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<PAGE> PAGE 2
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<PAGE> PAGE 3
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<PAGE> PAGE 4
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<PAGE> PAGE 5
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SIGNATURE GRACE TORRES
TITLE TREASURER
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000355349
<NAME> COMMAND GOVERNMENT FUND
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<TOTAL-LIABILITIES> 11,142,574
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<PAID-IN-CAPITAL-COMMON> 404,295,145
<SHARES-COMMON-STOCK> 404,295,145
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<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
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<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 404,295,145
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 19,164,369
<OTHER-INCOME> 0
<EXPENSES-NET> 2,298,781
<NET-INVESTMENT-INCOME> 16,865,588
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<NET-CHANGE-FROM-OPS> 16,914,884
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> (16,914,884)
<NUMBER-OF-SHARES-SOLD> 1,851,317,527
<NUMBER-OF-SHARES-REDEEMED> (1,789,194,124)
<SHARES-REINVESTED> 16,914,884
<NET-CHANGE-IN-ASSETS> 79,038,287
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 1,401,832
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 2,298,781
<AVERAGE-NET-ASSETS> 350,458,000
<PER-SHARE-NAV-BEGIN> 1.00
<PER-SHARE-NII> 0.05
<PER-SHARE-GAIN-APPREC> 0.00
<PER-SHARE-DIVIDEND> 0.00
<PER-SHARE-DISTRIBUTIONS> (0.05)
<RETURNS-OF-CAPITAL> 0.00
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</TABLE>
REMEMBER THIS DOC. MUST FIT ON ONE PAGE.
BE SURE TO ALTER YOUR FOOTERAugust 21, 1995
To the Trustees of
Command Government Fund
In planning and performing our audit of the financial statements of Command
Government Fund (the "Fund") for the year ended June 30, 1995, we considered its
internal control structure, including procedures for safeguarding securities, in
order to determine our auditing procedures for the purposes of expressing our
opinion on the financial statements and to comply with the requirements of Form
N-SAR, and not to provide assurance on the internal control structure.
The management of the Fund is responsible for establishing and maintaining an
internal control structure. In fulfilling this responsibility, estimates and
judgments by management are required to assess the expected benefits and related
costs of internal control structure policies and procedures. Two of the
objectives of an internal control structure are to provide management with
reasonable, but not absolute, assurance that assets are appropriately
safeguarded against loss from unauthorized use or disposition and that
transactions are executed in accordance with management's authorization and
recorded properly to permit preparation of financial statements in conformity
with generally accepted accounting principles.
Because of inherent limitations in any internal control structure, errors or
irregularities may occur and may not be detected. Also, projection of any
evaluation of the structure to future periods is subject to the risk that it may
become inadequate because of changes in conditions or that the effectiveness of
the design and operation may deteriorate.
Our consideration of the internal control structure would not necessarily
disclose all matters in the internal control structure that might be material
weaknesses under standards established by the American Institute of Certified
Public Accountants. A material weakness is a condition in which the design or
operation of the specific internal control structure elements does not reduce to
a relatively low level the risk that errors or irregularities in amounts that
would be material in relation to the financial statements being audited may
occur and not be detected within a timely period by employees in the normal
course of performing their assigned functions. However, we noted no matters
involving the internal control structure, including procedures for safeguarding
securities, that we consider to be material weaknesses as defined above as of
June 30, 1995.
This report is intended solely for the information and use of management and the
Securities and Exchange Commission.
PRICE WATERHOUSE LLP
August 21, 1995
To the Trustees of
Command Money Fund
In planning and performing our audit of the financial statements of Command
Money Fund (the "Fund") for the year ended June 30, 1995, we considered its
internal control structure, including procedures for safeguarding securities, in
order to determine our auditing procedures for the purposes of expressing our
opinion on the financial statements and to comply with the requirements of Form
N-SAR, and not to provide assurance on the internal control structure.
The management of the Fund is responsible for establishing and maintaining an
internal control structure. In fulfilling this responsibility, estimates and
judgments by management are required to assess the expected benefits and related
costs of internal control structure policies and procedures. Two of the
objectives of an internal control structure are to provide management with
reasonable, but not absolute, assurance that assets are appropriately
safeguarded against loss from unauthorized use or disposition and that
transactions are executed in accordance with management's authorization and
recorded properly to permit preparation of financial statements in conformity
with generally accepted accounting principles.
