Rule 8.3 - FRIENDS PROVIDENT GROUP PLC

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              FRIENDS PROVIDENT GROUP PLC
Class of relevant security    ORD GBP0.05
to which the dealings being
disclosed relate (Note 2)
Date of dealing               25 September 2009

2.   INTERESTS, SHORT POSITIONS AND RIGHTS TO SUBSCRIBE

(a)  Interests and short positions (following dealing) in the class of
relevantsecurity dealt in (Note 3)

                            Long                     Short

                      Number       (%)         Number       (%)

(1) Relevant     104,814,020     4.48%        428,808     0.02%
securities
(2) Derivatives      369,515     0.02%        974,949     0.04%
(other than
options
(3) Options and       66,440     0.00%              0     0.00%
agreements to
purchase/sell
Total            105,249,975     4.50%      1,403,757     0.06%


(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 (Note 4)

  (a)  Purchases and sales

Purchase/Sale      Number of           Price per unit
                   Securities          (GBP)
Purchase           272,889             .8425
Purchase           4,169               .8400
Purchase           3,239               .8393
Purchase           3,000               .8435
Purchase           11,900              .8441
Purchase           12,410              .8441
Purchase           1,506               .8439
Purchase           181,926             .8475
Purchase           68,428              .8400
Purchase           25,421              .8438
Purchase           4,250               .8400
Purchase           20,380              .8440
Purchase           9,686               .8370
Purchase           82,313              .8400
Sale               13,374              .8408
Sale               13,880              .8400
Sale               26,634              .8404
Sale               272,887             .8400
Sale               272,889             .8400
Sale               1,280               .8393
Sale               1,506               .8404
Sale               3,000               .8410
Sale               176,106             .8419

(b)  Derivatives transactions (other than options)
Product name,  Long/Short    Number of     Price per
(e.g. CFD)     (Note 6)      Securities    unit (GBP)
CFD            Long          1280          0.8393
CFD            Long          1506          0.8403
CFD            Long          26634         0.8404
CFD            Long          13374         0.8407
CFD            Long          3000          0.841
CFD            Short         3239          0.8392
CFD            Short         15457         0.8418
CFD            Short         6428          0.8423
CFD            Short         3000          0.8435
CFD            Short         15404         0.8436
CFD            Short         26927         0.8438
CFD            Short         20380         0.8439
CFD            Short         12410         0.8441

(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)                 YES


Date of disclosure                         28 September 2009
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


SUPPLEMENTAL FORM 8

DETAILS OF OPEN POSITIONS
(This form should be attached to Form 8.1, Form 8.1(b)(ii) or Form 8.3, as appropriate)

OPEN POSITIONS (Note 1)
Product name,     Written or  Number of securities   Exercise price   Type, e.g.     Expiry date
e.g. call option  purchased   to which the option    (Note 2)         American,
                              or derivative relates                   European etc.
Option            Purchased   66,440                 0.7636           EURO           28/09/2009

Notes

1. Where there are open option positions or open derivative positions (except for CFDs), full details should be given.
Full details of any  existing agreements to purchase or to sell  should also be given on this form.

2. For all prices and other monetary amounts, the currency must be stated.

For details of the Code's dealing disclosure requirements, see Rule 8 and its Notes which can be viewed on the Takeover
Panel's website at www.thetakeoverpanel.org.uk