FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person *   SCHMIDT TIMOTHY L 2. Date of Event Requiring Statement (Month/Day/Year) 12/01/2018 3. Issuer Name and Ticker or Trading Symbol PRUDENTIAL FINANCIAL INC [PRU] (Last) (First) (Middle) 751 BROAD STREET, 4TH FLOOR, ATTN. CORPORATE COMPLIANCE 4. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Senior Vice President 5. If Amendment, Date Original Filed(Month/Day/Year) (Street) NEWARK, NJ 07102 6. Individual or Joint/Group Filing(Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Beneficially Owned

1.Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5) Common Stock 11,603 D   Common Stock 213 I By 401(k)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
2011 Employee Stock Option (Right to Buy)	  (1)	02/08/2021	Common Stock	5,334	$ 64.01	D	Â
2012 Employee Stock Option (Right to Buy)	  (2)	02/14/2022	Common Stock	6,579	$ 59.41	D	Â
2013 Employee Stock Option (Right to Buy)	  (3)	02/12/2023	Common Stock	10,902	$ 57	D	Â
2016 Restricted Stock Units	  (4)	  (4)	Common Stock	8,658	$ 0	D	Â
2017 Performance Shares	  (5)	  (5)	Common Stock	1,518	$ 0	D	Â
2017 Restricted Stock Units	  (6)	  (6)	Common Stock	6,070	$ 0	D	Â
2018 Performance Shares	  (7)	  (7)	Common Stock	1,313	$ 0	D	Â
2018 Restricted Stock Units	  (8)	  (8)	Common Stock	5,251	$ 0	D	Â
8/15/2012 Employee Stock Option (Right to Buy)	  (9)	08/15/2022	Common Stock	3,811	$ 54	D	Â

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
SCHMIDT TIMOTHY L 751 BROAD STREET, 4TH FLOOR ATTN. CORPORATE COMPLIANCE NEWARK, NJ 07102	Â	Â	  Senior Vice President	Â

Signatures

/s/Andrew Hughes, attorney-in-fact		12/10/2018
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 5(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	The options vest in three equal annual installments beginning on February 8, 2012.
(2)	The options vest in three equal annual installments beginning on February 14, 2013.
(3)	The options vest in three equal annual installments beginning on February 12, 2014.
(4)	The Restricted Stock Units will vest on February 9, 2019.
(5)	Represents the target number of shares to be received relative to the Company's average ROE goals and relative to the ROE achievement of certain life insurance peer companies for the 2017 through 2019 performance period. The actual number of shares to be received will be determined by the Compensation Committee in February 2020.
(6)	The Restricted Stock Units will vest on February 14, 2020.
(7)	Represents the target number of shares to be received relative to the Company's average ROE goals and relative to the ROE achievement of certain life insurance peer companies for the 2018 through 2020 performance period. The actual number of shares to be received will be determined by the Compensation Committee in February 2021.
(8)	The Restricted Stock Units will vest on February 13, 2021.
(9)	The options vest in three equal annual installments beginning on August 15, 2013.

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