PRUDENTIAL BACHE GOVERNMENT PLUS FUND INC
N-30D, 1994-11-25
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SEMI ANNUAL REPORT                                     August 31, 1994

Prudential 
Government 
Income Fund, Inc.

(formerly
Prudential Government
Plus Fund)

(ICON)

<PAGE>

Letter to Shareholders

October 18, 1994 

Dear Shareholder:

In the past six months, U.S. government bond and mortgage-backed security 
yields have climbed steadily as the Federal Reserve boosted short-term 
interest rates in an attempt to slow the U.S. economy and head off inflation. 
When interest rates rise, bond prices fall because older bonds with lower 
coupons are not considered as attractive. Under these conditions, the 
Prudential Government Income Fund (formerly, the Prudential Government 
Plus Fund) provided moderate total returns and a yield almost one 
percentage point higher than six months ago.

Our Objective

The Prudential Government Income Fund seeks to provide high current 
return by investing in U.S. Treasury securities and obligations issued 
or guaranteed by U.S. agencies or  instrumentalities. The Fund may also 
invest in derivative securities like put and call options. As of August 
31, 1994, the Fund had an average maturity of 12 years, which is naturally 
subject to change.

<TABLE>
                           FUND PERFORMANCE
                      Historical Total Returns1
                        As of August 31, 1994
<CAPTION>
         Six Months    One     Five     Since      30-Day       NAV
                       Year    Year     Incep.    SEC Yield   8/31/94
<S>       <C>         <C>      <C>     <C>        <C>         <C>
Class A     -2.1%     -3.2%    N/A      +40.8%      +6.25%     $8.64
Class B     -2.4%     -4.0%   +39.2%   +103.0%      +5.83%     $8.64
Class C      N/A       N/A     N/A       -0.1%        N/A      $8.64
</TABLE>

<TABLE>
                     Average Annual Total Returns2
                      As of September 30, 1994
<CAPTION>
                    One Year         Five Years       Since Incep.*
<S>                 <C>                <C>               <C>
Class A              -8.9%              N/A              +6.2%
Class B             -11.0%             +6.1%             +7.6%
Class C               N/A               N/A              -3.0%
</TABLE>

An investment in the Fund is neither insured nor guaranteed by the U.S. 
government. Past performance is no guarantee of future results. Investment 
return and principal value will fluctuate so an investor's shares, when 
redeemed, may be worth more or less than their original cost.

N/A - Performance data with respect to Class A and Class C is not available, 
since Class A commenced operations 1/22/90 and Class C 8/1/94.

1 Lipper Analytical Services, Inc. These figures do not take into account 
sales charges.

                                      -1-
<PAGE>

2 Source: Prudential Mutual Fund Management. These figures take into 
account applicable sales charges. The Fund charges a sales load of 4% 
for Class A shares. Class B shares are subject to a contingent deferred 
sales charge (CDSC) of 5%, 4%, 3%, 2%, 1% and 1%, respectively, for six 
years. Class B shares will automatically convert to Class A shares after 
the CDSC has expired. Class C shares are sold with a CDSC of 1% during 
the first year.

* Inception dates: Class A 1/22/90, Class B 4/22/85, Class C 8/1/94.

For the six-month period ending August 31, 1994, the Fund paid per share 
dividends totaling $0.29 for Class A, $0.25 for Class B and $0.05 (for 
one month) for Class C.

The Fed Pushes Rates Higher

 Since the Federal Reserve began raising short-term interest rates in 
early February, bond investors have had a rough ride. The central bank 
increased the federal funds rate (the overnight interbank lending rate) 
175 basis points; the theory is that as borrowing rates rise, consumers 
and businesses become more reluctant to use credit to finance purchases. 
This puts a damper on growth and helps reduce inflationary pressures in 
the economy. Despite the magnitude of the rate increase, there are concerns 
in the market that interest rates may still move higher. This uncertainty 
has left market yields in a fairly tight trading range. 

Mortgage-backed security prices have also fallen this year, though not 
quite as much as those of Treasury bonds with similar maturities. In 
addition, the prepayment fears that racked this market last year, when 
rates were tumbling, have largely evaporated. Actual prepayments are down 
about 70% in 1994, because higher rates have made homeowner mortgage 
refinancing less attractive. 

The good news, of course, is that Treasury yields have really taken off 
in 1994, reaching levels not seen for two and a half years.  For instance, 
the 10-year Treasury note's yield is up to 7.3% from 6.1% six months ago 
and 5.4% on August 31, 1993. 

Searching For Yield

As the market began to anticipate more Fed rate hikes, we sold short-term 
securities, since these are most volatile when short-term rates are on the 
move. The Fed's later actions actually lent some stability to the long-term 
end of the yield curve because bond holders are more comfortable with 
today's coupon levels if they believe higher rates will choke off growth 
and forestall inflation. Another factor supporting long-term bond prices 
is the Clinton administration's decision to reduce long-term borrowing in 
favor of short-term notes.

