For the six-month period ended: July 31, 2000
File number: 811-08571
Prudential Mid-Cap Value Fund
SUB-ITEM 77M
Mergers
SUPPLEMENT DATED MARCH 10, 2000
PROSPECTUS DATED APRIL 28, 1999
The following supplements the information contained in the
Prospectus on page 20 under "How to Buy, Sell and Exchange Shares of
the Fund - How to Buy Shares":
Effective immediately, shares of the Fund may no longer be
purchased by any existing shareholder accounts. On March 1, 2000, the Board
of Trustees decided it was in the shareholders' best interests to liquidate the
Fund as soon as practicable and no later than July 31, 2000. The Fund
previously had suspended the sale of shares to new accounts on November 29,
1999 because the Fund's Board of Trustees was considering whether to
liquidate the Fund or merge it into another Prudential mutual fund. The current
exchange privilege of obtaining shares of other Prudential mutual funds and
the current redemption rights remain in effect. At January 31, 2000, the Fund's
assets were approximately $44.5 million and the General Account of The
Prudential Insurance Company of America owned about 85% of the shares
outstanding.
The following information supplements page 3 of the Prospectus -
"Fees and Expenses":
The Fund's Manager has agreed to waive its management fees
effective March 1, 2000. The Distributor has also agreed to waive its
distribution and service (12b-1) fees.
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