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               23 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
securities        137,751,463   (5.77%)    1,181,700   (0.05%)
(2) Derivatives
(other than
options)            2,161,199   (0.09%)      805,320   (0.03%)
(3) Options and
agreements to
purchase/sell       1,040,141   (0.04%)    4,442,236   (0.19%)

Total             140,952,803   (5.90%)    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)
Sale          872                  Transfer
Sale          300                  5.4414
Purchase      475                  5.4336
Purchase      541                  5.4486
Purchase      215                  5.4486
Purchase      89                   5.4336
Sale          497                  5.4364
Purchase      145                  5.4889
Sale          1,500                5.4464
Sale          337                  5.4314
Purchase      152                  5.4686
Purchase      157                  5.4339
Purchase      3,588                5.4156
Sale          4,406                5.4466
Sale          15,200               5.4520
Sale          1,463                5.4405
Sale          125,000              5.4290
Sale          21,080               5.4466
Sale          38,000               5.3840
Sale          294                  5.4614
Sale          209                  5.4564
Sale          244                  5.4764
Sale          186                  5.4564
Purchase      201                  5.4736
Sale          41,950               5.4557

(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          15,200                5.4519


(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                         28 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