Because of inherent limitations in any internal control structure, errors or
irregularities may occur and may not be detected. Also, projection of any
evaluation of the structure to future periods is subject to the risk that it may
become inadequate because of changes in conditions or that the effectiveness of
the design and operation may deteriorate.
Our consideration of the internal control structure would not necessarily
disclose all matters in the internal control structure that might be material
weaknesses under standards established by the American Institute of Certified
Public Accountants. A material weakness is a condition in which the design or
operation of the specific internal control structure elements does not reduce to
a relatively low level the risk that errors or irregularities in amounts that
would be material in relation to the financial statements being audited may
occur and not be detected within a timely period by employees in the normal
course of performing their assigned functions. However, we noted no matters
involving the internal control structure, including procedures for safeguarding
securities, that we consider to be material weaknesses as defined above as of
June 30, 1995.
This report is intended solely for the information and use of management and the
Securities and Exchange Commission.
PRICE WATERHOUSE LLP
August 21, 1995
To the Trustees of
Command Tax-Free Fund
In planning and performing our audit of the financial statements of Command Tax-
Free Fund (the "Fund") for the year ended June 30, 1995, we considered its
internal control structure, including procedures for safeguarding securities, in
order to determine our auditing procedures for the purposes of expressing our
opinion on the financial statements and to comply with the requirements of Form
N-SAR, and not to provide assurance on the internal control structure.
The management of the Fund is responsible for establishing and maintaining an
internal control structure. In fulfilling this responsibility, estimates and
judgments by management are required to assess the expected benefits and related
costs of internal control structure policies and procedures. Two of the
objectives of an internal control structure are to provide management with
reasonable, but not absolute, assurance that assets are appropriately
safeguarded against loss from unauthorized use or disposition and that
transactions are executed in accordance with management's authorization and
recorded properly to permit preparation of financial statements in conformity
with generally accepted accounting principles.
Because of inherent limitations in any internal control structure, errors or
irregularities may occur and may not be detected. Also, projection of any
evaluation of the structure to future periods is subject to the risk that it may
become inadequate because of changes in conditions or that the effectiveness of
the design and operation may deteriorate.
Our consideration of the internal control structure would not necessarily
disclose all matters in the internal control structure that might be material
weaknesses under standards established by the American Institute of Certified
Public Accountants. A material weakness is a condition in which the design or
operation of the specific internal control structure elements does not reduce to
a relatively low level the risk that errors or irregularities in amounts that
would be material in relation to the financial statements being audited may
occur and not be detected within a timely period by employees in the normal
course of performing their assigned functions. However, we noted no matters
involving the internal control structure, including procedures for safeguarding
securities, that we consider to be material weaknesses as defined above as of
June 30, 1995.
This report is intended solely for the information and use of management and the
Securities and Exchange Commission.
PRICE WATERHOUSE LLP
- 2 -
DUAL_ABC.DOC - Windows - 08/29/95
Board of Directors or Trustees of:
Prudential Adjustable Rate Securities Fund
Prudential IncomeVertible Fund
The BlackRock Government Income Trust
Prudential Intermediate Global Income Fund
Prudential California Municipal Fund (2 Portfolios)
Prudential Multi-Sector Fund
Prudential Equity Fund
Prudential Municipal Bond Fund (3 Portfolios)
Prudential Equity Income Fund
Prudential Municipal Series Fund (12 Portfolios)
Prudential FlexiFund (2 Portfolios)
Prudential National Municipals Fund
Prudential GNMA Fund
Prudential Pacific Growth Fund
Prudential Global Fund
Prudential Short-Term Global Income Fund (2 Portfolios)
Prudential Global Genesis Fund
Prudential Structured Maturity Fund
Prudential Global Natural Resources Fund
Prudential U.S. Government Fund
Prudential Government Plus Fund
Prudential Utility Fund
Prudential Growth Fund
Global Utility Fund, Inc.
Prudential Growth Opportunity Fund
Nicholas-Applegate Fund, Inc.
