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               31 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         10,389,033    (2.31%)       327,552   (0.07%)
securities
(2) Derivatives         324,384    (0.07%)       832,566   (0.18%)
(other than
options)
(3) Options and          54,105    (0.01%)       500,000   (0.11%)
agreements to
purchase/sell
Total                10,767,522    (2.39%)     1,660,118   (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:

                  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      39,165               11.7163
Purchase      720                  11.5817
Purchase      3,932                11.8024
Purchase      1,209                11.7200
Purchase      11,232               11.7172
Purchase      16,218               11.7722
Sale          2,841                11.5743
Sale          9,097                11.7047
Sale          16,218               11.7722
Sale          9,700                11.6782
Sale          330                  11.7710
Sale          250                  11.6810


 (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          2,841                 11.5743
CFD        Long          9,700                 11.6782
CFD        Long          9,097                 11.7047
CFD        Short         11,232                11.7172
CFD        Short         39,165                11.7163
CFD        Short         720                   11.5817
CFD        Short         3,932                 11.8024
CFD        Long          12,415                11.8000


(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                         01 June 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