Rule 8.3 - PRUDENTIAL

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              PRUDENTIAL PLC
Class of relevant security    ORD GBP 0.05
to which the dealings being
disclosed relate (Note 2)
Date of dealing               12 DECEMBER 2005

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        139,681,350   (5.85%)     845,685   (0.04%)
securities
(2) Derivatives       2,013,681   (0.08%)   1,029,491   (0.04%)
(other than options)
(3) Options and       1,040,141   (0.04%)   3,444,336   (0.14%)
agreements to
purchase/sell
Total               142,735,172   (5.98%)   5,319,512   (0.22%)


(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      285                  5.1473
Purchase      361                  5.1965
Purchase      110                  5.1886
Purchase      285                  5.1586
Purchase      672                  5.1886
Purchase      907                  5.1622
Purchase      456                  5.1823
Purchase      1,079                5.1888
Purchase      3,432                5.1626
Purchase      8,000                5.1455
Purchase      10,000               5.1526
Purchase      7,774                5.1905
Purchase      9,350                5.1788
Sale          7,774                5.1795
Sale          480                  5.1164
Sale          2,171                5.1450
Sale          101                  5.1564
Sale          13,678               Transfer


(b)  Derivatives transactions (other than options)

Product    Long/Short    Number of Securities  Price Per
name,      (Note 6)      (Note 7)              Unit (GBP)
e.g. CFD
CFD        Long          7,774                 5.1795
CFD        Short         3,432                 5.1626
CFD        Short         8,000                 5.1455
CFD        Short         10,000                5.1526
CFD        Short         7,774                 5.1905



(c)  Options transactions in respect of existing securities

(i)  Writing, selling, purchasing or varying

Product   Writing,    Number of    Exerc Type,      Expi  Option
name,     selling,    securities   ise   e.g.       ry    money
e.g. call purchasing  to which     price American,  date  paid/recei
option    , varying   the option         European         ved per
          etc.        relates            etc.             unit (Note
                      (Note 7)                            5)


(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.





Is a Supplemental Form 8 attached? (Note 9)                 NO


Date of disclosure                         13 DECEMBER 2005
Contact name                               BARCLAYS CORPORATE SECRETARIAT
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