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               26 March 2008

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      75,199,297      3.24%     2,862,629      0.12%
securities
(2) Derivatives    2,089,078      0.09%     5,871,721      0.25%
(other than
options)
(3) Options and            0      0.00%        78,200      0.00%
agreements to
purchase/sell
Total             77,288,375      3.33%     8,812,550      0.38%


(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      202,689               1.2396
Purchase      5,000,000             1.1530
Purchase      92,800                1.2165
Purchase      1,400                 1.2200
Purchase      117,564               1.2350
Purchase      53,188                1.2461
Purchase      7,540                 1.2446
Purchase      25,273                1.2439
Purchase      98,819                1.2418
Purchase      58,037                1.2311
Purchase      10,000                1.2630
Purchase      1,866                 1.2200
Purchase      4,336                 1.2810
Sale          397,648               1.2434
Sale          80,399                1.2377
Sale          2,455                 1.2415
Sale          28,056                1.2444
Sale          7,540                 1.2808
Sale          66,321                1.2451
Sale          1,977                 1.2480
Sale          163,547               1.2430
Sale          45,787                1.2436
Sale          1,213                 1.2491
Sale          117,564               1.2350

NB: The below transactions which were previously disclosed have been cancelled
Deal Date      Purchase/Sale     Number of Securities     Price per unit (GBP)
20/03/2008     Purchase          5,000,000                1.1530

(b)  Derivatives transactions (other than options)
Product name,  Long/Short    Number of     Price per
(e.g. CFD)     (Note 6)      Securities    unit (GBP)
CFD            Short         92800         1.2164
CFD            Short         58037         1.2311
CFD            Short         202689        1.2396
CFD            Short         98819         1.2417
CFD            Short         25273         1.2439
CFD            Short         7540          1.2446
CFD            Short         53188         1.246
CFD            Short         10000         1.263
CFD            Long          78904         1.2358
CFD            Long          80399         1.2376
CFD            Long          32857         1.2399
CFD            Long          163547        1.2429
CFD            Long          397648        1.2434
CFD            Long          45787         1.2435
CFD            Long          28056         1.2444
CFD            Long          66321         1.2451
CFD            Long          1977          1.248
CFD            Long          7540          1.2807

(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


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.

None


Is a Supplemental Form 8 attached? (Note 9)                 YES


Date of disclosure                         27 March 2008
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   -78,200                1.4070           EURO           06/05/2008

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