Mortgage Prepayment Risk Dips

When prepayments first began to drop, premium-coupon government issued 
mortgage-backed securities produced better returns than other mortgages; 
as their maturities extended, however, that situation changed. Uncertainty 
remained a factor in this market and mortgage backed security yields hovered 
in a fairly tight trading range. As the opportunity arose to shift 

                                -2-

<PAGE>

money out of highly-priced mortgages into lower-priced securities in August, 
however, we increased that weighting slightly. Finally, in the last few 
months, we purchased some discounted mortgages because prices were at 
extremely attractive levels after months of prepayment, fear induced 
selling. 

Looking Forward

Looking at the remainder of 1994, we don't expect any further Fed action 
until after the November elections, or early 1995. In fact, long-term 
securities might produce some gains in coming months if investors venture 
back into the market as the yield curve flattens out. In the longer term, 
however, inflationary fears may continue to rise. Our plan is to keep the 
Fund's maturities in the intermediate- to long-term range to pick up yield 
and possible price gains. Later this year or next, we may shift to shorter 
maturities if rates begin creeping upwards again, or we may use options and 
futures to help protect our net asset value.

We appreciate having you as a Prudential Government Income Fund shareholder 
and remain committed to managing the portfolio for your benefit.


Sincerely,

Lawrence C. McQuade
President


Barbara Kenworthy
Portfolio Manager

                                   -3-

<PAGE>

PORTFOLIO                             Q&A

(PICTURE)
Barbara Kenworthy

Barbara Kenworthy has been named senior portfolio manager for the 
Prudential Government Income Fund. She was formerly the president and 
manager of several Dreyfus bond funds. We talked to Barbara about her 
investment philosophy:

Q.  Do you focus on any area of the government bond market?

A.  I like to have the flexibility to explore all the sectors in the 
government bond market and I think you'd call me an active trader. In 
a typical day, I'll evaluate market conditions and look for opportunities 
at what I consider a fair risk level. For instance, before the Fed's last 
rate hike I shifted as much money out of short-term Treasuries as possible 
because they were losing value fast in the face of higher expected 
short-term rates. I found value then in some discounted mortgages and in
longer maturity Treasury bonds.

Q.  How about maturities? Will you stay in the intermediate range?

A.  I certainly believe intermediate-term bonds offer good value, but 
I also like longer-term securities because they'll appreciate the most 
in a rally. I know investors don't want to see their net asset value fall, 
so I'm cautious. I might consider moving the portfolio's effective maturity 
out as far as 10 years, for instance. On the other hand, I won't hesitate 
to pull those maturities in if the market turns more bearish. You might see 
an effective maturity as low as six years if bond prices start falling again.

Q.  Do you plan to invest in derivatives?

A.  Derivatives can be a good way to defend a portfolio's net asset value 
against extreme price swings, but I would only consider using traditional 
derivatives, like put and call options, which can help me improve total 
return without too much risk to principal. These products have been around 
long enough to be tested in many different market environments; they shouldn't 
result in unpleasant surprises. I'm cautious about the more exotic securities 
that are largely untested and could lead to big price swings if the markets 
become more turbulent. I'd put both IOs and POs (interest only and principal 
only mortgage-backed securities) in this category. But I never say never. 
When used prudently as part of an overall portfolio strategy, even these 
securities can add value.

