PRUDENTIAL GNMA FUND INC
N-30D, 1995-03-16
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ANNUAL REPORT                                   December 31, 1994

Prudential
GNMA Fund

(ICON)

(LOGO)

<PAGE>
Letter to Shareholders

February 6, 1995

Dear Shareholder:

Higher interest rates made 1994 a challenging year for the stock and bond 
markets.  Although mortgage-backed securities fared better than corporate 
and government bonds, most finished the year with negative numbers.  Given 
these conditions, we are pleased to report that your Prudential GNMA Fund 
performed better than the average GNMA fund, according to Lipper Analytical 
Services, Inc.

Fund Update:

Beginning in February 1995, Class B shareholders should begin to notice a 
change in their Fund holdings. That's when Class B shares will begin to 
convert to Class A shares, on a quarterly basis, approximately seven years 
after purchase. As you may know, Class A shares generally carry lower annual 
distribution expenses than Class B shares. Accordingly, after conversion, 
you will earn higher total returns on your investment than you would have 
as a Class B shareholder. This conversion will be processed automatically 
and won't require any further action on your part.


<TABLE>
                           FUND PERFORMANCE
                       Cumulative Total Returns1
                              12/31/94
<CAPTION>
                                                           Since
                 1 Year        5 Years     10 Years      Inception2
<S>              <C>           <C>         <C>           <C>
Class A           -2.0%          N/A          N/A            34.7%
Class B           -2.6           30.7%       102.6%         186.6
Class C           N/A            N/A          N/A            -1.3
Lipper GNMA       -2.5           38.8        126.4          252.8 
  Fund Avg.3
</TABLE>

<TABLE>
                    AVERAGE ANNUAL TOTAL RETURNS
                             12/31/941
<CAPTION>
                                                           Since
                 1 Year        5 Years     10 Years      Inception2
<S>              <C>           <C>         <C>           <C>
Class A          -6.0%           N/A         N/A            5.4%
Class B          -7.6            5.3%        7.3%           8.6
Class C           N/A            N/A         N/A           -5.5
</TABLE>

Past performance is not indicative of future results. Principal and 
investment return will fluctuate so that an investor's shares, 
when redeemed, may be worth more or less than their original cost.

1Source: Prudential Mutual Fund Management Inc. and Lipper 
Analytical Services, Inc.  The cumulative total returns do not take 
into account sales charges.  The average annual returns do take into 
account applicable sales charges.  The Fund charges a maximum front-end 
sales load of 4% for Class A shares and a contingent deferred sales 
charge of 5%, 4%, 3%, 2%, 1% and 1% for six years, for Class B shares.  
Class C shares have a 1% CDSC for one year. Beginning in February 1995, 
Class B shares will automatically convert to Class A shares on a quarterly 
basis, after approximately seven years.  Class C average annual returns 
are not yet available since the share class has been in existence less 
than one year. 

2Inception dates: 1/22/90 Class A; 3/25/82 Class B; 8/1/94 Class C.

3Lipper average returns are for 36 funds for one year, 32 funds for 
five years, 12 funds for 10 years and 6 funds since inception of the 
Class B shares on 3/22/82. 

                                  -1-

<PAGE>

Fund Overview

The Prudential GNMA Fund seeks a high level of income over the long term, 
consistent with the reasonable preservation of principal.  The Fund invests 
primarily in a portfolio of mortgage-backed securities guaranteed as to 
timely payment of principal and interest by the Government National Mortgage 
Association (GNMA).  The Fund may also invest in other U.S. government 
obligations and high quality, asset backed securities.

The Federal Reserve Tightens

The U.S. economy ended 1994 growing at an annual rate of nearly 4%, despite 
six short-term interest rate increases by the Federal Reserve that sent the 
federal funds rate (the interbank overnight lending rate) to 5.5% from 3%.  
Long-term interest rates also rose, climbing from just under 6.5% to end the 
year hovering at 8%. Of course, as interest rates rise, bond prices fall (and 
vice versa).  The bond market responded by building an "inflation premium" 
into prices. 

The Federal Reserve acted to head off a resurgent round of inflation.  
However, the Consumer Price Index grew by only 2.7%, the fourth 
straight year that inflation was held to under 3%.  But it can be 
argued that inflation usually lags behind actual economic growth and 
it still may increase in 1995.

