PRUDENTIAL WORLD FUND INC
497, 1996-09-12
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PRUDENTIAL WORLD FUND, INC.
(FORMERLY PRUDENTIAL GLOBAL FUND, INC.)
GLOBAL SERIES

                                (CLASS Z SHARES)

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PROSPECTUS DATED JANUARY 2, 1996
(AS SUPPLEMENTED ON SEPTEMBER 12, 1996)

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Prudential World Fund, Inc., Global Series, (formerly Prudential Global Fund,
Inc.) (the Fund) is an open-end, diversified management investment company. Its
investment objective is to seek long-term growth of capital, with income as a
secondary objective. The Fund seeks to achieve its objective through investment
in a diversified portfolio of securities which will consist of marketable
securities of U.S. and non-U.S. issuers. The Fund may invest in all types of
common stocks and equivalents (such as convertible debt securities and
warrants), preferred stocks, bonds and other debt obligations, including money
market instruments, of foreign and domestic companies and governments,
governmental agencies and international organizations. The Fund may also engage
in derivative transactions, such as those involving stock options, options on
debt securities, options on stock indices, stock index futures and options on
stock index futures so as to hedge its portfolio and to attempt to enhance
return. There can be no assurance that the Fund's investment objective will be
achieved. See "How the Fund Invests--Investment Objective and Policies." The
Fund's address is One Seaport Plaza, New York, New York 10292, and its telephone
number is (800) 225-1852.

The Fund is not intended to constitute a complete investment program. The Fund
intends to pay annual dividends consisting of substantially all of its net
investment income and net short-term and long-term capital gains, if any.
Because of its objective and policies, including its international orientation,
the Fund may be considered of a speculative nature and subject to greater
investment risks than are assumed by certain other investment companies which
invest solely in domestic securities. See "How the Fund Invests--Risks and
Special Considerations."

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Class Z shares are offered exclusively for sale to a limited group of investors.
Only Class Z shares are offered through this Prospectus. The Fund also offers
Class A, Class B and Class C shares through the attached Prospectus dated
January 2, 1996, as supplemented, (the Retail Class Prospectus) which is a part
hereof.

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This Prospectus sets forth concisely the information about the Fund that a
prospective investor should know before investing. Additional information about
the Fund has been filed with the Securities and Exchange Commission in a
Statement of Additional Information, dated January 2, 1996, as supplemented,
which information is incorporated herein by reference (is legally considered a
part of this Prospectus) and is available without charge upon request to the
Fund at the address or telephone number noted above.

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Investors are advised to read this Prospectus and retain it for future
reference.

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THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.

<PAGE>

<TABLE>

                                  FUND EXPENSES
<CAPTION>

                                                                             
                                                     
                                                
  SHAREHOLDER TRANSACTION EXPENSES                                                        CLASS Z SHARES
                                                                                          --------------
      <S>                                                                                      <C> 

      Maximum Sales Load Imposed on Purchases
       (as a percentage of offering price) .............................................        None
      Maximum Sales Load or Deferred Sales Load Imposed on Reinvested Dividends ........        None
      Deferred Sales Load (as a percentage of original purchase price
       or redemption proceeds, whichever is lower) .....................................        None
      Redemption Fees ..................................................................        None
      Exchange Fee .....................................................................        None

                                                                                           CLASS Z SHARES*
                                                                                           ---------------
   ANNUAL FUND OPERATING EXPENSES
      (as a percentage of average net assets)
      Management Fees ...................................................................       .75%
      12b-1 Fees ........................................................................       None
      Other Expenses ....................................................................       .51%
                                                                                               ----
      Total Fund Operating Expenses .....................................................      1.26%
                                                                                               ====

<CAPTION>

                                                                           1        3       5       10
  EXAMPLE                                                                year     years   years    years
  -------                                                                ----     -----   -----    -----
  <S>                                                                    <C>       <C>     <C>      <C>   
  You would pay the following expenses on
   a $1,000 investment, assuming:
   (1) 5% annual return and
   (2) redemption at the end of each time period:
   Class Z* .........................................................    $13       $40     $69      $152 

The above example is based on expenses expected to have been incurred if Class Z
shares had been in existence during the entire fiscal year ended October 31,
1995. The example should not be considered a representation of past or future
expenses. Actual expenses may be greater or less than those shown.

