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               30 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       79,152,398   3.68%          2,476,473    0.12%
securities
(2) Derivatives    19,642,608   0.91%         23,181,378    1.08%
(other than
options)
(3) Options and       224,265   0.01%          2,759,253    0.13%
agreements to
purchase/sell

Total              99,019,271   4.61%         28,417,104    1.32%

(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      266,204              1.7660
Purchase      2,809                1.7795
Purchase      11,604               1.7760
Purchase      1,718                1.7585
Purchase      1,000                1.7577
Purchase      800                  1.7590
Purchase      9,153                1.7696
Purchase      72,599               1.7647
Purchase      2,900                1.7820
Sale          54,878               1.7636
Sale          88,016               1.7626
Sale          19,600               1.7548
Sale          490                  1.7675
Sale          3,330                1.7611
Sale          6,545                1.7570
Sale          446                  1.7757
Sale          3,000                1.7810
Sale          9,153                1.7697
Sale          13,794               1.7797

(b)  Derivatives transactions (other than options)

Product    Long/Short    Number of Securities  Price Per
name                                           Unit
CFD        Short         31163                 1.7576
CFD        Short         126274                1.7605
CFD        Short         72599                 1.7647
CFD        Short         9153                  1.7695
CFD        Short         139930                1.7709
CFD        Short         2900                  1.782
CFD        Long          19600                 1.7548
CFD        Long          6545                  1.757
CFD        Long          88016                 1.7625
CFD        Long          54878                 1.7635
CFD        Long          9153                  1.7696
CFD        Long          13794                 1.7796

(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                         31 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     224,265                   2.3000           AMER           21/12/2007
Option             Purchased     -1,741,656                1.7500           AMER           21/12/2007
Option             Purchased     -1,017,597                2.0000           AMER           21/12/2007
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