Overall, 1994 was a year bond markets would rather forget.  As the fourth 
quarter ended, however, there were a few positive signs.  For example, for 
the three-month period ending December 31, 1994, Lehman Brothers reported 
that its mortgage-backed securities, and corporate bond indices each rose 
a modest 0.43%, while its U.S. government bond index rose 0.35%.  For the 
year, however, mortgage-backed securities fared better than either U.S. 
government or corporate bonds.  For the 12-month period ended December 31, 
1994, mortgage-backed securities declined 1.6% while U.S. government bonds 
fell 3.3% and corporate bonds 3.9%, according to Lehman Brothers. 

Mortgage-backed securities did better because they have higher coupons 
than similar maturity governments.  This cushions their prices somewhat 
from interest rate increases.  Another factor was that mortgage prepayments 
fell by nearly 70% compared to 1993 as higher interest rates discouraged 
home mortgage refinancings.

                                  -2-

<PAGE>

Fund Strategy

Throughout the year we followed a strategy that sought to lessen the 
effects of rising interest rates while capitalizing on the precipitous 
drop in mortgage prepayments.  Ours was a defensive game plan where we 
varied our mixture of holdings -- GNMAs, adjustable rate mortgages (ARMs), 
other mortgage-backed securities and cash -- to respond to changing market 
conditions. 

According to the Lipper GNMA Fund Average, which compares funds of similar 
size, common portfolio and investment objective, your Fund stood at or 
above average for the year.  On a total return basis, Class A shares 
were ranked 16th and Class B shares 25th out of 47 funds ranked by Lipper 
as of the 12-month period ending December 31, 1994.  Class C rankings are 
not available since they have been in existence less than one year.  The 
Lipper rankings and performance information do not take into account the 
Fund's sales charges which affect performance and rankings.  Of course, 
past performance is not indicative of future results.  Our duration (the 
average bond maturity held in the portfolio) stood at 4 3/4 years which 
was average for GNMA funds, according to Lehman Brothers. 

On the Hill:

In 1995, Congress is set to consider an initiative that would restore full 
income tax deductibility for individual retirement account 
contributions for middle-income wage earners.  In addition, Congress will 
also debate creation of a new tax-deferred savings account, called "the 
American Dream Savings Account."  Prudential Mutual Funds  supports both 
of these proposals, and we urge you to share your opinion with your 
Congressional representatives. We will keep you updated on the proposals 
as they make their way through the legislative process.

The Outlook

After being beaten down badly in 1994, bonds are beginning to look 
attractive again.  With long-term Treasury yields approximating 8%, 
bonds should be a tough competitor for all domestic asset classes.  
We expect bonds will earn their coupon rate and retain value throughout 
1995. 

Bond returns will be driven, of course, by what the Federal Reserve does 
as much as by the strength of the economy.  We anticipate at least one, 
possibly two, Federal Reserve moves to increase short-term interest rates 
before they consider their anti-inflation campaign a success.  This may 
cause some short-lived uncertainty in the financial markets.    

While no one can guarantee the future, it is our opinion that mortgage-backed 
securities will continue to perform better than U.S. government bonds and 
corporates in 1995, thanks to higher coupon payments, lower prepayments and 
strong investor demand. 

As always, it is a pleasure to have you as a shareholder.  We are committed 
to managing the Fund for your benefit.


Sincerely

Lawrence C. McQuade                         David Graham
President                                   Portfolio Manager

                                    -3-
<PAGE>
PRUDENTIAL GNMA FUND                             Portfolio of Investments
                                                        December 31, 1994
<TABLE>
<CAPTION>
Principal                                                    
 Amount                                        Value          
  (000)               Description             (Note 1)         
<C>          <S>                            <C>
             LONG-TERM INVESTMENTS--99.5%
             U.S. Government Agency Mortgage
               Pass-Through Obligations--97.6%
             Federal National Mortgage
               Association,
 $    12     7.00%, 4/01/08...............  $     10,948
             Government National Mortgage
               Association,
  17,000     6.50%, 12/20/99, ARM.........    16,325,313
  62,101     7.00%, 11/15/22 - 8/15/24....    55,735,439
  13,000     7.50%, 6/20/24, ARM..........    12,918,720
  48,606     7.50%, 1/20/99 - 9/15/24.....    45,479,310
  46,426     8.00%, 9/15/17 - 11/15/29....    44,450,972
  21,138     8.50%, 6/15/16 - 8/15/24.....    20,847,434
  32,612     9.00%, 6/15/16 - 8/15/24.....    32,940,943
  18,166     9.50%, 5/15/17 - 7/15/17.....    18,784,756
     901     12.00%, 12/15/12 - 6/15/15...     1,001,340
                                            ------------
             Total U.S. government agency
               mortgage pass-through
               obligations
               (cost $253,307,436)........   248,495,175
                                            ------------
             Collateralized Mortgage
               Obligation--1.9%
             Greenwich Capital Acceptance,
               Inc.,
 100,637     2.24%, 1/25/24, ARM/IO
               (cost $6,926,583)..........     4,780,273
                                            ------------
             Total long-term investments
               (cost $260,234,019)........   253,275,448
                                            ------------
             SHORT-TERM INVESTMENTS--18.8%
             Repurchase Agreements--18.8%
             Joint Repurchase Agreement
               Account,
 $47,927     5.82%, 1/03/95 (Note 5)
               (cost $47,927,000).........  $ 47,927,000
                                            ------------
             Total Investments--118.3%
             (cost $308,161,019; Note
               4).........................   301,202,448
             Liabilities in excess of
               other
               assets--(18.3%)............   (46,488,429)
                                            ------------
             Net Assets--100%.............  $254,714,019
                                            ------------
                                            ------------
</TABLE>
 
