Rule 8.3 - AXON GROUP

    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              AXON GROUP
Class of relevant security    ORD GBP0.01
to which the dealings being
disclosed relate (Note 2)
Date of dealing               02 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       1,750,103      2.70%            65      0.00%
securities       
(2) Derivatives      202,509      0.31%       321,971      0.50%
(other than   
options)
(3) Options and            0      0.00%             0      0.00%                  
agreements to
purchase/sell      
Total              1,952,612      3.01%       322,036      0.50% 

(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

a)  Purchases and sales
Purchase/sale Number of Securities Price per unit
                                   (GBP)
Purchase      50                   6.4204
Purchase      9,257                6.4410
Purchase      423                  6.4346
Purchase      1,181                6.4410
Sale          1,057                6.4296
Sale          7,053                6.4227
Sale          373                  6.4298

(b)  Derivatives transactions (other than options)
Product name,  Long/Short      Number of       Price per
(e.g. CFD)     (Note 6)        Securities      unit (GBP)
CFD            Long            7053            6.4226
CFD            Long            1057            6.4296
CFD            Long            373             6.4298
CFD            Short           50              6.4204
CFD            Short           423             6.4345
CFD            Short           10438           6.4409

(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)                 NO


Date of disclosure                         03 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