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               30 JUNE 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         17,607,217    (3.62%)      3,385,977  (0.70%)
securities
(2) Derivatives       2,247,581    (0.46%)         86,443  (0.02%)
(other than
options)
(3) Options and          32,013    (0.01%)              0  (0.00%)
agreements to
purchase/sell

Total                19,886,811    (4.09%)      3,472,420  (0.71%)


(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      5,169                Transfer
Purchase      25,273               7.6950
Purchase      500                  7.8638
Purchase      1,535                7.8942
Purchase      5,469                7.8680
Purchase      226                  7.8750
Purchase      7,659                7.9300
Purchase      1,327                7.7500
Purchase      110,127              7.8656
Purchase      203                  7.6950
Purchase      16,700               7.8100
Purchase      1,535                7.9108
Purchase      35,175               7.6965
Purchase      24,499               7.6965
Purchase      17,886               7.6965
Purchase      10,500               7.7426
Purchase      19,475               7.9130
Sale          470                  7.8812
Sale          504                  7.8812
Sale          672                  7.7806
Sale          672                  7.8812
Sale          8,674                Transfer
Sale          2,596                7.8777
Sale          1,535                7.9107
Sale          10,500               7.7426
Sale          16,700               7.8099
Sale          17,886               7.6965
Sale          19,475               7.9129
Sale          24,499               7.6965
Sale          35,175               7.6965
Sale          5,489                7.8097
Sale          15,353               7.8998
Sale          42,688               7.7502
Sale          500                  7.8638
Sale          1,535                7.8942
Sale          5,469                 7.8680



  (b)  Derivatives transactions
         (other than options)
Product name,     Long/Short    Number of           Price Per Unit
(e.g. CFD)        (Note 6)      Securities          (GBP)
                                (Note 7)
CFD               Short         19,475              7.91296
CFD               Long          5,469               7.86801
CFD               Short         16,700              7.80997
CFD               Short         10,500              7.74263
CFD               Long          1,535               7.89421
CFD               Long          500                 7.86382
CFD               Short         1,535               7.91079
CFD               Short         24,499              7.69654
CFD               Short         17,886              7.69654
CFD               Short         35,175              7.69654


(c)  Options transactions in
respect of existing securities

Purchase/sale Number of Securities  Price per unit
                                    (GBP)



(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                         03 JULY 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