Rule 8.3 - EXEL

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                           EXEL PLC
Class of relevant security to which the    ORD GBX 27.777777
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            9,619,805   (3.25%)                         7,908   (0.00%)
(2) Derivatives (other                 7,373   (0.00%)                             0   (0.00%)
than options)
(3) Options and agreements                 0   (0.00%)                       535,600   (0.18%)
to purchase/sell
Total                              9,627,178   (3.26%)                       543,508   (0.18%)

(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                       1,766                                    12.1150
Sale                       1,462                                    12.1111
Sale                       565                                      12.1311
Sale                       395                                      12.1111
Sale                       18,226                                   12.1150
Sale                       1,381                                    12.1211
Sale                       1,300                                    12.1111
Sale                       700                                      12.1725
Sale                       1,339                                    12.1211
Sale                       3,916                                    12.1103
Sale                       932                                      12.1511
Sale                       1,242                                    12.1150
Sale                       1,388                                    12.1150
Sale                       67,235                                   12.1150
Sale                       60,237                                   12.1150
Purchase                   35,595                                   Transfer
Sale                       56,097                                   12.1550
Sale                       14,402                                   12.1300
Sale                       21,483                                   12.1550

(b)  Derivatives transactions (other than options)

Product name,      Long/Short (Note 6)     Number of Securities (Note 7)        Price Per Unit (GBP)
e.g. CFD


(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