Prudential High Yield Fund
We have examined the accompanying description of the Prudential Dual
Pricing Worksheet (the "Worksheet") application of State Street Bank
and Trust Company ("State Street"), custodian and recordkeeper for
the Prudential Mutual Funds (the "Funds"). Our examination included
procedures to obtain reasonable assurance about whether (1) the
accompanying description presents fairly, in all material respects,
the aspects of State Street's policies and procedures that may be
relevant to a Fund's internal control structure relating to the
Worksheet, (2) the control structure policies and procedures included
in the description were suitably designed to achieve the control
objectives specified in the description, if those policies and
procedures were complied with satisfactorily, and (3) such policies
and procedures had been placed in operation as of June 30, 1994. The
control objectives were specified by Prudential Mutual Fund
Management. Our examination was performed in accordance with
standards established by the American Institute of Certified Public
Accountants and included those procedures we considered necessary in
the circumstances to obtain a reasonable basis for rendering our
opinion.
In our opinion, the accompanying description of the aforementioned
application presents fairly, in all material respects, the relevant
aspects of State Street's policies and procedures that had been
placed in operation as of June 30, 1994. Also, in our opinion, the
policies and procedures, as described, are suitably designed to
provide reasonable assurance that the specified control objectives
would be achieved if the described policies and procedures were
complied with satisfactorily.
In addition to the procedures we considered necessary to render our
opinion as expressed in the previous paragraph, we applied tests to
specific policies and procedures, listed in Section I, to obtain
evidence about their effectiveness in meeting the control objectives,
described in Section I during the period from July 1, 1993 to
June 30, 1994. The nature, timing, extent, and results of the tests
are listed in Section II. In our opinion the policies and procedures
that were tested, as described in Section II, were operating with
sufficient effectiveness to provide reasonable, but not absolute,
assurance that the control objectives specified in Section I were
achieved during the period from July 1, 1993 to June 30, 1994.
The relative effectiveness and significance of specific policies and
procedures at State Street, and their effect on assessments of
control risk on the Funds are dependent on their interaction with the
policies, procedures, and other factors present at individual Funds.
We have performed no procedures to evaluate the effectiveness of
policies and procedures at individual Funds in connection with this
report.
The description of policies and procedures at State Street is as of
June 30, 1994, and information about tests of the operating
effectiveness of specified policies and procedures covers the period
from July 1, 1993 to June 30, 1994. Any projection of such
information to the future is subject to the risk that, because of
change, the description may no longer portray the system in
existence. The potential effectiveness of specified policies and
procedures at State Street is subject to inherent limitations and,
accordingly, errors or irregularities may occur and not be detected.
Furthermore, the projection of any conclusions, based on our
findings, to future periods is subject to the risk that changes may
alter the validity of such conclusions.
This report is intended solely for use by the management and Boards
of Directors/Trustees of the Funds, the independent auditors of the
Funds and the Securities and Exchange Commission.
July 28, 1994
SECTION I
Policies and Procedures Placed in Operation
Prudential Dual Pricing Worksheet
Effective January 22, 1990, the Funds, offered by Prudential
Securities Incorporated (formerly Prudential-Bache Securities,
Inc.) and Prudential Mutual Fund Distributors, Inc., adopted a dual
pricing system. The dual pricing system consists of two classes of
shares (Class A and Class B for all funds except the Florida Series
of Prudential Municipal Series Fund. This Fund offers Class A and
Class D shares.) for the Funds. The Class A shares are subject to
a front-end sales load and the Class B and Class D shares are
subject to a contingent deferred sales charge. Each of the classes
of shares represent interests in the same portfolio of investments
of the respective Fund and are identical in all respects, except
that each class is subject to different distribution expenses and
has exclusive voting rights with respect to the Rule 12b-1
distribution plan pursuant to which such distribution expenses are
paid.
In order to allocate income and expenses between the two classes of
shares, State Street Bank and Trust Company (the Funds' custodian
and recordkeeper) utilizes the Prudential Dual Pricing Worksheet
(the "Worksheet") (see Exhibit I). The Worksheet is a manual
supplementary application that extracts relevant data from the
Funds' primary accounting system, allocates income and expenses
between the two classes of shares and computes the daily net asset
value and, if applicable, the dividend/distribution for each class
of shares. Internal accounting controls that are relevant to the
Fund can be divided into two components - controls related to the
mutual fund accounting system resident at State Street Bank and
Trust Company (the "primary accounting system") and controls
related to the Worksheet.
The spcific control objectives and policies and procedures relating
to the Worksheet are described on pages 4, 5 and 6. A description
of the tests of the policies and procedures designed to obtain
evidence about the operating effectiveness of those policies and
procedures in achieving the specific control objectives is included
in Section II.
