Rule 8.3 - FRIENDS PROVIDENT

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
Class of relevant security    ORD GBP0.10
to which the dealings being
disclosed relate (Note 2)
Date of dealing               02 August 2007

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      78,582,571    3.66%       2,472,644      0.12%
securities
(2) Derivatives    9,547,819    0.44%      12,884,027      0.60%
(other than
options)
(3) Options and      644,874    0.03%       1,749,001      0.08%
agreements to
purchase/sell

Total             88,775,264    4.13%      17,105,672      0.80%

(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 Securities Price per unit
                                   (GBP)
Purchase      30,803               1.8916
Purchase      1,443                1.8922
Purchase      529                  1.8907
Purchase      1,691                1.8922
Purchase      259,881              1.8955
Purchase      2,347                1.8884
Purchase      350                  1.8955
Purchase      3,668                Transfer
Purchase      1,311                1.8877
Purchase      10,000               1.8842
Purchase      4,285                1.8884
Purchase      309,874              1.8928
Purchase      12,460               1.9020
Purchase      2,347                1.8910
Purchase      5,000                1.8867
Purchase      5,051                1.8917
Sale          2,743                Transfer
Sale          10,000               1.8887
Sale          5,000                1.8973
Sale          2,500                1.8883
Sale          125,642              1.8943
Sale          370                  1.8945
Sale          28,618               1.8910
Sale          3,054                1.9020
Sale          23,616               1.8905
Sale          213,951              1.8857
Sale          2,426                1.9056
Sale          300                  1.8952

(b)  Derivatives transactions (other than options)

Product    Long/Short    Number of Securities  Price Per
name                                           Unit
CFD        Short         4285                  1.8883
CFD        Short         30803                 1.8915
CFD        Short         309874                1.8928
CFD        Short         468291                1.8934
CFD        Short         259881                1.8955
CFD        Long          213951                1.8857
CFD        Long          23616                 1.8904
CFD        Long          28618                 1.891
CFD        Long          125642                1.8943
CFD        Long          2426                  1.9056

(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                         03 August 2007
Contact name                               BARCLAYS COMPLIANCE
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)

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

Product name,      Written or    Number of Securities to   Exercise Price   Type, e.g.     Expiry Date
e.g. call option   Purchased     which the option or       (Note 2)         American,
                                 derivative relates                         European etc.
Option             Purchased     644,874                   2.3000           AMER           21/12/2007
Option             Purchased     -1,749,001                2.0000           AMER           21/12/2007

Notes
1. Where there are open option positions or open derivative positions (except for CFD's), 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