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                                     8 May 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                                  17,759                                12,013                 
    
(2) Derivatives (other than options)                   10,327,200           1.07%             327,200              0.03%
    
(3) Options and agreements to purchase/sell                                                                           
    
Total                                                  10,339,146           1.07%             344,959              0.04%


(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                                       5,813                                 11.17947155
Purchase                                     30,459                                  11.18
Purchase                                     17,512                                  11.19
Purchase                                          600                                11.2
Purchase                                     23,400                                  11.205
Purchase                                       5,746                                 11.215
Sale                                           5,813                                 11.17947155
Sale                                              646                                11.18
Sale                                         17,500                                  11.185
Sale                                         12,012                                  11.19
Sale                                           7,198                                 11.195
Sale                                         14,702                                  11.2
Sale                                         14,100                                  11.205


        

(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
                                                                                              
                                                                                              
        
        

(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                                                        9May 2007
Contact name                                                              Rebecca Fuller
Telephone number                                                          0207 645 9797
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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