PRUDENTIAL FINANCIAL INC — Director's Dealing 2013

Jan 31, 2013

SEC Form 5 — Annual Statement of Changes in Beneficial Ownership

Issuer: PRUDENTIAL FINANCIAL INC (PRU)
CIK: 0001137774
Period of Report: 2012-12-31

Reporting Person: HORNER CONSTANCE J (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-12-17	Common Stock	L	33.4600	$51.4700	Acquired	11720.8200	Direct

Footnotes

F1: Inadvertent purchase not directed by the reporting person of 33.46 shares at $51.47 per share through an automatic broker-administered dividend reinvestment plan. On 8/29/2012 the reporting person had a sale of 33.46 shares at $54.28 per share for the purpose of paying taxes on a mandatory plan distribution of shares. These purchase and sale transactions resulted in a short swing profit of $94.02, which has been disgorged in full by the reporting person to the issuer. The dividend reinvestment feature of the reporting person's brokerage account has since been removed.