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               11 December 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      6,427,415       2.29%     2,226,380      0.79%
securities
(2) Derivatives   1,720,697       0.61%     4,714,345      1.68%
(other than
options)
(3) Options and           0       0.00%             0      0.00%
agreements to
purchase/sell
Total             8,148,112       2.90%     6,940,725      2.47%


(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      126                  3.5106
Purchase      500                  3.4975
Purchase      126                  3.5106
Purchase      45,694               3.5074
Purchase      28,918               3.5156
Purchase      1,208                3.4895
Purchase      25,288               3.5194
Purchase      25,000               3.3750
Purchase      300                  3.5121
Purchase      14,720               3.5169
Purchase      34,336               3.4946
Purchase      7,351                3.5357
Purchase      1,742                3.4790
Purchase      11,024               3.5123
Sale          5,296                3.5214
Sale          126                  3.5106
Sale          10,559               3.5119
Sale          875                  3.4875
Sale          12,435               3.5266
Sale          300                  3.4950

(b)  Derivatives transactions (other than options)
Product name,  Long/Short    Number of     Price per
(e.g. CFD)     (Note 6)      Securities    unit (GBP)
CFD            Short         1208          3.4895
CFD            Short         34336         3.4945
CFD            Short         500           3.4975
CFD            Short         126           3.5106
CFD            Short         300           3.5121
CFD            Short         11024         3.5122
CFD            Short         28918         3.5155
CFD            Short         14720         3.5169
CFD            Short         25288         3.5194
CFD            Short         8849          3.5286
CFD            Short         7351          3.5356
CFD            Long          875           3.4874
CFD            Long          300           3.495
CFD            Long          10559         3.5119
CFD            Long          5296          3.5213
CFD            Long          12435         3.5265
CFD            Long          16233         3.539


(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                         12 December 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