The following table sets forth information regarding the beneficial ownership of our Common Stock as of March 7, 2002 by:

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each Director and each named executive officer; and

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all Directors and executive officers of Prudential Financial as a group.

Name of Beneficial Owner		Amount and Nature¹ of Common Stock Beneficial Ownership		Percent of Class
Franklin E. Agnew		1,012		*
Frederic K. Becker		5,012		*
Gilbert F. Casellas		500		*
James G. Cullen		2,033		*
Carolyne K. Davis		264		*
Allan D. Gilmour		1,013		*
William H. Gray III		1,013		*
Jon F. Hanson		10,013		*
Glen H. Hiner		1,012		*
Constance J. Horner		1,000		*
Gaynor N. Kelley		1,013		*
Burton G. Malkiel		514		*
Arthur F. Ryan		30,194		*
Ida F.S. Schmertz		1,011		*
Charles R. Sitter		500		*
Donald L. Staheli		1,000		*
Richard M. Thomson		10,000		*
James A. Unruh		2,761		*
P. Roy Vagelos		3,416		*
Stanley C. Van Ness		50		*
Paul A. Volcker		18		*
John R. Strangfeld, Jr.		21,486		*
Vivian L. Banta		3,049		*
Mark B. Grier		15,770		*
Kiyofumi Sakaguchi2		20,320		*
Rodger A. Lawson		1,594		*
All directors and executive officers as a group (31 persons)		152,196		*

*Less than 1% of the shares of Common Stock outstanding, as of March 7, 2002.
(1)  All shares noted in the table above are owned beneficially by the Director or executive officer or by his or her spouse, a corporation controlled by him or her or an insurance trust.
(2)  Deceased January 11, 2002.

The following table shows all entities that were the beneficial owners of more than five percent of any class of Prudential Financial's voting securities.

Title of Class		Name and Address of Beneficial Owner		Amount and Nature of Beneficial Ownership		Percent of Class
Class B Stock		National Union Fire Insurance Company of Pittsburgh, PA¹ c/o AIG Global Investment Corp. 175 Water Street, 26th Floor New York, NY 10038		885,714		44.3%
Class B Stock		Lexington Insurance Company¹ c/o AIG Global Investment Corp. 175 Water Street, 26th Floor New York, NY 10038		914,286		45.7%
Class B Stock		Pacific LifeCorp 700 Newport Center Drive Newport Beach, CA 92660		200,000		10.0%

To our knowledge, no person or entity is the beneficial owner of more than five percent of our Common Stock or more than five percent of the voting power of the combined Common Stock and Class B Stock.

(1) National Union Fire Insurance Company of Pittsburgh, PA, and Lexington Insurance Company are subsidiaries of American International Group, Inc. ("AIG"), resulting in AIG's beneficially owning 90% of the Class B Stock.

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