PRUDENTIAL UTILITY FUND
N-30D, 1994-03-11
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<PAGE>
                           ----------------------------------------------------
                           Dear Shareholder:
                                        LETTER
                                TO SHAREHOLDERS
                          --------------------------------------------
                                                               FEBRUARY 10, 1994

                               Once  again in 1993,  utility stocks outperformed
                           the broad  stock market;  Standard &  Poor's  Utility
                           Index* rose 14.5%, while the S&P 500 rose 10.1%. This
                           performance   may  be  attributed  to  the  continued
                           decline in interest rates and the tentative  economic
                           recovery  in  the U.S.,  events that  favor defensive
                           stocks.

                               In this  environment, Prudential's  Utility  Fund
                           performed well in 1993; Class A shares ranked #10 and
                           Class  B shares ranked #12 for total return out of 42
                           utility funds monitored by Lipper Analytical Services
                           for the 12  months ended  December 31,  1993. We  are
                           also  pleased that  our Fund  continued its excellent
                           long-term  record:  Over  the  past  10  years  ended
                           December  31, 1993, Class B shares were ranked #1 out
                           of 8 utility funds.**

                          A SHIFT IN THINKING

                               In our  last report,  we did  not expect  utility
                           stocks  to outperform the broad stock market for much
                           longer, based on today's  historically low levels  of
                           inflation  and interest  rates. We may  have spoken a
                           bit too  soon,  but  a  growing  number  of  industry
                           observers  think it is prudent to rethink the outlook
                           for  utilities,  especially  U.S.  electric   company
                           stocks.

                               The  traditional thinking about utilities -- that
                           they show slow-but-steady  earnings and pay  regular,
                           often  rising,  dividends --  gave  way last  fall as
                           Standard & Poor's  put 40 electric  companies on  its
                           "Credit  Watch" list. S&P cited increased competition
                           as the cause for its concern.

                          INVESTING AGAINST CONVENTIONAL WISDOM

                               Until recently,  most investors  were content  to
                           follow   conventional   wisdom   when   investing  in
                           electrics. For example, one tenet of this  mainstream
                           approach  was to look  for electric companies earning
                           high rates of return,  since rising profits  normally
                           make  for rising dividends. Since the mid-1980s, most
                           public utility commissions in  the U.S. have  reduced
                           the  rate of return they  allow electric companies to
                           earn, from  15% to  just under  12% last  year.  This
                           trend  coincides  with a  steady decline  in interest
                           rates. As  rates  have fallen,  so  has the  cost  of
                           financing their operations; regulators want consumers
                           to benefit from electric companies' cost savings.

                              *The  S&P Utility Index  is an unmanaged composite
                         of 47 utility stocks, primarily traded on the NYSE  and
                         included  in the  S&P 500.  Currently, the  S&P Utility
                         Index is  comprised  of  more  telephone  and  electric
                         stocks and fewer natural gas stocks than the Fund.

                             **Source:  Lipper  Analytical  Services,  Inc.  The
                         Lipper  rankings  do  not   take  sales  charges   into
                         consideration,  which could affect  the Fund's ranking.
                         Class B shares ranked #10  for the 5-year period of  17
                         funds. Class A shares have been available for less than
                         5  years and  therefore a more  complete Lipper ranking
                         does not yet exist. As always, past performance is  not
                         indicative  of  future  results.  Class  A  shares  are
                         subject to a maximum 5.25% front-end sales load;  Class
                         B  shares are subject  to a 5%,  4%, 3%, 2%,  1% and 1%
                         contingent deferred  sales  charge for  the  first  six
                         years.  Both  Class  A  and  B  shares  share  a common
                         portfolio.

                                     --3--
<PAGE>
                         AS INTEREST RATES HAVE FALLEN STEADILY SINCE THE 1980S,
                         PRICES OF ELECTRIC
                         COMPANY STOCKS HAVE RALLIED.

                         FALLING INTEREST RATES ...

                              30-YEAR U.S. TREASURY BOND QUARTER-END YIELDS
                                                1984-1993

                                                [GRAPHIC]

                         ... HAVE CREATED STEADY PRICE INCREASES FOR ELECTRIC
                         COMPANY STOCKS.

                            UTY (UTILITY) INDEX* QUARTER-END VALUES 1984-1993

                                                [GRAPHIC]

                         *The UTY is an unmanaged  futures index of 20  electric
                          companies that is traded on the Philadelphia Exchange.

                                  Past performance  is  no  guarantee  of future
                          results. These  charts are  for illustrative  purposes
                          only  and  do  not represent  the  performance  of any
                          specific security in the Fund's portfolio.

                                     --4--
<PAGE>
SHOPPING FOR SPECIAL SITUATIONS

    Since 1989, we have looked for electric companies
with returns  on  equity  that are  BELOW  the  level
permitted  by regulators.  We believe  companies that
generate earnings and dividend growth WITHOUT  having
to   ask  for  rate   increases  have  a  competitive
advantage. Special situation  electric companies  fit
that  description. They are  recovering from a period
of financial stress, usually  the result of a  failed
attempt   at   diversification   or   nuclear   power
generation.  In  many  cases,  the  stress  caused  a
decrease or an omission in the dividend. But, as most
of these ills have been remedied, dividends have been
reinstated  or  increased,  counter  to  the industry
trend.

    We  have  had  success  with  special   situation
electrics  and continued to  trim our exposure during
the last  year. We  also sold  electric companies  in
general:  by the end of December, only one of our ten
largest  holdings  was   an  electric  company.   The
proceeds  from  the sales  of  these stocks  were put
primarily into natural  gas stocks  because we  think
this utility sector holds a lot of promise.

IN 1994

    We   believe  the  utility  market  is  now  more
segmented  than  ever  before.  Natural  gas  stocks,
foreign  utilities and  some special  electric stocks
may fare  well if  the  global economy  continues  to
expand  and oil  prices begin  to rise.  On the other
hand, domestic electric  companies probably will  not
match  the stellar returns they  produced in the last
decade. We plan to downplay  this sector in favor  of
international  utilities,  natural  gas  pipelines as
well as domestic telecommunications companies.

    As always,  it is  a pleasure  to have  you as  a
shareholder  of  the Prudential  Utility Fund  and to
take the opportunity to report our activities to you.

    Sincerely,
    Lawrence C. McQuade
    President

Warren E. Spitz
Portfolio Manager

                                     --5--
<PAGE>
                   Q&A
- ------------------------------------------------------
           PORTFOLIO
                                                         -----------------------

                                                         FOLLOWING IS AN
                                         INTERVIEW WITH WARREN SPITZ, PORTFOLIO
                                         MANAGER OF THE
                                         PRUDENTIAL UTILITY FUND.

                                                          Q.  WHAT   IS   RETAIL
                                                              WHEELING?

                                                   A.  Last year, Congress
                                                       amended    the   National
                                                       Energy  Policy  Act,  the
                                                                     legislation
                                                       that  regulates  electric
                                                       companies, effectively
                                                       curbing
                                                                            some
                                                       control  these  companies
                                                       have over their
                                                       transmission lines.
                                                                             The
                                                       new  law  says utilities,
                                                       which formerly had
                                                       exclusive control
                                                                            over
                                                       their service territories
                                                       -- power  generation  and
                                                       transmission,
                                                       --   must   now   act  as
                                                       middlemen  when   another
                                                       utility or third

                  ------------------------------------
                  ----------------------------------------
                                                       party    wants   to  move
                                                       electricity  over   their
                                                       lines.    This   is   the
                                                       concept

- ------------------
                                                       WARREN SPITZ
                                                      known as retail  wheeling.
                                                       In   some   states   it's
                                                       possible for large
                                                                       consumers
                                                       (cities, for example)  to
                                                       purchase  power  from  an
                                                       independent
                                                       company.

                                                          Q.  WHAT  IMPACT  WILL
                                                              RETAIL WHEELING
                                                              HAVE ON THE
                                                              ELECTRIC   UTILITY
                                                              INDUSTRY?

