PRUDENTIAL EQUITY FUND
N-30D, 1994-09-16
Previous: FIRST BANCORPORATION OF OHIO, S-4, 1994-09-16
Next: HUBCO INC, 8-K/A, 1994-09-16



                   Letter to 
                   Shareholders
                                                      July 12, 1994
Dear Shareholder:

   Stock market investors saw disappointing returns this year as the market 
gave up some of its gains from 1993.  The catalysts?  The Federal Reserve 
raised short-term interest rates, the U.S. dollar plummeted against the 
currencies of several foreign trading partners, and the stock market appeared
overvalued.  While overall returns were down, the Prudential Equity Fund still
outperformed the Lipper growth fund category.

The Fund

   The Prudential Equity Fund seeks long-term capital growth through a 
diversified portfolio primarily composed of common stocks of major, 
established corporations.  It may place up to 30% of assets in foreign stocks,
which have greater economic, political and currency risks than U.S. stocks.

Rising Rates Jolt Markets

   The Federal Reserve raised short-term rates in February, March, April and 
May, hoping that by tightening the nation's money supply, it could slow 
economic growth and keep inflation under control in the rapidly recovering U.S.
economy.  U.S. stocks reacted unfavorably to rising rates on fears that company
operating costs would increase and earnings fall.  In addition, bond yields 
began to look more attractive and some conservative investors, who bought 
stocks when interest rates were at rock bottom, have likely sought safer 
shores in fixed-income instruments.  As a result, U.S. stocks, as measured by
the Standard & Poor's 500 Index, lost 3.4% during the six months ended June 30,
1994.

The Benefits of Cash

   The Fund's relatively large cash position (13% as of June 30, 1994 but as 
high as 20% earlier in the year) helped us outperform the broad stock market 
and most comparable growth-oriented mutual funds.

Stock Selection In An Uneven Market

   In the unsettled stock market environment we have seen this year, stock 
selection has proved critical to performance.  We sought stocks that appeared 
to be bargains.  In the current market, our value management style means we 
always search for stocks with prices that are low in relation to book value 
and potential earnings and cash flow.  This strategy becomes easier when stock
market prices are falling.  The idea is that over time, other investors will 
also realize the discrepancy between the stocks' low prices and their higher 
intrinsic values.
                                    -3-
<PAGE>
Here's Where We're Invested

- - Financial stocks.  The Fund currently holds a large position in financial 
  stocks, such as banks and insurance companies.  As of June 30, 1994, finance
  stocks accounted for 22.6% of the Fund.  We feel these stocks, hard hit by
  rising interest rates, now offer many outstanding value investment 
  opportunities.  Consequently, we bought Chubb, Dean Witter/Discover and Bank
  of New York.  We also added to some of our top holdings in financial 
  services, including Continental and American Express.

- - Energy stocks. During the first half of the year, the Fund also bought 
  energy stocks, which we feel will benefit from increased worldwide economic
  activity.  These include oil companies Atlantic Richfield, Oryx Energy and 
  Elf Aquitaine, a French oil company recently privatized by the French 
  government.

- - Cyclicals. Some of the Fund's industry holdings, like chemical firm Monsanto
  and farm machinery manufacturer Deere, helped its performance. We reduced 
  our position in automaker Ford after good performance.  (See the "Portfolio 
  of Investments" for the number of shares owned at period end.)

- - A few we wish had done better. The Fund had some underperformers, as well. 
  Digital Equipment, one of our largest holdings, declined during the first 
  half of 1994 amid news of continued financial problems tied to its hardware
  operations. However, we still believe the firm's restructuring, as well as 
  its attention to new technology, will help it overcome recent setbacks.  
  Other underperformers included Tandy and IMC Fertilizer.

- - We underweighted drugs, food and beverages. Drugs and other consumer-oriented
  stocks like food and beverage companies have been among the weakest performing
  stocks for more than a year now.  In our current cost-conscious economy, we 
  do not see consumers willing to pay the premium prices "brand name" food and 
  drug products once commanded.  This will continue to put pressure on the 
  profit margins of those companies. Our decision to stay away from these 
  stocks has helped the Fund's performance. As of June 30, 1994, the Fund's 
  holdings in consumer non-durable stocks made up 12% of Fund assets, a 
  relatively small proportion compared to the stock market in general. We 
  also continue to shy away from utility stocks, because rising interest rates
   have made them vulnerable.
                                    -4-

<PAGE>
Outlook for the Second Half of 1994

   Despite market volatility early in 1994, we remain optimistic that the U.S.
economy is fundamentally sound.  As U.S. corporations restructure and
re-engineer their operations to become more competitive in a global
marketplace, we expect the U.S. economic recovery to continue throughout the
latter half of 1994. Investors who believe earnings will support current price
levels might expect flat to slightly higher stock market returns through the
rest of the year. Conversely, if economic growth slows and earnings are
disappointing, stock returns could remain in negative territory.  On the
positive side, the economic turnaround in Europe and Asia should continue,
which may mean stronger returns in non-U.S. markets.