                                     -4-
<PAGE>

PRUDENTIAL GOVERNMENT INCOME FUND                   Portfolio of Investments
                                                 August 31, 1994 (Unaudited)
<TABLE>
<CAPTION>
Principal                                                               
 Amount                                                  Value           
 (000)                    Description                   (Note 1)         
<C>         <S>                          <C>
            LONG-TERM INVESTMENTS--99.3%
            U. S. Government Agency
              Securities--49.0%
            Federal Home Loan Mortgage
              Corp.,
$ 12,700    7.00%, 4/15/17, (CMO)......  $   12,664,186
 103,435    7.50%, 1/01/23 - 8/01/24...     100,556,783
  83,080    8.00%, 1/01/22 - 9/01/24...      82,794,180
   8,542    8.50%, 6/01/07 - 4/01/20...       8,688,714
   4,612    11.50%, 10/01/19...........       5,064,415
            Federal National Mortgage
              Assoc.,
  50,000    4.99%, 1/25/96.............      49,987,000
   1,512    6.00%, 9/01/08.............       1,406,865
  50,748    6.50%, 6/01/23 - 6/01/24...      46,512,999
 128,870    7.00%, 12/01/07 -
              5/01/24..................     121,832,005
  95,645    7.50%, 12/01/07 -
              7/01/09..................      95,196,480
     434    8.50%, 8/01/21.............         441,343
   5,610    Trust 1991 G-37 Class C,
              (I/O*),..................         356,255
            Government National
              Mortgage Assoc.,
  27,185    6.00%, 12/15/23, (ARM).....      23,540,038
  44,439    6.50%, 5/15/23 - 5/15/24...      40,008,594
   3,737    7.25%, 7/15/23.............       3,469,127
  90,508    8.00%, 7/15/16 - 7/15/24...      89,917,980
 102,879    9.00%, 7/15/16 - 2/15/20...     107,121,440
  15,200    9.50%, 10/15/09 -
              9/15/24..................      16,098,267
  22,867    11.50%, 1/15/13 -
              5/15/19..................      25,838,845
            Government National Mortgage Assoc. II,
  50,000    6.00%, 12/20/99............      49,187,500
   9,203    9.00%, 8/20/17 - 8/20/21...       9,450,040
   7,477    9.50%, 5/20/18 - 8/20/21...       7,805,921
                                         --------------
            Total U.S. Government
              Agency
              Securities (cost
              $904,445,004)............     897,938,977
                                         --------------
            U. S. Government Obligations--48.5%
            United States Treasury
              Bonds,
$ 25,000    7.50%, 11/15/24............  $   25,148,500
  80,500    8.00%, 11/15/21............      84,071,785
  80,000#   11.25%, 2/15/15............     110,049,600
  90,000    12.00%, 8/15/13............     124,579,800
  50,000    12.50%, 8/15/14............      72,156,000
 136,500    14.00%, 11/15/11...........     208,140,660
            United States Treasury
              Notes,
  25,000    3.875%, 9/30/95............      24,554,750
 100,000#   6.00%, 11/30/97............      98,500,000
  25,000#   7.25%, 8/15/04.............      25,121,000
  20,000    7.375%, 5/15/96............      20,434,400
  75,000#   8.25%, 7/15/98.............      79,031,250
            United States Treasury
              Strip,
 140,000    Zero Coupon, 2/15/21.......      18,400,200
                                         --------------
            Total U. S. Government
              Obligations
            (cost $905,614,828)........     890,187,945
                                         --------------
            Asset-Backed Securities--1.4%
            Ford Credit Auto Loan
              Master Trust,
            Series 1994-1A, 4.98%,
              7/15/01 (cost
  25,000      $25,000,000).............      24,984,250
                                         --------------
            Adjustable Rate Mortgage
              Pass-Throughs--0.4%
            Ryland Mortgage Securities Corporation,
            Mortgage Participation
              Securities,
              Series 1993-3 Class A-3,
              7.8394%, 9/25/24
   6,971      (cost $7,110,828)........       7,021,518
                                         --------------
            Total long-term investments
              (cost $1,842,170,660)....   1,820,132,690
                                         --------------
</TABLE>
 
                                      -5-     See Notes to Financial Statements.

<PAGE>
PRUDENTIAL GOVERNMENT INCOME FUND
<TABLE>
<CAPTION>
Principal
 Amount                                         Value
  (000)               Description              (Note 1)
<C>         <S>                          <C>
            SHORT-TERM INVESTMENTS
            Commercial Paper--6.4%
            Fuji Bank Chicago,
$ 72,480    4.875%, 9/01/94............  $   72,480,000
            Sumitomo Bank Ltd.,
  45,000    4.75%, 9/19/94.............      45,000,000
                                         --------------
            Total Commercial Paper
              (cost $117,480,000)......     117,480,000
                                         --------------
            Total Investments, Before
              Outstanding Options
              Written--105.7%
              (cost $1,959,650,660;
              Note 4)..................   1,937,612,690
                                         --------------
 
<CAPTION>
Contracts(D) OUTSTANDING OPTIONS WRITTEN
- --------
<C>         <S>                          <C>
            Call Option
            United States Treasury
              Notes,
      25    expiring November '94 @
              $103.56..................         (85,938)
                                         --------------
            Put Options
            United States Treasury
              Bond,
      50    expiring November '94 @
              $94.33...................        (171,875)
            United States Treasury
              Notes,
      25    expiring November '94 @
              $96.56...................        (109,375)
                                         --------------
                                               (281,250)
                                         --------------
            Total outstanding options
              written
              (premiums received
              $628,906)................        (367,188)
                                         --------------
            Total Investments, Net of
              Outstanding Options
              Written--105.7%..........   1,937,245,502
            Other liabilities in excess
              of
              other assets--(5.7%).....    (103,962,641)
                                         --------------
            Net Assets--100%...........  $1,833,282,861
                                         --------------
                                         --------------
</TABLE>
 