                                                   A.  Retail wheeling  probably
                                                       won't have much impact on
                                                       electric
                                                       companies
                                                       right  now,  but  in  the
                                                       future it could shift the
                                                       balance away
                                                                            from
                                                       the seller  in  favor  of
                                                       consumers.  Think  of the
                                                       break-up of
                                                                            AT&T
                                                       more than  a decade  ago.
                                                       Once  upon a time, if you
                                                       wanted to
                                                                            make
                                                       a phone  call, "Ma  Bell"
                                                       was   the  only  game  in
                                                       town.
                                                       Deregulation
                                                       changed all that,
                                                       especially in the
                                                       "transmission"  of  phone
                                                                          calls.
                                                       Today, MCI and Sprint are
                                                       just two of the companies
                                                       you can
                                                                          choose
                                                       for   your  long-distance
                                                       calls.   A   number    of
                                                       regional
                                                       telephone
                                                       operators  have sprung up
                                                       too.  Telephone  industry
                                                       deregulation
                                                       increased competition,
                                                       giving  consumers a wider
                                                       range of
                                                                         choices
                                                       and sometimes lower
                                                       prices   for    essential
                                                       services. Retail
                                                                        wheeling
                                                       is   probably  the  first
                                                       step toward  deregulation
                                                       of the utility industry.

                                                          Q.  WHAT DO STANDARD &
                                                              POOR'S  DOWNGRADES
                                                              MEAN?

                                                   A.  Among   other   criteria,
                                                       Standard & Poor's
                                                       downgrades companies
                                                                            when
                                                       it  thinks their earnings
                                                       will be impaired. In  the
                                                       case of electric
                                                                      companies,
                                                       which have enjoyed
                                                       monopolistic  control  of
                                                       their
                                                       markets,
                                                       competition could  reduce
                                                       profits, forcing
                                                       managements to
                                                                          reduce
                                                       dividends.   Inefficient,
                                                       high-cost  producers  are
                                                       the most
                                                       vulnerable
                                                       to price declines. Still,
                                                       I  don't  think increased
                                                       competition
                                                                              is
                                                       a reason  to abandon  the
                                                       sector  altogether.  But,
                                                       investors who still
                                                                            view
                                                       electric stocks as
                                                       bastions   of   stability
                                                       (or,  a  haven  for ever-
                                                                      increasing
                                                       income) may be
                                                       disappointed. My view  is
                                                       at work in the
                                                                      portfolio;
                                                       pay  closer  attention to
                                                       companies with  a  chance
                                                       of
                                                       maintaining
                                                       or  increasing both their
                                                       earnings  and   dividends
                                                       and pay less
                                                                              to
                                                       current   income,   which
                                                       should be  true  for  all
                                                       utilities.

                                                          Q.  WHAT'S YOUR
                                                              SUGGESTION FOR
                                                              INVESTORS?

                                                   A.  I'll  tell  you  what I'm
                                                       doing in  the  portfolio.
                                                       I've   used  the  profits
                                                                            made
                                                       in electric stocks to buy
                                                       into other utility
                                                       sectors   where   I   see
                                                                      potential.
                                                       Only   one  of   our  ten
                                                       largest  holdings  is  an
                                                       electric
                                                       company
                                                       --  Gulf States Utilities
                                                       (2.1%   of   assets    on
                                                       12/31/93). Four of
                                                                             our
                                                       largest    holdings   are
                                                       natural   gas   companies
                                                       (29.6% of the
                                                       portfolio
                                                       as  of 12/31/93), and two
                                                       of  them   are   non-U.S.
                                                       companies. I'm
                                                                     positioning
                                                       the  Fund more toward gas
                                                       stocks and foreign
                                                       companies.

- ------------------------------------------------

                                                                  --6--
<PAGE>
  PRUDENTIAL UTILITY FUND                               PORTFOLIO OF INVESTMENTS
                                                               DECEMBER 31, 1993

<TABLE>
<CAPTION>
<C>         <S>                                           <C>              <C>      <C>           <C>
                                                                                                   VALUE
                                                                                                   (NOTE
 SHARES                     DESCRIPTION                       VALUE        SHARES   DESCRIPTION      1)
                                                             (NOTE 1)
</TABLE>

<TABLE>
<C>         <S>                                           <C>
            LONG-TERM INVESTMENTS--88.2%
            COMMON STOCKS--84.1%
            COMMUNICATIONS--22.2%
  993,600   Ameritech Corp.............................   $   76,258,800
1,050,000   BCE, Inc...................................       36,618,750
  867,900   Bell Atlantic Corp.........................       51,206,100
  855,200   BellSouth Corp.............................       49,494,700
8,200,000   British Telecommunications PLC (ADR)              57,126,825
             (United Kingdom)..........................
1,322,400   GTE Corp...................................       46,284,000
1,175,000   MTC Electronic Technologies, Ltd...........       10,942,188
2,037,600   NYNEX Corp.................................       81,758,700
1,500,000   Pacific Telesis Group......................       81,000,000
  165,000   Rochester Telephone Corp...................        7,445,625
17,700,000  SIP (Italy)................................       37,163,292
2,719,200   Southern New England Telecommunications           98,231,100
             Corp......................................
3,769,300   Sprint Corp................................      130,983,175
14,147,500  STET (Italy)...............................       36,248,583
1,346,000   Telebras (ADR) (Brazil)....................       45,679,875
2,550,000   Telefonica de Espana (ADR) (Spain).........       99,450,000
1,576,300   Telefonos de Mexico (ADR) (Mexico).........      106,400,250
1,713,700   U.S. West, Inc.............................       78,615,988
                                                          --------------
                                                           1,130,907,951
                                                          --------------
            ELECTRIC POWER--34.7%
  253,028   AES Corp...................................        8,824,352
  243,200   American Electric Power, Inc...............        9,028,800
  400,000   Boston Edison Co...........................       11,900,000
1,000,000   California Energy, Inc.*...................       18,500,000
2,336,500   Centerior Energy Corp......................       30,666,563
  701,800   Central Hudson Gas & Electric Co...........       21,317,175
1,033,400   Central Louisiana Electric Co..............       25,576,650
  744,900   Central Maine Power Co.....................   $   11,173,500
5,200,000   China Light & Power Co., Ltd. (Hong               38,020,055
             Kong).....................................
  910,200   Cincinnati Gas & Electric Co...............       25,030,500
3,700,000   CMS Energy Corp............................       92,962,500
2,804,600   Commonwealth Edison Co.....................       79,229,950
1,960,160   Companhia Energetica de Minas (ADR)               35,121,747
             (Brazil)*.................................
   63,200   Destec Energy, Inc.*.......................          908,500
2,200,600   Detroit Edison Co..........................       66,018,000
1,121,400   DPL, Inc...................................       23,128,875
  763,700   DQE, Inc...................................       26,347,650
  896,300   Eastern Utilities Assoc....................       25,096,400
1,710,200   El Paso Electric Co.*/**...................        4,596,163
1,247,700   Empresa Nacional de Electricidad (ADR)            59,265,750
             (Spain)...................................
  300,000   Enersis (ADR) (Spain)......................        7,050,000
1,562,700   Entergy Corp...............................       56,257,200
  250,000   Evn Energ Versorg (Austria)................       32,089,399
2,937,800   General Public Utilities Corp..............       90,704,575
5,316,200   Gulf States Utilities Co.*.................      106,324,000
6,300,000   Iberdrola (Spain)..........................       45,110,022
3,351,700   Illinois Power Co..........................       74,156,363
  887,600   Kansas City Power & Light Co...............       20,414,800
   89,600   Kenetech Corp.*............................        1,797,600
3,625,000   Long Island Lighting Co....................       88,359,375
6,000,000   National Power PLC                                42,774,276
             (United Kingdom)*.........................
1,864,600   New York State Electric & Gas Corp.........       57,336,450
1,160,000   Niagara Mohawk Power Corp..................       23,490,000
1,018,200   NIPSCO Industries, Inc.....................       33,473,325
2,473,900   Northeast Utilities Co.....................       58,755,125
  770,000   Oester Elektrizita (Austria)...............       46,923,108
</TABLE>