   As always, it is a pleasure to have you as a shareholder in the Prudential 
Equity Fund and we welcome this opportunity to report our activities to you.

Sincerely,

Lawrence C. McQuade
President


Thomas R. Jackson
Portfolio Manager

                                    -5-
<PAGE>
(PHOTO)
                                  PORTFOLIO     Q&A

                                  Tom Jackson

The following is an interview with Tom Jackson, Portfolio Manager of the 
Prudential Equity Fund.

Q. How has the U.S. stock market correction in the first quarter 1994 affected
   your management of the Fund?

A. While market corrections are always painful, they're certainly no reason to
   abandon the stock market.  We should remind ourselves that, despite market 
   downturns, the value of stocks has historically risen over time.  Of course,
   past performance is no guarantee of future results.  Stock market 
   corrections create opportunities because the indiscriminate selling that
   occurs without regard to the fundamental attractiveness of the underlying 
   companies creates "bargains."  I try to find stocks that have declined more
   during the downturn than would seem logical.  These may have the greatest 
   growth potential going forward.

Q. Do you think you've found any such values lately?

A. Well, since this recent correction was triggered by rising interest rates, 
   I've looked for stocks that have been affected most by higher rates.  This 
   led me to make finance stocks a big bet for 1994.  In the first half of this
   year, I began positions in financial companies whose prices I found 
   attractive relative to the companies' underlying value, including Chubb,
   Continental Gp., Bank of New York, Emphesys Financial, Western National 
   and American General. Similarly, I've seen value opportunities in the 
   energy sector, with Atlantic Richfield and the recently privatized French
   oil company Elf Aquitaine.

Q. Why do you still favor cyclical stocks 
   (which tend to closely follow market movements) over growth stocks (which 
   have the potential for steady growth over the long term)?

A. Many U.S. corporations are becoming more competitive worldwide as they 
   restructure. Continued U.S. economic growth combined with the bottoming of 
   non-U.S. economies should allow many of these companies to experience 
   substantial earnings growth over the next couple of years.  I don't think 
   their stocks fully reflect this outlook yet.
                                       -6-

<PAGE>
PRUDENTIAL EQUITY FUND, INC.  Portfolio of Investments
                             June 30, 1994 (Unaudited)
<TABLE>
<CAPTION>
                                            Value
Shares               Description           (Note 1)
<C>         <S>                          <C>
            LONG-TERM INVESTMENTS--87.3%
            Common Stocks--86.0%
            Aerospace/Defense--4.2%
  290,000   E-Systems, Inc.............  $   10,838,750
  207,800   Lockheed Corp..............      13,584,925
  870,000   Loral Corp.................      30,450,000
  500,000   United Technologies
              Corp.....................      32,125,000
                                         --------------
                                             86,998,675
                                         --------------
            Automobiles & Trucks--4.2%
  600,000   Chrysler Corp..............      28,275,000
  400,000   Ford Motor Co..............      23,600,000
  600,000   General Motors Corp........      30,150,000
  404,800   Navistar International
              Corp.*...................       5,414,200
                                         --------------
                                             87,439,200
                                         --------------
            Banks & Financial Services--10.2%
1,500,000   American Express Co........      38,625,000
  581,400   Bank of New York, Inc......      16,787,925
  300,000   BankAmerica Corp...........      13,725,000
  600,000   Chase Manhattan Corp.......      22,950,000
  600,000   Comerica, Inc..............      16,950,000
  285,600   Dean Witter-Discover &
              Co.......................      10,710,000
  149,900   Dreyfus Corp...............       7,270,150
  177,000   First America Bank Corp....       6,305,625
  125,530   Fund American Companies,
              Inc.*....................       8,849,865
1,000,000   Great Western Financial
              Corp.....................      18,375,000
  300,000   Lehman Brothers Holdings,
              Inc......................       4,537,500
  256,500   Mercantile Bankshares
              Corp.....................       5,033,812
  225,000   Republic New York Corp.....      10,378,125
  600,000   Salomon, Inc...............      28,650,000
                                         --------------
                                            209,148,002
                                         --------------
            Cards & Gift Wrappings--0.6%
  750,000   Gibson Greetings, Inc......      12,000,000
                                         --------------
            Chemicals--2.0%
  300,000   Eastman Chemical Co........      14,325,000
  355,500   IMC Fertilizer Group,
              Inc......................  $   12,309,188
  500,000   Wellman, Inc...............      13,937,500
                                         --------------
                                             40,571,688
                                         --------------
            Commercial Services--0.4%
  600,000   AAR Corp...................       8,100,000
                                         --------------
            Computer Hardware--4.8%
  800,000   Amdahl Corp................       4,400,000
  800,000   Comdisco, Inc..............      15,300,000
2,300,000   Digital Equipment Corp.*...      44,562,500
  412,900   Gerber Scientific, Inc.....       6,399,950
  150,000   Hewlett-Packard Co.........      11,306,250
  300,000   International Business
              Machines Corp............      17,625,000
                                         --------------
                                             99,593,700
                                         --------------
            Diversified Consumer Products--4.2%
  400,000   Eastman Kodak Co...........      19,250,000
  500,000   ITT Corp...................      40,812,500
  300,000   Loews Corp.................      25,575,000
                                         --------------
                                             85,637,500
                                         --------------
            Drugs & Medical Supplies--3.7%
2,000,000   Baxter International,
              Inc......................      52,500,000
  210,800   Lilly (Eli) & Co...........      11,989,250
  400,000   Upjohn Co..................      11,650,000
                                         --------------
                                             76,139,250
                                         --------------
            Electric Power--1.0%
  170,000   American Electric Power,
              Inc......................       4,802,500
  570,000   General Public Utilities
              Corp.....................      14,962,500
                                         --------------
                                             19,765,000
                                         --------------
            Electronics--1.8%
  300,000   Avnet, Inc.................       9,450,000
  300,000   Harris Corp................      13,237,500
  400,000   Varian Associates, Inc.....      14,200,000
                                         --------------
                                             36,887,500
                                         --------------
</TABLE>
 