- ---------------
ARM--Adjustable Rate Mortgage.
IO--Interest Only.
                                      -4-     See Notes to Financial Statements.
<PAGE>
 PRUDENTIAL GNMA FUND
 Statement of Assets and Liabilities
<TABLE>
<CAPTION>
                                                                                             December 31,
Assets                                                                                           1994
                                                                                             ------------
<S>                                                                                          <C>
Investments, at value (cost $308,161,019).................................................   $301,202,448
Receivable for investments sold...........................................................     21,263,035
Interest receivable.......................................................................      1,508,588
Receivable for Fund shares sold...........................................................         34,923
Deferred expenses and other assets........................................................          4,887
                                                                                             ------------
    Total assets..........................................................................    324,013,881
                                                                                             ------------
Liabilities
Bank overdraft............................................................................          9,698
Payable for investments purchased.........................................................     68,306,646
Payable for Fund shares reacquired........................................................        540,607
Due to distributor........................................................................        159,512
Accrued expenses..........................................................................        126,875
Due to manager............................................................................        109,321
Dividends payable.........................................................................         31,706
Deferred directors fees...................................................................         15,497
                                                                                             ------------
    Total liabilities.....................................................................     69,299,862
                                                                                             ------------
Net Assets................................................................................   $254,714,019
                                                                                             ------------
                                                                                             ------------
Net assets were comprised of:
  Common stock, at par....................................................................   $    189,100
  Paid-in capital in excess of par........................................................    290,350,233
                                                                                             ------------
                                                                                              290,539,333
  Undistributed net investment income.....................................................      1,063,490
  Accumulated net realized loss on investments............................................    (29,930,233)
  Net unrealized depreciation on investments..............................................     (6,958,571)
                                                                                             ------------
Net assets, December 31, 1994.............................................................   $254,714,019
                                                                                             ------------
                                                                                             ------------
Class A:
  Net asset value and redemption price per share
    ($8,762,062 / 648,891 shares of common stock issued and outstanding)..................         $13.50
  Maximum sales charge (4% of offering price).............................................            .56
                                                                                             ------------
  Maximum offering price to public........................................................         $14.06
                                                                                             ------------
                                                                                             ------------
Class B:
  Net asset value, offering price and redemption price per share
    ($245,437,265 / 18,222,895 shares of common stock issued and outstanding).............         $13.47
                                                                                             ------------
                                                                                             ------------
Class C:
  Net asset value, offering price and redemption price per share
    ($514,692 / 38,214 shares of common stock issued and outstanding).....................         $13.47
                                                                                             ------------
                                                                                             ------------
</TABLE>
 
See Notes to Financial Statements.
                                      -5-
<PAGE>
 PRUDENTIAL GNMA FUND
 Statement of Operations
<TABLE>
<CAPTION>
                                         Year Ended
                                        December 31,
Investment Income                           1994
                                        ------------
<S>                                     <C>
Income
  Interest............................  $ 21,882,005
                                        ------------
Expenses
  Distribution fee--Class A...........        14,811
  Distribution fee--Class B...........     2,099,597
  Distribution fee--Class C...........         1,428
  Management fee......................     1,450,053
  Transfer agent's fees and
  expenses............................       500,000
  Custodian's fees and expenses.......       468,000
  Reports to shareholders.............       181,000
  Audit fee...........................        50,000
  Registration fees...................        56,500
  Franchise taxes.....................        50,500
  Directors' fees.....................        46,000
  Legal fees..........................        25,000
  Miscellaneous.......................        12,316
                                        ------------
    Total expenses....................     4,955,205
                                        ------------
Net investment income.................    16,926,800
                                        ------------
Realized and Unrealized Loss on
Investments
Net realized loss on investment
  transactions........................   (18,606,161)
Net change in unrealized
  appreciation/depreciation
  of investments......................    (6,286,536)
                                        ------------
Net loss on investments...............   (24,892,697)
                                        ------------
Net Decrease in Net Assets
Resulting from Operations.............  $ (7,965,897)
                                        ------------
                                        ------------
</TABLE>
 