                                              See Notes to Financial Statements.
                                     --7--
<PAGE>
  PRUDENTIAL UTILITY FUND

<TABLE>
<CAPTION>
<C>         <S>                                           <C>              <C>      <C>           <C>
                                                                                                   VALUE
                                                                                                   (NOTE
 SHARES                     DESCRIPTION                       VALUE        SHARES   DESCRIPTION      1)
                                                             (NOTE 1)
</TABLE>

<TABLE>
<C>         <S>                                           <C>
            ELECTRIC POWER (CONT'D)
3,011,900   Philadelphia Electric Co...................   $   91,109,975
2,103,400   Pinnacle West Capital Corp.................       47,063,575
  499,700   PowerGen PLC                                       4,015,979
             (United Kingdom)*.........................
2,612,400   PSI Resources, Inc.........................       69,228,600
  274,100   Public Service Co. of Colorado.............        8,805,463
2,057,000   Public Service Co. of                             23,141,250
             New Mexico*...............................
  921,200   Rochester Gas & Electric Corp..............       24,181,500
1,098,100   Sithe Energies, Inc.*......................       14,275,300
1,922,900   Southern Co................................       84,847,964
  115,000   United Illuminating Co.....................        4,628,750
                                                          --------------
                                                           1,769,027,104
                                                          --------------
            NATURAL GAS--27.2%
3,148,000   Arkla, Inc.................................       24,790,500
  283,650   Bay State Gas Co...........................        8,084,025
2,521,300   British Gas PLC (ADR)                            129,846,950
             (United Kingdom)..........................
  850,000   Burlington Resources, Inc..................       36,018,750
3,962,875   Coastal Corp...............................      111,455,859
2,500,000   Columbia Gas System, Inc.*/**..............       55,937,500
1,100,000   Consolidated Natural Gas Co................       51,700,000
    5,000   Eastern Enterprises, Inc...................          127,500
1,477,600   El Paso Natural Gas Co.....................       53,193,600
  500,000   Energen Corp...............................       10,750,000
1,356,000   Enron Corp.................................       39,324,000
2,782,900   ENSERCH Corp...............................       45,222,125
1,500,000   Equitable Resources, Inc...................       54,937,500
  690,300   KN Energy, Inc.............................       17,775,225
1,210,600   NICOR, Inc.................................       33,896,800
  700,000   Oryx Energy Co.............................       12,075,000
3,544,300   Pacific Enterprises........................       84,177,125
4,806,900   Panhandle Eastern Corp.....................      113,563,013
  117,600   Providence Energy Corp.....................        2,278,500
1,880,400   Questar Corp...............................   $   62,053,200
  990,000   Sonat Offshore Drilling, Inc...............       15,840,000
3,561,400   Sonat, Inc.................................      102,835,425
  205,400   Southwest Gas Corp.........................        3,286,400
  802,500   Talisman Energy, Inc.*.....................       17,607,339
  521,800   Tejas Power Corp.*.........................        5,087,550
7,700,000   TransCanada Pipelines, Ltd. (Canada).......      117,240,400
1,916,300   Transco Energy Co..........................       27,067,738
2,200,000   Westcoast Energy, Inc......................       36,300,000
4,396,450   Williams Cos., Inc.........................      107,163,462
  161,150   Yankee Energy System, Inc..................        3,968,319
                                                          --------------
                                                           1,383,603,805
                                                          --------------
                                                           4,283,538,860
            Total common stocks
             (cost $3,518,021,463).....................
                                                          --------------
            PREFERRED STOCKS
            ELECTRIC POWER
            El Paso Electric Co. */**
    7,000   $8.24......................................          504,000
   10,300   $8.44......................................          741,600
    5,700   $8.95......................................          410,400
                                                          --------------
                                                               1,656,000
            Total preferred stocks
              (cost $1,158,100)........................
                                                          --------------
PRINCIPAL
 AMOUNT
  (000)
- ---------
            BONDS--4.1%
            COMMUNICATIONS
            MTC Electronic Technologies, Ltd.,
   $2,250   8.00%, 7/31/03.............................        2,576,250
                                                          --------------
            ELECTRIC POWER--1.7%
            Arkansas Power & Light Co.,
    5,000   10.00%, 2/1/20.............................        5,373,250
</TABLE>

                                              See Notes to Financial Statements.
                                     --8--
<PAGE>
  PRUDENTIAL UTILITY FUND

<TABLE>
<CAPTION>
<C>         <S>                                           <C>              <C>         <C>           <C>
PRINCIPAL                   DESCRIPTION                       VALUE        PRINCIPAL   DESCRIPTION    VALUE
 AMOUNT                                                      (NOTE 1)       AMOUNT                    (NOTE
  (000)                                                                      (000)                      1)
</TABLE>

<TABLE>
<C>         <S>                                           <C>
            ELECTRIC POWER (CONT'D)
            Cincinnati Gas & Electric Co.,
$  6,500    9.70%, 6/15/19.............................   $    7,003,620
  10,000    10.20%, 12/1/20............................       11,625,000
            Cleveland Electric Illumination Co.,
  10,000    9.375%, 3/1/17.............................       10,037,500
            Commonwealth Edison Co.,
  10,000    9.625%, 7/1/19.............................       10,649,300
            Niagara Mohawk Power Corp.,
  10,000    9.50%, 3/1/21..............................       11,299,900
            Ohio Edison Co.,
  10,000    9.75%, 7/15/19.............................       10,875,100
            Texas Utilities Co.,
   5,000    9.75%, 5/1/21..............................        6,031,150
            Virginia Electric & Power Co.,
  10,000    9.75%, 2/1/19..............................       10,660,300
                                                          --------------
                                                              83,555,120
                                                          --------------
            NATURAL GAS--2.4%
            Arkla, Inc.,
  20,000    10.00%, 11/15/19...........................       23,000,000
            Burlington Resources, Inc.,
  10,000    8.50%, 10/1/01.............................       11,257,900
  15,000    9.125%, 10/1/21............................       18,072,600
            Coastal Corp.,
   5,000    8.125%, 9/15/02............................        5,231,900
  15,000    9.625%, 5/15/12............................       17,245,800
            Columbia Gas System, Inc.,*/**
   2,500    10.25%, 5/1/99.............................        2,921,875
   1,031    10.25%, 8/1/11.............................        1,257,810
   1,000    10.50%, 6/1/12.............................        1,200,000
   8,180    10.15%, 11/1/13............................        9,816,000
            Oryx Energy Co.,
   2,000    9.50%, 11/1/99.............................        2,153,120
   1,000    7.50%, 5/15/14.............................          965,000
            Transcontinental Gas Pipe Line,
  11,000    8.875%, 9/15/02............................       11,591,140
            Williams Cos., Inc.,
$ 15,000    8.875%, 9/15/12............................   $   16,925,100
                                                          --------------
                                                             121,638,245
                                                          --------------
                                                             207,769,615
            Total bonds
              (cost $191,604,930)......................
                                                          --------------
                                                           4,492,964,475
            Total long-term investments
              (cost $3,710,784,493)....................
                                                          --------------
            SHORT-TERM INVESTMENTS--12.5%
            BONDS--7.1%
            First Union National Bank of
              North Carolina,
 105,569    3.00%, 1/3/94..............................      105,569,000
            Republic National Bank,
 254,000    3.188%, 1/3/94.............................      254,000,000
                                                          --------------
                                                             359,569,000
            Total bonds
              (cost $359,569,000)......................
                                                          --------------
            REPURCHASE AGREEMENT--5.4%
            Joint Repurchase Agreement Account,
 274,219    3.153%, 1/3/94
                                                             274,219,000
            (cost $274,219,000; Note 5)................
                                                          --------------
                                                             633,788,000
            Total short-term investments
              (cost $633,788,000)......................
                                                          --------------
                                                           5,126,752,475
            TOTAL INVESTMENTS--100.7%
              (cost $4,344,572,493; Note 4)............
                                                             (34,512,175)
            Liabilities in excess of other
              assets--(0.7%)...........................
                                                          --------------
                                                          $5,092,240,300
            NET ASSETS--100%...........................
                                                          --------------
                                                          --------------
</TABLE>

       -------------------
        *Non-income producing securities.

