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Exhibit 1(b)
ARTICLES SUPPLEMENTARY
of
PRUDENTIAL NATIONAL MUNICIPALS FUND, INC.
Prudential National Municipals Fund, Inc., a Maryland corporation having
its principal office in Baltimore, Maryland (hereinafter called the
"Corporation"), hereby certifies to the State Department of Assessments and
Taxation of Maryland that:
FIRST: In accordance with Article IV, Section 2 of the Charter of the
Corporation and the Maryland General Corporation Law, the Board of Directors has
reclassified the unissued shares of its Class C Common Stock (par value $.01 per
share) by changing certain terms and conditions as follows:
Effective November 2, 1998, all newly-issued Class C Shares of Common
Stock shall be subject to a front-end sales charge, a contingent deferred
sales charge, and a Rule 12b-1 distribution fee as determined by the Board of
Directors from time to time in accordance with the Investment Company Act of
1940, as amended, and as disclosed in the current prospectus for such shares.
IN WITNESS WHEREOF, Prudential National Municipals Fund, Inc. has caused
these presents to be signed in its name and on its behalf by its President and
witnessed by its Secretary on October 21, 1998.
WITNESS: PRUDENTIAL NATIONAL
MUNICIPALS FUND, INC.
/s/ S. Jane Rose, Secretary By: /s/ Richard A. Redeker, President
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S. Jane Rose, Secretary Richard A. Redeker, President
THE UNDERSIGNED, President of Prudential National Municipals Fund, Inc.,
who executed on behalf of the Corporation Articles Supplementary of which this
Certificate is made a part, hereby acknowledges in the name and on behalf of
said Corporation the foregoing Articles Supplementary to be in the corporate act
of said Corporation and hereby certifies that the matters and facts set forth
herein with respect to the authorization and approval thereof are true in all
material respects under the penalties of perjury.
/s/ Richard A. Redeker, President
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Richard A. Redeker, President
