Director Shareholding

Prudential PLC
31 December 2003

                                  SCHEDULE 11


          NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS




1. Name of company

Prudential plc



2. Name of director

Kathleen O'Donovan, Robert Rowley, Julia Ann Burdus, Alexander Stewart,

Roberto Mendoza, Lambertus Becht and Bridget Macaskill



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


Directors named above



4. Name of the registered holder(s) and, if more than one holder, the number of

shares held by each of them (if notified)


Kathleen O'Donovan

Robert Rowley

Julia Ann Burdus

Alexander Stewart

Roberto Mendoza held in Strand Nominees Limited

Lambertus Becht

Bridget Macaskill




5. Please state whether notification relates to a person(s) connected with the

director named in 2 above and identify the connected person(s)

N/A



6. Please state the nature of the transaction. For PEP transactions please

indicate whether general/single co PEP and if discretionary/non discretionary

Acquisition of shares, agreed by UKLA, using agreed % of the quarterly

payment of board and committee fees to the non-executive directors



7. Number of shares / amount of stock acquired


Kathleen O'Donovan 642 shares

Robert Rowley  642 shares

Julia Ann Burdus 786 shares

Alexander Stewart 786 shares

Roberto Mendoza  642 shares

Lambertus Becht 773 shares

Bridget Macaskill 785 shares



8. Percentage of issued class

Kathleen O'Donovan 0.00003195 %

Robert Rowley  0.00003195%

Julia Ann Burdus 0.00003912%

Alexander Stewart 0.00003912 %

Roberto Mendoza 0.00003195%

Lambertus Becht 0.00003847 %

Bridget Macaskill 0.00003907%



9. Number of shares/amount of stock disposed

N/A



10. Percentage of issued class

N/A



11. Class of security

Ordinary Shares of 5p each



12. Price per share

£4.73250



13. Date of transaction

31 December 2003



14. Date company informed

31 December 2003



15. Total holding following this notification

Kathleen O'Donovan (4,399 shares)

Robert Rowley (31,634 shares)

Julia Ann Burdus (10,943 shares)

Alexander Stewart (18,465 shares)

Roberto Mendoza (105,516 shares)

Lambertus Becht (16,666 shares)

Bridget Macaskill (6,616 shares)



16. Total percentage holding of issued class following this notification

Kathleen O'Donovan  0.00022%

Robert Rowley  0.00157 %

Julia Ann Burdus 0.00054%

Alexander Stewart 0.00092%

Roberto Mendoza 0.00525%

Lambertus Becht 0.00083 %

Bridget Macaskill  0.00033 %


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


Correction of total shareholding: Mr Becht's total shareholding in Prudential
plc was previously understated by 642 shares. This was due to scrip dividend
elections for shares held in a nominee account which had not been notified to
the Company. The total number of shares currently held is 16,666 shares, as
stated in 15 above.


24. Name of contact and telephone number for queries

Gavin White, 020 7548 3423



25. Name and signature of authorised company official responsible for making

this notification

John Price, Deputy Group Secretary, 020 7548 3805



Date of Notification

31 December 2003





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