       **Issuer in bankruptcy.

       ADR--American Depository Receipt.

                                              See Notes to Financial Statements.
                                     --9--
<PAGE>
 PRUDENTIAL UTILITY FUND
 STATEMENT OF ASSETS AND LIABILITIES

<TABLE>
<CAPTION>
                                                                                          DECEMBER 31,
ASSETS                                                                                        1993
                                                                                        -----------------
<S>                                                                                     <C>
Investments, at value (cost $4,344,572,493)...........................................  $   5,126,752,475
Dividends and interest receivable.....................................................         17,346,113
Receivable for Fund shares sold.......................................................          7,348,316
Deferred expenses and other assets....................................................             97,358
                                                                                        -----------------
    Total assets......................................................................      5,151,544,262
                                                                                        -----------------
LIABILITIES
Payable for investments purchased.....................................................         42,257,025
Payable for Fund shares reacquired....................................................          9,277,411
Distribution fee payable..............................................................          4,055,409
Accrued expenses and other liabilities................................................          2,035,501
Management fee payable................................................................          1,678,616
                                                                                        -----------------
    Total liabilities.................................................................         59,303,962
                                                                                        -----------------
NET ASSETS............................................................................  $   5,092,240,300
                                                                                        -----------------
                                                                                        -----------------
Net assets were comprised of:
  Common stock, at par................................................................  $       5,255,245
  Paid-in capital in excess of par....................................................      3,865,379,704
                                                                                        -----------------
                                                                                            3,870,634,949
  Undistributed net investment income.................................................        415,726,618
  Accumulated net realized gain on investments........................................         23,384,058
  Net unrealized appreciation on investments and foreign currencies...................        782,494,675
                                                                                        -----------------
  Net assets, December 31, 1993.......................................................  $   5,092,240,300
                                                                                        -----------------
                                                                                        -----------------
Class A:
  Net asset value and redemption price per share
   ($336,635,764  DIVIDED BY  34,645,133 shares of common stock issued and
   outstanding).......................................................................             $ 9.72
  Maximum sales charge (5.25% of offering price)......................................                .54
  Maximum offering price to public....................................................             $10.26
                                                                                        -----------------
                                                                                        -----------------
Class B:
  Net asset value, offering price and redemption price per share
   ($4,755,604,536  DIVIDED BY  490,879,345 of common stock issued and outstanding)...             $ 9.69
                                                                                        -----------------
                                                                                        -----------------
</TABLE>

See Notes to Financial Statements.
                                     --10--
<PAGE>
 PRUDENTIAL UTILITY FUND
 STATEMENT OF OPERATIONS

<TABLE>
<CAPTION>
                               YEAR ENDED
                              DECEMBER 31,
NET INVESTMENT INCOME             1993
                              ------------
<S>                           <C>
Income
  Dividends (net of
    foreign withholding
    taxes of
    $2,647,319)..........     $139,439,683
  Interest (net of
    foreign withholding
    taxes of $10,875)....       42,346,733
                              ------------
    Total income.........      181,786,416
                              ------------
Expenses
  Distribution fee--Class
   A.....................          573,660
  Distribution fee--Class
   B.....................       43,080,963
  Management fee.........       18,383,363
  Transfer agent's fees
   and expenses..........        6,400,000
  Reports to
   shareholders..........        1,180,000
  Custodian's fees and
   expenses..............          660,000
  Registration fees......          505,000
  Insurance..............          114,000
  Legal fees.............           81,000
  Audit fee..............           62,000
  Directors' fees........           54,000
  Miscellaneous..........           34,354
                              ------------
    Total expenses.......       71,128,340
                              ------------
Net investment income....      110,658,076
                              ------------
REALIZED AND UNREALIZED
GAIN (LOSS)
ON INVESTMENTS AND
FOREIGN CURRENCY
TRANSACTIONS
Net realized gain (loss)
on:
  Security
   transactions..........      216,838,459
  Foreign currency
   transactions..........         (937,074)
                              ------------
                               215,901,385
                              ------------
Net change in unrealized
appreciation on:
  Securities.............      257,223,087
  Foreign currencies.....          540,467
                              ------------
                               257,763,554
                              ------------
Net gain on investments
and foreign currencies...      473,664,939
                              ------------
NET INCREASE IN NET
ASSETS
RESULTING FROM
OPERATIONS...............     $584,323,015
                              ------------
                              ------------
</TABLE>

 PRUDENTIAL UTILITY FUND
 STATEMENT OF CHANGES IN NET ASSETS

<TABLE>
<CAPTION>
                                  YEAR ENDED DECEMBER 31,
INCREASE (DECREASE)           -------------------------------
IN NET ASSETS                     1993              1992
                              ------------     --------------
<S>                           <C>              <C>
Operations
  Net investment
   income................     $110,658,076     $  107,121,511
  Net realized gain on
    investment and
    foreign currency
    transactions.........      215,901,385         89,434,724
  Net change in
    unrealized appre-
    ciation of
    investments and
    foreign currencies...      257,763,554         92,759,598
                              ------------     --------------
  Net increase in net
    assets resulting from
    operations...........      584,323,015        289,315,833
                              ------------     --------------
Net equalization
  credits................       95,670,312         53,394,394
                              ------------     --------------
Dividends and distributions (Note 1)
  Dividends from net
   investment income
    Class A..............       (8,808,902)        (6,100,105)
    Class B..............      (99,427,992)      (101,021,406)
                              ------------     --------------
                              (108,236,894)      (107,121,511)
                              ------------     --------------
  Distributions from net
   realized gains
    Class A..............      (13,264,520)        (4,685,002)
    Class B..............     (189,046,028)       (83,068,066)
                              ------------     --------------
                              (202,310,548)       (87,753,068)
                              ------------     --------------
Fund share transactions (Note 6)
  Net proceeds from
   shares subscribed.....     1,512,896,198       844,256,938
  Net asset value of
    shares issued to
    shareholders in
    reinvestment of
    dividends and
    distributions........      260,462,818        162,399,270
  Cost of shares
   reacquired............     (689,440,495)      (444,645,324)
                              ------------     --------------
  Net increase in net
    assets from Fund
    share transac-
    tions................     1,083,918,521       562,010,884
                              ------------     --------------
Total increase...........     1,453,364,406       709,846,532
NET ASSETS
Beginning of year........     3,638,875,894     2,929,029,362
                              ------------     --------------
End of year..............     $5,092,240,300   $3,638,875,894
                              ------------     --------------
                              ------------     --------------
</TABLE>

See Notes to Financial Statements.                       See Notes to Financial
Statements.

                                     --11--
<PAGE>
 PRUDENTIAL UTILITY FUND
 Notes to Financial Statements

  Prudential-Bache Utility Fund, Inc., doing business as Prudential Utility Fund
(the  "Fund"),  is registered  under the  Investment  Company Act  of 1940  as a
diversified, open-end management investment company. Its investment objective is
to seek high current income and moderate capital appreciation through investment
in equity and debt  securities of utility  companies, principally electric,  gas
and  telephone companies. The ability of issuers of certain debt securities held
by the Fund to meet their  obligations may be affected by economic  developments
in a specific industry or region.

NOTE 1. ACCOUNTING POLICIES
                          The  following is a  summary of significant accounting
                          policies followed by  the Fund in  the preparation  of
its financial statements.
SECURITIES  VALUATION:  Investments traded on a national securities exchange are
valued at the last reported  sales price on the  primary exchange on which  they
are   traded.  Securities  traded  in  the  over-the-counter  market  (including
securities  listed  on  exchanges  whose  primary  market  is  believed  to   be
over-the-counter)  and listed securities for which  no sale was reported on that
date are valued  at the mean  between the  last reported bid  and asked  prices.
Short-term  securities which  mature in  more than 60  days are  valued based on
current market quotations. Short-term securities which mature in 60 days or less
are valued at amortized cost.

