PRUDENTIAL FINANCIAL INC — Director's Dealing 2011

Dec 20, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PRUDENTIAL FINANCIAL INC (PRU)
CIK: 0001137774
Period of Report: 2011-12-16

Reporting Person: STRANGFELD JOHN R JR (Director, Chief Executive Officer, Chairman of the Board)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-12-16	Deferred Compensation Shares	$0.0000	A	1040.0000	Acquired		Common Stock (1040.0000)	Direct

Footnotes

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

F2: Deferred Compensation Shares are deemed immediately exercisable and are payable in cash at a date selected by the participant.