PRUDENTIAL FINANCIAL INC — Director's Dealing 2013

May 16, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PRUDENTIAL FINANCIAL INC (PRU)
CIK: 0001137774
Period of Report: 2013-05-14

Reporting Person: UNRUH JAMES A (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-05-14	2013 Restricted Stock Units	$0.0000	A	1801.0000	Acquired		Common Stock (1801.0000)	Direct

Footnotes

F1: Each restricted stock unit represents a contingent right to receive one share of PRU common stock.

F2: The restricted stock units vest the earlier of the annual meeting or in one year on May 14, 2014.