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               03 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      77,849,240    3.62%       3,327,506      0.15%
securities
(2) Derivatives    10,361,222   0.48%      13,372,528      0.62%
(other than
options)
(3) Options and      669,511    0.03%       1,791,300      0.08%
agreements to
purchase/sell

Total             88,879,973    4.13%      18,491,334      0.86%

(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      88,639               1.9038
Purchase      57,103               1.9133
Purchase      2,597                1.9107
Purchase      28,293               1.9113
Purchase      36,085               1.9120
Purchase      152,336              1.9021
Purchase      2,426                1.9004
Purchase      5,228                1.9018
Sale          88,639               1.9038
Sale          83                   1.9123
Sale          2,750                1.9353
Sale          2,703                1.9084
Sale          244                  Transfer
Sale          800                  1.9042
Sale          1,386                Transfer
Sale          2,500                1.9005
Sale          392,195              1.9149
Sale          88,639               1.9038
Sale          1,488                1.9035
Sale          2,500                1.8951
Sale          100,000              1.9120
Sale          88,639               1.9038
Sale          903                  1.8953
Sale          28,293               1.9090
Sale          101,105              1.9165
Sale          41,947               1.9082
Sale          140,531              1.9117
Sale          20,693               1.9116

(b)  Derivatives transactions (other than options)

Product    Long/Short    Number of Securities  Price Per
name                                           Unit
CFD        Short         15000                 1.8988
CFD        Short         2426                  1.9003
CFD        Short         152336                1.902
CFD        Short         38103                 1.9038
CFD        Shor          28293                 1.9113
CFD        Short         42103                 1.9184
CFD        Short         21024                 1.9196
CFD        Long          88639                 1.9037
CFD        Long          41947                 1.9081
CFD        Long          28293                 1.909
CFD        Long          161224                1.9116
CFD        Long          392195                1.9148
CFD        Long          101105                1.9165

(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                         06 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     669,511                   2.3000           AMER           21/12/2007
Option             Purchased     -1,791,300                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