PRUDENTIAL FINANCIAL INC — Director's Dealing 2011

Jan 4, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PRUDENTIAL FINANCIAL INC (PRU)
CIK: 0001137774
Period of Report: 2011-01-01

Reporting Person: Baltimore Thomas J Jr (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-01-01	Notional Shares - Mandatory	$0.0000	A	468.0000	Acquired		Common Stock (468.0000)	Direct
2011-01-01	Notional Shares - Optional	$0.0000	A	281.0000	Acquired		Common Stock (281.0000)	Direct

Footnotes

F1: Notional Shares convert to common stock on a 1 to 1 basis.

F2: Notional shares are payable in common stock on a date following termination of service on the Board of Directors.

F3: Notional shares are deemed immediately exercisable and are payable in cash and/or common stock on a date following termination of service on the Board of Directors.