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               08 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         24,524,440    (3.40%)   2,646,169     (0.37%)
securities
(2) Derivatives         634,178    (0.09%)     174,753     (0.02%)
(other than
options)
(3) Options and               0    (0.00%)   3,850,000     (0.53%)
agreements to
purchase/sell
Total                25,158,618    (3.48%)   6,670,922     (0.92%)



(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      3,803                6.7500
Purchase      17,744               6.7500
Purchase      4,308                Transfer
Purchase      7,305                6.7600
Purchase      90,000               6.7600
Purchase      1,012                6.7500
Purchase      2,200                6.7750
Purchase      4,300                6.7750
Purchase      73,135               6.7566
Purchase      90,000               6.7600
Sale          53                   6.7508
Sale          1,200                6.7555
Sale          650                  6.7558
Sale          850                  6.7555
Sale          1,200                6.7555
Sale          950                  6.7514
Sale          2,182                6.7510
Sale          700                  6.7555
Sale          700                  6.7555
Sale          700                  6.7555
Sale          700                  6.7555
Sale          6,068                6.7758
Sale          1,000                6.7555
Sale          1,500                6.7558
Sale          700                  6.7555
Sale          700                  6.7555
Sale          850                  6.7555
Sale          700                  6.7555
Sale          1,000                6.7555
Sale          850                  6.7555
Sale          400                  6.7558
Sale          650                  6.7558
Sale          700                  6.7555
Sale          700                  6.7555
Sale          750                  6.7555
Sale          700                  6.7555
Sale          850                  6.7555
Sale          1,000                6.7555
Sale          700                  6.7555
Sale          750                  6.7558
Sale          650                  6.7555
Sale          700                  6.7555
Sale          1,000                6.7555
Sale          700                  6.7555
Sale          3,803                6.7500
Sale          90,000               6.7600
Sale          2,643                6.7553





 (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         Short         73,135               6.7566
 CFD         Short         2,200                6.7750
 CFD         Short         4,300                6.7750
 CFD         Short         90,000               11.7900 (USD)
 CFD ADR     Long          45,000               23.6700 (USD)
 Rep 2 Ord





 (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 (Note
                varying etc.      relates (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                         09 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