FORM 38.5(a)

                DEALINGS BY CONNECTED EXEMPT PRINCIPAL TRADERS                 

                      WITH RECOGNISED INTERMEDIARY STATUS                      

                     DEALING IN A CLIENT-SERVING CAPACITY                      

                      (Rule 38.5(a) of the Takeover Code)                      

1. KEY INFORMATION

Name of exempt principal trader Dresdner Bank AG London Branch                 
                                                                               
Company dealt in                HBOS Plc                                       
                                                                               
Class of relevant security to   Ordinary Shares                                
which the dealings being                                                       
disclosed relate (Note 1)                                                      
                                                                               
Date of dealing                 17 October 2008                                

2. DEALINGS (Note 2)

(a) Purchases and sales

Total number of securities Highest price paid (Note  Lowest price paid (Note 3)
purchased                  3)                                                  
                                                                               
670,746.00                 �0.8540                   �0.7630                   

Total number of securities Highest price received    Lowest price received     
sold                       (Note 3)                  (Note 3)                  
                                                                               
664,977.00                 �0.8270                   �0.7660                   

(b) Derivatives transactions (other than options)

Product  Long/     Number of           Price per unit                       
name,    short     securities (Note 5) (Note 3) (pence)                     
         (Note 4)                                                           
e.g. CFD                                                                    
                                                                            
CFD                Short                            50,000           78.0000
                                                                            
CFD                Short                            17,000           79.7000
                                                                            
CFD                Short                            10,000           80.4000
                                                                            
CFD                Short                            10,000           77.7000
                                                                            
CFD                Short                             9,500           76.3000
                                                                            
CFD                Short                             8,886           81.2000
                                                                            
CFD                Short                             7,134           76.6999
                                                                            
CFD                Short                             5,000           80.1801
                                                                            
CFD                Short                             5,000           77.6000
                                                                            
CFD                Short                             5,000           77.5000
                                                                            
CFD                Short                             1,500           76.8455
                                                                            
CFD                Short                             1,000           85.4000
                                                                            
                                                                            
                                                                            
CFD                Long                             50,000           80.0000
                                                                            
CFD                Long                             17,000           79.6734
                                                                            
CFD                Long                             10,000           81.7000
                                                                            
CFD                Long                             10,000           80.0000
                                                                            
CFD                Long                             10,000           80.0000
                                                                            
CFD                Long                              9,500           77.4000
                                                                            
CFD                Long                              8,886           82.7000
                                                                            
CFD                Long                              7,134           77.1000
                                                                            
CFD                Long                              1,000           81.4000
                                                                            
CFD                Long                                731           76.6000

(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     
              selling,    securities to          American,          money      
e.g. call     purchasing, which the     price    European   date               
option        varying     option                 etc.               paid/      
              etc.        relates (Note                             received   
                          5)                                        per unit   
                                                                    (Note 3)   
                                                                               

(ii) Exercising

Product name, e.g. call    Number of securities      Exercise price per unit   
option                                               (Note 3)                  
                                                                               

3. 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.                                                                        
                                                                               
None                                                                           

Date of disclosure                           20 October 2008                   
                                                                               
Contact name                                 Dresdner Kleinwort Media Relations
                                             Team                              
                                                                               
Telephone number                             020 7623 8000                     
                                                                               
Name of offeree with which connected         HBOS plc                          
                                                                               
Nature of connection (Note 6)                (3) Broker                        

END

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