 PRUDENTIAL GNMA FUND
 Statement of Changes in Net Assets
<TABLE>
<CAPTION>
                              Year Ended December 31,
Increase (Decrease) in     ------------------------------
Net Assets                      1994             1993
                           --------------    ------------
<S>                        <C>               <C>
Operations
  Net investment
    income...............   $  16,926,800    $ 20,023,887
  Net realized gain
    (loss) on
    investments..........     (18,606,161)      3,445,442
  Net change in
    unrealized
appreciation/depreciation
    of investments.......      (6,286,536)     (9,007,572)
                           --------------    ------------
  Net increase (decrease)
    in net assets
    resulting from
    operations...........      (7,965,897)     14,461,757
                           --------------    ------------
Dividends and
  distributions (Note 1)
  Dividends to
    shareholders from net
    investment income
    Class A..............        (634,109)       (646,676)
    Class B..............     (16,282,437)    (19,377,211)
    Class C..............         (10,254)             --
                           --------------    ------------
                              (16,926,800)    (20,023,887)
                           --------------    ------------
  Dividends to
    shareholders in
    excess of net
    investment income
    Class A..............              --         (66,983)
    Class B..............              --      (2,007,109)
                           --------------    ------------
                                       --      (2,074,092)
                           --------------    ------------
  Tax return of capital
    distributions
    Class A..............         (37,535)             --
    Class B..............      (1,004,614)             --
    Class C..............          (1,833)             --
                           --------------    ------------
                               (1,043,982)             --
                           --------------    ------------
Fund share transactions
  (Note 6)
  Proceeds from shares
    sold.................      27,166,084      67,747,553
  Net asset value of
    shares issued in
    reinvestment of
    dividends............      10,985,801      13,613,736
  Cost of shares
    reacquired...........     (87,764,556)    (78,475,417)
                           --------------    ------------
  Net increase (decrease)
    in net assets from
    Fund share
    transactions.........     (49,612,671)      2,885,872
                           --------------    ------------
Total decrease...........     (75,549,350)     (4,750,350)
Net Assets
Beginning of year........     330,263,369     335,013,719
                           --------------    ------------
End of year..............   $ 254,714,019    $330,263,369
                           --------------    ------------
                           --------------    ------------
</TABLE>
 
See Notes to Financial Statements.        See Notes to Financial Statements.
                                      -6-
<PAGE>
 PRUDENTIAL GNMA FUND
 Notes to Financial Statements
   The Prudential GNMA 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 to achieve a high level of
income over the long-term consistent with providing reasonable safety by
investing primarily in mortgage-backed securities guaranteed as to timely
payment of principal and interest by the Government National Mortgage
Association (GNMA) and other readily marketable fixed-income securities. The
ability of issuers of debt securities, other than those issued or guaranteed by
the U.S. Government, held by the Fund to meet their obligations may be affected
by economic developments in a specific industry or region.
                              
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.
Security Valuation: The Fund values portfolio securities on the basis of prices
provided by dealers or by a pricing service which uses information such as
market values, maturities, yields, call features and developments relating to
specific securities in determining values.
   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 approximate 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 repurchasement agreements,
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.
Securities Transactions and Investment Income: Securities transactions are
recorded on the trade date. Since certain mortgage-backed securities, such as
GNMAs, only settle on one day each month, there can be occasions when, pending
settlement, there may be substantial short-term securities in the portfolio
available to fund the purchases of these mortgage-backed securities. Realized
gains and losses on sales of investments are calculated on the identified cost
basis. Interest income is recorded on the accrual basis. The Fund amortizes
original issue discount paid 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.
Dollar Rolls: The Fund enters into mortgage dollar rolls in which the Fund sells
mortgage securities for delivery in the current month, realizing a gain or loss,
and simultaneously contracts to repurchase somewhat similar (same type, coupon
and maturity) securities on a specified future date. During the roll period the
Fund forgoes principal and interest paid on the securities. The Fund is
compensated by the interest earned on the cash proceeds of the initial sale and
by the lower repurchase price at the future date. The difference between the
sale proceeds and the lower repurchase price is taken into income. The Fund
maintains a segregated account, the dollar value of which is equal to its
obligations, in respect of dollar rolls.
Federal Income 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.
Dividends and Distributions: Dividends from net investment income are declared
daily and paid monthly. 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.
Reclassification of Capital Accounts: The Fund accounts and reports 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. The
effect of applying this statement was to decrease paid-in capital and increase
undistributed net investment income by $1,066,350 for the year ended December
31, 1994. Tax return of capital distributions are charged to paid-in capital.
Net investment income, net realized gains and net assets were not affected by
this change.
                                      -7-
 <PAGE>
<PAGE>
                              
