POTENTIAL REATTRIBUTION

Aviva PLC
21 November 2006



News Release


21 November 2006


          AVIVA UPDATE ON POTENTIAL REATTRIBUTION OF INHERITED ESTATE

                  Clare Spottiswoode appointed as Policyholder
                 Advocate following nomination in February 2006


As previously announced, Aviva plc ('Aviva') continues to pursue the possibility
of a reattribution of the inherited estate of two of its with-profit funds: CGNU
Life and Commercial Union Life Assurance Company (CULAC).


In February 2006 Aviva announced the nomination of Clare Spottiswoode as
Policyholder Advocate, a consumer led role created to represent policyholders,
under new Financial Services Authority (FSA) rules governing reattribution.


Aviva has now agreed terms of reference with the nominated Policyholder
Advocate, Clare Spottiswoode, who has today agreed to accept the role of
independent Policyholder Advocate. This appointment has been approved by the
Financial Services Authority.


At this stage, no decision has been taken to proceed with a reattribution, which
will only take place if there is agreement on a fair outcome for policyholders
and shareholders. This will include agreement by the independent Policyholder
Advocate and Aviva on any incentive payments to eligible with-profits
policyholders.


Aviva is confident that Clare Spottiswoode's experience as both a regulator and
as a company director makes her ideally qualified to independently represent
Norwich Union's with-profits policyholders' interests and negotiate on their
behalf the policyholder benefits of a reattribution.

                                      more

AVIVA UPDATE ON POTENTIAL REATTRIBUTION OF INHERITED ESTATE PAGE 2 OF 4


During her nomination period Clare Spottiswoode has:

  • Established an independent office

  • Set up a technical team including actuarial and legal support

  • Familiarised herself with a reattribution scheme under FSA rules

  • Prepared plans for extensive consultation with policyholders

  • Agreed her terms of reference for any reattribution with Aviva, in
    consultation with the FSA


Norwich Union will shortly be writing to customers in its CGNU Life and CULAC
with-profit funds, who may be eligible, to notify them of a possible
reattribution and a proposed fund transfer. The proposed fund transfer would
involve moving Norwich Union's with-profits policies into a single Norwich Union
Life company, which would simplify the administration of these funds. This
communication to customers will also contain a letter from Clare Spottiswoode
outlining her role in the possible reattribution and details of where
policyholders can get further information.


The Policyholder Advocate will immediately begin a formal consultation process
with policyholders. The main part of the consultation will run until the end of
February 2007 and will include a number of roadshows across the UK together with
online and telephone research. Policyholders will receive further details on the
consultation process and how they can take part in the letter from Clare
Spottiswoode. Following consultation the independent Policyholder Advocate will
commence negotiations with Aviva on the structure of any offer that may be made
in relation to the reattribution. Following these negotiations the Policyholder
Advocate will produce a report and send a summary of the report to eligible
with-profits policyholders.


In addition to the appointment of the Policyholder Advocate, Aviva has appointed
an Independent Expert, Nick Dumbreck, a consulting actuary at Watson Wyatt
Limited, to report independently to the Court on the potential reattribution and
fund transfer.


Policyholders are reminded that they are not required to take any action at this
point in time.


Mark Hodges, chief executive of Norwich Union Life, said: 'We've held detailed
discussions about the potential reattribution with Clare Spottiswoode and the
FSA and have now formalised her terms of reference. As a result we have asked
Clare to be the independent Policyholder Advocate to represent our
policyholders. We will only proceed with a reattribution if it is clear that any
negotiated outcome is fair to our policyholders and shareholders. It is
important to stress that customers will be completely free to choose whether or
not to participate in any offer.'

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AVIVA UPDATE ON POTENTIAL REATTRIBUTION OF INHERITED ESTATE PAGE 3 OF 4



Clare Spottiswoode said: 'My job is to negotiate with Norwich Union the size of
payment to eligible policyholders in return for giving up their rights to any
possible future distributions from the inherited estates. As part of the process
I shall be consulting widely with policyholders and others.



'In the months ahead there will be intense negotiation with Norwich Union to try
to reach an outcome that I can recommend to policyholders. I have a strong team
of advisers to help and look forward to reporting to policyholders later in
2007.'

                                      Ends


Press office contacts:

James Evans                 Norwich Union               07800 699525

Louise Soulsby              Norwich Union               01904 452617

Louise Zucchi               Norwich Union               07800 699664

Sue Winston                 Aviva                       020 7662 8221

Vanessa Booth               Aviva                       020 7662 2482


Financial Dynamics

Charles Gorman          07795 977967


Analysts & Investors

Charles Barrows         020 7662 8115

Jessie Burrows          020 7662 2111


Office of the Policyholder Advocate

Sheree Dodd             020 7662 2618


NOTES TO EDITORS

Outline timetable for potential reattribution scheme

•          November 2006 - Independent Policyholder Advocate appointed

•          December 2006 - Mailings to potentially eligible policyholders.

•          Up to the end of February 2007 - Policyholder Advocate consultation
           period with policyholders

•          Spring 2007 - Policyholder Advocate negotiations commence with Aviva

•          Autumn 2007- Eligible policyholders informed of any offer and invited
           to take part

•          Winter 2007 -  High Court scheme hearings

•          Early 2008 onwards - Payments made to eligible policyholders who
           choose to accept the reattribution offer. Fund transfer takes place.

The above timeline is approximate.


AVIVA UPDATE ON POTENTIAL REATTRIBUTION OF INHERITED ESTATE PAGE 4 OF 4


In the event that Aviva decides to go ahead with a reattribution scheme, the
initial qualifying date for eligibility will be 21 November 2006.


The proposed fund transfer will involve the with-profits policies of Norwich
Union being moved into one company within Norwich Union Life. There will be no
change to key policy conditions, or premiums as a result of the transfer.

An inherited estate is money that has built up in a with-profit fund over many
years, which is above the amount that is expected to be needed to meet current
and future policyholder commitments and other obligations such as tax and
expenses.

The inherited estate is retained to provide security for policyholders against
unexpected adverse conditions, such as substantial falls in stock market values,
to provide investment flexibility and to provide the finance that is needed to
support the continued writing of new business in the fund.

A reattribution is a transaction that enables a life company to reorganise a
part of its capital - the inherited estate - to benefit both policyholders and
shareholders. Under the transaction, shareholders offer policyholders a payment
for giving up their entitlement to any possible future distributions from the
inherited estate.

Under a reattribution, the inherited estate, subject to rigorous financial
controls, remains within the life company to support the capital of the
with-profit fund as the policyholder incentive payment is made by the life
company's shareholders.

Aviva is one of the leading providers of life and pensions in Europe with
substantial positions in other markets around the world, making it the world's
fifth largest insurance group based on gross worldwide premiums at 31 December
2005.

Aviva's principal business activities are long-term savings, fund management and
general insurance, with worldwide total sales of £36 billion and assets under
management of £322 billion at 31 December 2005. Norwich Union is the UK trading
brand of Aviva.


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