  In connection with repurchase agreements with U.S. financial institutions,  it
is  the  Fund's policy  that its  custodian takes  possession of  the underlying
collateral securities, the value  of which exceeds the  principal amount of  the
repurchase  transaction, including accrued interest.  If the seller defaults and
the value of the collateral declines or if bankruptcy proceedings are  commenced
with respect to the seller of the security, realization of the collateral by the
Fund may be delayed or limited.

  All securities are valued as of 4:15 P.M., New York time.

FOREIGN  CURRENCY TRANSLATION:  The books and records of the Fund are maintained
in U.S. dollars. Foreign  currency amounts are translated  into U.S. dollars  on
the following basis:

  (i)  market value of  investment securities, other  assets and liabilities--at
the closing daily rate of exchange;

  (ii) purchases and sales of investment securities, income and expenses--at the
rate of exchange prevailing on the respective dates of such transactions.

  Although the net  assets of  the Fund are  presented at  the foreign  exchange
rates and market values at the close of the year, the Fund does not isolate that
portion  of the  results of  operations arising  as a  result of  changes in the
foreign exchange rates from the fluctuations arising from changes in the  market
prices  of securities held at the end of  the year. Similarly, the Fund does not
isolate the effect of  changes in foreign exchange  rates from the  fluctuations
arising  from changes in  the market prices of  portfolio securities sold during
the year.

  Net realized losses  on foreign currency  transactions of $937,074  represents
net  foreign exchange losses from sales and maturities of short-term securities,
disposition of foreign currency, gains or losses realized between the trade  and
settlement dates on security transactions, and the difference between amounts of
dividends,  interest and foreign withholding taxes  recorded on the Fund's books
and the US  dollar equivalent amounts  actually received or  paid. Net  currency
gains  and  losses  from  valuing foreign  currency  denominated  assets, except
portfolio securities, and liabilities at  year end exchange rates are  reflected
as a component of unrealized appreciation on foreign currencies.

  Foreign  security and currency transactions may involve certain considerations
and risks not typically associated with those of domestic origin as a result of,
among other factors, the possibility  of political and economic instability  and
the  level  of governmental  supervision  and regulation  of  foreign securities
markets.

SECURITIES TRANSACTIONS  AND  INVESTMENT  INCOME:  Securities  transactions  are
recorded  on the trade date.  Realized gains and losses  on sales of investments
and currencies are calculated on the  identified cost basis. Dividend income  is
recorded  on the  ex-dividend date; interest  income is recorded  on the accrual
basis. The  Fund amortizes  discounts on  purchases of  portfolio securities  as
adjustments to interest income.

  Net  investment  income  (other  than distribution  fees)  and  unrealized and
realized gains or losses are allocated daily to each class of shares based  upon
the relative proportion of net assets of each class at the beginning of the day.

DIVIDENDS  AND DISTRIBUTIONS:  Dividends from net investment income are declared
and paid quarterly. The Fund will  distribute at least annually any net  capital
gains  in excess of loss carryforwards. Dividends and distributions are recorded
on the ex-dividend date.

  Income  distributions  and  capital  gain  distributions  are  determined   in
accordance  with income tax regulations which may differ from generally accepted
accounting principles.

                                     --12--
<PAGE>
EQUALIZATION:  The Fund follows the accounting practice known as equalization by
which a portion of the proceeds from sales and costs of reacquisitions of shares
of common stock, equivalent on a per share basis to the amount of  undistributed
net  investment income on the date of the transaction, is credited or charged to
undistributed net investment income. As  a result, undistributed net  investment
income per share is unaffected by sales or reacquisitions of the Fund's shares.

TAXES:   It  is the Fund's  policy to continue  to meet the  requirements of the
Internal Revenue  Code  applicable  to regulated  investment  companies  and  to
distribute  all of  its taxable  net income  to its  shareholders. Therefore, no
federal income tax provision is required.

  Withholding taxes on foreign  dividends have been  provided for in  accordance
with the Fund's understanding of the applicable country's tax rules and rates.

RECLASSIFICATION OF CAPITAL ACCOUNTS:  Effective January 1, 1993, the Fund began
accounting  and reporting for  distributions to shareholders  in accordance with
Statement of Position 93-2:  Determination, Disclosure, and Financial  Statement
Presentation  of Income,  Capital Gain, and  Return of  Capital Distributions by
Investment Companies.  As a  result  of this  statement,  the Fund  changed  the
classification   of  distributions  to  shareholders   to  disclose  better  the
differences between financial statement amounts and distributions determined  in
accordance  with  income tax  regulations. The  effect  caused by  adopting this
statement was  to increase  paid-in capital  in excess  of par  by  $18,691,112,
decrease   undistributed  net  investment  income  by  $4,507,069  and  decrease
accumulated net realized gain on investments by $14,184,043 compared to  amounts
previously  reported through December 31, 1992.  For the year ended December 31,
1993, the  Fund  reclassified  $1,704,541  of net  foreign  currency  losses  to
undistributed  net  investment income  from  accumulated net  realized  gains on
investments. Net investment income, net realized  gains and net assets were  not
affected by this change.

NOTE 2. AGREEMENTS
                          The  Fund has  a management  agreement with Prudential
                          Mutual Fund Management, Inc. ("PMF"). Pursuant to this
agreement, PMF  has  responsibility for  all  investment advisory  services  and
supervises  the  subadviser's  performance  of  such  services.  Pursuant  to  a
subadvisory agreement  between PMF  and  The Prudential  Investment  Corporation
("PIC"),  PIC  furnishes investment  advisory  services in  connection  with the
management of the Fund. PMF pays for the cost of the subadviser's services,  the
cost of compensation of officers of the Fund, occupancy and certain clerical and
bookkeeping costs of the Fund. The Fund bears all other costs and expenses.
  Prior  to October 1, 1993, the management  fee paid PMF was computed daily and
payable monthly at an annual rate of .60% of the Fund's average daily net assets
up to  $250 million,  .50% of  the  next $500  million, .45%  of the  next  $750
million,  .40% of the next $500 million and .35% of the average daily net assets
of the Fund in excess of $2  billion. Effective October 1, 1993, the  management
fee  was reduced so that  it is computed as follows:  .60% of the Fund's average
daily net assets up to $250 million, .50% of the next $500 million, .45% of  the
next  $750 million, .40% of the next $500  million, .35% of the next $2 billion,
.325% of the next  $2 billion and .30%  of the average daily  net assets of  the
Fund in excess of $6 billion.

  The Fund has distribution agreements with Prudential Mutual Fund Distributors,
Inc.  ("PMFD"), which acts as the distributor of the Class A shares of the Fund,
and Prudential Securities Incorporated ("PSI"), which acts as distributor of the
Class B shares of the Fund (collectively, the "Distributors"). To reimburse  the
Distributors  for  their expenses  incurred  in distributing  and  servicing the
Fund's Class A and B shares, the  Fund, pursuant to plans of distribution,  pays
the Distributors a reimbursement, accrued daily and payable monthly.

  Pursuant  to the Class A Plan, the  Fund reimburses PMFD for its expenses with
respect to Class A shares at  an annual rate of up to  .30 of 1% of the  average
daily  net assets of  the Class A shares.  Such expenses under  the Class A Plan
were .20 of 1%  of the average daily  net assets of the  Class A shares for  the
year ended December 31, 1993. PMFD pays various broker-dealers including PSI and
Pruco  Securities Corporation ("Prusec"), affiliated broker-dealers, for account
servicing fees and other expenses incurred by such broker-dealers.

  Pursuant to the  Class B Plan,  the Fund reimburses  PSI for its  distribution
related expenses with respect to Class B shares at an annual rate of up to 1% of
the average daily net assets of the Class B shares.

