Director Shareholding

Prudential PLC
10 September 2002



PRUDENTIAL PLC ANNOUNCEMENT

Schedule 11 -      Notification of Interests of Directors and Connected Persons

Holders in Prudential plc

No of Reports in announcement:

 1. Name of director:

    JW Bloomer, PAJ Broadley, MGA McLintock, ME Tucker, GM Wood, C Manning

 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:

    N/A


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

    Prudential QUEST Limited


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

    Qualifying Employee Share Ownership Trust ('QUEST')


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

    Each of the executive directors of the Company technically become interested
    on 10th September 2002 in 1,728,997 shares of 5p each in the Company by
    virtue of Prudential 'QUEST' Limited being allotted such shares and the
    executive directors being potential beneficiaries under the QUEST. Since
    21st May 2002 the Directors have technically ceased to have an interest in
    1,577,417 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 21st May 2002
    and 10th September 2002.


 6. Number of shares/amount of stock acquired:

    1,728,997
 7. Percentage of issued class:

    Less than 0.09%


 8. Number of shares/amount of stock disposed:

    1,577,417


 9. Percentage of issued class:

    Less than 0.08%


10. Class of security:

    Shares of 5p each


11. Price per share:

    Allotment Price: £4.5325


12. Date of transaction:

    10th September 2002


13. Date company informed:

    10th September 2002


14. Total holding following this transaction:

    5,689,622


15. 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 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:













                              -ENDS-

Contact name for Enquiries

Jennie Webb

020 7548 6027

Company official responsible for making notification

John Price, Deputy Group Secretary

020 7548 3805









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