note 7)              Unit (GBP)
e.g. CFD
CFD        Long          10,000                11.4086
CFD        Long          4,377                 11.7414
CFD        Long          24,131                11.4988
CFD        Long          4,355                 11.5835
CFD        Long          2,500                 11.7882
CFD        Long          2,300                 11.7164
CFD        Short         3,826                 11.9115
CFD        Short         6,400                 11.5138
CFD        Short         3,491                 12.0350
CFD        Short         2,410                 11.8624
CFD        Short         6,457                 11.4323
CFD        Short         8,375                 11.4323
CFD        Short         6,936                 11.7


(c)  Options transactions in respect of existing securities

(i)  Writing, selling, purchasing or varying

Product name,   Writing,          Number of          Exercise  Type, e.g.      Expiry   Option money
e.g. call       selling,          securities to      price     American,       date     paid/received
option          purchasing,       which the option             European etc.            per unit (GBP)
                varying etc.      relates (GBP)


(ii) Exercising

Product name, e.g.  Number of           Exercise price per
call option         securities          unit (Note 5)



(d)  Other dealings (including new securities) (Note 4)


Nature of transaction Details           Price per unit
(Note 8)                                (if applicable)
                                        (Note 5)



4.   OTHER INFORMATION

Agreements, arrangements or understandings relating to options or derivatives


Full details of any agreement, arrangement or understanding between the
person disclosing and any other person relating to the voting rights of
any relevant securities under any option referred to on this form or
relating to the voting rights or future acquisition or disposal of any
relevant securities to which any derivative referred to on this form is
referenced.  If none, this should be stated.





Is a Supplemental Form 8 attached? (Note 9)                 NO


Date of disclosure                         23 MAY 2006
Contact name                               BARCLAYS COMPLIANCE
Telephone number                           020 7116 2913
If a connected EFM, name of
offeree/offeror with which connected
If a connected EFM, state nature of
connection (Note 10)


Notes

The Notes on Form 8.3 can be viewed on the Takeover Panel's website at
www.thetakeoverpanel.org.uk