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               30 October 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      80,357,839     3.43%        482,267     0.02%
securities
(2) Derivatives            0     0.00%      2,662,926     0.11%
(other than
options
(3) Options and       60,000     0.00%              0     0.00%
agreements to
purchase/sell
Total             80,417,839     3.44%      3,145,193     0.13%


(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           15,722              .8250
Purchase           642,386             .8177
Purchase           14,400              .8295
Purchase           14,980              .8280
Purchase           10,435              .8455
Purchase           9,200               .8447
Purchase           21,437              .8394
Purchase           1,235               .8160
Purchase           21,780              .8160
Sale               385,566             .8160
Sale               347,112             .8160
Sale               192,135             .8160
Sale               329,729             .8160
Sale               240,756             .8160
Sale               210,016             .8160
Sale               346,554             .8160
Sale               172,082             .8160
Sale               115,519             .8160
Sale               111,993             .8160
Sale               385,879             .8160
Sale               81,902              .8160
Sale               62,011              .8160
Sale               54,532              .8160
Sale               53,530              .8160
Sale               88,365              .8160
Sale               3,151,286           .8160
Sale               21,518              .8439
Sale               19,476              .8160
Sale               15,722              .8443
Sale               15,722              .8250
Sale               14,980              .8280
Sale               10,713              .8529
Sale               10,517              .8528
Sale               548,514             .8160
Sale               4,876,574           .8160
Sale               429,365             .8160
Sale               982,075             .8160
Sale               969,309             .8160
Sale               847,154             .8160
Sale               809,170             .8160
Sale               21,780              .8498
Sale               568,761             .8160
Sale               1,210               .8225
Sale               8,195,223           .8160


(b)  Derivatives transactions (other than options)
Product name,  Long/Short    Number of     Price per
(e.g. CFD)     (Note 6)      Securities    unit (GBP)
CFD            Long          21230         0.8528
CFD            Short         642386        0.8176
CFD            Short         14400         0.8294
CFD            Short         21437         0.8393
CFD            Short         9200          0.8446

(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                         02 November 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   60,000                 0.9655           EURO           15/12/2009

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