Director Shareholding

Prudential PLC
22 May 2002


                                  SCHEDULE 11

          NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS

1. Name of company
 Prudential plc



2. Name of director
 JW Bloomer, PAJ Broadley, MGA McLintock, ME Tucker, GM Wood



3. Please state whether notification indicates that it is in respect of holding
of the shareholder named in 2 above or in respect of a non-beneficial interest
or in the case of an individual holder if it is a holding of that person's
spouse or children under the age of 18 or in respect of a non-beneficial
interest
 N/A



4. Name of the registered holder(s) and, if more than one holder, the number of
shares held by each of them (if notified)
 Prudential QUEST Limited



5. Please state whether notification relates to a person(s) connected with the
director named in 2 above and identify the connected person(s)
Qualifying Employee Share Ownership Trust ('QUEST')



6. Please state the nature of the transaction. For PEP transactions please
indicate whether general/single co PEP and if discretionary/non discretionary
Each of the executive directors of the Company named above technically become
interested on 21 May 2002 in 1,211,102 shares of 5p each in the Company by
virtue of Prudential 'QUEST' Limited being allotted such shares and the
executive directors named above being potential beneficiaries under the QUEST.
Since 20 December 2001 the Directors have technically ceased to have an interest
in 1,716,615 shares by virtue of Prudential QUEST Limited transferring such
shares to employees of the Company to satisfy the exercise of options by those
employees under the Prudential Savings-Related Share Option Scheme & M&G
Savings-Related Share Option Scheme during the period of 20 December 2001 and 21
May 2002.


7. Number of shares / amount of stock acquired
 1,211,102



8. Percentage of issued class
 0.06%



9. Number of shares/amount of stock disposed
 1,716,615



10. Percentage of issued class
 Less than 0.1%



11. Class of security
 Shares of 5p each



12. Price per share
 £6.64



13. Date of transaction
 21 May 2002



14. Date company informed
 21 May 2002



15. Total holding following this notification
 5,538,042



16. Total percentage holding of issued class following this notification
 Less than 0.3%



If a director has been granted options by the company please complete the
following boxes.

17. Date of grant
N/A



18. Period during which or date on which exercisable
N/A



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



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



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



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



23. Any additional information




24. Name of contact and telephone number for queries
Jennie Webb, Group Secretarial, 020 7548 6027



25. Name and signature of authorised company official responsible for making
this notification
 John Price, Deputy Group Secretary, 020 7548 3805


Date of Notification
 22 May 2002


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