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               20 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           138,381,803    (5.80%)    767,413   (0.03%)
securities
(2) Derivatives          2,019,552    (0.08%)    874,651   (0.04%)
(other than options)
(3) Options and          1,040,141    (0.04%)  4,444,336   (0.19%)
agreements to
purchase/sell
Total                  141,441,496    (5.93%)  6,086,400   (0.26%)



(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       242                  5.2586
Purchase       148                  5.2636
Purchase       108                  5.2686
Purchase       1,166                5.2269
Purchase       1,162                5.2269
Purchase       205                  5.2336
Purchase       98                   5.2373
Purchase       600                  5.2838
Purchase       750                  5.2736
Purchase       3,000                5.2838
Purchase       500                  5.2386
Purchase       1,236                5.2777
Purchase       850                  5.2838
Purchase       284                  5.2373
Purchase       1,400                5.2377
Purchase       499                  5.2838
Purchase       1,394                5.2269
Purchase       315                  5.2736
Purchase       1,478                5.2386
Purchase       1,351                5.2269
Purchase       500                  5.2536
Purchase       66,420               Transfer
Purchase       200,000              5.2400
Purchase       8,918                Transfer
Purchase       36,300               Transfer
Purchase       1,612                Transfer
Purchase       1,432                5.2800
Purchase       2,858                5.2800
Purchase       6,075                5.2800
Purchase       1,691                5.2800
Purchase       251                  5.2355
Sale           377                  5.2307
Sale           1,577                5.2314
Sale           362                  5.2364
Sale           406                  5.2664
Sale           645                  5.2364
Sale           445                  5.2364
Sale           394                  5.2364
Sale           202                  5.2724
Sale           16,075               5.2845
Sale           2,500                5.2455
Sale           24,400               5.2723
Sale           251                  5.2445
Sale           200,000              5.2400
Sale           60,000               5.2750
Sale           572                  5.2350
Sale           6,075                5.2800
Sale           15,406               5.2800
Sale           13,584               5.2717


(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          202                   5.2724
CFD        Long          16,075                5.2845
CFD        Long          2,500                 5.2455
CFD        Long          24,400                5.2723
CFD        Long          251                   5.2445
CFD        Short         251                   5.2355


(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 (Note
                varying etc.      relates (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                         21 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