- ---------------
ARM--Adjustable Rate Mortgage.
CMO--Collateralized Mortgage Obligation.
I/O--Interest Only.
 # Principal amount segregated as collateral for options written. Approximate
   aggregate value of segregated securities-$211,801,000.
 * REMIC--Real Estate Mortgage Conduit.
 (D) One contract equals $10,000 of par value.
                                      -6-     See Notes to Financial Statements.
 <PAGE>
<PAGE>
 PRUDENTIAL GOVERNMENT INCOME FUND
 Statement of Assets and Liabilities
 (Unaudited)
<TABLE>
<CAPTION>
                                                                                                   August 31,
Assets                                                                                                1994
                                                                                                 --------------
<S>                                                                                              <C>
Investments, at value (cost $1,959,650,660)...................................................   $1,937,612,690
Receivable for investments sold...............................................................       94,034,866
Interest receivable...........................................................................       18,296,482
Receivable for Fund shares sold...............................................................          796,213
Deferred expenses and other assets............................................................          250,322
                                                                                                 --------------
  Total assets................................................................................    2,050,990,573
                                                                                                 --------------
Liabilities
Payable for investments purchased.............................................................      203,850,781
Payable for Fund shares reacquired............................................................        7,763,996
Accrued expenses & other liabilities..........................................................        1,704,586
Dividends payable.............................................................................        1,963,975
Distribution fee payable......................................................................        1,268,680
Management fee payable........................................................................          788,506
Outstanding call options written, at value (premiums received $628,906).......................          367,188
                                                                                                 --------------
  Total liabilities...........................................................................      217,707,712
                                                                                                 --------------
Net Assets....................................................................................   $1,833,282,861
                                                                                                 --------------
                                                                                                 --------------
Net assets were comprised of:
  Common stock, at par........................................................................   $    2,121,117
  Paid-in capital in excess of par............................................................    1,988,404,422
                                                                                                 --------------
                                                                                                  1,990,525,539
  Accumulated net realized losses on investments..............................................     (135,466,426)
  Net unrealized depreciation on investments..................................................      (21,776,252)
                                                                                                 --------------
    Net assets at August 31, 1994.............................................................   $1,833,282,861
                                                                                                 --------------
                                                                                                 --------------
Class A:
  Net asset value and redemption price per share
    ($45,965,021 / 5,317,363 shares of common stock issued and outstanding)...................            $8.64
  Maximum sales charge (4.0% of offering price)...............................................              .36
                                                                                                 --------------
  Maximum offering price to public............................................................            $9.00
                                                                                                 --------------
                                                                                                 --------------
Class B:
  Net asset value, offering price and redemption price per share
    ($1,787,297,665 / 206,791,978 shares of common stock issued and outstanding)..............            $8.64
                                                                                                 --------------
                                                                                                 --------------
Class C:
  Net asset value, offering price and redemption price per share
    ($20,175 / 2,334 shares of common stock issued and outstanding)...........................            $8.64
                                                                                                 --------------
                                                                                                 --------------
</TABLE>
 
See Notes to Financial Statements.
                                      -7-
 <PAGE>
<PAGE>
 PRUDENTIAL GOVERNMENT INCOME FUND
 Statement of Operations
 (Unaudited)
<TABLE>
<CAPTION>
                                            Six Months
                                              Ended
                                            August 31,
Net Investment Income                          1994
                                           ------------
<S>                                        <C>
Income
  Interest (net of swap interest expense
    of $173,142)........................   $ 76,571,197
  Income from securities loaned-net.....          6,336
                                           ------------
                                             76,577,533
                                           ------------
Expenses
  Distribution fee--Class A.............         35,811
  Distribution fee--Class B.............      8,758,185
  Distribution fee--Class C.............              5
  Management fee........................      5,049,117
  Transfer agent's fees and expenses....      1,612,000
  Custodian's fees and expenses.........        473,000
  Franchise taxes.......................        290,000
  Reports to shareholders...............        138,000
  Registration fees.....................         50,000
  Insurance expense.....................         36,000
  Audit fee.............................         32,000
  Directors' fees.......................         24,000
  Legal fees............................         15,000
  Miscellaneous.........................         16,753
                                           ------------
    Total expenses......................     16,529,871
                                           ------------
Net investment income...................     60,047,662
                                           ------------
Realized and Unrealized
Gain (Loss) on Investments
Net realized gain (loss):
  Investment transactions...............    (56,789,539)
  Interest rate swap transaction........        761,247
                                           ------------
                                            (56,028,292)
                                           ------------
Net change in unrealized
  appreciation/depreciation:
  Investments...........................    (61,421,831)
  Written options.......................        261,718
  Interest rate swap....................        709,355
                                           ------------
                                            (60,450,758)
                                           ------------
Net loss on investments.................   (116,479,050)
                                           ------------
Net Decrease in Net Assets
Resulting from Operations...............   $(56,431,388)
                                           ------------
                                           ------------
</TABLE>
 
