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               22 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        137,997,438    (5.78%)   1,181,700     (0.05%)
securities
(2) Derivatives       2,145,999    (0.09%)     805,320     (0.03%)
(other than
options)
(3) Options and       1,040,141    (0.04%)   4,442,236     (0.19%)
agreements to
purchase/sell
Total               141,183,578    (5.92%)   6,429,256     (0.27%)



(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      700                  5.3738
Purchase      575                  5.3386
Purchase      342                  5.4336
Purchase      1,100                5.3077
Purchase      337                  5.4336
Purchase      1,200                5.3077
Purchase      550                  5.3077
Purchase      547                  5.4386
Purchase      750                  5.3077
Purchase      550                  5.3286
Purchase      287                  5.4486
Purchase      6,000                5.3150
Purchase      3,132                Transfer
Purchase      1,209                5.3100
Purchase      4,000                5.4269
Sale          280                  5.3063
Sale          837                  5.3364
Sale          104                  5.3464
Sale          1,207                5.3107
Sale          3,382                5.3364
Sale          530                  5.4213
Sale          1,292                5.4360
Sale          105,885              5.3920
Sale          12,997               5.4360
Sale          6,000                5.2850
Sale          22,384               5.4470
Sale          1,463                5.4407
Sale          44,000               5.4466
Sale          14,903               5.4360
Sale          10,075               5.2874
Sale          285,303              5.3900
Sale          11,162               5.4250


Please note that the following trade which was reported on 21/12/2005 was
cancelled.

Purchase/sal  Number of Securities Price per unit
e                                  (GBP)
Sale          16,075               5.2845



(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          22,384                5.4470
CFD        Long          1,463                 5.4407
CFD        Long          44,000                5.4466
CFD        Short         4,000                 5.4269




(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                         23 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