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 GROUP PLC
Class of relevant security    ORD GBP 0.25
to which the dealings being
disclosed relate (Note 2)
Date of dealing               07 FEBRUARY 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              24,360,582   (3.37%)     2,633,513    (0.36%)
securities
(2) Derivatives            2,633,513   (0.36%)        84,753    (0.01%)
(other than options)
(3) Options and                    0   (0.00%)     3,850,000    (0.53%)
agreements to
purchase/sell

Total                     26,994,095   (3.74%)     6,568,266    (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      8,016                Transfer
Purchase      1,434                6.7037
Purchase      181,217              6.7895
Purchase      43,455               6.7279
Purchase      7,000                6.7979
Purchase      13,802               6.8450
Sale          625                  6.6854
Sale          800                  6.6854
Sale          4,175                6.6854
Sale          1,200                6.7514
Sale          800                  6.6854
Sale          1,000                6.6854
Sale          1,150                6.6854
Sale          500                  6.7514
Sale          1,310                6.7114
Sale          725                  6.6854
Sale          2,000                6.7358
Sale          21,400               6.8000
Sale          125,000              6.7670
Sale          1,082                6.8450
Sale          32,000               6.7937
Sale          213                  6.7600
Sale          687                  6.8450


(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          32,000                6.7937
CFD        Long          21,400                6.8000
CFD        Short         43,455                6.7279
CFD        Short         7,000                 6.7979


(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
                varying etc.      relates (GBP)                                            (GBP)

Put Option      Selling           825,000            5.5000    American       21/07/2006   0.0555
Put Option      Selling           500,000            5.5000    American       16/06/2006   0.0404


(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                         08 FEBRUARY 2006
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