 PRUDENTIAL GOVERNMENT INCOME FUND
 Statement of Changes in Net Assets
 (Unaudited)
<TABLE>
<CAPTION>
                              Six Months
                                Ended          Year Ended
Increase (Decrease)           August 31,      February 28,
in Net Assets                    1994             1994
                            --------------   --------------
<S>                         <C>              <C>
Operations
  Net investment income...  $   60,047,662   $  143,951,352
  Net realized gain (loss)
    on investment
    transactions..........     (56,028,292)      73,862,182
  Net change in unrealized
    appreciation on
    investments...........     (60,450,758)    (137,565,425)
                            --------------   --------------
  Net increase (decrease)
    in net assets
    resulting from
    operations............     (56,431,388)      80,248,109
                            --------------   --------------
Dividends and distributions (Note 1)
  Dividends to shareholders from
    net investment income
    Class A...............      (1,595,075)      (3,625,302)
    Class B...............     (58,452,550)    (140,326,050)
    Class C...............             (37)              --
                            --------------   --------------
                               (60,047,662)    (143,951,352)
                            --------------   --------------
  Distributions to shareholders in
    excess of capital gains
    Class A...............              --         (132,529)
    Class B...............              --       (5,651,138)
                            --------------   --------------
                                        --       (5,783,667)
                            --------------   --------------
Fund share transactions
  (Note 5)
  Net proceeds from shares
    subscribed............      51,070,456      238,679,715
  Net asset value of
    shares issued to
    shareholders in
    reinvestment of
    dividends and
    distributions.........      33,043,747       83,988,251
  Cost of shares
    reacquired............    (388,580,151)    (740,509,270)
                            --------------   --------------
  Decrease in net assets
    from Fund share
    transactions..........    (304,465,948)    (417,841,304)
                            --------------   --------------
Total decrease............    (420,944,998)    (487,328,214)
Net Assets
Beginning of period.......   2,254,227,859    2,741,556,073
                            --------------   --------------
End of period.............  $1,833,282,861   $2,254,227,859
                            --------------   --------------
                            --------------   --------------
</TABLE>
 
See Notes to Financial Statements.        See Notes to Financial Statements.
                                      -8-
 <PAGE>
<PAGE>
 PRUDENTIAL GOVERNMENT INCOME FUND
 Notes to Financial Statements
 (Unaudited)
   Prudential Government Income Fund, formerly known as Prudential Government
Plus Fund, (the ``Fund'') is registered under the Investment Company Act of 1940
as a diversified, open-end management investment company. Investment operations
commenced on April 22, 1985.
   The Fund's investment objective is to seek a high current return. The Fund
will seek to achieve this objective by investing primarily in U.S. Government
and agency securities; writing and purchasing put and call options and net gains
from closing purchase and sale transactions.
                              
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 current
market quotations provided by dealers or by a pricing service approved by the
Board of Directors, which uses information such as quotations from dealers,
market transactions in comparable securities, various relationships between
securities and calculations on yield to maturity in determining values. Options
and financial futures contracts listed on exchanges are valued at their closing
price on the applicable exchange. When market quotations are not readily
available, a security is valued at fair value as determined in good faith by or
under the direction of the Board of Directors.
   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.
   In connection with repurchase agreement transactions, the Fund's custodian,
or designated subcustodians as the case may be under triparty repurchase
agreements, takes possession of the underlying collateral securities, the value
of which exceeds the principal amount of the repurchase transaction, including
accrued interest. To the extent that any repurchase transaction exceeds one
business day, the value of the collateral is marked-to-market on a daily basis
to ensure the adequacy of the collateral. 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.
Interest Rate Swap: An interest rate swap is an agreement between two parties in
which each party commits to make periodic interest payments to the other based
on a notional principal amount for a specified time period, e.g., an exchange of
floating rate payments for fixed rate payments. Interest rate swaps only involve
the accrual and exchange of interest payments between the parties and do not
involve the exchange or payment of the contracted notional principal amount. The
Fund is exposed to credit loss in the event of non-performance by the other
party to the interest rate swap. However, the Fund does not anticipate
non-performance by any counterparty.
   During the term of a swap, changes in the value of the swap are recognized as
unrealized gains or losses by ``marking-to-market'' to reflect the market value
of the swap. When a swap is terminated, the Fund will record a realized gain or
loss equal to the difference, if any, between the proceeds from (or cost of) the
closing transaction and the Fund's basis in the contract. There were no interest
rate swaps outstanding as of August 31, 1994.
Option Writing: When the Fund writes an option, an amount equal to the premium
received by the Fund is recorded as a liability and is subsequently adjusted to
the current market value of the option written. Premiums received from writing
options which expire unexercised are treated by the Fund on the expiration date
as realized gains from written options transactions. The difference between the
premium and the amount paid on effecting a closing purchase transaction,
including brokerage commissions, is also treated as a realized gain, or if the
premium is less than the amount paid for the closing purchase transaction, as a
realized loss. If a call option is exercised, the premium is added to the
proceeds from the sale of the underlying security or currency in determining
whether the Fund has realized a gain or loss. If a put option is exercised, the
premium reduces the cost basis of the securities or currencies purchased by the
Fund. The Fund as writer of an option has no control over whether the underlying
securities or currency may be sold (called) or purchased (put) and as a result
bears the market risk of an unfavorable change in the price of the security or
currency underlying the written option.
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
                                      -9-
 <PAGE>
<PAGE>
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.
Securities Lending: The Fund may lend its U.S. Government securities to
broker-dealers or government securities dealers. The loans are secured by
collateral at least equal at all times to the market value of the securities
loaned. The Fund may bear the risk of delay in recovery of, or even loss of
rights in, the securities loaned should the borrower of the securities fail
financially. The Fund receives compensation for lending its securities in the
form of fees or it retains a portion of interest on the investment of any cash
received as collateral. The Fund also continues to receive interest on the
securities loaned and any gain or loss in the market price of the securities
loaned that may occur during the term of the loan will be for the account of the
Fund. There were no loans outstanding as of August 31, 1994.
Securities Transactions and Investment Income: Securities transactions are
recorded on the trade date. Realized gains or losses on sales of securities are
calculated on the identified cost basis. 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: The Fund declares daily and pays monthly dividends
from net investment income. 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.
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 to its shareholders.
Therefore, no federal income tax provision is required.
                              