The purpose of this table is to assist investors in understanding the various
costs and expenses that an investor in Class Z shares of the Fund will bear,
whether directly or indirectly. For more complete descriptions of the various
costs and expenses, see "How the Fund is Managed" in the Retail Class
Prospectus. "Other Expenses" includes operating expenses of the Fund, such as
Directors' and professional fees, registration fees, reports to shareholders,
transfer agency and custodian fees and franchise taxes.

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

*    Estimated based on expenses expected to have been incurred if Class Z
     shares had been in existence throughout the entire fiscal year ended
     October 31, 1995.

                                       2

<PAGE>


     THE FOLLOWING INFORMATION SUPPLEMENTS "SHAREHOLDER GUIDE--HOW TO BUY SHARES
OF THE FUND" AND "SHAREHOLDER GUIDE--HOW TO SELL YOUR SHARES" IN THE RETAIL
CLASS PROSPECTUS:

     Class Z shares of the Fund are available for purchase by the following
categories of investors: (i) pension, profit-sharing or other employee benefit
plans qualified under Section 401 of the Internal Revenue Code, deferred
compensation and annuity plans under Sections 457 and 403(b)(7) of the Internal
Revenue Code, and non-qualified plans for which the Fund is an available option
(collectively, Benefit Plans), provided such Benefit Plans (in combination with
other plans sponsored by the same employer or group of related employers) have
at least $50 million in defined contribution assets; (ii) participants in any
fee-based program sponsored by Prudential Securities Incorporated (Prudential
Securities) or its affiliates which includes mutual funds as investment options
and for which the Fund is an available option; and (iii) investors who are, or
have executed a letter of intent to become, shareholders of any series of The
Prudential Institutional Fund (Institutional Fund) on or before one or more
series of Institutional Fund reorganize or who on that date have investments in
certain products for which Institutional Fund provides exchangeability. After a
Benefit Plan qualifies to purchase Class Z shares, all subsequent purchases will
be for Class Z shares.

     In connection with the sale of Class Z shares, the Manager, the Distributor
or one of their affiliates may pay dealers, financial advisers and other persons
which distribute shares a finders' fee based on a percentage of the net asset
value of shares sold by such persons.

     THE FOLLOWING INFORMATION SUPPLEMENTS "SHAREHOLDER GUIDE--HOW TO EXCHANGE
YOUR SHARES" IN THE RETAIL CLASS PROSPECTUS:

     Class Z shareholders of the Fund may exchange their Class Z shares for
Class Z shares of other Prudential Mutual Funds on the basis of relative net
asset value. Shareholders who qualify to purchase Class Z shares (other than
participants in any fee-based program) will have their Class B and Class C
shares which are not subject to contingent deferred sales charges and their
Class A shares exchanged for Class Z shares on a quarterly basis. Participants
in any fee-based program for which the Fund is an available option will have
their Class A shares, if any, exchanged for Class Z shares when they join the
program. Upon leaving the program (whether voluntarily or not), such Class Z
shares (and, to the extent provided for in the program, Class Z shares acquired
through participation in the program) will be exchanged for Class A shares at
net asset value. Similarly, participants in PSI's 401(k) Plan, an employee
benefit plan sponsored by Prudential Securities (the PSI 401(k) Plan),for which
the Fund's Class Z shares are an available option and who wish to transfer their
Class Z shares out of the PSI 401(k) Plan following separation from service
(i.e., voluntary or involuntary termination of employment or retirement) will
have their Class Z shares exchanged for Class A shares at net asset value. See
"Shareholder Guide--How to Exchange Your Shares--Special Exchange Privilege."

     THE FOLLOWING INFORMATION SUPPLEMENTS "HOW THE FUND IS
MANAGED--DISTRIBUTOR" IN THE RETAIL CLASS PROSPECTUS:

     Prudential Securities serves as the Distributor of Class Z shares and
incurs the expenses of distributing the Fund's Class Z shares under a
Distribution Agreement with the Fund, none of which are reimbursed by or paid
for by the Fund.

     THE FOLLOWING INFORMATION SUPPLEMENTS "HOW THE FUND VALUES ITS SHARES" IN
THE RETAIL CLASS PROSPECTUS:

     The NAV of Class Z shares will generally be higher than the NAV of Class A,
Class B or Class C shares because Class Z shares are not subject to any
distribution and/or service fee. It is expected, however, that the NAV of the
four classes will tend to converge immediately after the recording of dividends,
which will differ by approximately the amount of the distribution-related
expense accrual among the classes.

