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SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934

For the month of September, 2002

PRUDENTIAL PUBLIC LIMITED COMPANY

(Translation of registrant's name into English)

LAURENCE POUNTNEY HILL,
LONDON, EC4R OHH, ENGLAND
(Address of principal executive offices)

        Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F /x/        Form 40-F / /

        Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes / /        No /x/

        If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-            

Enclosures:

Notification of Interests of Directors in Prudential plc shares allotted to Prudential QUEST Limited on 10 September 2002.


SIGNATURES

        Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Date: 10 September 2002      
    PRUDENTIAL PUBLIC LIMITED COMPANY

 
 
By:
/s/  JOHN PRICE      
John Price
 Deputy Group Secretary


PRUDENTIAL PLC ANNOUNCEMENT

Schedule 11—Notification of Interests of Directors and Connected Persons

No of Reports in announcement:

1.
Name of director:
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:
3.
Name of registered holder(s) and, if more than one holder, the number of shares held by each of them (if notified):

4.
Please state whether notification relates to a person(s) connected with the director named in 1 above and identify the connected person(s):
5.
Please state the nature of the transaction. For PEP transactions please indicate whether general/single/Company on PEP and if discretionary/non-discretionary:
6.
Number of shares/amount of stock acquired:
7.
Percentage of issued class:
8.
Number of shares/amount of stock disposed:
9.
Percentage of issued class:
10.
Class of security:
11.
Price per share:
12.
Date of transaction:
13.
Date company informed:
14.
Total holding following this transaction:
15.
Total percentage holding of issued class following this notification:

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

16.
Date of grant:
17.
Period during which or date on which exercisable:
18.
Total amount paid (if any) for grant of the option:
19.
Description of shares or debentures involved: class, number:
20.
Exercise price (if fixed at time of grant) or indication that price is to be fixed at time of exercise:
21.
Total number of shares or debentures over which options held following this notification:


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SIGNATURES
PRUDENTIAL PLC ANNOUNCEMENT