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.
   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 and Class C shares of the Fund (collectively
the ``Distributors''). The Fund compensates the Distributors for distributing
and servicing the Fund's Class A, Class B and Class C shares, pursuant to plans
of distribution, (the ``Class A, B and C Plans'') regardless of expenses
actually incurred by them. The distribution fees are accrued daily and payable
monthly.
   On July 19, 1994, shareholders of the Fund approved amendments to the Class A
and Class B Plans under which the distribution plans became compensation plans,
effective August 1, 1994. Prior thereto, the distribution plans were
reimbursement plans, under which PMFD and PSI were reimbursed for expenses
actually incurred by them up to the amount permitted under the Class A and Class
B Plans, respectively. The Fund is not obligated to pay any prior or future
excess distribution costs (costs incurred by the Distributors in excess of
distribution fees paid by the Fund or contingent deferred sales charges received
by the Distributors). The rate of the distribution fees charged to Class A and
Class B shares of the Fund did not change under the amended plans of
distribution. The Fund began offering Class C shares on August 1, 1994.
   Pursuant to the Class A, B and C Plans, the Fund compensates the Distributors
for distribution-related activities at an annual rate of up to .30 of 1%, .75%
of 1% and 1%, of the average daily net assets of the Class A, B and C shares,
respectively. Such expenses under the Class A Plan were .15 of 1% of the average
daily net assets of Class A shares and .75 of 1% of the average daily net assets
under the Class B and C Plans of, both, the Class B and Class C shares,
respectively for the fiscal year ended December 31, 1994.
   PMFD has advised the Fund that it has received approximately $57,000 in
front-end sales charges resulting from sales of Class A shares during the year
ended December 31, 1994. From these fees, PMFD paid such sales charges to
dealers (PSI and Prusec) which in turn paid commissions to salespersons.
   PSI advised the Fund that for the fiscal year ended December 31, 1994, it
received approximately $737,000 in contingent deferred sales charges imposed
upon certain redemptions by Class B and C shareholders.
   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 year ended December 31, 1994, the Fund incurred fees of approximately
$372,000 for the services of PMFS. As of December 31, 1994, approximately
$28,000 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.
                              
Note 4. Portfolio             Purchases and sales of invest-
Securities                    ment securities, other than 
                              short-term investments and dollar rolls, for the
year ended December 31, 1994 aggregated $1,506,169,540 and $1,501,725,759,
respectively.
   The cost basis of investments for federal income tax purposes is
substantially the same as the basis for financial reporting purposes and,
accordingly, as of December 31, 1994 net unrealized depreciation of investments
for federal income tax purposes was $6,958,571 (gross unrealized
appreciation--$18,800; gross unrealized depreciation--$6,977,371).
   The Fund had a capital loss carryforward as of December 31, 1994 of
approximately $27,545,000 of which $5,602,500 expires in 1996, $3,073,700
expires in 1997, $2,647,800 expires in 1998 and $16,221,000 expires in 2002. No
capital gains distribution is expected to be paid to shareholders until net
gains have been realized in excess of such carryforward.
   The Fund will elect to treat net capital losses of approximately $2,385,000
incurred in the two month period ended
                                      -8-
 <PAGE>
<PAGE>
December 31, 1994 as having been incurred in the following fiscal year.
                              
