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                         14 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 117,360,777               (4.92%)    4,466,352                (0.19%)

(2) Derivatives (other    2,041,996               (0.09%)
than options)

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

Total                   120,442,914               (5.05%)    7,910,688                (0.33%)


(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                        404                               5.1025
Purchase                        148,408                           5.0946
Purchase                        25,487                            5.0979
Purchase                        199,913                           5.0966
Purchase                        139                               5.0938
Purchase                        49,474                            5.1000
Purchase                        428                               5.1023
Purchase                        12,658                            5.1400
Sale                            102                               5.1241
Sale                            8,550                             Transfer
Sale                            487                               5.0964
Sale                            4,151                             5.1400



(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                   404                             5.1025
CFD               Short                   148,408                         5.0946
CFD               Short                   25,487                          5.0979
CFD               Short                   199,913                         5.0966
CFD               Long                    102                             5.1241
CFD               Long                    8,467                           5.1250



(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                                       15 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