U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 24F-2
Annual Notice of Securities Sold
Pursuant to Rule 24f-2
Read instructions at end of Form before preparing Form.
Please print or type.
1. Name and address of issuer: Prudential
High Yield Total Return Fund, Inc.,
100 Mulberry Street, Gateway Center
Three, Newark, New Jersey 07102-4077.
2. Name of each series or class of funds for which this Form is
filed (If the Form is being filed for all series and classes of
securities of the issuer, check the box but do not list series or
classes):
[X]
3. Investment Company Act File Number:
811-08101.
Securities Act File Number: 333-23593.
4(a).Last day of fiscal year for which this
Form is filed: March 31, 2000.
(b).[ ] Check box if this Form is being
filed late(i.e., more
than 90 calendar days after the end of
the issuer's fiscal year). (See
Instruction A.2)
Note: If the Form is being filed late,
interest must be paid on the registration
fee due.
4(c).[ ] Check box if this is the last time
the issuer will be filing this Form
5. Calculation of registration fee:
(i) Aggregate sale price of securities
sold during the fiscal year
pursuant
to section 24(f): $43,425,785
(ii) Aggregate price of securities
redeemed
or repurchased during the fiscal
year:
$66,250,257
(iii) Aggregate price of securities
redeemed
or repurchased during any prior
fiscal
year ending no earlier than
October 11,
1995 that were not previously used
to
reduce registration fees payable
to the
Commission: $ 0
(iv)Total available redemption credits
[add Items 5(ii) and 5(iii). $66,250,257
(v)Net sales - If Item 5(i) is greater
than Item 5(iv) [subtract Item
5(iv)
from Item 5(i)]:. $ 0
(vi) Redemption credits available for use
in future years
-if Item 5(i) is less than Item
5(iv)
[subtract Item 5(i) from Item
(5(iv)]: $22,824,472
(vii) Multiplier for determining registration
fee (See instruction C.9): x .000264
(viii) Registration fee due [multiply Item 5(v)
by item 5(vii)] enter "0" if no fee
is
due. =$ 0
6. Prepaid Shares
If the response to item 5(i) was
determined by deducting an amount of
securities that were registered under the Securities Act of
1933 pursuant to rule 24e-2 as in effect before October 11,
1997 then report the amount of securities (number of shares
or other units) deducted here: . If there is a
number of shares or other units that were registered
pursuant to rule 24e-2 remaining unsold at the end
of the fiscal year for which this form is filed that
are available for use by the issuer in future fiscal
years, then state that number here: .
7. Interest due - if this Form is being
filed
more than 90 days after the end of the
of
the issuer's fiscal year (See
Instruction D):+$ 0
8. Total amount of the registration fee
due
plus any interest due [line
5(viii)plus
line 7]:
=$ 0
9. Date the registration fee and any interest
payment was
sent to the Commission's lockbox
depository:
Method of Delivery:
[ ] Wire Transfer
[ ] Mail or other means
SIGNATURES
This report has been signed below by the
following persons on behalf of the
issuer and in the capacities and on the dates
indicated.
By (Signature and Title /s/ Deborah A. Docs
Secretary
Date June 13, 2000