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 December 31, 1994, the Fund has a 6.22% undivided interest in
the joint account. The undivided interest for the Fund represents $47,927,000 in
the principal amount. As of such date, each repurchase agreement in the joint
account and the value of the collateral therefor were as follows:
   Goldman, Sachs & Co., 5.75%, in the principal amount of $250,000,000,
repurchase price $250,159,722, due 1/3/95. The value of the collateral including
accrued interest is $255,000,108.
   Lehman Government Securities Inc., 5.90%, in the principal amount of
$70,000,000, repurchase price $70,045,889, due 1/3/95. The value of the
collateral including accrued interest is $71,379,084.
   Morgan Stanley & Co., 5.75%, in the principal amount of $250,000,000,
repurchase price $250,159,722, due 1/3/95. The value of the collateral including
accrued interest is $255,146,220.
   Smith Barney Inc., 5.95%, in the principal amount of $200,000,000, repurchase
price $200,132,222, due 1/3/95. The value of the collateral including accrued
interest is $204,036,161.
                              
Note 6. Capital               The Fund offers Class A,
                              Class B and Class C shares. Class A shares are
sold with a front-end sales charge of up to 4%. 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. Class C shares are sold with a contingent
deferred sales charge of 1% during the first year. Class B shares will
automatically convert to Class A shares on a quarterly basis approximately seven
years after purchase commencing on or about February 1995. Each class of shares
has 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 Fund has authorized 500 million shares of
common stock, $.01 par value per share, equally divided into three classes,
designated Class A, Class B and Class C.
   Transactions in shares of common stock were as follows:
<TABLE>
<CAPTION>
Class A                              Shares          Amount
- -------------------------------   ------------    ------------
<S>                               <C>             <C>
Year ended December 31, 1994:
Shares sold....................        160,285    $  2,252,534
Shares issued in reinvestment
  of dividends and
  distributions................         23,025         322,132
Shares reacquired..............       (271,037)     (3,788,946)
                                  ------------    ------------
Net decrease in shares
  outstanding..................        (87,727)   $ (1,214,280)
                                  ------------    ------------
                                  ------------    ------------
Year ended December 31, 1993:
Shares sold....................        324,094    $  4,896,635
Shares issued in reinvestment
  of dividends and
  distributions................         24,707         372,441
Shares reacquired..............       (212,210)     (3,195,829)
                                  ------------    ------------
Net increase in shares
  outstanding..................        136,591    $  2,073,247
                                  ------------    ------------
                                  ------------    ------------
Class B
- -------------------------------
Year ended December 31, 1994:
Shares sold....................      1,730,458    $ 24,377,281
Shares issued in reinvestment
  of dividends and
  distributions................        764,245      10,662,126
Shares reacquired..............     (5,988,535)    (83,970,630)
                                  ------------    ------------
Net decrease in shares
  outstanding..................     (3,493,832)   $(48,931,223)
                                  ------------    ------------
                                  ------------    ------------
Year ended December 31, 1993:
Shares sold....................      4,168,502    $ 62,850,918
Shares issued in reinvestment
  of dividends and
  distributions................        880,221      13,241,295
Shares reacquired..............     (5,009,649)    (75,279,588)
                                  ------------    ------------
Net increase in shares
  outstanding..................         39,074    $    812,625
<CAPTION>
                                  ------------    ------------
                                  ------------    ------------
Class C
- -------------------------------
August 1, 1994* through
  December 31, 1994:
Shares sold....................         38,470    $    536,269
Shares issued in reinvestment
  of dividends and
  distributions................            114           1,543
Shares reacquired..............           (370)         (4,980)
                                  ------------    ------------
Net increase in shares
  outstanding..................         38,214    $    532,832
                                  ------------    ------------
                                  ------------    ------------
</TABLE>
