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  (Note 1)        BARCLAYS PLC

Company dealt in                        PRUDENTIAL PLC
Class of relevant security to which     ORD GBP 0.05
the dealings being disclosed relate
(Note 2)
Date of dealing                         10 NOVEMBER 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  117,159,875    (4.91%)              4,832,061                (0.20%)

(2) Derivatives (other    2,206,186     (0.09%)
than options)

(3) Options and            1,040,141    (0.04%)              3,444,336                (0.14%)
agreements to
purchase/sell

Total                    120,406,202    (5.04%)              8,276,397                (0.34%)


(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                        4,442                             5.0998
Purchase                        181,009                           5.0735
Purchase                        6,991                             5.1100
Purchase                        3,009                             5.1100
Purchase                        2,009                             5.1089
Purchase                        162                               5.1135
Purchase                        1,169                             5.1089
Purchase                        3,129                             5.0750
Purchase                        5,425                             5.0700
Purchase                        57,253                            Transfer
Sale                            124                               5.0977
Sale                            392                               5.1027
Sale                            575                               5.0914
Sale                            153                               5.1164
Sale                            210                               5.0914
Sale                            560                               5.1177
Sale                            220,910                           5.0700



(b)  Derivatives transactions (other than options)

Product name,     Long/short (Note 6)     Number of securities (Note 7)   Price per unit (GBP)
e.g. CFD
CFD               Short                   4,442                           5.0998
CFD               Short                   181,009                         5.0735
CFD               Short                   6,991                           5.1100
CFD               Short                   3,009                           5.1100



(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. call option   Number of securities           Exercise price per unit (Note 5)






(d)  Other dealings (including new securities) (Note 4)


Nature of transaction (Note 8)        Details                      Price per unit (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                                       11 NOVEMBER 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