Rule 8.3 - BOOTS GROUP 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              BOOTS GROUP PLC
Class of relevant security    ORD GBP 0.25
to which the dealings being
disclosed relate (Note 2)
Date of dealing               31 MARCH 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         20,098,720    (4.14%)     1,681,439   (0.35%)
securities
(2) Derivatives       1,110,012    (0.23%)       159,851   (0.03%)
(other than
options)
(3) Options and           3,481    (0.00%)     1,425,438   (0.29%)
agreements to
purchase/sell
Total                21,212,213    (4.37%)     3,266,728   (0.67%)

(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      13,085               7.1964
Purchase      15,284               7.1858
Purchase      7,800                7.1050
Purchase      1,675                7.1596
Purchase      42,707               7.1850
Sale          244                  7.1806
Sale          242                  7.2331
Sale          890                  7.2606
Sale          1,909                7.0962
Sale          250                  7.0906
Sale          215                  7.2656
Sale          7,300                7.2700
Sale          71,533               7.2340
Sale          88,663               7.2533
Sale          7,806                7.1697

The following trade took place on 30/03/2006
Purchase/sal  Number of Securities Price per
e                                  unit (GBP)
Sale          50,872               7.3411
Sale          31,550               7.3046


(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          71,533                7.2340
CFD        Long          7,300                 7.2700
CFD        Long          20,800                7.1860
CFD        Long          7,806                 7.1697
CFD        Short         15,284                7.1858
CFD        Short         7,800                 7.1050
CFD        Short         13,085                7.1964

(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 (GBP)




(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                         3 APRIL 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