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               09 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         24,290,236    (3.36%)    2,890,324    (0.40%)
securities
(2) Derivatives       2,890,324    (0.40%)      174,735    (0.02%)
(other than
options)
(3) Options and               0    (0.00%)    3,850,000    (0.53%)
agreements to
purchase/sell
Total                27,180,560    (3.76%)    6,915,059    (0.96%)



(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      1,038                6.8300
Purchase      4,982                6.8184
Purchase      1,466                6.8150
Purchase      2,004                6.7607
Sale          1,600                6.7808
Sale          740                  6.7658
Sale          452                  6.7708
Sale          450                  6.8158
Sale          218,450              6.7764
Sale          30,000               6.8043
Sale          18                   6.7683





(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          18                    6.7683
CFD            Long          30,000                6.8043
CFD            Long          218,450               6.7764
CFD            Short         2,004                 6.7607
CFD*           Long          4,410                 6.7600
CFD - ADR      Short         2,205                 13.7228
rep 2 Ord*
CFD - ADR      Short         2,205                 0.0003
rep 2 Ord*
CFD - ADR      Long          2,205                 0.0000
rep 2 Ord*

*Conversion trades



(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                         10 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