Control Objectives and Policies and Procedures
Prudential Dual Pricing Worksheet
The Worksheet is a supplementary manual application to the Funds'
primary accounting system. Certain data is extracted from the
primary accounting system to allocate income and expenses and to
calculate the daily net asset value and, if applicable,
dividends/distributions for each class of shares. The primary
accounting system includes the details of transactions in
accordance with the Investment Company Act of 1940, as amended.
The following represents the internal accounting control objectives
and policies and procedures for the allocation of income and
expenses and the computation of the net asset value and, if
applicable, the dividend/distribution for each class of shares
utilizing the Worksheet. It does not cover the internal accounting
control policies and procedures surrounding the processing of
information into the Funds' primary accounting system.
CONTROL POLICIES
CONTROL OBJECTIVES AND PROCEDURES
A. Capital share activity as
reported
by the 1. Daily, the transfer
agent forwards reports of Fund's
transfer agent is recorded for each capital share activity for
each class which
class in an accurate and timely manner by includes a
summary of subscriptions,
the Fund. redemptions, exchanges and
other
information (the
"Supersheet"). The
opening day's balance for
shares outstanding
and current day activity is
recorded
on the Worksheet.
2. Estimated interim
share activity for the
current day not recorded in
the Supersheet is received
via telefax from the
transfer agent and is
recorded for each class on
the Worksheet.
3. A report of
outstanding shares eligible
for dividends is received
from the transfer agent and
is recorded for each class
on the Worksheet.
B. Net Asset Value ("NAV")
and, if applicable, 1.
The prior days ending NAV
per share
the dividend/distribution
for each class
(unrounded) for each class
is agreed to the
are accurately computed on
a daily basis. prior
day's Worksheet.
2. The daily net
capital stock activity for
each class for the current
day is agreed to the
Supersheet as described in
Control Procedures A.1, 2.
and 3., above.
CONTROL POLICIES
CONTROL OBJECTIVES AND PROCEDURES
3. Percentage Assets
by Class and Percentage
Dividend Assets by Class
are calculated for each
class based upon
information from the prior
day Worksheet, the
Supersheet and the telefax
from the transfer agent.
4. Allocate
investment income between
classes based on the
appropriate asset
allocation percentage for
each class.
5. Agree composite
income accounts, management
fees, other expenses,
realized gains and losses,
and unrealized
appreciation/depreciation
to the primary accounting
system of the Fund.
6. Allocate expenses
between classes as follows:
a. Expenses
directly attributable to
each class (12b-1
distribution expenses) are
calculated and
recorded to that class.
b. Expenses
attributable to both
classes are allocated in
accordance with the
appropriate asset
allocation percentage for
each class.
7. Allocate realized
and unrealized gains and
losses between the
classes in accordance with
the appropriate asset
allocation percentage of
each class.
8. Record
dividends/distributions to
shareholders of each class
in the primary accounting
system.
9. Aggregate the net
assets for each class and
agree to the total net
assets per the primary
accounting system.
10. For each class,
reconcile the current day's
NAV and, if applicable, the
dividend/distribution to
the previous day's NAV and
dividend/distribution for
each class.
CONTROL POLICIES
CONTROL OBJECTIVES AND PROCEDURES
11. The above procedures
are reviewed by the Fund
supervisor or manager.
SECTION II
Tests of Operating Effectiveness
Prudential Dual Pricing Worksheet
July 1, 1993 to June 30, 1994
We reviewed the methodology and procedures for calculating the
daily net asset value and, if applicable, the
dividends/distributions of the two classes of shares and the
allocation of income and expenses between the two classes of
shares.
The following are the detailed procedures which we performed with
respect to the Worksheet. These procedures were performed for
selected days encompassing all Funds subject to dual pricing during
the year ended June 30, 1994, which we believe is a representative
sample, to test compliance with the control policies and procedures
as described in Section I.
Prudential Mutual Fund Management, Inc. is the manager of the Funds
and has represented to us that adequate facilities are in place to
ensure implementation of the methodology and procedures for
calculating the net asset value and dividends/distributions of the
two classes of shares and the allocation of income and expenses
between the two classes of shares. Based on our review of the
description of the policies and procedures of the Worksheet, as
described in Section I, and performance of tests of operating
effectiveness as described in Section II, we concur with such
representation.
Agreed "Prior Day NAV Per Share" to the previous day's
Worksheet.
Agreed "Shares Outstanding Beginning of the Day" to the
previous day's Worksheet and to the transfer agency records
for each class.