                                    -7-   See Notes to Financial Statements.
<PAGE>
PRUDENTIAL EQUITY FUND, INC.
<TABLE>
<CAPTION>
                                            Value
Shares               Description           (Note 1)
<C>         <S>                          <C>
            Energy Equipment & Services--0.4%
1,300,000   Noram Energy Corporation...  $    7,800,000
                                         --------------
            Forest Products--6.0%
  400,000   International Paper Co.....      26,500,000
  550,000   James River Corp. of
              Virginia.................       9,350,000
  125,000   Rayonier, Inc..............       3,609,375
1,600,000   Scott Paper Co.............      83,600,000
                                         --------------
                                            123,059,375
                                         --------------
            Hospitals & Medical Services--4.3%
  649,700   American Medical Holdings,
              Inc.*....................      16,323,713
   39,400   Beverly Enterprises,
              Inc.*....................         477,725
  747,720   Columbia Healthcare
              Corp.....................      28,039,500
  266,800   Foundation Health Corp.*...      10,371,850
  459,500   Hillhaven Corp.............       8,271,000
1,665,000   National Medical
              Enterprises, Inc.........      26,015,625
                                         --------------
                                             89,499,413
                                         --------------
            Insurance--10.5%
1,000,000   Alexander & Alexander
              Services, Inc............      16,250,000
  400,000   American General Corp......      11,050,000
  400,000   Chubb Corp.................      30,650,000
  500,000   Citizens Corp..............       8,750,000
2,200,000   Continental Corp...........      34,100,000
  406,600   Emphesys Financial Group,
              Inc......................      12,096,350
  767,300   First Colony Corp..........      16,496,950
  900,828   Old Republic International
              Corp.....................      20,043,423
  700,000   SAFECO Corp................      38,937,500
  350,000   St. Paul Companies, Inc....      14,043,750
  933,600   Western National Corp......      11,086,500
   62,765   White River Corp.*.........       2,102,627
                                         --------------
                                            215,607,100
                                         --------------
            Non-Ferrous Metals--3.0%
  250,000   Alumax Inc.*...............  $    6,406,250
  300,000   Aluminum Co. of America....      21,937,500
  122,750   Amax Gold, Inc.............         966,656
1,093,000   Cyprus Minerals Corp.......      32,516,750
                                         --------------
                                             61,827,156
                                         --------------
            Oil & Gas Exploration & Production--10.9%
  300,000   Amerada Hess Corp..........      14,775,000
  200,000   Atlantic Richfield Co......      20,425,000
  500,000   BJ Services Co.*...........      10,312,500
  750,000   British Petroleum Ltd.,
              PLC, ADR
              (United Kingdom).........      53,812,500
1,100,000   Occidental Petroleum
              Corp.....................      20,762,500
1,200,000   Oryx Energy Co.............      18,000,000
  200,000   Royal Dutch Petroleum
              Co.......................      20,925,000
1,100,000   Societe Nationale Elf
              Aquitaine, ADR
              (France)*................      36,575,000
  700,000   Total SA, ADR (France)*....      20,125,000
  504,400   Union Texas Petroleum,
              Inc......................       9,016,150
                                         --------------
                                            224,728,650
                                         --------------
            Retail--7.5%
  119,700   Dayton Hudson Corp.........       9,695,700
  300,000   Dillard Department Stores,
              Inc......................       9,262,500
  700,000   Federated Department
              Stores, Inc.*............      14,000,000
1,294,700   K-Mart Corp................      20,067,850
  500,000   Petrie Stores Corp.........      12,312,500
1,368,300   Tandy Corp.................      47,206,350
1,391,900   U.S. Shoe Corp.............      26,446,100
  900,000   Waban, Inc.*...............      14,962,500
                                         --------------
                                            153,953,500
                                         --------------
            Specialty Chemicals--0.1%
  100,000   Witco Corp.................       2,975,000
                                         --------------
            Steel--0.5%
  500,000   Bethlehem Steel Corp.*.....       9,312,500
                                         --------------
</TABLE>
 
