Rule 8.3 - BOOTS 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 PLC
Class of relevant security    ORD GBP 0.25
to which the dealings being
disclosed relate (Note 2)
Date of dealing               09 DECEMBER 2005



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     27,362,384   (3.79%)         86,610   (0.01%)
securities
(2) Derivatives      12,675   (0.00%)        254,442   (0.04%)
(other than
options)
(3) Options and   4,756,600   (0.66%)     11,275,600   (1.56%)
agreements to
purchase/sell
Total            32,131,659   (4.45%)     11,616,652   (1.61%)




(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      804                  6.0150
Purchase      2,150                Transfer
Purchase      5,018                6.0267
Purchase      3,653                6.0200
Purchase      9,774                Transfer
Purchase      5,993                6.0183
Purchase      6,644                5.9856
Purchase      1,878                Transfer
Purchase      59,992               6.0200
Purchase      430                  6.0288
Sale          469                  6.0200
Sale          9,774                Transfer
Sale          17,593               6.0243
Sale          4,417                6.0044
Sale          6,698                6.0200
Sale          1,878                Transfer
Sale          807                  5.9632
Sale          469                  6.0200
Sale          28,776               6.0300
Sale          5,741                6.0200
Sale          6,644                5.9944
Sale          320                  5.9624
Sale          400                  5.9712
Sale          600                  5.9712
Sale          1,300                6.0062



(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          17,593                6.0243
CFD        Long          6,644                 5.9944
CFD        Short         6,644                 5.9856



(c)  Options transactions in respect of existing securities

(i)  Writing, selling, purchasing or varying

Product   Writing,    Number of    Exerc Type,      Expi  Option
name,     selling,    securities   ise   e.g.       ry    money
e.g. call purchasing  to which     price American,  date  paid/recei
option    , varying   the option         European         ved per
          etc.        relates            etc.             unit (Note
                      (Note 7)                            5)



(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                         12 DECEMBER 2005
Contact name                               BARCLAYS CORPORATE SECRETARIAT
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