     THE FOLLOWING INFORMATION SUPPLEMENTS "TAXES, DIVIDENDS AND
DISTRIBUTIONS--TAXATION OF SHAREHOLDERS" IN THE RETAIL CLASS PROSPECTUS:

     The Fund has obtained opinions of counsel to the effect that neither (i)
the conversion of Class B shares into Class A shares nor (ii) the exchange of
any class of the Fund's shares for any other class of its shares constitutes a
taxable event for federal income tax purposes. However, such opinions are not
binding on the Internal Revenue Service.

     THE INFORMATION ABOVE ALSO SUPPLEMENTS THE INFORMATION UNDER "FUND
HIGHLIGHTS" IN THE RETAIL CLASS PROSPECTUS AS APPROPRIATE.

                                       3

<PAGE>


No dealer, sales representative or any other person has been authorized to give
any information or to make any representations, other than those contained in
this Prospectus, in connection with the offer contained herein, and, if given or
made, such other information or representations must not be relied upon as
having been authorized by the Fund or the Distributor. This Prospectus does not
constitute an offer by the Fund or by the Distributor to sell or a solicitation
of any offer to buy any of the securities offered hereby in any jurisdiction to
any person to whom it is unlawful to make such offer in such jurisdiction.

================================================================================

                                TABLE OF CONTENTS

                                                                        Page
                                                                        ----
  FUND HIGHLIGHTS .....................................................   2
   Risk Factors and Special Characteristics ...........................   2
  FUND EXPENSES .......................................................   4
  FINANCIAL HIGHLIGHTS ................................................   5
  HOW THE FUND INVESTS ................................................   8
   Investment Objective and Policies ..................................   8
   Hedging and Return Enhancement Strategies ..........................   9     
   Other Investment Practices .........................................  13
   Risks and Special Considerations ...................................  14
   Investment Restrictions ............................................  14
  HOW THE FUND IS MANAGED .............................................  15
   Manager ............................................................  15
   Distributor ........................................................  16
   Portfolio Transactions .............................................  17
   Custodian and Transfer and Dividend Disbursing Agent ...............  18
  HOW THE FUND VALUES ITS SHARES ......................................  18
  HOW THE FUND CALCULATES PERFORMANCE .................................  18
  TAXES, DIVIDENDS AND DISTRIBUTIONS ..................................  19
  GENERAL INFORMATION .................................................  20
   Description of Common Stock ........................................  20
   Additional Information .............................................  21
  SHAREHOLDER GUIDE ...................................................  21
   How to Buy Shares of the Fund ......................................  21
   Alternative Purchase Plan ..........................................  22
   How to Sell Your Shares ............................................  25
   How to Exchange Your Shares ........................................  28
   Shareholder Services ...............................................  29
  THE PRUDENTIAL MUTUAL FUND FAMILY ................................... A-1
                                                                                
================================================================================

  MF115Z                                                              444010J



                          CUSIP NO.: Class Z: 743969404

  PRUDENTIAL
  WORLD
  FUND, INC.

  (FORMERLY PRUDENTIAL GLOBAL FUND, INC.)

  GLOBAL SERIES
  (CLASS Z SHARES)
- -------------------

                             PRUDENTIAL MUTUAL FUNDS
                              BUILDING YOUR FUTURE
                                 ON OUR STRENGTH(SM)              [LOGO]
 


                                   PROSPECTUS



                                 JANUARY 2, 1996
                                (AS SUPPLEMENTED
                                       ON
                               SEPTEMBER 12, 1996)



<PAGE>


                           PRUDENTIAL WORLD FUND, INC.
                     (formerly Prudential Global Fund, Inc.)
                                  GLOBAL SERIES
                     Supplement dated September 12, 1996 to
                        Prospectus dated January 2, 1996

     THE FOLLOWING INFORMATION SUPPLEMENTS "GENERAL INFORMATION--DESCRIPTION OF
COMMON STOCK" IN THE PROSPECTUS:

