Director Shareholding

Prudential PLC
28 March 2002

28 March 2002

PRUDENTIAL PLC ANNOUNCEMENT

Schedule 11 - Notification of Interests of Directors and Connected Persons



No of Reports in announcement:

 1. Name of director:

    Sir David Barnes, Robert Rowley, Julia Ann Burdus, Alexander Stewart and
    Roberto Mendoza
 2. Please state whether notification indicates that it is in respect of holding
    of the director named in 1 above or holding of that person's spouse or
    children under the age of 18 or in respect of a non-beneficial interest:

    Directors named above
 3. Name of registered holder(s) and, if more than one holder, the number of
    shares held by each of them (if notified):

    Sir David Barnes

    Robert Rowley

    Julia Ann Burdus

    Alexander Stewart

    Roberto Mendoza
 4. Please state whether notification relates to a person(s) connected with the
    director named in 1 above and identify the connected person(s):

    N/A
 5. Please state the nature of the transaction. For PEP transactions please
    indicate whether general/single/Company on PEP and if discretionary/
    non-discretionary:

    Acquisition of Prudential plc shares (see additional information)
 6. Number of shares/amount of stock acquired:

    See additional information
 7. Percentage of issued class:

    See additional information
 8. Number of shares/amount of stock disposed:

    N/A
 9. Percentage of issued class:

    N/A
10. Class of security:

    Shares of 5p each


11. Price per share:

    £7.03
12. Date of transaction:

    28 March 2002
13. Date company informed:

    28 March 2002
14. Total holding following this transaction:

    Sir David Barnes ( 5,043 shares)

    Robert Rowley (3,945 shares)

    Julia Ann Burdus (4,108 shares)

    Alexander Stewart (13,797 shares)

    Roberto Mendoza (3,655 shares)
15. Total percentage holding of issued class following this notification:

    See additional information

    If a director has been granted options by the company, please complete the
    following fields:
16. Date of grant:

    N/A
17. Period during which or date on which exercisable:

    N/A
18. Total amount paid (if any) for grant of the option:

    N/A
19. Description of shares or debentures involved: class, number:

    N/A
20. Exercise price (if fixed at time of grant) or indication that price is to be
    fixed at time of exercise:

    N/A
21. Total number of shares or debentures over which options held following this
    notification:




        N/A

Additional information:

Acquisition of shares, agreed by UKLA, using agreed % of the quarterly payment
of board and committee fees and to the non-executive directors as follows:

Director          No of Shares Acquired     Total Percentage holding of Class

Sir David Barnes          265 shares          Less than 0.0003%

Robert Rowley             265 shares          Less than 0.0002%

Julia Ann Burdus          264 shares          Less than 0.0003%

Alexander Stewart         264 shares          Less than 0.0007%

Roberto Mendoza           211 shares          Less than 0.0002%



                              -ENDS-

Contact name for Enquiries

Jennie Webb

020 7548 6027

Company official responsible for making notification

Bob Walker, Deputy Group Secretary

020 7548 3804



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