Offer Update

RNS Number:5586V
AB Acquisitions Limited
26 April 2007

                           Recommended acquisition of

                               Alliance Boots plc

                                       by

                            AB Acquisitions Limited

    a company controlled by certain funds advised by Kohlberg Kravis Roberts

                             and by Stefano Pessina


Further to recent comments reported in the press, the controlling shareholders
of AB Acquisitions, KKR and Stefano Pessina, recognise the high level of public
interest in our proposed acquisition of Alliance Boots and wish to clarify our
plans for the Group if the acquisition is successfully completed:

As we said in the formal announcement of the proposed acquisition on 20 April
2007, we are committed to building on Alliance Boots' unique position as a
trusted UK brand and retail institution and further developing the Group's
existing businesses, both in the UK and overseas.  We believe that under private
ownership we can accelerate the development of the Group in order to meet the
challenges and opportunities that it faces and to build a successful global
pharmacy-led healthcare and beauty group.

 In connection with this vision, our plans include:

*         increasing investment in existing stores and expanding the store
portfolio, which we would expect over time will lead to an increase in employee
numbers in the Group;

*         reviewing suitable acquisition opportunities in Continental Europe and
in emerging markets such as Asia and Latin America;

*         accelerating the move to a single "Boots" brand for the retail
business and "Alliance" for the distribution business;

*         maintaining the Group's significant presence in Nottingham;

*         publishing an Annual Review for the Group so that all stakeholders are
informed on the progress of the business.

KKR has a track record of involvement with the businesses in which it invests
for an average of more than five years and our investment rationale for Alliance
Boots is predicated on long-term growth.

Commenting on their plans, Stefano Pessina said:

"I have partnered with KKR because we share a long-term vision for the Group.
Our investment horizon spans many years and we believe that we can justify the
price that we have paid by the fact that we are taking a long-term view.  Our
strategy is about growth and investing for growth and contains no new plans for
short term cost cutting; to achieve growth you need more people not fewer.  We
are excited about the opportunities that being private brings, to accelerate the
rate of change and growth in the Company."

Dominic Murphy, Partner at KKR, commented:

"We are tremendously excited at the prospect of becoming the custodian of the
Alliance Boots brands.  We recognise the unique importance of this Company to
its loyal employees and to the communities it serves.  We will invest in the
Company to nurture and develop it further.  At the same time, we are committed
to keeping our employees, customers and other stakeholders informed of our
progress as we achieve this growth and build a stronger and more successful
company."



Defined terms used in this announcement have the same meaning as those in the
announcement dated 20 April 2007.

PRESS ENQUIRIES

For further information please contact:

Gavin Anderson & Company (PR adviser to AB Acquisitions)

Richard Constant      [phone]






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