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               14 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          19,545,911   (4.02%)     1,346,799   (0.28%)
securities
(2) Derivatives          822,954   (0.17%)       141,710   (0.03%)
(other than
options)
(3) Options and                0   (0.00%)     2,926,944   (0.60%)
agreements to
purchase/sell
Total                 20,368,865   (4.19%)     4,415,453   (0.91%)



(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      10,852               7.1831
Purchase      91,822               7.2528
Purchase      8,945                7.1831
Purchase      206,717              7.3304
Purchase      250,812              7.3304
Purchase      111,409              7.2528
Purchase      3,916                7.2010
Purchase      160,000              7.2820
Purchase      27,182               7.2607
Purchase      25                   7.1300
Purchase      26,600               7.2500
Sale          21,900               7.3350
Sale          30,000               7.2835
Sale          137,800              7.3044
Sale          25                   7.1300
Sale          75,209               7.2540



The following transactions took place on 9 March 2006.


Purchase/sale  Number of Securities Price per unit
                                   (GBP)
Sale           537                  7.0309
Sale           1,277                7.0415
Sale           686                  7.0415
Sale           672                  7.0415
Sale           228                  7.0459
Sale           709                  7.0365
Sale           672                  7.0515
Sale           380                  7.0309
Sale           67                   7.0371
Sale           689                  7.0459
Sale           1,075                7.0415
Sale           537                  7.0515



The following transactions took place on 13 March 2006.


Purchase/sale  Number of Securities Price per unit
                                   (GBP)
Sale           310                  7.1159
Sale           430                  7.1159
Sale           303                  7.1221



The following transactions were erroneously reported on 10 March 2006.


Purchase/sale  Number of Securities Price per unit
                                   (GBP)
Sale           537                  7.0665



The following transactions were erroneously reported on 14 March 2006.


Purchase/sale  Number of Securities Price per unit
                                   (GBP)
Sale           712                  7.0715
Sale           1,008                7.0759
Sale           208                  7.0959





(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          78,616                7.2587
CFD        Long          64,700                7.3513
CFD        Short         3,916                 7.2010
CFD        Short         26,600                7.2500
CFD        Short         27,182                7.2607



(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                         15 MARCH 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