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 the    ORD GBP 0.05
dealings being disclosed relate (Note 2)
Date of dealing                            07 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          138,939,305  (5.82%)                    1,310,822  (0.05%)
(2) Derivatives (other             2,382,843  (0.10%)                      868,031  (0.04%)
than options)
(3) Options and agreements         1,040,141  (0.04%)                    3,444,336  (0.14%)
to purchase/sell
Total                            142,362,289  (5.96%)                    5,623,189  (0.24%)


(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                   93                                       5.2490
Purchase                   184                                      5.2673
Purchase                   194                                      5.2625
Purchase                   222                                      5.2486
Purchase                   223                                      5.2686
Purchase                   269                                      5.2609
Purchase                   352                                      5.2736
Purchase                   355                                      5.2586
Purchase                   364                                      5.2686
Purchase                   444                                      5.2390
Purchase                   1,739                                    5.2650
Purchase                   6,157                                    5.2650
Purchase                   11,960                                   Transfer
Purchase                   10,000                                   5.2350
Purchase                   73,600                                   5.2533
Purchase                   10,381                                   5.2758
Purchase                   31,493                                   5.2650
Purchase                   2,835                                    5.2600
Sale                       750                                      5.2765
Sale                       121                                      5.2515
Sale                       309                                      5.2665
Sale                       121                                      5.2415
Sale                       385                                      5.2765
Sale                       1,000                                    5.2665
Sale                       1,778                                    5.2765
Sale                       800                                      5.2465
Sale                       391                                      5.2465
Sale                       500                                      5.2664
Sale                       71,442                                   5.2573
Sale                       400                                      5.2900
Sale                       810                                      5.2750



(b)  Derivatives transactions (other than options)

Product name, e.g. Long/Short (Note 6)      Number of Securities (Note 7)        Price Per Unit (GBP)
CFD
CFD                Long                     71,442                               5.2573
CFD                Short                    10,000                               5.2350
CFD                Short                    73,600                               5.2533
CFD                Short                    10,381                               5.2758



(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                                           08 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