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Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited and the Singapore Exchange Securities Trading Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss however arising from or in reliance upon the whole or any part of the contents of this announcement.

(Incorporated and registered in England and Wales under the number 01397169)

(Stock code: 2378)


OVERSEAS REGULATORY ANNOUNCEMENT


U.S.$700,000,000 5.250% TIER 1 PERPETUAL NOTES (ISIN: XS0873630742)


(the 'Notes' and the holders thereof, the 'Noteholders')


Further to the announcements of Prudential plc (the 'Issuer') dated 9 September 2015 and 1 October 2015 (RNS Numbers 5748Y and 8256A), the Issuer confirms that the variations to the Terms and Conditions of the Notes as described therein have become effective as of the date of this announcement.


Copies of the Terms and Conditions of the Notes, as so varied, are available during normal business hours from the registered office of the Issuer and the specified office of the Issue and Paying Agent for the time being in London.


Capitalised terms and expressions used herein but not otherwise defined shall have the same meanings given to them in the Terms and Conditions of the Notes.


Prudential plc is not affiliated in any manner with Prudential Financial, Inc. a company whose principal place of business is in the United States of America.


Enquiries to:


Media:

Investors/Analysts:

Jonathan Oliver

+44 (0)20 7548 3719

Raghu Hariharan

+44 (0)20 7548 2871

Tom Willetts

+44 (0)20 7548 2776

Richard Gradidge

+44 (0)20 7548 3860


DISCLAIMER


This announcement is not intended to and does not constitute or form part of any offer to sell or invitation to purchase, otherwise acquire, subscribe for, sell or otherwise dispose of, any securities in any jurisdiction, nor shall it (or the fact of its distribution) form the basis of, or be relied on in connection with, any contract therefore or be considered a recommendation that any investor should subscribe for or purchase or invest in any securities.


The securities described in this announcement have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended, or under any relevant securities laws of any state of the United States of America and may not be offered, sold or delivered in the United States of America or to, or for the account of or benefit of, U.S. Persons, subject to certain limited exemptions.

3 November 2015, London


As at the date of this announcement, the Board of Directors of Prudential plc comprises:


Chairman

Paul Victor Falzon Sant Manduca


Executive Directors

Michael Andrew Wells (Group Chief Executive), Nicolaos Andreas Nicandrou ACA, Penelope Jane James ACA,

Jacqueline Hunt, Michael George Alexander McLintock, Barry Lee Stowe and Tony Paul Wilkey


Non-executive Director

David John Alexander Law ACA


Independent Non-executive Directors

Sir Howard John Davies, Ann Frances Godbehere FCPA FCGA, Alexander Dewar Kerr Johnston CMG FCA, Kaikhushru Shiavax Nargolwala FCA, Anthony John Liddell Nightingale CMG SBS JP,

The Hon. Philip John Remnant CBE ACA, Alice Davey Schroeder and Lord Jonathan Adair Turner


* For identification purposes

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