Rule 8.3 - HBOS 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              HBOS PLC
Class of relevant security    ORD GBP0.25
to which the dealings being
disclosed relate (Note 2)
Date of dealing               19 December 2008

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     251,265,643     4.65%     11,452,972     0.21%
securities
(2) Derivatives   42,984,430     0.80%     33,822,034     0.63%
(other than
options)
(3) Options and    1,564,210     0.03%     15,449,907     0.29%
agreements to
purchase/sell
Total            295,814,283     5.47%     60,724,913     1.12%

(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
Purchase        133,589                .6420
Purchase        2,090                  .6420
Purchase        4,180                  .6420
Purchase        259                    Transfer
Purchase        181,720                .6420
Purchase        105,497                .6420
Purchase        4,560                  .6420
Purchase        1,461,585              .6450
Purchase        55,618                 .6450
Purchase        1,447,631              .6450
Purchase        249                    Transfer
Purchase        14,750                 .6420
Sale            5,150,000              .6420
Sale            190                    .6489
Sale            1,461,585              .6450
Sale            108,963                .6420
Sale            249                    Transfer
Sale            168                    .6910
Sale            22,704                 .6528
Sale            105,497                .6420
Sale            1,447,631              .6450
Sale            146                    .6910
Sale            6,752                  .6410
Sale            126,962                .6420
Sale            79,610                 .6420
Sale            133,589                .6420
Sale            55,618                 .6450
Sale            20,426                 .6420
Sale            1,207                  .6420
Sale            4,481                  .6410
Sale            17,442                 .6420
Sale            436                    .6390
Sale            1,026                  .6620
Sale            18,592                 .6420
Sale            3,259                  .6420
Sale            349                    .6420
Sale            653                    .6310
Sale            6,088                  .6420

(b)  Derivatives transactions (other than options)
Product name,  Long/Short      Number of       Price per
(e.g. CFD)     (Note 6)        Securities      unit (GBP)
CFD            Long            190             0.6488
CFD            Long            22704           0.6528

(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)                 YES


Date of disclosure                         22 December 2008
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

SUPPLEMENTAL FORM 8

DETAILS OF OPEN POSITIONS
(This form should be attached to Form 8.1, Form 8.1(b)(ii) or Form 8.3, as appropriate)

OPEN POSITIONS (Note 1)
Product name,     Written or  Number of securities   Exercise price   Type, e.g.     Expiry date
e.g. call option  purchased   to which the option    (Note 2)         American,
                              or derivative relates                   European etc.
Option            Purchased   -124,757               0.0000           EURO           26/05/2009
Option            Purchased   -500                   799.0000         EURO           18/12/2009
Option            Purchased   -250                   879.0000         EURO           18/12/2009
Option            Purchased   -10,010,411                             EURO           18/12/2009
Option            Purchased   -2,002,082             5.6941           AMER           17/12/2010
Option            Purchased   -1,501,562             3.7960           AMER           17/12/2010
Option            Purchased   -1,001,041             4.7850           AMER           17/12/2010
Option            Purchased   -500                   719.0000         EURO           18/12/2009
Option            Purchased   -207,929               0.0000           EURO           26/05/2009
Option            Purchased   500                    360.0000         EURO           19/06/2009
Option            Purchased   106,198                0.9971           EURO           03/06/2009
Option            Purchased   124,757                7.7482           EURO           26/05/2009
Option            Purchased   207,929                7.7482           EURO           26/05/2009
Option            Purchased   1,124,326              2.3072           EURO           02/04/2009
Option            Purchased   500                    360.0000         EURO           19/06/2009
Option            Purchased   -250                   879.0000         EURO           18/12/2009
Option            Purchased   -600,625               3.9958           AMER           17/12/2010

Notes

1. Where there are open option positions or open derivative positions (except for CFDs), full details should be given.
Full details of any  existing agreements to purchase or to sell  should also be given on this form.

2. For all prices and other monetary amounts, the currency must be stated.

For details of the Code's dealing disclosure requirements, see Rule 8 and its Notes which can be viewed on the Takeover
Panel's website at www.thetakeoverpanel.org.uk