  The  Class B distribution expenses include  commission credits for payments of
commissions and account servicing fees  to financial advisers and an  allocation
for  overhead and other distribution  related expenses, interest and/or carrying
charges, the cost of  printing and mailing  prospectuses to potential  investors
and of advertising incurred in connection with the distribution of shares.

  The  Distributors recover the distribution  expenses and service fees incurred
through the receipt of reimbursement payments from the Fund under the plans  and
the  receipt of  initial sales  charges (Class  A only)  and contingent deferred
sales charges (Class B only) from shareholders.

  PMFD has advised  the Fund that  it has received  approximately $5,755,000  in
front-end  sales charges resulting from sales of  Class A shares during the year
ended December  31, 1993.  From these  fees,  PMFD paid  such sales  charges  to
dealers  (PSI and  Prusec) which  in turn  paid commissions  to salespersons and
incurred other distribution costs.

  With respect to the Class  B Plan, at any given  time, the amount of  expenses
incurred  by PSI in distributing the Fund's shares and not recovered through the
imposition of

                                     --13--
<PAGE>
contingent deferred  sales charges  in connection  with certain  redemptions  of
shares may exceed the total reimbursement made by the Fund pursuant to the Class
B  Plan. PSI  advised the  Fund that for  the year  ended December  31, 1993, it
received approximately $4,330,000 in  contingent deferred sales charges  imposed
upon  redemptions by certain shareholders. PSI, as distributor, has also advised
the Fund that at December 31, 1993, the amount of distribution expenses incurred
by PSI  and not  yet reimbursed  by  the Fund  or recovered  through  contingent
deferred  sales charges approximated  $43,949,000. This amount  may be recovered
through future payments  under the  Class B  Plan or  contingent deferred  sales
charges.

  In  the event of termination or noncontinuation  of the Class B Plan, the Fund
would not  be  contractually obligated  to  pay  PSI, as  distributor,  for  any
expenses  not previously reimbursed under the  Class B Plan or recovered through
contingent deferred sales charges.

  PMFD is  a wholly-owned  subsidiary of  PMF; PSI,  PMF and  PIC are  indirect,
wholly-owned subsidiaries of The Prudential Insurance Company of America.

NOTE 3. OTHER TRANSACTIONS
WITH AFFILIATES
                          Prudential  Mutual  Fund  Services,  Inc.  ("PMFS"), a
                          wholly-owned subsidiary of PMF,  serves as the  Fund's
transfer  agent. During the year ended December 31, 1993, the Fund incurred fees
of approximately $4,920,800 for the services  of PMFS. As of December 31,  1993,
approximately  $454,100 of such fees  were due to PMFS.  Transfer agent fees and
expenses in  the  Statement of  Operations  also include  certain  out-of-pocket
expenses paid to non-affiliates.
  For  the year  ended December 31,  1993, PSI earned  approximately $366,600 in
brokerage commissions  from portfolio  transactions executed  on behalf  of  the
Fund.

NOTE 4. PORTFOLIO SECURITIES
                          Purchases  and sales  of investment  securities, other
                          than  short-term  investments,  for  the  year   ended
December 31, 1993, were $1,567,887,079 and $983,069,399, respectively.
  The  federal income tax basis  of the Fund's investments  at December 31, 1993
was $4,345,786,537  and, accordingly,  net unrealized  appreciation for  federal
income tax purposes was $780,965,938 (gross unrealized
appreciation--$846,478,073; gross unrealized depreciation-- $65,512,135).

NOTE 5. JOINT REPURCHASE AGREEMENT
ACCOUNT
                          The  Fund,  along  with  other  affiliated  registered
                          investment  companies,   transfers   uninvested   cash
                          balances  into  a  single  joint  account,  the  daily
aggregate balance of  which is  invested in  one or  more repurchase  agreements
collateralized by U.S. Treasury or federal agency obligations.
  As  of  December 31,  1993, the  Fund had  a 22.9%  undivided interest  in the
repurchase agreements in the joint account. The undivided interest for the  Fund
represented  $274,219,000 in principal amount. As  of such date, each repurchase
agreement in the joint account and the collateral therefor was as follows:

  Barclays de Zoete Wedd, Inc., 3.10%, in the principal amount of  $100,000,000,
repurchase  price $100,025,833,  due 1/3/94; collateralized  by $32,000,000 U.S.
Treasury Notes, 7.50%, due 11/15/01; $7,305,000 U.S. Treasury Notes, 8.50%,  due
2/15/00  and $49,000,000 U.S. Treasury  Notes, 8.875%, due 11/15/98; approximate
aggregate value including accrued interest--$102,043,014.

  Bear,  Stearns  &  Co.,  3.18%,  in  the  principal  amount  of  $323,000,000,
repurchase  price $323,085,595, due 1/3/94;  collateralized by $200,000,000 U.S.
Treasury Notes, 3.875%, due 3/31/95; $5,745,000 U.S. Treasury Notes, 4.25%,  due
7/31/95;  $85,000  U.S. Treasury  Notes, 7.375%,  due 5/15/96;  $30,000,000 U.S.
Treasury Notes, 5.625%, due 1/31/98 and $80,030,000 U.S. Treasury Notes,  7.50%,
due 11/15/01; approximate aggregate value including accrued
interest--$329,564,341.

  Goldman,  Sachs  &  Co.,  3.10%,  in  the  principal  amount  of $399,000,000,
repurchase price $399,103,075, due  1/3/94; collateralized by $363,720,000  U.S.
Treasury  Bonds,  7.50%,  due  11/15/16,  approximate  value  including  accrued
interest--$408,104,889.

  Kidder, Peabody & Co.  Inc., 3.20%, in the  principal amount of  $375,000,000,
repurchase  price $375,100,000, due 1/3/94;  collateralized by $200,000,000 U.S.
Treasury Bonds, 11.625%, due 11/15/04; $38,000,000 U.S. Treasury Bonds,  12.75%,
due 11/15/10; $11,730,000 U.S. Treasury Notes, 7.25%, due 11/15/96; $90,000 U.S.
Treasury  Bonds, 9.00%, due 2/15/94 and $15,000,000 U.S. Treasury Notes, 7.375%,
due 5/15/96; approximate aggregate value including accrued
interest--$382,608,562.

NOTE 6. CAPITAL
                          The Fund offers both Class A and Class B shares. Class
                          A shares are sold with a front-end sales charge of  up
to  5.25%. Class B shares are sold with a contingent deferred sales charge which
declines from 5% to zero  depending on the period of  time the shares are  held.
Both  classes of  shares have  equal rights  as to  earnings, assets  and voting
privileges except that each class bears different distribution expenses and  has
exclusive voting rights with respect to its distribution plan.
  The  Board  of  Directors approved  an  amendment  to the  Fund's  Articles of
Incorporation increasing the number  of authorized shares to  2 billion at  $.01
par value per share.