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 $3 billion
and .35 of 1% of the average daily net assets of the Fund in excess of $3
billion.
   The Fund has distribution agreements with Prudential Mutual Fund
Distributors, Inc. (``PMFD''), who acts as the distributor of the Class A shares
of the Fund and Prudential Securities Incorporated (``PSI''), who 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 distribution 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 plan of
distribution. The Fund began offering Class C shares on August 1, 1994.
   Pursuant to the Class A Plan, the Fund compensates 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 .15 of 1% of the average daily net assets of the Class A shares for the six
months ended August 31, 1994.
   Pursuant to the Class B Plan, the Fund compensates 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
                                      -10-
 <PAGE>
<PAGE>
assets up to $3 billion, .80 of 1% of the next $1 billion of such net assets and
.50 of 1% over $4 billion of the average daily net assets of the Class B shares.
Prior to August 1, 1994, such expenses under Class B Plan were charged at an
effective rate of .90 of 1% of average daily net assets. Beginning August 1,
1994, the effective rate was reduced to .825 of 1% of the average daily net
assets of Class B shares.
   Pursuant to the Class C Plan, the Fund reimburses PSI for its
distribution-related expenses with respect to Class C shares at an annual rate
of up to .825 of 1% of the average daily net assets up to $3 billion, .80 of 1%
of the next $1 billion of such net assets and .50 of 1% over $4 billion of the
average daily net assets of the Class C shares. Such expenses under Class C Plan
were charged at an effective rate of .75 of 1% of average daily net assets.
   PMFD has advised the Fund that it has received approximately $128,800 in
front-end sales charges resulting from sales of Class A shares during the six
months ended August 31, 1994. From these fees, PMFD paid such sales charges to
dealers which in turn paid commissions to salespersons.
   PSI has advised the Fund that for the six months ended August 31, 1994 it
received approximately $1,721,000 in contingent deferred sales charges imposed
upon redemptions by certain Class B 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. During
the six months ended August 31, 1994, the Fund incurred fees of approximately
$1,079,000 for the services of PMFS. As of August 31, 1994, approximately
$170,000 of such fees were due to PMFS. Transfer agent fees and expenses in the
Statement of Operations also include certain out of pocket expenses paid to
non-affiliates.
                              
Note 4. Portfolio             Purchases and sales of invest-
Securities                    ment securities, other than 
                              short-term investments, for the six months ended
August 31, 1994, were $2,356,262,041 and $2,612,657,310, respectively.
   The federal income tax cost basis of the Fund's investments, at August 31,
1994 was $1,959,650,660 and, accordingly, net unrealized depreciation for
federal income tax purposes was $22,037,970 (gross unrealized
appreciation-$4,381,774; gross unrealized depreciation-
$26,419,744).
   The Fund had a capital loss carryforward as of February 28, 1994 of
approximately $76,930,000 of which $34,965,000 expires in 1998 and $41,965,000
expires in 1999. Accordingly, no capital gains distribution is expected to be
paid to shareholders until net gains have been realized in excess of such
amounts.
   One hundred option contracts valued at $628,906 were written and remained
outstanding during the period ended August 31, 1994.
                              