                                    -8-   See Notes to Financial Statements.

<PAGE>
PRUDENTIAL EQUITY FUND, INC.
<TABLE>
<CAPTION>
                                            Value
Shares               Description           (Note 1)
<C>         <S>                          <C>
            Telecommunications--4.4%
1,446,500   Sprint Corp................  $   50,446,688
                                             
1,000,000   Telefonica de Espana (ADR)
              (Spain)..................      40,250,000
                                         --------------
                                             90,696,688
                                         --------------
            Transportation--1.3%
1,000,000   OMI Corp.*.................       6,000,000
  550,000   Overseas Shipholding Group,
              Inc......................      10,037,500
                                             
  555,400   Southern Pacific Rail
              Corp.*...................      10,899,725
                                         --------------
                                             26,937,225
                                         --------------
            Total common stocks
              (cost $1,557,968,422)....   1,768,677,122
                                         --------------
            Preferred Stock--1.3%
            RJR Nabisco Holdings, Inc.*
4,000,000   (cost $25,999,618).........      26,500,000
                                         --------------
            Total long-term investments
            (cost $1,583,968,040)......   1,795,177,122
                                         --------------
 
<CAPTION>
Principal
 Amount
  (000)     SHORT-TERM INVESTMENT--13.2%
- ---------
            Repurchase Agreement
            Joint Repurchase Agreement
              Account,
 $271,954   4.26%, 7/1/94
            (cost $271,954,000; Note
              5).......................     271,954,000
                                         --------------
            Total Investments--100.5%
            (cost $1,855,922,040; Note
              4).......................   2,067,131,122
            Liabilities in excess of
              other
            assets--(0.5%).............     (10,601,123)
                                         --------------
            Net Assets--100%...........  $2,056,529,999
                                         --------------
                                         --------------
</TABLE>
 
- ---------------
* Non-income producing security.
ADR--American Depository Receipt.
                                    -9-   See Notes to Financial Statements.

<PAGE>
 PRUDENTIAL EQUITY FUND, INC.
 Statement of Assets and Liabilities
 (Unaudited)
<TABLE>
<CAPTION>
Assets                                                                                     June 30, 1994
                                                                                           --------------
<S>                                                                                        <C>
Investments, at value (cost $1,855,922,040).............................................   $2,067,131,122
Cash....................................................................................          140,889
Dividends and interest receivable.......................................................        5,923,627
Receivable for Fund shares sold.........................................................        5,296,171
Deferred expenses and other assets......................................................           49,969
                                                                                           --------------
    Total assets........................................................................    2,078,541,778
                                                                                           --------------
Liabilities
Payable for investments purchased.......................................................       14,320,973
Payable for Fund shares reacquired......................................................        5,267,009
Distribution fee payable................................................................        1,602,906
Management fee payable..................................................................          820,891
                                                                                           --------------
    Total liabilities...................................................................       22,011,779
                                                                                           --------------
Net Assets..............................................................................   $2,056,529,999
                                                                                           --------------
                                                                                           --------------
Net assets were comprised of:
  Common stock, at par..................................................................   $    1,529,819
  Paid-in capital in excess of par......................................................    1,723,328,123
                                                                                           --------------
                                                                                            1,724,857,942
  Undistributed net investment income...................................................       53,600,497
  Accumulated net realized gains........................................................       66,862,478
  Net unrealized appreciation...........................................................      211,209,082
                                                                                           --------------
  Net assets, June 30, 1994.............................................................   $2,056,529,999
                                                                                           --------------
                                                                                           --------------
Class A:
  Net asset value and redemption price per share
    ($242,796,334 / 18,005,762 shares of common stock issued and outstanding)...........           $13.48
  Maximum sales charge (5.25% of offering price)........................................              .75
                                                                                           --------------
  Maximum offering price to public......................................................           $14.23
                                                                                           --------------
                                                                                           --------------
Class B:
  Net asset value, offering and redemption price per share
    ($1,813,733,665 / 134,976,106 shares of common stock issued and outstanding)........           $13.44
                                                                                           --------------
                                                                                           --------------
</TABLE>
 