- ---------------
* Commencement of offering of Class C shares.
                                      -9-
<PAGE>
 PRUDENTIAL GNMA FUND
 Financial Highlights
<TABLE>
<CAPTION>
                                      Class A                                                           
              Class C
                   ---------------------------------------------                       Class B          
            ------------
                                                    January 22,   
- ------------------------------------------------     August
                             Year Ended                1990*                                            
               1994**
                            December 31,              through                  Year Ended December 31,  
              through
                   -------------------------------  December 31,  
- ------------------------------------------------  December 31,
                    1994    1993     1992    1991       1990         1994      1993      1992      1991 
    1990        1994
                   ------  -------  ------  ------  ------------   --------  --------  --------  -------- 
- --------  ------------
<S>                <C>     <C>      <C>     <C>     <C>            <C>       <C>       <C>       <C>    
  <C>       <C>
PER SHARE OPERATING
PERFORMANCE:
Net asset value,
  beginning of
  period........   $14.75  $ 15.07  $15.30  $14.84     $14.73      $  14.71  $  15.04  $  15.27  $  14.81 
$  14.86     $14.01
                   ------  -------  ------  ------  ------------   --------  --------  --------  -------- 
- --------  ------------
Income from investment
  operations
Net investment
  income........      .90      .95    1.10    1.14       1.17           .82       .87      1.02      1.06 
    1.15        .30
Net realized and
  unrealized
  gain (loss) on
  investment
 transactions...    (1.19)    (.21)   (.15)    .61        .15         (1.19)     (.23)     (.16)      .60 
    (.01)      (.49)
                   ------  -------  ------  ------  ------------   --------  --------  --------  -------- 
- --------  ------------
  Total from
    investment
   operations...     (.29)     .74     .95    1.75       1.32          (.37)      .64       .86      1.66 
    1.14       (.19)
                   ------  -------  ------  ------  ------------   --------  --------  --------  -------- 
- --------  ------------
Less
  distributions
Dividends to
  shareholders
  from net
  investment
  income........     (.90)    (.95)  (1.10)  (1.14)     (1.17)         (.82)     (.87)    (1.02)    (1.06) 
  (1.15)      (.30)
Dividends to
  shareholders
  in excess of
  net investment
  income........       --     (.11)   (.08)   (.15)      (.04)           --      (.10)     (.07)     (.14) 
   (.04)        --
  Tax return of
    capital
distributions...     (.06)      --      --      --         --          (.05)       --        --        -- 
      --       (.05)
                   ------  -------  ------  ------  ------------   --------  --------  --------  -------- 
- --------  ------------
  Total
distributions...     (.96)   (1.06)  (1.18)  (1.29)     (1.21)         (.87)     (.97)    (1.09)    (1.20) 
  (1.19)      (.35)
                   ------  -------  ------  ------  ------------   --------  --------  --------  -------- 
- --------  ------------
Net asset value,
  end of
  period........   $13.50  $ 14.75  $15.07  $15.30     $14.84      $  13.47  $  14.71  $  15.04  $  15.27 
$  14.81     $13.47
                   ------  -------  ------  ------  ------------   --------  --------  --------  -------- 
- --------  ------------
                   ------  -------  ------  ------  ------------   --------  --------  --------  -------- 
- --------  ------------
TOTAL
  RETURN@:......    (2.01)%    4.97%   6.42%  12.48%      9.41%       (2.57)%     4.29%     5.80%    11.82% 
   8.10%     (1.32)%
RATIOS TO
  AVERAGE NET
  ASSETS:
Net assets, end
  of period
  (000).........   $8,762  $10,863  $9,045  $6,268     $1,604      $245,437  $319,401  $325,969  $272,661 
$226,605       $515
Average net
  assets
  (000).........   $9,874  $10,199  $6,651  $3,035       $756      $279,946  $332,731  $295,255  $243,749 
$218,749       $460
Ratios to
  average net
  assets:@@
  Expenses,
    including
    distribution
    fees........     1.13%    1.00%   1.00%   1.11%      1.15%(D)      1.73%     1.60%     1.60%     1.71% 
   1.74%      1.82%(D)
  Expenses,
    excluding
    distribution
    fees........      .98%     .85%    .85%    .96%       .99%(D)       .98%      .85%      .85%      .96% 
    .99%      1.08%(D)
  Net investment
  income........     6.42%    6.42%   7.26%   7.81%      9.16%(D)      5.82%     5.82%     6.66%     7.21% 
   7.96%      5.32%(D)
Portfolio
  turnover......      560%     134%     33%    118%       481%          560%      134%       33%      118% 
    481%       560%
</TABLE>
 
