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               08 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       77,806,014   3.62%       2,862,682      0.13%
securities
(2) Derivatives    11,793,835   0.55%      14,779,032      0.69%
(other than
options)
(3) Options and       856,888   0.04%       2,093,037      0.10%
agreements to
purchase/sell

Total              90,456,737   4.21%      19,734,751      0.92%

(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      9,742                1.9740
Purchase      27,420               1.9628
Purchase      240,387              1.9559
Purchase      124                  Transfer
Purchase      140,531              1.9195
Purchase      710                  Transfer
Purchase      1,000                1.9755
Purchase      9,632                1.9615
Purchase      59,597               1.9250
Purchase      66,700               1.9560
Purchase      5,000                1.9708
Purchase      12,460               1.9740
Purchase      1,009                1.9587
Purchase      324,696              1.9608
Purchase      120,279              1.9090
Purchase      1,000                1.9597
Sale          740                  1.9505
Sale          1,000                1.9592
Sale          4,700                1.9563
Sale          3,436                1.9603
Sale          11,354               1.9505
Sale          1,038                1.9605
Sale          1,500                1.9742
Sale          1,801                1.9505
Sale          2,841                1.9815
Sale          784                  1.9635
Sale          883                  1.9545
Sale          5,248                1.9465
Sale          11,344               1.9722
Sale          59,597               1.9250
Sale          19,920               1.9736
Sale          211                  1.9733
Sale          200                  1.9698
Sale          162,073              1.9640
Sale          8,775                1.9441
Sale          11,900               1.9801
Sale          22,291               1.9441
Sale          1,517                1.9740
Sale          7,309                1.9602
Sale          283,569              1.9653


(b)  Derivatives transactions (other than options)

Product    Long/Short    Number of Securities  Price Per
name                                           Unit
CFD        Short         140531                1.9194
CFD        Short         240387                1.9558
CFD        Short         66700                 1.956
CFD        Short         324696                1.9608
CFD        Short         9632                  1.9614
CFD        Short         5000                  1.9707
CFD        Long          7309                  1.9602
CFD        Long          162073                1.9639
CFD        Long          283569                1.9652
CFD        Long          19920                 1.9736
CFD        Long          11900                 1.9801

(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                         09 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     856,888                   2.3000           AMER           21/12/2007
Option             Purchased     -2,093,037                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