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               05 JULY 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         17,870,498    (3.68%)     3,007,863   (0.62%)
securities
(2) Derivatives       1,893,927    (0.39%)        62,122   (0.01%)
(other than
options)
(3) Options and          32,013    (0.01%)             0   (0.00%)
agreements to
purchase/sell
Total                19,796,438    (4.08%)     3,069,985   (0.63%)




(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      28                   7.6007
Purchase      8,400                7.5658
Purchase      13,163               7.5460
Purchase      27,900               7.5533
Purchase      59,186               7.5350
Sale          302                  7.6162
Sale          447                  7.5556
Sale          28                   7.6193
Sale          497                  7.5800
Sale          6,917                7.5752
Sale          8,900                7.5439
Sale          18,300               7.5685
Sale          19,875               7.5200




  (b)  Derivatives transactions (other than options)
Product name,    Long/Short (Note  Number of        Price per unit
(e.g. CFD)       6)                Securities       (GBP)
CFD              Short             28               7.6192
CFD              Short             8,900            7.5438
CFD              Short             18,300           7.5684
CFD              Long              28               7.6007
CFD              Long              8,400            7.5657
CFD              Long              13,163           7.5459
CFD              Long              27,900           7.5532


(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                         06 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