Note 5. Capital               The Fund offers both Class
                              A, Class B and Class C shares. Class A shares are
sold with a front-end sales charge of up to 4.0%. 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 in February 1995.
   There are 2 billion shares of common stock, $.01 par value per share, divided
into three classes, designated Class A, B and Class C common stock, each of
which consists of 666,666,666.67 authorized shares.
   Transactions in shares of common stock were as follows:
<TABLE>
<CAPTION>
Class A                            Shares         Amount
<S>                              <C>           <C>
                                 -----------   -------------
Six months ended August 31,
  1994:
Shares sold....................      940,310   $   8,195,238
Shares issued in reinvestment
  of dividends.................      131,150       1,141,915
Shares reacquired..............   (1,414,045)    (12,388,446)
                                 -----------   -------------
Net decrease in shares
  outstanding..................     (342,585)  $  (3,051,293)
                                 -----------   -------------
                                 -----------   -------------
Year ended February 28, 1994:
Shares sold....................    2,311,175   $  21,702,798
Shares issued in reinvestment
  of dividends and
  distributions................      284,558       2,664,856
Shares reacquired..............   (3,453,736)    (32,339,525)
                                 -----------   -------------
Net decrease in shares
  outstanding..................     (858,003)  $  (7,971,871)
                                 -----------   -------------
                                 -----------   -------------
</TABLE>
                                      -11-
 <PAGE>
<PAGE>
<TABLE>
<CAPTION>
Class B                            Shares         Amount
                                 -----------   -------------
<S>                              <C>           <C>
Six months ended August 31,
  1994:
Shares sold....................    4,889,774   $  42,855,122
Shares issued in reinvestment
  of dividends.................    3,663,432      31,901,808
Shares reacquired..............  (43,071,568)   (376,191,705)
                                 -----------   -------------
Net decrease in shares
  outstanding..................  (34,518,362)  $(301,434,775)
                                 -----------   -------------
                                 -----------   -------------
Year ended February 28, 1994:
Shares sold....................   23,072,579   $ 216,976,917
Shares issued in reinvestment
  of dividends and
  distributions................    8,684,229      81,323,395
Shares reacquired..............  (75,476,876)   (708,169,745)
                                 -----------   -------------
Net decrease in shares
  outstanding..................  (43,720,068)  $(409,869,433)
                                 -----------   -------------
                                 -----------   -------------
<CAPTION>
Class C
<S>                              <C>           <C>
August 1, 1994*
  through August 31, 1994:
Shares sold....................        2,331   $      20,096
Shares issued in reinvestment
  of dividends.................            3              24
                                 -----------   -------------
Net increase in shares
  outstanding..................        2,334   $      20,120
                                 -----------   -------------
                                 -----------   -------------
</TABLE>
 
- ---------------
* Commencement of offering of Class C shares.
                                      -12-
 <PAGE>
<PAGE>
 PRUDENTIAL GOVERNMENT INCOME FUND
 Financial Highlights
 (Unaudited)
<TABLE>
<CAPTION>
                                                 Class A
                    -----------------------------------------------------------------                 Class B
                                                                         January 22,    ------------------------------------
                    Six Months                                              1990@       Six Months    Years Ended February
                      Ended           Years Ended February 28/29,          Through        Ended              28/29,
                    August 31,   -------------------------------------   February 28,   August 31,   -----------------------
                       1994       1994      1993      1992      1991         1990          1994         1994         1993
                    ----------   -------   -------   -------   -------   ------------   ----------   ----------   ----------
<S>                 <C>          <C>       <C>       <C>       <C>       <C>            <C>          <C>          <C>
PER SHARE OPERATING
 PERFORMANCE:
Net asset value,
 beginning of
 period...........   $   9.13    $  9.40   $  9.17   $  9.02   $  9.00      $ 9.17      $     9.13   $     9.40   $     9.17
                    ----------   -------   -------   -------   -------       -----      ----------   ----------   ----------
Income from investment
 operations
Net investment
 income...........       0.29       0.61      0.66      0.68      0.69        0.06            0.25         0.53         0.58
Net realized and
 unrealized gain
 (loss) on
 investment
 transactions.....      (0.49)     (0.25)     0.35      0.37      0.26       (0.11)          (0.49)       (0.25)        0.35
                    ----------   -------   -------   -------   -------       -----      ----------   ----------   ----------
 Total from
   investment
   operations.....      (0.20)      0.36      1.01      1.05      0.95       (0.05)          (0.24)        0.28         0.93
                    ----------   -------   -------   -------   -------       -----      ----------   ----------   ----------
Less distributions
Dividends from net
 investment
 income...........      (0.29)     (0.61)    (0.66)    (0.68)    (0.69)      (0.06)          (0.25)       (0.53)       (0.58)
Distributions in
 excess of
 accumulated
 gains............         --      (0.02)       --        --        --          --              --        (0.02)          --
Distributions from
 paid-in capital
 in excess of
 par..............         --         --     (0.12)    (0.22)    (0.24)      (0.06)             --           --        (0.12)
                    ----------   -------   -------   -------   -------       -----      ----------   ----------   ----------
 Total
   distributions..      (0.29)     (0.63)    (0.78)    (0.90)    (0.93)      (0.12)          (0.25)       (0.55)       (0.70)
                    ----------   -------   -------   -------   -------       -----      ----------   ----------   ----------
Net asset value,
 end of period....   $   8.64    $  9.13   $  9.40   $  9.17   $  9.02      $ 9.00      $     8.64   $     9.13   $     9.40
                    ----------   -------   -------   -------   -------       -----      ----------   ----------   ----------
                    ----------   -------   -------   -------   -------       -----      ----------   ----------   ----------
TOTAL RETURN#:....      (2.07)%     3.90%    11.55%    12.18%    11.21%      (0.54)%         (2.40)%       3.03%       10.61%
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of
 period (000).....   $ 45,965    $51,673   $61,297   $33,181   $28,971      $1,961      $1,787,298   $2,202,555   $2,680,259
Average net assets
 (000)............   $ 47,363    $55,921   $46,812   $29,534   $23,428      $  501      $1,955,818   $2,487,990   $2,670,924
Ratios to average
 net assets:##
 Expenses,
   including
   distribution
   fees...........       0.92%*     0.84%     0.84%     0.86%     0.85%       0.92%*          1.65%*       1.68%        1.69%
 Expenses,
   excluding
   distribution
   fees...........       0.77%*     0.69%     0.69%     0.71%     0.70%       0.76%*          0.77%*       0.69%        0.69%
 Net investment
   income.........       6.66%*     6.48%     7.17%     7.51%     7.76%       9.11%*          5.93%*       5.64%        6.32%
Portfolio turnover
 rate.............        123%        80%       36%      187%      213%        329%            123%          80%          36%
<CAPTION>
                                                            Class C
                                                           ----------
                                                           August 1,
                                                            1994(D)
                                                            Through
                                                           August 31,
                       1992         1991         1990         1994
                    ----------   ----------   ----------   ----------
<S>                 <C>          <C>          <C>          <C>
 
