Rule 8.3 - COUNTRYWIDE 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              COUNTRYWIDE PLC
Class of relevant security    ORD GBP0.05
to which the dealings being
disclosed relate (Note 2)
Date of dealing               22 September 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     17,625,517     10.32%        74,769      0.04%
securities
(2) Derivatives   1,957,021      1.15%       552,980      0.32%
(other than
options)
(3) Options and        0         0.00%           0        0.00%
agreements to
purchase/sell
Total            19,582,538     11.46%       627,749      0.37%

(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      12,800               5.1625
Purchase       3,000               5.1635
Sale          17,900               5.1602
Sale              72               5.1665

(b)  Derivatives transactions (other than options)
Product Name  Long/Short Number of securities  Price per unit
CFD           Short        17900               5.1602
CFD           Short           72               5.1665
CFD           Long         12800               5.1625
CFD           Long          3000               5.1635


(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

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 September 2006
Contact name                               BARCLAYS COMPLIANCE
Telephone number                           0207 116 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