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               25 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         10,404,728    (2.31%)       335,525   (0.07%)
securities
(2) Derivatives         321,002    (0.07%)       858,617   (0.19%)
(other than
options)
(3) Options and          54,105    (0.01%)       500,000   (0.11%)
agreements to
purchase/sell
Total                10,779,835    (2.39%)     1,694,142   (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      9,194                11.7114
Purchase      720                  11.7218
Purchase      507                  11.7623
Purchase      4,667                11.7600
Purchase      14,361               11.6666
Purchase      468                  11.7000
Purchase      250                  Transfer
Purchase      1,795                11.7600
Purchase      2,500                11.6797
Purchase      4,667                11.7600
Purchase      500                  11.6590
Sale          11,800               11.6682
Sale          1,158                11.7442
Sale          6,400                11.6750
Sale          720                  11.7482
Sale          4,667                11.7600
Sale          23,390               11.7381
Sale          600                  11.6510
Sale          515                  11.6630
Sale          4,794                11.7600
Sale          58                   11.7010
Sale          350                  11.7110
Sale          161                  11.7510

(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          23,390                11.7381
CFD        Long          6,400                 11.6750
CFD        Long          11,800                11.6682
CFD        Long          720                   11.7482
CFD        Short         14,361                11.6666
CFD        Short         9,194                 11.7114
CFD        Short         720                   11.7218
CFD        Short         507                   11.7623
CFD        Long          24,510                11.7155
CFD        Long          14,361                11.6608

(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                         26 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