PER SHARE OPERATING
 PERFORMANCE:
Net asset value,
 beginning of
 period...........  $     9.02   $     9.00   $     9.09     $ 8.69
                    ----------   ----------   ----------   ----------
 
Income from investment
 operations
Net investment
 income...........        0.60         0.62         0.68       0.05
Net realized and
 unrealized gain
 (loss) on
 investment
 transactions.....        0.37         0.26         0.15      (0.05)
                    ----------   ----------   ----------   ----------
 Total from
   investment
   operations.....        0.97         0.88         0.83       0.00
                    ----------   ----------   ----------   ----------
Less distributions
Dividends from net
 investment
 income...........       (0.60)       (0.62)       (0.68)     (0.05)
Distributions in
 excess of
 accumulated
 gains............          --           --           --         --
Distributions from
 paid-in capital
 in excess of
 par..............       (0.22)       (0.24)       (0.24)        --
                    ----------   ----------   ----------   ----------
 Total
   distributions..       (0.82)       (0.86)       (0.92)     (0.05)
                    ----------   ----------   ----------   ----------
Net asset value,
 end of period....  $     9.17   $     9.02   $     9.00     $ 8.64
                    ----------   ----------   ----------   ----------
                    ----------   ----------   ----------   ----------
TOTAL RETURN#:....       11.27%       10.35%       10.49%     (0.14)%
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of
 period (000).....  $2,724,428   $3,127,587   $3,760,003     $   20
Average net assets
 (000)............  $2,903,704   $3,432,948   $3,814,455     $    7
Ratios to average
 net assets:##
 Expenses,
   including
   distribution
   fees...........        1.71%        1.67%        1.49%      1.54%*
 Expenses,
   excluding
   distribution
   fees...........        0.71%        0.70%        0.64%       .79%*
 Net investment
   income.........        6.66%        6.94%        7.46%      6.74%*
Portfolio turnover
 rate.............         187%         213%         329%       123%
</TABLE>
 
- ---------------
   @ Commencement of offering of Class A shares.
 (D) Commencement of offering of Class C shares.
   * 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 events referred to in (D) and the timing of such, 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.
                                      -13-
 <PAGE>
<PAGE>

Directors
Edward D. Beach
Delayne Dedrick Gold
Harry A. Jacobs, Jr.
Lawrence C. McQuade
Thomas T. Mooney
Thomas H. O'Brien
Thomas A. Owens, Jr.
Richard A. Redeker
Stanley E. Shirk

Officers
Lawrence C. McQuade, President
David W. Drasnin, Vice President
Robert F. Gunia, Vice President
Susan C. Cote, Treasurer
S. Jane Rose, Secretary
Domenick Pugliese, 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
Deloitte & Touche LLP
1633 Broadway
New York, NY 10019

Legal Counsel
Shereff, Friedman, Hoffman & Goodman
919 Third Avenue
New York, NY 10022

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

The accompanying financial statements as of August 31, 1994 were not 
audited and, accordingly, no opinion is expressed on them.

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

744339102  
744339201                     MF128E2
744339300      (LOGO)    Cat.#6421462




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