- ---------------
   * Commencement of offering of Class A shares.
  ** Commencement of offering of Class C shares.
 (D) Annualized.
   @ 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 returns for periods of less than a 
     full year are not annualized.
  @@ Because of the recent commencement of its offering, the ratios for the 
     Class C shares are not necessarily comparable to that of Class A or B 
     shares and are not necessarily indicative of future ratios.
 
See Notes to Financial Statements.
                                      -10-
<PAGE>
                        REPORT OF INDEPENDENT ACCOUNTANTS
To the Shareholders and Board of Directors of
Prudential GNMA Fund, Inc.
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 GNMA Fund, Inc. (the
``Fund'') at December 31, 1994, 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, 1994 by correspondence with the custodian and brokers, provide a
reasonable basis for the opinion expressed above.
PRICE WATERHOUSE LLP
1177 Avenue of the Americas
New York, New York
February 23, 1995
                                 TAX INFORMATION
   We wish to advise you that the corporate dividends received deduction for the
Fund is zero. Only funds that invest in U.S. equity securities are entitled to
pass-through a corporate dividends received deduction.
                                      -11-
!!!!!!!!!!!!!!!!!!!!!!!!!!
<PAGE>
                          Prudential GNMA Fund

Comparison of Change in Value of $10,000 Investment in GNMA Fund and 
Salomon Mortgage Index

<TABLE>
              Average Annual Total Returns
<CAPTION>
                    With Sales Load 
1 Year              Since Inception         (1/22/90)
<S>                 <C>                     <C>
- -6.0%                    5.4%
<CAPTION>
                   Without Sales Load 
1 Year              Since Inception         (1/22/90)
<S>                <C>                      <C>
- -2.0%                    6.2%
</TABLE>

Class A
(GRAPH)

<TABLE>
Average Annual Total Returns
<CAPTION>
                     With Sales Load 
1 Year                   5 Year              10 Year
<S>                  <C>                     <C>
- -7.6%                     5.3%                7.32%
<CAPTION>
                    Without Sales Load 
1 Year                   5 Year              10 Year 
<S>                  <C>                     <C>
- -2.6%                     5.5%                7.32%
</TABLE>

Class B
(GRAPH)

<TABLE>
              Average Annual Total Returns
<CAPTION>
                     With Sales Load 
1 Year               Since Inception         (8/1/94)
<S>                  <C>                     <C>
 N/A                      -5.5%
<CAPTION>
                     Without Sales Load 
1 Year                 Since Inception       (8/1/94)
 N/A                      -3.1%
</TABLE>

Class C
(GRAPH)

Salomon Mortgage Index          Prudential GNMA Fund

Past performance is not predictive of future performance and an 
investor's shares when redeemed may be worth more or less than their 
original cost.

These graphs are furnished to you in accordance with SEC regulations. 
They compare a $10,000 investment in the Prudential GNMA Fund (Class A, 
Class B and Class C) with a similar investment in the Salomon Brothers 
Mortgage-backed Securities Index by portraying the initial account values 
at the commencement of operations of each class, 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, in 1984 for Class 
B shares and in 1994 for Class C shares. For purposes of the graphs, and 
unless otherwise indicated, in the accompanying tables it has been assumed 
(a) that the maximum applicable front-end 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 and Class C shares, assuming full redemption on 
December 31, 1994; (c) all recurring fees (including management fees) 
were deducted; and (d) all dividends and distributions were reinvested. 
Class B shares will automatically convert to Class A shares, on a quarterly 
basis, beginning approximately seven years after purchase. This conversion 
feature is not reflected in the graph.

The Mortgage-backed Securities index is a weighted index comprised of 
fixed-rate mortgage securities issued or backed by mortgage pools of GNMA, 
FNMA and FHLMC. The index is an un 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 that comprise the index may differ substantially 
from the securities in the Fund's portfolio. The Mortgage-backed Securities 
Index is not the only index that may be used to characterize performance of 
mortgage-backed securities and other indexes may portray different 
comparative performance.

                                      -12-
<PAGE>
Trustees
Edward D. Beach
Eugene C. Dorsey
Delayne Dedrick Gold
Harry A. Jacobs, Jr.
Lawrence C. McQuade
Thomas T. Mooney
Thomas H. O'Brien
Richard A. Redeker
Nancy H. Teeters

Officers
Lawrence C. McQuade, President
David W. Drasnin, Vice President
Robert F. Gunia, Vice President
Susan C. Cote, Treasurer
S. Jane Rose, Secretary
Deborah A. Docs, Assistant Secretary

Manager
Prudential Mutual Fund Management, Inc.
One Seaport Plaza
New York, NY 10292

Investment Adviser
The Prudential Investment Corporation
Prudential Plaza
Newark, NJ 07101

Distributors
Prudential Mutual Fund Distributors, Inc.
Prudential Securities Incorporated
One Seaport Plaza
New York, NY 10292

Custodian
State Street Bank and Trust Company
One Heritage Drive
North Quincy, MA 02171

Transfer Agent
Prudential Mutual Fund Services, Inc.
P.O. Box 15005
New Brunswick, NJ 08906

Independent Accountants
Price Waterhouse LLP
1177 Avenue of the Americas
New York, NY 10036

Legal Counsel
Sullivan & Cromwell
125 Broad Street
New York, NY 10004

Prudential Mutual Funds
One Seaport Plaza
New York, NY 10292
Toll Free (800) 225-1852, Collect (908) 417-7555

This report is not authorized for distribution to prospective investors unless 
preceded or accompanied by a current prospectus.

743915209                          MF102E
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