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               15 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         19,914,934    (4.10%)     1,352,379   (0.28%)
securities
(2) Derivatives         828,534    (0.17%)       146,862   (0.03%)
(other than
options)
(3) Options and               0    (0.00%)     2,926,944   (0.60%)
agreements to
purchase/sell
Total                20,743,468    (4.27%)     4,426,185   (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       396                  Transfer
Purchase       210,062              7.2937
Purchase       173,131              7.2937
Purchase       4,472                7.3500
Purchase       66,323               7.3073
Purchase       2,500                7.2850
Purchase       5,152                7.2414
Purchase       9,515                7.3060
Sale           317                  7.2959
Sale           11                   7.2909
Sale           191                  7.3109
Sale           975                  7.2890
Sale           17,116               7.3500
Sale           37,800               7.2981
Sale           29,911               7.2702
Sale           64,700               7.3513
Sale           78,616               7.2587


The following transactions, which were disclosed on 15 March 2006, have been
cancelled.

Purchase/sale  Number of Securities Price per unit
                                   (GBP)
Sale           21,900               7.3350
Sale           30,000               7.2835
Sale           75,209               7.2540


 (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          29,911                7.2702
CFD        Short         9,515                 7.3060
CFD        Short         2,500                 7.2850
CFD        Short         66,323                7.3073
CFD        Short         5,152                 7.2414




(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                         16 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