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               23 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)





(1) Relevant         10,469,271    (2.32%)     276,717     (0.06%)
securities
(2) Derivatives         269,918    (0.06%)     907,146     (0.20%)
(other than
options)
(3) Options and          54,105    (0.01%)     500,000     (0.11%)
agreements to
purchase/sell
Total                10,793,294    (2.40%)   1,683,863     (0.37%)


(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      70                   11.7400
Purchase      6,457                11.4323
Purchase      7,215                11.5187
Purchase      3,185                11.6963
Purchase      1,995                11.6405
Purchase      874                  11.4559
Purchase      5,200                11.4600
Purchase      3,467                11.4717
Purchase      1,790                11.4432
Purchase      552                  11.6547
Sale          11,403               11.7225
Sale          26,492               11.7209
Sale          3,467                11.4983
Sale          4,486                11.6218
Sale          8,500                11.7582
Sale          30,000               11.7620
Sale          10,000               11.4086
Sale          15,103               11.6791
Sale          17,498               11.6050
Sale          1,000                11.5900

(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          26,492                11.7209
CFD        Long          15,103                11.6791
CFD        Long          8,500                 11.7582
CFD        Long          3,467                 11.4983
CFD        Long          11,403                11.7225
CFD        Short         7,215                 11.5187
CFD        Short         5,200                 11.4600
CFD        Short         3,467                 11.4717
CFD        Short         1,995                 11.6405
CFD        Short         1,790                 11.4432
CFD        Short         8,375                 11.6395
CFD        Long          39252                 11.7076


(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                         24 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