Recalculated "Activity/Estimate" by adding the estimated
interim share activity reported via fax from the transfer
agent and the current day's "Capital Stock Activity" reported
on the Supersheet for each class.
Recalculated "Current Shares Outstanding" by adding
"Shares Outstanding Beginning of the Day" and
"Activity/Estimate" for each class.
Recalculated for each class "Adjusted Total Assets" by
multiplying "Prior Day NAV Per Share" by "Current Shares
Outstanding".
Recalculated "Percentage Assets-Class A/Front End" by
dividing "Adjusted Total Assets-Class A/Front End" by
"Adjusted Total Assets Composite".
Recalculated "Percentage Assets-Class B(D)/Back End" by
dividing "Adjusted Total Assets-Class B(D)/Back End" by
"Adjusted Total Assets Composite".
Agreed "Dividend Shares" to the transfer agency records
for each class.
Recalculated "Current Dividend Shares" by adding
"Dividend Shares Beginning of Day" and "Activity/Estimate" for
each class.
Recalculated for each class "Adjusted Dividend Assets" by
multiplying "Prior Day NAV Per Share" by "Current Dividend
Shares".
Recalculated "Percentage Dividend Assets-Class A/Front
End" by dividing "Adjusted Dividend Assets-Class A/Front End"
by "Adjusted Dividend Assets Composite".
Recalculated "Percentage Dividend Assets-Class B(D)/Back
End" by dividing "Adjusted Dividend Assets-Class B(D)/Back
End" by "Adjusted Dividend Assets Composite".
Agreed composite total of each component of income to the
primary accounting system.
Recalculated the allocation for each class of each
component of income for daily dividend funds by multiplying
the composite total by "Percentage Dividend Assets-Class
A/Front End" and "Percentage Dividend Assets-Class B(D)/Back
End," and for non-daily dividend funds by multiplying the
composite total by "Percentage Assets-Class A/Front End" and
"Percentage Assets-Class B(D)/Back End".
Recalculated "Daily Income," composite and for each
class, by totaling each component of income.
Agreed composite total "Management Fee" and "Other Fixed
Expenses" to the primary accounting system.
Recalculated the allocation for each class of "Management
Fee" and "Other Fixed Expenses" for daily dividend funds by
multiplying the composite total by "Percentage Dividend Assets-
Class A/Front End" and "Percentage Dividend Assets-Class
B(D)/Back End," and non-daily dividend funds by multiplying
the composite total by "Percentage Assets-Class A/Front End"
and "Percentage Assets-Class B(D)/Back End".
Agreed the "12b-1 Fee-Class A/Front End" and "12b-1 Fee-
Class B(D)/Back End" to the respective "PC Expense Worksheet".
Recalculated "Daily Expense," composite and for each
class, by totaling "Management Fee," "12b-1 Fee" and "Other
Fixed Expenses".
Recalculated "Daily Net Income" for each class by
subtracting "Daily Expense" from "Daily Income".
Recalculated "Dividend Rate" for each class for daily
dividend funds by dividing "Daily Net Income" by "Dividend
Shares Beginning of Day-Class A/Front End" and "Dividend
Shares Beginning of Day-Class B(D)/Back End".
Agreed "Daily Income" and "Income Distribution" for each
class to the primary accounting system.
Agreed the "Capital Gain Distribution" to the amount
recorded in the primary accounting system.
Agreed composite total "Realized Gain/Loss" and
"Unrealized Appreciation/Depreciation" to the primary
accounting system.
Recalculated the allocation for each class of "Realized
Gain/Loss" and "Unrealized Appreciation/Depreciation" by
multiplying the composite amount by the "Percentage Assets-
Class A/Front End" and "Percentage Assets-Class B(D)/Back
End".
Agreed "Prior Days Net Assets" to the previous day's
Worksheet.
Recalculated "Net Assets", composite and for each class,
by totaling "Daily Net Income", "Income Distributed", "Capital
Stock Activity", "Capital Gain Distribution", "Realized
Gain/Loss", "Unrealized Appreciation/Depreciation", and "Prior
Days Net Assets".
Recalculated "NAV Per Share" dividing the "Net Assets-
Class A/Front End" and "Net Assets - Class B(D)/Back End" by
"Current Shares Outstanding - Class A/Front End" and "Current
Shares Outstanding - Class B(D)/Back End", respectively.
Recalculated "Offering Price" for Class A shares by
applying the "Load" percentage as stated in the fund's
prospectus.