See Notes to Financial Statements.
                                    -10-

<PAGE>
 PRUDENTIAL EQUITY FUND, INC.
 Statement of Operations
 (Unaudited)
<TABLE>
<CAPTION>
                                         Six Months
                                            Ended
                                          June 30,
Net Investment Income                       1994
                                        -------------
<S>                                     <C>
Income
  Dividends (net of foreign
    withholding taxes of $564,079)....  $  20,195,957
  Interest............................      6,306,917
                                        -------------
    Total income......................     26,502,874
                                        -------------
Expenses
  Distribution fee--Class A...........        301,215
  Distribution fee--Class B...........      9,205,692
  Management fee......................      4,870,710
  Transfer agent's fees and
  expenses............................      1,388,000
  Reports to shareholders.............        264,000
  Custodian's fees and expenses.......        144,000
  Registration fees...................         45,000
  Insurance expense...................         28,000
  Audit fee...........................         27,000
  Directors' fees.....................         22,000
  Legal fees..........................         21,000
  Miscellaneous.......................          6,699
                                        -------------
    Total expenses....................     16,323,316
                                        -------------
Net investment income.................     10,179,558
                                        -------------
Realized and Unrealized
Gain on Investments
Net realized gain on investment
  transactions........................     35,267,017
Net change in unrealized appreciation
  of investments......................   (102,667,503)
                                        -------------
Net loss on investments...............    (67,400,486)
                                        -------------
Net Decrease in Net Assets
Resulting from Operations.............  $ (57,220,928)
                                        -------------
                                        -------------
</TABLE>
 
 PRUDENTIAL EQUITY FUND, INC.
 Statement of Changes in Net Assets
 (Unaudited)
<TABLE>
<CAPTION>
                          Six Months
                            Ended           Year Ended
                           June 30,        December 31,
Increase in Net Assets       1994              1993
                        --------------    --------------
<S>                     <C>               <C>
Operations
  Net investment
  income..............  $   10,179,558    $   17,238,874
  Net realized gain on
    investment
    transactions......      35,267,017       116,747,891
  Net change in
    unrealized
    appreciation of
    investments.......    (102,667,503)      183,732,635
                        --------------    --------------
  Net increase
    (decrease) in net
    assets resulting
    from operations...     (57,220,928)      317,719,400
                        --------------    --------------
Net equalization
  credits.............       1,614,113        10,311,865
                        --------------    --------------
Dividends and distributions
  (Note 1)
  Dividends to
    shareholders from
    net investment
    income
    Class A...........              --        (3,388,881)
    Class B...........              --       (13,831,847)
                        --------------    --------------
                                    --       (17,220,728)
                        --------------    --------------
  Distributions to
    shareholders from
    net realized gains
    on investment
    transactions
    Class A...........              --       (11,075,863)
    Class B...........              --       (85,590,180)
                        --------------    --------------
                                    --       (96,666,043)
                        --------------    --------------
Fund share transactions (Note 6)
  Proceeds from shares
    subscribed........     688,241,155     1,246,554,009
  Net asset value of
    shares issued in
    reinvestment of
    dividends and
    distributions.....              --       107,310,518
  Cost of shares
    reacquired........    (603,273,128)     (881,414,705)
                        --------------    --------------
  Net increase in net
    assets from Fund
    share
    transactions......      84,968,027       472,449,822
                        --------------    --------------
Total increase........      29,361,212       686,594,316
Net Assets
Beginning of period...   2,027,168,787     1,340,574,471
                        --------------    --------------
End of period.........  $2,056,529,999    $2,027,168,787
                        --------------    --------------
                        --------------    --------------
</TABLE>
 
See Notes to Financial Statements.        See Notes to Financial Statements.
                                    -11-

<PAGE>
 PRUDENTIAL EQUITY FUND, INC.
 Notes to Financial Statements
 (Unaudited)

   Prudential Equity Fund, Inc. (the ``Fund''), is registered under the
Investment Company Act of 1940 as a diversified, open-end management investment
company. The investment objective of the Fund is long-term growth of capital by
investing primarily in common stocks of major established corporations.
                              
