Rule 8.3 - CARILLION

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              CARILLION
Class of relevant security    ORD GBP0.50
to which the dealings being
disclosed relate (Note 2)
Date of dealing               24 October 2007

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      6,299,292       2.24%      1,702,999     0.61%
securities
(2) Derivatives   2,109,613       0.75%      5,917,552     2.10%
(other than
options)
(3) Options and           0       0.00%             0      0.00%
agreements to
purchase/sell
Total             8,408,905       2.99%      7,620,551     2.71%


(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      8,149                3.9262
Purchase      173                  3.8958
Purchase      13,783               3.9133
Purchase      14,437               3.9059
Purchase      387                  3.8700
Purchase      13,852               3.9106
Purchase      1,000                3.9472
Sale          887                  3.8896
Sale          4,232                3.9138
Sale          3,005                3.8908
Sale          4,428                3.9046
Sale          22,066               3.9125
Sale          2,700                3.9000
Sale          930                  3.9127


(b)  Derivatives transactions (other than options)
Product name,  Long/Short    Number of     Price per
(e.g. CFD)     (Note 6)      Securities    unit (GBP)
CFD            Short         387           3.87
CFD            Short         173           3.8957
CFD            Short         14437         3.9058
CFD            Short         13852         3.9105
CFD            Short         13783         3.9132
CFD            Short         8149          3.9262
CFD            Long          887           3.8896
CFD            Long          2700          3.9
CFD            Long          4428          3.9045
CFD            Long          22066         3.9124
CFD            Long          4232          3.9137
CFD            Long          18069         3.9157


(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 (GBP)
                varying etc.      relates (GBP)


(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
None

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                         25 October 2007
Contact name                               Geoff Smith
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