FORM 8.3
                                                            
                                                            
                        DEALINGS BY PERSONS WITH INTERESTS IN SECURITIES REPRESENTING 1% OR MORE
                                             (Rule 8.3 of the Takeover Code)


1.      KEY INFORMATION

Name of person dealing  (Note 1)                    Citadel Group
Company dealt in                                    Alliance Boots
Class of relevant security to which the dealings    37 7/39p Ordinary Shares
being disclosed relate (Note 2)
Date of dealing                                     5  June 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 securities                                        485                                                    
    
(2) Derivatives (other than options)                   8,569,479            0.89%                                     
    
(3) Options and agreements to purchase/sell                                                                           
    
Total                                                  8,569,964            0.89%                                     


(b)     Interests and short positions in relevant securities of the company, other than the class dealt in (Note 3)

Class of relevant security:                                        Long                                  Short
                         
                                                         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 (Note 5)

Purchase                                      8,708                                  11.24
Purchase                                    42,277                                   11.245
Purchase                                    24,506                                   11.25
Purchase                                    11,376                                   11.255
Purchase                                      8,886                                  11.27
Sale                                        60,000                                   11.24
Sale                                        19,696                                   11.245
Sale                                          6,685                                  11.255
Sale                                          8,421                                  11.265
Sale                                             466                                 11.27
                                                                                     

        

(b)     Derivatives transactions (other than options)
 
Product name,            Long/short (Note 6)          Number of securities (Note 7)           Price per unit (Note 5)
e.g. CFD
CFD                                Short                                                      11.25159
                                                      1,430,521
                                                      
        
        

(c)     Options transactions in respect of existing securities

(i)     Writing, selling, purchasing or varying

Product name,            Writing,           Number of securities    Exercise    Type, e.g.       Expiry       Option money
e.g. call option         selling,           to which the option     price       American,        date         paid/received
                         purchasing,        relates (Note 7)                    European etc.                 per unit (Note
                         varying etc.                                                                         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                                                        6 June 2007
Contact name                                                              Mary Murphy
Telephone number                                                          02076459765
If a connected EFM, name of offeree/offeror with which connected          n/a
If a connected EFM, state nature of connection (Note 10)                  n/a


Notes

The Notes on Form 8.3 can be viewed on the Takeover Panel's website at www.thetakeoverpanel.org.uk



                                                                
Citadel Investment Group (Europe) Ltd
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