FORM 8.5 (EPT/NON-RI)

PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY AN EXEMPT PRINCIPAL TRADER WITHOUT RECOGNISED INTERMEDIARY ("RI") STATUS (OR WHERE RI STATUS IS NOT APPLICABLE) Rule 8.5 of the Takeover Code (the "Code")

1. KEY INFORMATION

(a) Name of exempt principal trader: BARCLAYS CAPITAL SECURITIES LTD
(b) Name of offeror/offeree in relation to whose TUI TRAVEL PLC
relevant securities this form relates:
(c) Name of the party to the offer with which exempt Advisor to Offeree
principal trader is connected
(d) Date position held/dealing undertaken: 16 January 2013
(e) Has the EPT previously disclosed, or is it YES:
today disclosing, under the Code in respect TUI AG
of any other party to this offer?

2. POSITIONS OF THE EXEMPT PRINCIPAL TRADER

(a) Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates following the dealing (if any)

Class of relevant security: ORD
Interests Short Positions
Number (%) Number (%)
(1) Relevant securities owned
and/or controlled: 4,608,000 0.41% 393,158 0.04%
(2) Derivatives (other than
options): 231,319 0.02% 1,955,599 0.17%
(3) Options and agreements to
purchase/sell: 0 0.00% 0 0.00%
(4) TOTAL:
4,839,319 0.43% 2,348,757 0.21%
Class of relevant security: Convertible Bond XS0503743949
Interests Short Positions
Number (%) Number (%)
(1) Relevant securities owned
and/or controlled: 0 0.00% 300,000 0.03%
(2) Derivatives (other than
options): 0 0.00% 0 0.00%
(3) Options and agreements to
purchase/sell: 0 0.00% 0 0.00%
(4) TOTAL:
0 0.00% 300,000 0.03%
Class of relevant security: Convertible Bond XS0455660216
Interests Short Positions
Number (%) Number (%)
(1) Relevant securities owned
and/or controlled: 1,100,000 0.10% 0 0.00%
(2) Derivatives (other than
options): 0 0.00% 0 0.00%
(3) Options and agreements to
purchase/sell: 0 0.00% 0 0.00%
(4) TOTAL:
1,100,000 0.10% 0 0.00%

All interests and all short positions should be disclosed.

Details of any open derivative or option positions, or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).

(b) Rights to subscribe for new securities (including directors' and other executive options)

Class of relevant security in relation to which subscription right exists:
Details, including nature of the rights concerned and relevant percentages:

If there are positions or rights to subscribe to disclose in more than one class of relevant securities of the offeror or offeree named in 1(b), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.

3. DEALINGS (IF ANY) BY THE EXEMPT PRINCIPAL TRADER

(a) Purchases and sales

Class of relevant Purchase/sale Number of Price per unit
security securities
Convertible Bond Sale 1,500,000 108.2500 GBP
ORD Purchase 400 2.9170 GBP
ORD Purchase 473 2.8300 GBP
ORD Purchase 542 2.7890 GBP
ORD Purchase 1,095 2.9250 GBP
ORD Purchase 1,200 2.9085 GBP
ORD Purchase 2,304 2.9031 GBP
ORD Purchase 4,684 3.0196 GBP
ORD Purchase 8,382 2.8165 GBP
ORD Purchase 16,289 2.7816 GBP
ORD Purchase 23,469 2.8547 GBP
ORD Purchase 26,665 2.8785 GBP
ORD Purchase 40,014 2.9032 GBP
ORD Purchase 68,000 3.0064 GBP
ORD Purchase 136,859 2.7796 GBP
ORD Purchase 140,243 3.0059 GBP
ORD Purchase 147,973 2.7622 GBP
ORD Purchase 179,629 2.8789 GBP
ORD Purchase 355,863 2.8626 GBP
ORD Purchase 694,238 2.9482 GBP
ORD Purchase 1,081,228 2.8958 GBP
ORD Purchase 1,274,573 2.9631 GBP
ORD Sale 695 3.0110 GBP
ORD Sale 727 2.9000 GBP
ORD Sale 1,540 2.8217 GBP
ORD Sale 4,077 2.8093 GBP
ORD Sale 8,739 2.9712 GBP
ORD Sale 10,002 2.8700 GBP
ORD Sale 10,372 2.9773 GBP
ORD Sale 11,051 2.9548 GBP
ORD Sale 11,368 2.9778 GBP
ORD Sale 31,566 2.9924 GBP
ORD Sale 73,681 2.9780 GBP
ORD Sale 109,352 2.9848 GBP
ORD Sale 131,650 2.8312 GBP
ORD Sale 165,893 2.9940 GBP
ORD Sale 296,908 2.8944 GBP
ORD Sale 298,139 2.9765 GBP
ORD Sale 306,291 2.9499 GBP
ORD Sale 342,000 2.9651 GBP
ORD Sale 451,816 2.8827 GBP
ORD Sale 1,353,445 2.9489 GBP

(b) Derivatives transactions (other than options)

Class of Product Nature of dealing Number of Price per
relevant description reference unit
security securities
ORD CFD Long 521 3.0096 GBP
ORD CFD Long 57,896 2.8237 GBP
ORD CFD Long 188,086 3.0005 GBP
ORD CFD Short 4,254 2.9177 GBP
ORD CFD Short 46,833 2.8217 GBP
ORD CFD Short 228,223 2.9012 GBP

(c) Options transactions in respect of existing securities

(i) Writing, selling, purchasing or varying

Class of relevant security Product description e.g. call option Writing, purchasing, selling, varying etc. Number of securities to which option relates Exercise price per unit Type

e.g. American, European etc.

Expiry date Option money paid/ received per unit

(ii) Exercising

Class of relevant security Product description

e.g. call option

Number of securities Exercise price per unit

(d) Other dealings (including subscribing for new securities)

Class of relevant security Nature of dealing

e.g. subscription, conversion

Details Price per unit (if applicable)

The currency of all prices and other monetary amounts should be stated.

Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(b), copy table 3(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.

4. OTHER INFORMATION

(a) Indemnity and other dealing arrangements

Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the exempt principal trader making the disclosure and any party to the offer or any person acting in concert with a party to the offer:

If there are no such agreements, arrangements or understandings, state "none"

NONE

(b) Agreements, arrangements or understandings relating to options or derivatives

Details of any agreement, arrangement or understanding, formal or informal, between the exempt principal trader making the disclosure and any other person relating to:

(i) the voting rights of any relevant securities under any option; or

(ii) the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced:

If there are no such agreements, arrangements or understandings, state "none"

NONE

(c) Attachments

Is a Supplemental Form 8 (Open Positions) attached? NO
Date of disclosure: 17 Jan 2013
Contact name: Geoff Smith
Telephone number: 0203 555 4632

Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service and must also be emailed to the Takeover Panel at monitoring@disclosure.org.uk. The Panel's Market Surveillance Unit is available for consultation in relation to the Code's dealing disclosure requirements on +44 (0)20 7638 0129.

The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk.

Copyright Business Wire 2013



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