Rule 8.3 - BOOTS PLC

This disclosure replaces the disclosure made on 2 December 2005, for trades on 1
December 2005

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  (Note 1)           BARCLAYS PLC

Company dealt in                           BOOTS PLC
Class of relevant security to which the    ORD GBP 0.25
dealings being disclosed relate (Note 2)
Date of dealing                            01 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 securities           27,580,520   (3.87%)                       205,441   (0.03%)
(2) Derivatives (other                66,732   (0.01%)                       345,411   (0.05%)
than options)
(3) Options and agreements         4,756,600   (0.67%)                    11,275,600   (1.58%)
to purchase/sell
Total                             32,403,852   (4.54%)                    11,826,452   (1.66%)

(b)  Interests and short positions in relevant securities of the company, other
     than the class dealt in (Note 3)

Class of relevant                           Long                                   Short
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)
Sale                       4,739                                    5.9901
Purchase                   961                                      6.0300
Purchase                   93,520                                   Transfer
Purchase                   1,437                                    6.0550
Sale                       26,522                                   5.9900
Sale                       250,000                                  6.0606
Sale                       53,308                                   5.9625
Sale                       61,839                                   5.9850
Sale                       124,780                                  5.9625
Sale                       3,800                                    5.9550
Sale                       7,017                                    6.0294
Purchase                   196,578                                  5.9688
Purchase                   7,017                                    6.0306

(b)  Derivatives transactions (other than options)

Product name, e.g. Long/Short (Note 6)      Number of Securities (Note 7)        Price Per Unit (GBP)
CFD
CFD                Long                     3,800                                5.9550
CFD                Long                     7,017                                6.0294
CFD                Short                    196,578                              5.9688
CFD                Short                    7,017                                6.0306

(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. call option     Number of securities             Exercise price per unit (Note 5)



(d)  Other dealings (including new securities) (Note 4)


Nature of transaction (Note 8)          Details                         Price per unit (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                                           05 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