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               11 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         17,819,053    (3.67%)     3,121,569   (0.64%)
securities
(2) Derivatives       1,941,509    (0.40%)        63,857   (0.01%)
(other than
options)
(3) Options and          32,013    (0.01%)             0   (0.00%)
agreements to
purchase/sell
Total                19,792,575    (4.07%)     3,185,426   (0.66%)



(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      3,152                Transfer
Purchase      4,737                7.6382
Purchase      522                  7.5808
Purchase      527                  7.6189
Purchase      865                  7.5962
Purchase      1,115                7.6050
Purchase      33,800               7.6053
Sale          708                  7.6356
Sale          1,344                7.6156
Sale          3,576                7.6450
Sale          425                  7.5850
Sale          522                  7.5892
Sale          6,282                7.5885
Sale          30,014               7.6164
Sale          33,400               7.6302
Sale          131,771              7.6036




  (b)  Derivatives transactions (other than options)
Product name,   Long/Short       Number of      Price per unit
(e.g. CFD)      (Note 6)         Securities     (GBP)
CFD             Short            522            7.5892
CFD             Short            6,282          7.5884
CFD             Short            33,400         7.6302
CFD             Short            37,807         7.6114
CFD             Short            93,964         7.6004
CFD             Long             522            7.5807
CFD             Long             865            7.5961
CFD             Long             33,800         7.6053


(c)  Options transactions in respect of existing securities

Purchase/sal  Number of Securities Price per unit
e                                  (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                         12 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