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               24 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         10,419,712    (2.31%)       312,133   (0.07%)
securities
(2) Derivatives         302,967    (0.07%)       896,981   (0.20%)
(other than
options)
(3) Options and          54,105    (0.01%)       500,000   (0.11%)
agreements to
purchase/sell
Total                10,776,784    (2.39%)     1,709,114   (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:

                  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      5,800                11.8200
Purchase      387                  11.8200
Purchase      36,976               11.7449
Purchase      2                    11.6200
Purchase      1,795                11.7100
Sale          1,790                11.7142
Sale          8,375                11.6395
Sale          2                    11.7000
Sale          45,025               11.6937
Sale          26,800               11.6832
Sale          2,367                11.7162
Sale          4,000                11.7088
Sale          350                  11.6800
Sale          450                  11.7310
Sale          450                  11.6800
Sale          460                  11.6800
Sale          870                  11.6800
Sale          1,500                11.6800
Sale          1,000                11.6800
Sale          580                  11.6800
Sale          500                  11.6800

(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          4,000                 11.7088
CFD        Long          45,025                11.6937
CFD        Long          2                     11.7000
CFD        Long          26,800                11.6832
CFD        Long          1,790                 11.7142
CFD        Short         36,976                11.7449
CFD        Short         5,800                 11.8200
CFD        Short         2                     11.6200


(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                         25 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