Note 1. Accounting            The following is a summary
Policies                      of significant accounting poli-
                              cies followed by the Fund in the preparation of
its financial statements.

Securities Valuation: Investments, including options, traded on a national
securities or commodities exchange and NASDAQ National Market equity securities
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 at current
market quotations. Short-term securities which mature in 60 days or less are
valued at amortized cost which approximates market value.

   In connection with transactions in repurchase agreements with U.S. financial
institutions, it is the Fund's policy that its custodian or designated
subcustodians, as the case may be under triparty repurchase agreements, take
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.
Securities Transactions and Investment Income: Securities transactions are
recorded on the trade date. Realized gains and losses on sales of investments
are calculated on the identified cost basis. Dividend income is recorded on the
ex-dividend date, and interest income is recorded on the accrual basis.
   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 semi-annually. The Fund will distribute at least annually net capital
gains in excess of loss carryforwards, if any. 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.

Equalization: The Fund follows the accounting practice known as equalization by
which a portion of the proceeds from sales and costs of reacquisitions of Fund
shares, equivalent on a per share basis to the amount of distributable 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 and net capital gains, if any, 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.
                              
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. PMF has entered into a subadvisory agreement with 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 compensation of officers of the Fund, occupancy and
certain clerical and bookkeeping costs of the Fund. The Fund bears all other
costs and expenses.

   The management fee paid PMF is computed daily and payable monthly, at an
annual rate of .50 of 1% of the Fund's average daily net assets up to $500
million, .475 of 1% of the next $500 million of average daily net assets and
.45 of 1% of the Fund's average daily net assets in excess of $1 billion.
                                    -12-

<PAGE>
   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 with 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 the Fund's Class A and Class 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 .25 of 1% of the average daily net assets of the Class A shares for the six
months ended June 30, 1994. 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, for 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 $970,000 in
front-end sales charges resulting from sales of Class A shares during the six
months ended June 30, 1994. From these fees, PMFD paid such sales charges to
dealers (PSI and Prusec) which in turn paid commissions to salespersons.

   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 contingent deferred sales charges in connection with certain
redemptions of shares may exceed the total payments made by the Fund pursuant to
the Class B Plan. PSI advised the Fund that for the six months ended June 30,
1994, it received approximately $1,675,000 in contingent deferred sales charges
imposed upon certain redemptions by investors. PSI, as distributor, has also
advised the Fund that at June 30, 1994, the amount of distribution expenses
incurred by PSI and not yet reimbursed by the Fund or recovered through
contingent deferred sales charges approximated $14,931,000. 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 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                 Prudential Mutual Fund Ser-
Transactions                  vices, Inc. (``PMFS''), a 
with Affiliates               wholly-owned subsidiary of 
                              PMF, serves as the Fund's transfer agent and
during the six months ended June 30, 1994, the Fund incurred fees of
approximately $1,371,000 for the services of PMFS. As of June 30, 1994, $241,000
of such fees were due to PMFS. Transfer agent fees and expenses in the Statement
of Operations include certain out-of-pocket expenses paid to non-affiliates.

   For the six months ended June 30, 1994, PSI earned approximately $61,600 in
brokerage commissions from portfolio transactions executed on behalf of the
Fund.
                              
Note 4. Portfolio             Purchases and sales of invest-
Securities                    ment securities, other than 
                              short-term investments, for the six months ended
June 30, 1994 aggregated $284,066,277 and $81,390,296, respectively.

   The federal income tax basis of the Fund's investments at June 30, 1994 was
substantially the same as for financial reporting purposes and, accordingly, net
unrealized appreciation for federal income tax purposes was $211,209,082 (gross
unrealized appreciation--$374,357,168; gross unrealized
depreciation--$163,148,086).
                              
Note 5. Joint                 The Fund, along with other
Repurchase                    affiliated registered invest-
Agreement Account             ment 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
                                    -13-

<PAGE>
June 30, 1994, the Fund has a 28.4% undivided interest in the joint account. The
undivided interest for the Fund represents $271,954,000 in the principal amount.
As of such date, each repurchase agreement in the joint account and the
collateral therefor were as follows:

   Goldman Sachs & Co., 4.30%, in the principal amount of $300,000,000,
repurchase price $300,035,833, due 7/1/94. The value of the collateral including
accrued interest is $306,000,136.

