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               21 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             138,481,888  (5.80%)       997,745  (0.04%)
securities
(2) Derivatives            2,105,999  (0.09%)       829,167  (0.03%)
(other than
options)
(3) Options and            1,040,141  (0.04%)     4,442,236  (0.19%)
agreements to
purchase/sell
Total                    141,628,028  (5.93%)     6,269,148  (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      354                  5.3386
Purchase      636                  5.3077
Purchase      454                  5.2736
Purchase      168                  5.2377
Purchase      599                  5.3386
Purchase      575                  5.2736
Purchase      12,370               5.3638
Purchase      9,765                5.3598
Purchase      200,000              5.2400
Purchase      33,049               5.3500
Purchase      9,469                5.3255
Sale          563                  Transfer
Sale          907                  Transfer
Sale          304                  5.3264
Sale          912                  5.3063
Sale          1,166                5.2364
Sale          808                  5.3973
Sale          88,623               5.3702
Sale          20,500               5.4000
Sale          28,000               5.3343
Sale          9,469                5.3045
Sale          397                  5.2363
Sale          431                  5.2364
Sale          700                  5.2514
Sale          6,416                5.3206
Sale          85                   5.2550
Sale          8,073                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          808                   5.3973
CFD        Long          88,623                5.3702
CFD        Long          20,500                5.4000
CFD        Long          28,000                5.3343
CFD        Long          9,469                 5.3045
CFD        Short         9,469                 5.3255



(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                         22 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