PRUDENTIAL NATIONAL MUNICIPALS FUND INC
N-14AE, EX-99.17(I), 2000-09-28
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                              PRUDENTIAL MUNICIPAL
                                  SERIES FUND
- ------------------------------------------------------------------------------
                  (Massachusetts Series, North Carolina Series
                                and Ohio Series)

                        Supplement Dated August 24, 2000
                       Prospectus Dated December 23, 1999

   The Board of Trustees of Prudential Municipal Series Fund (the Fund) has
recently approved a proposal to exchange the assets and liabilities of
Massachusetts Series, North Carolina Series and Ohio Series (each individually,
a Series, and collectively, the Series) of the Fund for shares of Prudential
National Municipals Fund, Inc. (National Municipals Fund). Class A, B and C
shares of the Series would be exchanged at net asset value for Class A shares of
equivalent value of National Municipals Fund. Class Z shares of Massachusetts
Series would be exchanged at net asset value for Class Z shares of equivalent
value of National Municipals Fund.

   The transfer has been approved by the Trustees of the Fund and by the Board
of Directors of National Municipals Fund and is subject to approval by the
shareholders of the Series. The shareholders' meeting with respect to each
Series is scheduled to occur in December 2000. It is anticipated that a proxy
statement/prospectus relating to the transactions will be mailed to each
Series' shareholders in late October 2000.

   Under the terms of the proposal, shareholders of each Series would become
shareholders of National Municipals Fund. No sales charges would be imposed on
the proposed transfer. The Fund anticipates obtaining an opinion of its counsel
or a ruling from the Internal Revenue Service that the transaction will not
result in gain or loss to shareholders of any Series for federal income tax
purposes.

   Effective immediately, the Fund will no longer accept orders to purchase or
exchange into its shares of any class of any Series, except for (1) certain
Retirement and Employee Plans (excluding IRA accounts) that are currently
shareholders, and successor or


MF2000C5

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related programs and plans, (2) investors who have executed a Letter of Intent
prior to August 24, 2000, (3) shareholders who have elected to reinvest
dividends and/or distributions and (4) current shareholders participating in
automatic investment plans. The current exchange privilege of obtaining shares
of other Prudential Mutual Funds and the current redemption rights will remain
in effect until the transaction is consummated.

   The investment objective of National Municipals Fund is to seek a high level
of current income that is exempt from federal income taxes.



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