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               16 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       76,142,517   3.54%       3,771,403      0.18%
securities
(2) Derivatives    17,101,175   0.80%      18,347,606      0.85%
(other than
options)
(3) Options and       208,218   0.01%          898,792     0.04%
agreements to
purchase/sell

Total              93,451,910   4.35%        23,017,801    1.07%

(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      12,796               1.7650
Purchase      3,133                1.7760
Purchase      3,000                Transfer
Purchase      1,000                1.7620
Purchase      500                  1.7557
Purchase      1,120                1.7700
Purchase      75,000               1.7543
Purchase      50,708               1.7594
Purchase      43,218               1.7663
Purchase      567                  1.7620
Purchase      1,000                1.7597
Purchase      45,211               1.7577
Purchase      2,323                1.7580
Purchase      180,000              1.7604
Purchase      4,479                1.7420
Purchase      3,000                1.7580
Purchase      2,000                1.7740
Purchase      1,370                1.7700
Sale          1,262                1.7700
Sale          3,000                Transfer
Sale          498                  1.7613
Sale          500                  1.7562
Sale          5,000                1.7512
Sale          14,665               1.7420
Sale          49,435               1.7584
Sale          5,866                1.7420
Sale          6,555                1.7420
Sale          230,247              1.7559
Sale          81,296               1.7587
Sale          684,174              1.7585
Sale          3,221                1.7535r

(b)  Derivatives transactions (other than options)

Product    Long/Short    Number of Securities  Price Per
name                                           Unit
CFD        Short         45211                 1.7577
CFD        Short         50708                 1.7593
CFD        Short         12796                 1.765
CFD        Short         43218                 1.7662
CFD        Long          230247                1.7558
CFD        Long          49435                 1.7584
CFD        Long          684174                1.7585
CFD        Long          81296                 1.7586

(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                         17 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     208,218                   2.3000           AMER           21/12/2007
Option             Purchased     -898,792                  2.0000           AMER           21/12/2007
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