Scheme of Arrangement

Barclays PLC
25 October 2000
                                   
                                     
Barclays completes Acquisition of Woolwich By Way of a Scheme of Arrangement
                               (the 'Scheme')
                                      
Following the sanction of the Scheme by the High Court on Tuesday, October
24 and the approval by the High Court of the reduction of capital by
Woolwich plc today, Barclays PLC announces the completion of its acquisition
of Woolwich plc.

Copies of the Court orders sanctioning the Scheme have been lodged with the
Registrar of Companies and accordingly the Scheme has become effective. New
Barclays shares issued to Woolwich shareholders pursuant to the Scheme will
commence trading on the London Stock Exchange at 8.00am on Thursday, October
26.

Share certificates in respect of new Barclays shares and cheques will be
despatched to Woolwich shareholders on or before November 8.

The transaction brings together two groups sharing similar strategic visions
to create a leading player across the full spectrum of UK retail financial
services and bring benefits to customers in terms of product choice and
distribution.  Both companies are recognised as innovators in technology and
leaders in the field of electronic financial services.

Speaking today, Matthew W. Barrett, Group Chief Executive of Barclays, said:

'The acquisition of the Woolwich adds great pace and impetus to driving
forward our strategy of getting closer to customers and widening our range
of products and services.  In this way the Woolwich will contribute towards
achieving our objective of becoming the leading provider of retail financial
services in the UK by increasing the share we have of the total financial
services activities of our combined 16 million retail customers.'

John Stewart, former Woolwich Chief Executive, and now Deputy Group Chief
Executive of Barclays, said:

'With the transaction now complete, the work to combine the two companies in
a way which will benefit our customers and staff and create value for
shareholders can start in earnest.  With both brands on the High Street and
continued innovation in e-commerce, together we are positioned well to meet
the challenges and opportunities offered by a fast changing financial
services environment.'