     The Fund is authorized to offer 1 billion shares of common stock, $.01 par
value per share, such shares to consist of two series designated the Global
Series and the International Stock Series. Each series is divided into four
classes, as follows: 125 million shares of Class A common stock, 125 million
shares of Class B common stock, 125 million shares of Class C common stock and
125 million shares of Class Z common stock. Each class represents an interest in
the same assets of the Fund and is identical in all respects except that (i)
each class is subject to different sales charges and distribution and/or service
fees (except for Class Z shares which are not subject to any sales charges and
distribution and/or service fees), which may affect performance, (ii) each class
has exclusive voting rights on any matter submitted to shareholders that relates
solely to its arrangement and has separate voting rights on any matter submitted
to shareholders in which the interests of one class differ from the interests of
any other class, (iii) each class has a different exchange privilege, (iv) only
Class B shares have a conversion feature and (v) Class Z shares are offered
exclusively for sale to a limited group of investors. For more information about
Class Z shares, contact your Prudential Securities financial adviser or Prusec
representative or telephone the Fund at (800) 225-1852. Participants in programs
sponsored by Prudential Retirement Services should contact their client
representataive for more information about Class Z shares. Since Class B and
Class C shares generally bear higher distribution expenses than Class A shares,
the liquidation proceeds to shareholders of those classes are likely to be lower
than to Class A shareholders and to Class Z shareholders, whose shares are not
subject to any distribution and/or service fee. In accordance with the Fund's
Articles of Incorporation, the Board of Directors may authorize the creation of
additional series and classes within such series, with such preferences,
privileges, limitations and voting and dividend rights as the Directors may
determine.

     It is currently anticipated that the International Stock Series will begin
offering shares in or about September 1996. Subject to shareholder approval of
the shareholders of The Prudential Institutional Fund (PIF)--International Stock
Fund, it is currently anticipated that the International Stock Series will
acquire the assets and liabilities of the PIF International Stock Fund in or
about September 1996. Existing shareholders will be designated shareholders of
the Global Series.

     THE FOLLOWING SUPPLEMENTS THE DISCLOSURE UNDER THE HEADING "HOW THE FUND
CALCULATES PERFORMANCE" IN THE PROSPECTUS:

     The Fund may include comparative performance information in advertising or
marketing the Fund's shares. The Fund may include performance information about
each of the Fund's classes and is no longer required to include performance data
for all classes of shares in any advertisement or other information including
performance data of the Fund. See "How the Fund Calculates Performance."

     THE FOLLOWING INFORMATION SUPPLEMENTS "SHAREHOLDER GUIDE--HOW TO BUY SHARES
OF THE FUND" IN THE PROSPECTUS:

     REDUCTION AND WAIVER OF INITIAL SALES CHARGES. Reduced sales charges are
available through Rights of Accumulation and Letters of Intent. Shares of the
Fund and shares of other Prudential Mutual Funds (excluding money market funds
other than those acquired pursuant to the exchange privilege) may be aggregated
to determine the applicable reduction. See "Purchase and Redemption of Fund
Shares--Reduction and Waiver of Initial Sales Charges--Class A Shares" in the
Statement of Additional Information.


<PAGE>


     BENEFIT PLANS. Class A shares may be purchased at NAV, without payment of
an initial sales charge, by pension, profit sharing or other employee benefit
plans qualified under Section 401 of the Internal Revenue Code and deferred
compensation and annuity plans under Section 457 and 403(b)(7) of the Internal
Revenue Code (Benefit Plans), provided that the plan has existing assets of at
least $1 million invested in shares of Prudential Mutual Funds (excluding money
market funds other than those acquired pursuant to the exchange privilege) or
250 eligible employees or participants. In the case of Benefit Plans whose
accounts are held directly with the Transfer Agent or Prudential Securities and
for which the Transfer Agent or Prudential Securities does individual account
record keeping (Direct Account Benefit Plans) and Benefit Plans sponsored by PSI
or its subsidiaries (PSI or Subsidiary Prototype Benefit Plans), Class A shares
may be purchased at NAV by participants who are repaying loans made from such
plans to the participant.

