Attached files
file | filename |
---|---|
8-K - FORM 8-K - PRUDENTIAL FINANCIAL INC | d927875d8k.htm |
EX-1.1 - EX-1.1 - PRUDENTIAL FINANCIAL INC | d927875dex11.htm |
EX-5.1 - EX-5.1 - PRUDENTIAL FINANCIAL INC | d927875dex51.htm |
EX-4.2 - EX-4.2 - PRUDENTIAL FINANCIAL INC | d927875dex42.htm |
Exhibit 8.1
TELEPHONE: 1-212-558-4000 FACSIMILE: 1-212-558-3588
WWW.SULLCROM.COM |
125 Broad Street New York, NY 10004-2498
LOS ANGELES PALO ALTO WASHINGTON, D.C.
FRANKFURT LONDON PARIS
BEIJING HONG KONG TOKYO
MELBOURNE SYDNEY |
May 18, 2015 |
Prudential Financial, Inc.,
751 Broad Street,
Newark, New Jersey 07102
Ladies and Gentlemen:
We have acted as counsel to Prudential Financial, Inc., a New Jersey corporation (Prudential), in connection with the issuance and sale of $1,000,000,000 aggregate principal amount of Prudentials 5.375% Fixed-to-Floating Rate Junior Subordinated Notes due 2045 (the Notes), as described in the prospectus supplement, dated May 13, 2015 (the Prospectus Supplement), to the prospectus included in the Registration Statement on Form S-3 (File No. 333-202465) under the Securities Act of 1933 as amended (the Act), dated March 3, 2015.
We hereby confirm to you our opinion as set forth under the heading Material United States Federal Income Tax Considerations in the Prospectus Supplement, subject to the limitations set forth therein.
We hereby consent to the filing of this opinion as an exhibit to Prudentials Current Report on Form 8-K to be filed in connection with the issuance and sale of the Notes, and to the reference to us under the heading Material United States Federal Income Tax Considerations in the Prospectus Supplement. In giving such consent, we do not thereby admit that we are in the category of persons whose consent is required under Section 7 of the Act.
Very truly yours, |
/s/ SULLIVAN & CROMWELL LLP |