   Merrill Lynch, Pierce, Fenner & Smith, Inc., 4.15%, in the principal amount
of $232,000,000, repurchase price $232,026,744, due 7/1/94. The value of the
collateral including accrued interest is $236,645,037.

   Nomura Securities International, Inc., 4.25%, in the
principal amount of $275,000,000, repurchase price $275,032,465, due 7/1/94. The
value of the collateral including accrued interest is $280,500,174.

   Smith Barney Shearson, Inc., 4.35%, in the prin-
cipal amount of $150,000,000, repurchase price $150,018,125, due 7/1/94. The
value of the collateral including accrued interest is $153,000,285.
                              
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.

   There are 500 million shares of common stock, $.01 par value per share,
dividend into two classes, designated Class A and B common stock, each of which
consists of 250 million authorized shares.

   Transactions in shares of common stock were as follows:
<TABLE>
<CAPTION>
Class A                             Shares            Amount
- -----------------------------  ----------------   --------------
<S>                            <C>                <C>
Six months ended June 30,
  1994:
Shares sold..................         6,556,104   $   90,329,094
Shares reacquired............        (5,404,615)     (74,510,049)
                               ----------------   --------------
Net increase in shares
  outstanding................         1,151,489   $   15,819,045
                               ----------------   --------------
                               ----------------   --------------
<CAPTION>
Class A                             Shares            Amount
- -----------------------------  ----------------   --------------
<S>                            <C>                <C>
Year ended December 31, 1993:
Shares sold..................        10,666,901   $  142,866,820
Shares issued in reinvestment
  of dividends and
  distributions..............         1,024,585       13,957,895
Shares reacquired............        (6,172,832)     (83,163,283)
                               ----------------   --------------
Net increase in shares
  outstanding................         5,518,654   $   73,661,432
                               ----------------   --------------
                               ----------------   --------------
Class B
Six months ended June 30,
  1994:
Shares sold..................        44,268,158   $  597,912,061
Shares reacquired............       (39,338,946)    (528,763,079)
                               ----------------   --------------
Net increase in shares
  outstanding................         4,929,212   $   69,148,983
                               ----------------   --------------
                               ----------------   --------------
Year ended December 31, 1993:
Shares sold..................        84,220,134   $1,103,687,189
Shares issued in reinvestment
  of dividends and
  distributions..............         7,009,195       93,352,623
Shares reacquired............       (60,836,074)    (798,251,422)
                               ----------------   --------------
Net increase in shares
  outstanding................        30,393,255   $  398,788,390
                               ----------------   --------------
                               ----------------   --------------
</TABLE>
 
                              
Note 7. Dividends             Subsequent to June 30,
and Distributions             1994, the Board of Directors
                              of the Fund declared dividends from undistributed
net investment income to Class A shareholders of $.115 per share and Class B
shareholders of $.0575 per share and both short-term and long-term capital gains
distributions to Class A and B shareholders of $.06 and $.15 per share
respectively, payable on August 31, 1994 to shareholders of record on August 24,
1994.
                              
Note 8. Subsequent            On July 19, 1994, a meeting
Event                         of the shareholders of the 
                              Fund was held at which time the shareholders
approved, among other things, a) amendments to the Fund's Articles of
Incorporation to permit a conversion feature for Class B shares to Class A
shares after seven years and b) amendments to the Class A and Class B
Distribution Plans, under which the Distribution Plans become compensation
rather than reimbursement plans. These amendments were effective August 1, 1994.
                                    -14-