                                     --14--
<PAGE>
Transactions in shares of common stock for the years ended December 31, 1993 and
1992 were as follows:

<TABLE>
<CAPTION>
Class A                         SHARES           AMOUNT
- --------------------------  --------------  -----------------
<S>                         <C>             <C>
Year ended December 31,
  1993:
Shares sold...............      14,181,284  $     187,214,286
Shares issued in
  reinvestment of
  dividends and
  distributions...........       1,885,228         20,510,338
Shares issued as a result
  of 2 for 1 stock
  split...................      14,410,831         --
Shares reacquired.........      (7,054,589)       (86,988,577)
                            --------------  -----------------
Net increase in shares
  outstanding.............      23,422,754  $     120,736,047
                            --------------  -----------------
                            --------------  -----------------
Year ended December 31,
  1992:
Shares sold...............       8,200,371  $     144,749,564
Shares issued in
  reinvestment of
  dividends and
  distributions...........         570,475         10,033,103
Shares reacquired.........      (3,903,500)       (69,439,087)
                            --------------  -----------------
Net increase in shares
  outstanding.............       4,867,346  $      85,343,580
                            --------------  -----------------
                            --------------  -----------------

<CAPTION>
Class B                         SHARES           AMOUNT
- --------------------------  --------------  -----------------
<S>                         <C>             <C>
Year ended December 31,
  1993:
Shares sold...............     111,930,241  $   1,325,681,912
Shares issued in
  reinvestment of
  dividends and
  distributions...........      24,343,642        239,952,480
Shares issued as a result
  of 2 for 1 stock
  split...................     216,583,756         --
Shares reacquired.........     (53,929,305)      (602,451,918)
                            --------------  -----------------
Net increase in shares
  outstanding.............     298,928,334  $     963,182,474
                            --------------  -----------------
                            --------------  -----------------
Year ended December 31,
  1992:
Shares sold...............      44,195,557  $     699,507,374
Shares issued in
  reinvestment of
  dividends and
  distributions...........       9,463,606        152,366,167
Shares reacquired.........     (23,484,866)      (375,206,237)
                            --------------  -----------------
Net increase in shares
  outstanding.............      30,174,297  $     476,667,304
                            --------------  -----------------
                            --------------  -----------------
</TABLE>

NOTE 7. CONTINGENCY
                          On  October 12, 1993 a  lawsuit was instituted against
                          the Fund, PMF, PIC, PSI and certain current and former
directors of the Fund. The suit  was brought by plaintiffs both derivatively  on
behalf  of the Fund and  purportedly on behalf of  the class of shareholders who
purchased their shares prior to 1985.  The plaintiffs seek damages on behalf  of
the  Fund  in  an  unspecified  amount  for  alleged  excessive  management  and
distribution fees. The complaint also  challenges the Alternative Purchase  Plan
that  was implemented in  January 1990 pursuant  to a shareholder  vote and that
provided for the  creation of  two classes of  Fund shares.  The plaintiffs,  on
behalf of the purported class seek damages and equitable relief against the Fund
and  the named directors to change the classification of the shares of the class
and to  compel  a further  vote  on such  plan.  Although the  outcome  of  this
litigation  cannot be predicted  at this time, the  defendants believe they have
meritorious defenses  to the  claims asserted  in the  complaint and  intend  to
defend this action vigorously. In any case, Management does not believe that the
outcome of this action is likely to have a material adverse effect on the Fund's
financial position and results of operations.
<PAGE>
 PRUDENTIAL UTILITY FUND
 Financial Highlights

<TABLE>
<CAPTION>
                                          CLASS A
                           --------------------------------------
                                                      JANUARY 22,                     CLASS B
                                                        1990++      --------------------------------------------
                                 YEARS ENDED            THROUGH
                                 DECEMBER 31,          DECEMBER               YEARS ENDED DECEMBER 31,
                           ------------------------       31,       --------------------------------------------
                            1993     1992     1991       1990        1993     1992      1991      1990    1989**
                           ------   ------   ------   -----------   ------   ------   --------   ------   ------
<S>                        <C>      <C>      <C>      <C>           <C>      <C>      <C>        <C>      <C>
PER SHARE OPERATING
  PERFORMANCE*:
Net asset value,
  beginning of period....  $ 8.97   $ 8.72   $ 7.63   $    8.78     $ 8.96   $ 8.71   $   7.63   $ 9.17   $ 7.31
                           ------   ------   ------   -----------   ------   ------   --------   ------   ------
INCOME FROM INVESTMENT
  OPERATIONS:
Net investment income....     .33      .38      .39         .36        .24      .31        .32      .31      .36
Net realized and
  unrealized gains
  (losses) on investment
  and foreign currency
  transactions...........    1.12      .45     1.10        (.51)      1.12      .46       1.10     (.91)    2.30
                           ------   ------   ------   -----------   ------   ------   --------   ------   ------
    Total from investment
     operations..........    1.45      .83     1.49        (.15)      1.36      .77       1.42     (.60)    2.66
                           ------   ------   ------   -----------   ------   ------   --------   ------   ------
LESS DISTRIBUTIONS:
Dividends from net
  investment income......    (.29)    (.34)    (.39)       (.40)      (.22)    (.28)      (.33)    (.34)    (.36)
Distributions from net
  realized gains.........    (.41)    (.24)    (.01)       (.60)      (.41)    (.24)      (.01)    (.60)    (.44)
                           ------   ------   ------   -----------   ------   ------   --------   ------   ------
    Total
     distributions.......    (.70)    (.58)    (.40)      (1.00)      (.63)    (.52)      (.34)    (.94)    (.80)
                           ------   ------   ------   -----------   ------   ------   --------   ------   ------
Net asset value, end of
  period.................  $ 9.72   $ 8.97   $ 8.72   $    7.63     $ 9.69   $ 8.96   $   8.71   $ 7.63   $ 9.17
                           ------   ------   ------   -----------   ------   ------   --------   ------   ------
                           ------   ------   ------   -----------   ------   ------   --------   ------   ------
TOTAL RETURN#............   16.28%    9.88%   19.95%      (1.53)%    15.27%    9.02%     19.01%   (6.48)%  37.17%
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period
  (000,000)..............    $337     $201     $111         $73     $4,756   $3,438     $2,818   $2,395   $2,306
Average net assets
  (000,000)..............    $287     $149      $85         $51     $4,308   $3,027     $2,529   $2,315   $2,037
Ratios to average net
  assets:
  Expenses, including
   distribution fees.....     .80%     .81%     .87%        .97%+     1.60%    1.61%      1.67%    1.73%    1.46%
  Expenses, excluding
   distribution fees.....     .60%     .61%     .67%        .77%+      .60%     .61%       .67%     .74%     .73%
  Net investment
   income................    3.16%    4.14%    4.69%       4.78%+     2.36%    3.34%      3.89%    3.94%    4.19%
Portfolio turnover
  rate...................      24%      24%      38%         53%        24%      24%        38%      53%      75%
<FN>
 ---------------
  * Restated to reflect 2 for 1 stock split paid July 6, 1993 to shareholders of
record July 2, 1993.
  ** Based on average month-end shares outstanding.
  + Annualized.
  ++ Commencement of offering of Class A shares.
  #  Total return does not consider the  effects of sales loads. Total return is
    calculated assuming a purchase of shares on the first day and a sale on  the
    last  day of each period reported and includes reinvestment of dividends and
    distributions. Total return for periods of  less than one full year are  not
    annualized.
</TABLE>

See Notes to Financial Statements.

                                     --16--
<PAGE>
          R E P O R T  O F  I N D E P E N D E N T  A C C O U N T A N T S

To Board of Directors and Shareholders of
Prudential Utility Fund

In  our opinion, the accompanying statement of assets and liabilities, including
the portfolio of investments,  and the related statements  of operations and  of
changes  in  net assets  and  the financial  highlights  present fairly,  in all
material respects,  the  financial  position of  Prudential  Utility  Fund  (the
"Fund")  at December 31, 1993,  the results of its  operations for the year then
ended, the changes in  its net assets for  each of the two  years in the  period
then ended and the financial highlights for each of the five years in the period
then  ended, in conformity with  generally accepted accounting principles. These
financial  statements  and  financial  highlights  (hereafter  referred  to   as
"financial  statements") are  the responsibility  of the  Fund's management; our
responsibility is to express an opinion  on these financial statements based  on
our  audits. We conducted our audits of these financial statements in accordance
with generally  accepted  auditing standards  which  require that  we  plan  and
perform  the audit  to obtain reasonable  assurance about  whether the financial
statements are free of material misstatement. An audit includes examining, on  a
test  basis, evidence  supporting the amounts  and disclosures  in the financial
statements, assessing the accounting  principles used and significant  estimates
made by management, and evaluating the overall financial statement presentation.
We  believe  that  our  audits, which  included  confirmation  of  securities at
December 31, 1993 by  correspondence with the custodian  and brokers, provide  a
reasonable basis for the opinion expressed above.

PRICE WATERHOUSE

1177 Avenue of the Americas
New York, New York
February 8, 1994

                           T A X  I N F O R M A T I O N

  We  are required by Internal Revenue Code to  advise you within 60 days of the
Fund's fiscal year  end (December  31, 1993)  as to  the federal  tax status  of
dividends paid by the Fund during its fiscal year ended December 31, 1993.

  During  1993, the Fund paid dividends of $0.70 per Class A share and $0.63 per
Class B share. Of these  amounts, $0.35 represents distributions from  long-term
capital  gains, for both Class A and Class B shares, and is taxable as such. The
remaining $0.35  per  Class A  share  and $0.28  per  Class B  share  represents
dividends  from ordinary  income (net investment  income and  short term capital
gains). Further,  we wish  to advise  you  that 84.50%  of the  ordinary  income
dividends  paid in 1993 qualified for the corporate dividends received deduction
available to corporate taxpayers.

  For the purpose of preparing your  annual federal income tax return,  however,
you  should report the amounts as reflected  on the appropriate Form 1099-DIV or
substitute Form 1099-DIV.

                                     --17--
<PAGE>
                               [Graphs Supplied]

  THESE  GRAPHS ARE  FURNISHED TO YOU  IN ACCORDANCE WITH  SEC REGULATIONS. THEY
COMPARE A $10,000 INVESTMENT  IN PRUDENTIAL UTILITY FUND  (CLASS A AND CLASS  B)
WITH  A  SIMILAR INVESTMENT  IN THE  STANDARD &  POOR'S 500  INDEX (S&P  500) BY
PORTRAYING THE INITIAL ACCOUNT VALUES ON JANUARY 22, 1990 FOR CLASS A SHARES AND
JANUARY 1, 1984 FOR CLASS B SHARES  AND SUBSEQUENT ACCOUNT VALUES AT THE END  OF
EACH  FISCAL YEAR (DECEMBER 31), AS MEASURED  ON A QUARTERLY BASIS, BEGINNING IN
1990 FOR CLASS  A SHARES AND  IN 1984 FOR  CLASS B SHARES.  FOR PURPOSES OF  THE
GRAPHS  AND, UNLESS  OTHERWISE INDICATED, THE  ACCOMPANYING TABLES,  IT HAS BEEN
ASSUMED THAT (A) THE MAXIMUM SALES CHARGE WAS DEDUCTED FROM THE INITIAL  $10,000
INVESTMENT  IN CLASS  A SHARES; (B)  THE MAXIMUM  APPLICABLE CONTINGENT DEFERRED
SALES CHARGE WAS DEDUCTED  FROM THE VALUE  OF THE INVESTMENT  IN CLASS B  SHARES
ASSUMING FULL REDEMPTION ON DECEMBER 31, 1993; (C) ALL RECURRING FEES (INCLUDING
MANAGEMENT  FEES) WERE  DEDUCTED; AND (D)  ALL DIVIDENDS  AND DISTRIBUTIONS WERE
REINVESTED.

  THE S&P 500  IS A  CAPITAL-WEIGHTED INDEX, REPRESENTING  THE AGGREGATE  MARKET
VALUE  OF THE COMMON EQUITY OF 500 STOCKS PRIMARILY TRADED ON THE NEW YORK STOCK
EXCHANGE. THE S&P 500 IS AN UNMANAGED INDEX AND INCLUDES THE REINVESTMENT OF ALL
DIVIDENDS, BUT DOES NOT  REFLECT THE PAYMENT OF  TRANSACTION COSTS AND  ADVISORY
FEES  ASSOCIATED WITH AN  INVESTMENT IN THE FUND.  THE SECURITIES WHICH COMPRISE
THE S&P  500  MAY  DIFFER  SUBSTANTIALLY  FROM  THE  SECURITIES  IN  THE  FUND'S
PORTFOLIO.  THE S&P 500 IS NOT THE ONLY  INDEX WHICH MAY BE USED TO CHARACTERIZE
PERFORMANCE OF UTILITY FUNDS AND OTHER INDEXES MAY PORTRAY DIFFERENT COMPARATIVE
PERFORMANCE.

                                     --18--
<PAGE>

     Chart entitled Prudential Mutual Funds: Risk/Reward Spectrum.

The chart shows a graphic representation of the spectrum of risks of various
categories of Prudential Mutual Funds including stock funds, tax-exempt bond
funds, taxable bond funds and global taxable bond funds. The chart rates the
risk of individual Prudential Mutual Funds relative to other Prudential Mutual
Funds in each category.

Under the category of stock funds, the chart lists from low risk to high risk
the following funds (beginning at the low end of the spectrum):

     FlexiFund (The Conservatively Managed Portfolio)
     IncomeVertible Fund
     FlexiFund (The Strategy Portfolio)
     Equity Income Fund
     Utility Fund
     Global Utility Fund
     Equity Fund
     Growth Fund
     Global Fund
     Nicholas-Applegate Growth Equity Fund
     Growth Opportunity Fund
     Multi-Sector Fund
     Global Natural Resources Fund
     Global Genesis Fund
     Pacific Growth Fund

Under the category of tax-exempt bond funds, the chart lists from low risk to
high risk the following funds (beginning at the low end of the spectrum):

     Municipal Bond Fund (Modified Term Series)
     Municipal Bond Fund (Insured Series)
     National Municipals Fund
     Municipal Series Fund (State Series Fund)
     California Municipal Fund (California Income Series)
     Municipal Bond Fund (High Yield Series)

Under the category of taxable bond funds, the chart lists from low risk to high
risk the following funds (beginning at the low end of the spectrum):

     Adjustable Rate Securities Fund
     The BlackRock Government Income Fund
     Structured Maturity Fund (Income Portfolio)
     Government Securities Trust (Intermediate Term Series)

<PAGE>

     GNMA Fund
     Government Plus Fund
     U.S. Government Fund
     High Yield Fund


Under the category of global taxable bond funds, the chart lists from low risk
to high risk the following funds (beginning at the low end of the spectrum):

     Short-Term Global Income Fund (Global Assets Portfolio)
     Short-Term Global Income Fund (Short-Term Global Income Portfolio)
     Intermediate Global Income Fund

<PAGE>

PERFORMANCE CHARTS

A.   Historical Investment Results

The chart shows comparative historical investment results for the one-year,
five-year and since inception periods ended December 31, 1993 for the Class A
shares of the Fund, the Class B shares of the Fund and the Lipper Utility Fund
Average and without taking into account front-end or contingent deferred sales
charges.

B.   Average Annual Total Returns

The chart also shows the average annual total returns for the one-year, five-
year and since inception periods ended December 31, 1993 for Class A and Class B
shares taking into account any applicable sales charges.

<PAGE>

MOUNTAIN CHARTS

     Two mountain charts show the growth of an assumed investment of $10,000 in
Prudential Utility Fund. The charts represent historical performance and are not
a guarantee of future performance of Class A shares or Class B shares.

A.   Class A shares

The chart shows the growth of a $10,000 investment in Class A shares from
inception on January 22, 1990 through December 31, 1993, and assumes a front-end
sales charge of 5.25%. The chart shows the value of the investment as of
December 31, 1993 (i) with the reinvestment of dividends and distributions in
additional shares of the Fund and (ii) with all dividends and distributions
taken in cash.

B.   Class B shares

The chart shows the growth of a $10,000 investment in Class B shares from
inception on August, 10, 1981 through December 31, 1993, and does not assume the
effect of a contingent deferred sales charge on redemptions. The chart shows the
value of the investment as of December 31, 1993 (i) with the reinvestment of
dividends and distributions in additional shares of the Fund and (ii) with all
dividends and distributions taken in cash.

<PAGE>


SEC REQUIRED CHARTS

     The following two charts compare a $10,000 investment in Class A shares and
Class B shares, with a similar investment in the S&P 500 Composite Index.
Included in the charts are the average annual total returns for each Class for
the one-year, five-year and since inception periods with and without sales
charges.


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