Offer Update

Prudential PLC
22 December 2005

 Not for release, publication or distribution, in whole or in part, in, into or
         from the United States of America, Australia, Canada or Japan

                                22 DECEMBER 2005

                    RECOMMENDED OFFER BY PRUDENTIAL PLC FOR
             THE SHARES OF EGG PLC NOT ALREADY OWNED BY PRUDENTIAL

Offer has become unconditional

On 19 December 2005, Lexicon Partners made a recommended Offer on behalf of
Prudential to acquire the shares of Egg not already owned by the Prudential
Group.  Prudential announces today that, the admission of New Prudential Shares
to listing on the Official List of the UK Listing Authority and to trading on
the London Stock Exchange's market for listed securities having become
effective, the only condition of the Offer has been satisfied.  Accordingly, the
Offer has become unconditional and will remain open for acceptances until 20
January 2006, being the First Closing Date of the Offer, and may be extended
subsequently at the discretion of Prudential.

Terms used in this announcement shall have the same meaning as those used in the
Offer Document.

ENQUIRIES

For further information, contact:
Egg Shareholder Helpline                                      Tel: [phone]
                                       (or [phone] from outside the UK)


Lexicon Partners                                              Tel: [phone]
Andrew Sibbald
Ollie Clayton
Lucy Garrett


UBS Investment Bank                                           Tel: [phone]
Phil Shelley
George Close-Brooks



This announcement does not constitute an offer or an invitation to purchase any
securities.

Lexicon Partners, which is authorised and regulated in the United Kingdom by the
Financial Services Authority, is acting for Prudential only in connection with
the Offer and no-one else and will not regard any other person as its client or
be responsible to any person other than Prudential for providing the protections
afforded to clients of Lexicon Partners nor for providing advice in relation to
the Offer.

UBS is acting for Prudential only in connection with the Offer and no-one else
and will not regard any other person as its client or be responsible to any
person other than Prudential for providing the protections afforded to clients
of UBS nor for providing advice in relation to the Offer.

This announcement does not constitute, or form part of, any offer for, or any
solicitation of any offer for, securities in any jurisdiction.  Any acceptance
or other response to the Offer should be made only on the basis of information
contained in or referred to in the Offer Document and the Information
Memorandum.

The release, publication or distribution of this announcement in certain
jurisdictions may be restricted by law and therefore persons in such
jurisdictions into which this announcement is released, published or distributed
should inform themselves about and observe such restrictions.  In particular,
this announcement should not be distributed, forwarded to or transmitted in or
into the United States of America, Canada, Australia or Japan or any other
jurisdiction if to do so would constitute a violation of the relevant laws in
such jurisdiction.

Unless otherwise determined by Prudential, the Offer is not being made, and will
not be made, directly or indirectly, in or into, or by use of the mails, or by
any means or instrumentality (including, without limitation, by means of
telephone, fax, telex or other forms of electronic communication) of interstate
or foreign commerce of, or by any facility of a national securities exchange of,
the United States of America, Canada, Australia or Japan and is not capable of
acceptance by any such use, means, instrumentality or facility.  Accordingly,
copies of this announcement, the Offer Document, the Information Memorandum, the
Form of Acceptance, the Form of Instruction, the Share Dealing Facility Booklet
and any related documents are not being, and must not be, mailed or otherwise
forwarded, transmitted, distributed or sent in, into or from the United States
of America, Canada, Australia or Japan. Doing so may render invalid any
purported acceptance of the Offer. The availability of the Offer to persons who
are not citizens, nationals or residents of the United Kingdom may be affected
by the laws of their respective jurisdictions. Egg Shareholders who are not
resident in the United Kingdom should inform themselves about and observe any
applicable requirements of their respective jurisdictions.  Further details in
relation to overseas shareholders are contained in the Offer Document and
Information Memorandum which have been posted to Egg Shareholders.

The Offer is not an offer of securities for sale in the United States of America
or in any jurisdiction in which such an offer is unlawful. The New Prudential
Shares to be issued in connection with the Offer have not been, nor will they
be, registered under the Securities Act, as amended, or under the securities
laws of any state of the United States of America and may not be offered or sold
in the United States of America, absent registration or an applicable exemption
from registration. The relevant clearances have not been, and will not be,
obtained from the securities commission or similar authority of any province or
territory of Canada and no prospectus, information memorandum or other documents
relating to the New Prudential Shares has been or will be filed or registration
made under any securities laws of any province or territory of Canada nor has
any prospectus, information memorandum or other documents relating to the New
Prudential Shares been, or will be, lodged with, or registered by, the
Australian Securities Investments Commission or the Japanese Ministry of Finance
and the New Prudential Shares have not been, and nor will they be, registered
under or offered in compliance with applicable securities laws of any state,
province, territory or jurisdiction of Canada, Australia or Japan. Accordingly,
unless an exemption under relevant securities laws is applicable, the New
Prudential Shares may not be offered, sold, resold or delivered, directly or
indirectly, in or into Canada, Australia, Japan or any other jurisdiction where
to do so would constitute a violation of the relevant laws of, or require
registration thereof in, such jurisdiction or to, or for the account or benefit
of, a person located in Canada, Australia or Japan.




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