SecProbe.io

June 2, 2011
 Richard J. Carbone Executive Vice President and
Chief Financial Officer
Prudential Financial, Inc.
751 Broad Street
Newark, New Jersey 07102
Re: Prudential Financial, Inc.
 Form 10-K for the Fiscal Year Ended December 31, 2010
Filed February 25, 2011 File No. 001-16707

Dear Mr. Carbone:
 We have reviewed your April 27, 2011 respons e to our April 13, 2011 letter and have the
following comment.  In our comment, we ask you to provide us with information so we may
better understand your disclosure.
 Please respond to this letter within te n business days by providing the requested
information or by advising us when you will provide the requested response.  If you do not believe the comment applies to your facts a nd circumstances, please tell us why in your
response.  Please furnish us a letter on EDGAR under the form type label CORRESP that keys
your response to our comment.
 After reviewing the information provided, we may have additional comments and/or
request that you amend your filing.               Item 8.  Financial Statements and Supplementary Data

Notes to Consolidated Financial Statements
 2.  Significant Accounting Policies And Pronouncements

Investments and Investment-Rel ated Liabilities, page 268
 1. Refer to your response to comment one.  Please provide us an analysis supporting your belief
that a limited partnershi p interest is not an equity secu rity as defined in ASC 320-10-20.
Also, provide us support for your observation that there is “diver sity in practice on this topic
amongst other insurance companies th at are public registrants.”

Richard J. Carbone
Prudential Financial, Inc.
 June 2, 2011  Page 2

Please contact James Peklenk, Staff Accountant,  at (202) 551-3661 or Mary Mast, Senior
Accountant, at (202) 551-3613 if you have any questions regarding the comment.  In this regard,
do not hesitate to contact me, at (202) 551-3679.
Sincerely,    Jim B. Rosenberg Senior Assistant Chief Accountant