Directors' Interests

Prudential PLC
29 May 2001


Schedule 11 - Notification of interests of Directors and Connected Persons

1   Name of company:
Prudential plc

2   Name of director:
JW Bloomer, PAJ Broadley, KL Bedell-Pearce, MGA McLintock, ME Tucker

3   Please state whether notification indicates that it is in respect of     
holding of the director named in 2 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

4   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

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 technically became interested
on 29 May 2001 in 3,000,000 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 20 Dec 2000 the
Directors have technically ceased to have an interest in 537,338 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 during the period 21 Dec 2000
to 29 May 2001.     

7   Number of shares/amount of stock acquired:
3,000,000 shares allotted to Prudential QUEST Limited

8   Percentage of issued class:
Less than 0.16%

9   Number of shares/amount of stock disposed:
537,338

10  Percentage of issued class:
Less than 0.03%

11  Class of security:
Shares of 5p each

12  Price per share:
Allotment Price: £8.0650

13  Date of transaction:
29 May 2001

14  Date company informed:
29 May 2001

15  Total holding following this notification:
4,527,736

16  Total percentage holding of issued class following this notification:
Less than 0.25%

If a director has been granted options by the company, please complete the
following fields:

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  Contact name for queries:
Robert Walker

24  Contact telephone number:
020 7548 3804

25  Name of company official responsible for making notification:
Robert Walker
Deputy Group Secretary


Additional Information:
None