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               15 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          138,602,911  (5.81%)       823,569   (0.03%)
securities
(2) Derivatives         1,992,614  (0.08%)       976,174   (0.04%)
(other than options)
(3) Options and         1,040,141  (0.04%)     3,444,336   (0.14%)
agreements to
purchase/sell
Total                 141,635,666  (5.93%)     5,244,079   (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/sal  Number of Securities Price per unit
e                                  (GBP)
Purchase      833                  5.1733
Purchase      4,830                5.1000
Purchase      267                  5.1233
Purchase      24,219               Transfer
Purchase      35,236               5.1246
Purchase      17,305               5.1433
Purchase      33,037               5.1435
Purchase      963                  5.1800
Purchase      20,054               5.1306
Purchase      4,598                5.1050
Purchase      23,191               5.1050
Purchase      49,575               5.1307
Purchase      12,324               5.1050
Purchase      36,161               5.1663
Purchase      3,248                5.1050
Purchase      6,068                5.1251
Purchase      956                  5.1405
Purchase      4,100                5.1250
Purchase      8,000                5.1064
Purchase      79,773               5.1511
Sale          854                  5.1250
Sale          134                  5.1314
Sale          297                  5.1564
Sale          116                  5.1214
Sale          177                  5.1564
Sale          172                  5.1714
Sale          305                  5.1214
Sale          26,681               5.1050
Sale          8,376                5.1443
Sale          2,037                5.1050
Sale          3,248                5.1050
Sale          15,261               5.1050



(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         6,068                 5.1251
CFD        Short         956                   5.1405
CFD        Short         4,100                 5.1250
CFD        Short         8,000                 5.1064




(c)  Options transactions in respect of existing securities

(i)  Writing, selling, purchasing or varying

Product     Writing,     Number of    Exercise    Type,e.g.     Expiry   Option money
name,       selling,     securities   price       American,     date     paid/received
e.g. call   purchasing   to which                 European               per unit (note 5)
option      , varying    the option               etc.
            etc.         relates
                         (Note 7)


(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                         16 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