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               19 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             138,382,231   (5.80%)     964,913  (0.04%)
securities
(2) Derivatives            2,017,052   (0.08%)     915,328  (0.04%)
(other than options)
(3) Options and            1,040,141   (0.04%)   3,444,336  (0.14%)
agreements to
purchase/sell
Total                    141,439,424   (5.93%)   5,324,577  (0.22%)



(b)  Interests and short positions in relevant securities of the company, other
     than the class dealt in (Note 3)

Class of relevant                Long                  Short
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      238                  5.2139
Purchase      353                  5.2686
Purchase      1,177                5.2786
Purchase      109                  5.1877
Purchase      374                  5.2486
Purchase      5,980                Transfer
Purchase      14,784               5.2500
Purchase      202                  5.2526
Purchase      62,000               5.2475
Purchase      2,702                5.2005
Sale          153                  5.1564
Sale          82,661               5.2500
Sale          5,013                5.2118
Sale          38,338               5.2800
Sale          44,800               5.2624
Sale          2,702                5.2134


(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          5,013                 5.2118
CFD        Long          38,338                5.2800
CFD        Long          44,800                5.2624
CFD        Long          2,702                 5.2134
CFD        Short         202                   5.2526
CFD        Short         62,000                5.2475
CFD        Short         2,702                 5.2005


(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                         20 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