<PAGE>
 PRUDENTIAL EQUITY FUND, INC.
 Financial Highlights
 (Unaudited)
<TABLE>
<CAPTION>
                                               Class A                                                Class B
                      ---------------------------------------------------------   -----------------------------------------------
<S>                   <C>          <C>        <C>        <C>       <C>            <C>          <C>          <C>          <C>
                                                                   January 22,
                      Six Months                                     1990(D)      Six Months
                        Ended         Year Ended December 31,        through        Ended           Year Ended December 31,
PER SHARE OPERATING    June 30,    -----------------------------   December 31,    June 30,    ----------------------------------
  PEFORMANCE:            1994        1993       1992      1991         1990          1994         1993         1992        1991
<CAPTION>
                      ----------   --------   --------   -------   ------------   ----------   ----------   ----------   --------
<S>                   <C>          <C>        <C>        <C>       <C>            <C>          <C>          <C>          <C>
Net asset value,
  beginning of
  period............   $   13.80   $  12.07   $  11.39   $  9.84   $  11.25(D)(D) $    13.80 $      12.08   $    11.40   $   9.85
                      ----------   --------   --------   -------   ------------   ----------   ----------   ----------   --------
Income from
  investment
  operations
Net investment
  income............         .11        .23        .24       .27          .31            .06          .12          .14        .18
Net realized and
  unrealized gain
  (loss) on
  investment
  transactions......        (.43)      2.42       1.30      2.09         (.15)(D)(D)    (.42)        2.42         1.30       2.09
                      ----------   --------   --------   -------   ------------   ----------   ----------   ----------   --------
  Total from
    investment
    operations......        (.32)      2.65       1.54      2.36          .16(D)(D)     (.36)        2.54         1.44       2.27
                      ----------   --------   --------   -------   ------------   ----------   ----------   ----------   --------
Less distributions
Dividends from net
  investment
  income............          --       (.22)      (.23)     (.24)        (.35)            --         (.12)        (.13)      (.15)
Distributions from
  net
  realized capital
  gains.............          --       (.70)      (.63)     (.57)       (1.22)            --         (.70)        (.63)      (.57)
                      ----------   --------   --------   -------   ------------   ----------   ----------   ----------   --------
  Total
    distributions...          --       (.92)      (.86)     (.81)       (1.57)            --         (.82)        (.76)      (.72)
                      ----------   --------   --------   -------   ------------   ----------   ----------   ----------   --------
Net asset value, end
  of period.........   $   13.48   $  13.80   $  12.07   $ 11.39     $   9.84     $    13.44   $    13.80   $    12.08   $  11.40
                      ----------   --------   --------   -------   ------------   ----------   ----------   ----------   --------
                      ----------   --------   --------   -------   ------------   ----------   ----------   ----------   --------
TOTAL RETURN#:......       (2.32)%    22.14%     13.65%    24.55%       (0.29)%(D)(D)  (2.61)%      21.13%       12.72%     23.55%
RATIOS/SUPPLEMENTAL
  DATA:
Net assets, end of
  period (000)......   $ 242,796   $232,535   $136,834   $82,845     $ 30,264     $1,813,734   $1,794,634   $1,203,740   $904,382
Average net assets
  (000).............   $ 242,970   $190,778   $111,489   $57,845     $ 27,371     $1,856,396   $1,522,992   $1,042,028   $757,485
Ratios to average
  net assets:
  Expenses,
    including
    distribution
    fees............         .91%*      .91%       .94%      .97%        1.01%*         1.66%*       1.71%        1.74%      1.77%
  Expenses,
    excluding
    distribution
    fees............         .66%*      .71%       .74%      .77%         .84%*          .66%*        .71%         .74%       .77%
  Net investment
    income..........        1.64%*     1.71%      1.91%     2.36%        2.86%*          .89%*        .91%        1.11%      1.56%
Portfolio
  turnover..........           5%        21%        22%       19%          76%             5%          21%          22%        19%

<CAPTION>
<S>                   <C>        <C>
 
PER SHARE OPERATING
  PEFORMANCE:           1990       1989
                      --------   --------
<S>                   <C>        <C>
Net asset value,
  beginning of
  period............  $  11.83   $   9.18
                      --------   --------
Income from
  investment
  operations
Net investment
  income............       .26        .19
Net realized and
  unrealized gain
  (loss) on
  investment
  transactions......      (.76)      2.75
                      --------   --------
  Total from
    investment
    operations......      (.50)      2.94
                      --------   --------
Less distributions
Dividends from net
  investment
  income............      (.26)      (.20)
Distributions from
  net
  realized capital
  gains.............     (1.22)      (.09)
                      --------   --------
  Total
    distributions...     (1.48)      (.29)
                      --------   --------
Net asset value, end
  of period.........  $   9.85   $  11.83
                      --------   --------
                      --------   --------
TOTAL RETURN#:......     (4.28)%    32.04%
RATIOS/SUPPLEMENTAL
  DATA:
Net assets, end of
  period (000)......  $578,213   $629,230
Average net assets
  (000).............  $583,016   $567,575
Ratios to average
  net assets:
  Expenses,
    including
    distribution
    fees............     1.89%       1.62%
  Expenses,
    excluding
    distribution
    fees............      .89%        .82%
  Net investment
    income..........     2.27%       1.66%
Portfolio
  turnover..........       76%         57%
</TABLE>
 
- ---------------
   * Annualized.
 (D) Commencement of offering of Class A Shares.
 (D)(D) Restated.
   # 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
     distributions. Total returns for periods of less than a full year are not
     annualized.
See Notes to Financial Statements.
                                    -15-
<PAGE>


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission