For the fiscal year ended 9/30/00.
File number 811-3084
Prudential Small Company Fund, Inc.
SUB-ITEM 77D
Policies With Respect to Security Investment
Supplement Dated May, 2000
Prospectus Dated November 29, 1999
The name of the Fund is changing from
Prudential Small Company Value Fund, Inc. to
"Prudential Small Company Fund, Inc." effective
May 30, 2000.
The following supplements the information
contained in the Prospectus on page 1 under
"Risk/Return Summary - Investment Objective and
Principal Strategies" and on page 7 under "How the
Fund Invests - Investment Objective and Policies":
We invest in a combination of growth and
value stocks. The portfolio manager chooses a
blend of both value and growth stocks with a
primary focus on finding stocks with above average
growth prospects which can be purchased at below
average earnings multiples or discounts to their
intrinsic value. This approach is often referred
to as GARP, or "growth at a reasonable price".
We currently consider small companies to be
those with a market capitalization less than the
largest market capitalization found in the
Standard & Poor's 600 SmallCap Index. The
portfolio is well-diversified and typically
includes stocks representing all of the sectors in
the Index.
T: \george\N-SAR\SCF\11-00\77D
