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               13 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        139,272,683    (5.84%)     802,185     (0.03%)
securities
(2) Derivatives       1,970,181    (0.08%)   1,031,918     (0.04%)
(other than
options)
(3) Options and       1,040,141    (0.04%)   3,444,336     (0.14%)
agreements to
purchase/sell
Total               142,283,005    (5.96%)   5,278,439     (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      1,100                5.1936
Purchase      771                  5.1088
Purchase      485                  5.1494
Purchase      675                  5.1636
Purchase      600                  5.1786
Purchase      1,137                5.1188
Purchase      495                  5.1088
Purchase      2,427                5.0975
Purchase      8,000                5.1005
Purchase      43,500               5.0900
Purchase      28,000               5.0886
Purchase      1,107                Transfer
Purchase      11,959               5.1034
Sale          900                  5.1864
Sale          239                  5.1127
Sale          372                  5.1827
Sale          583                  5.1864
Sale          79                   5.0911
Sale          272                  5.1964
Sale          550                  5.1873
Sale          511                  5.1714
Sale          104                  5.1964
Sale          800                  5.1164
Sale          250                  5.1527
Sale          96                   5.1164
Sale          504,167              5.1000


(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        Short         2,427                 5.0975
CFD        Short         8,000                 5.1005
CFD        Short         43,500                5.0900
CFD        Short         28,000                5.0886



(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                         14 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