     PRUARRAY AND SMARTPATH PLANS. Class A shares may be purchased at NAV by
certain savings, retirement and deferred compensation plans, qualified or
non-qualified under the Internal Revenue Code, including pension,
profit-sharing, stock-bonus or other employee benefit plans under Section 401 of
the Internal Revenue Code and deferred compensation and annuity plans under
Sections 457 and 403(b)(7) of the Code that participate in Prudential's PruArray
or SmartPath Programs (benefit plan record keeping services) (hereafter referred
to as a PruArray or SmartPath Plan); provided that the plan has at least $1
million in existing assets or 250 eligible employees or participants. The term
"existing assets" for this purpose includes stock issued by a PruArray or
SmartPath Plan sponsor and shares of non-money market Prudential Mutual Funds
and shares of certain unaffiliated non-money market mutual funds that
participate in the PruArray or SmartPath Program (Participating Funds).
"Existing assets" also include shares of money market funds acquired by exchange
from a Participating Fund.

     SPECIAL RULES APPLICABLE TO RETIREMENT PLANS. After a Benefit Plan or
PruArray or SmartPath Plan qualifies to purchase Class A shares at NAV, all
subsequent purchases will be made at NAV.

     OTHER WAIVERS. In addition, Class A shares may be purchased at NAV, through
Prudential Securities or the Transfer Agent, by the following persons: (a)
officers and current and former Directors/Trustees of the Prudential Mutual
Funds (including the Fund), (b) employees of Prudential Securities and PMF and
their subsidiaries and members of the families of such persons who maintain an
"employee related" account at Prudential Securities or the Transfer Agent, (c)
employees and special agents of Prudential and its subsidiaries and all persons
who have retired directly from active service with Prudential or one of its
subsidiaries, (d) registered representatives and employees of dealers who have
entered into a selected dealer agreement with Prudential Securities provided
that purchases at NAV are permitted by such person's employer and (e) investors
who have a business relationship with a financial adviser who joined Prudential
Securities from another investment firm, provided that (i) the purchase is made
within 180 days of the commencement of the financial adviser's employment at
Prudential Securities, or within one year in the case of Benefit Plans, (ii) the
purchase is made with proceeds of a redemption of shares of any open-end fund
sponsored by the financial adviser's previous employer (other than a money
market fund or other no-load fund which imposes a distribution or service fee of
 .25 of 1% or less) and (iii) the financial adviser served as the client's broker
on the previous purchases.

     You must notify the Fund's Transfer Agent either directly or through
Prudential Securities or Prusec that you are entitled to the reduction or waiver
of the sales charge. The reduction or waiver will be granted subject to
confirmation of your entitlement. No initial sales charges are imposed upon
Class A shares acquired upon the reinvestment of dividends and distributions.
See "Purchase and Redemption of Fund Shares--Reduction and Waiver of Initial
Sales Charges--Class A Shares" in the Statement of Additional Information.

MF115C-2


<PAGE>


                           PRUDENTIAL WORLD FUND, INC.
                     (formerly Prudential Global Fund, Inc.)
                                  GLOBAL SERIES
                     Supplement dated September 12, 1996 to
                    Statement of Additional Information dated
                                 January 2, 1996

THE FOLLOWING INFORMATION SUPPLEMENTS "DISTRIBUTOR" IN THE STATEMENT OF
ADDITIONAL INFORMATION:

     Prudential Securities Incorporated serves as the Distributor of Class Z
shares and incurs the expenses of distributing the Fund's Class Z shares under a
Distribution Agreement with the Fund, none of which are reimbursed by or paid
for by the Fund.

THE FOLLOWING INFORMATION SUPPLEMENTS "PURCHASE AND REDEMPTION OF FUND SHARES"
IN THE STATEMENT OF ADDITIONAL INFORMATION:

     Shares of the Fund may be purchased at a price equal to the next determined
net asset value per share plus a sales charge which, at the election of the
investor, may be imposed either (i) at the time of purchase (Class A shares) or
(ii) on a deferred basis (Class B or Class C shares). Class Z shares of the Fund
are offered to a limited group of investors at net asset value without any sales
charges. See "Shareholder Guide--How to Buy Shares of the Fund" in the
Prospectus.

     Each class represents an interest in the same assets of the Funds and is
identical in all respects except that (i) each class is subject to different
sales charges and distribution and/or service expenses (except for Class Z
shares which are not subject to any sales charge or distribution and/or service
fee), which may affect performance, (ii) each class has exclusive voting rights
on any matter submitted to shareholders that relates solely to its arrangements
and has separate voting rights on any matter submitted to shareholders in which
the interests of one class differ from the interests of any other class, (iii)
each class has a different exchange privilege, (iv) only Class B shares have a
conversion feature and (v) Class Z shares are offered exclusively for sale to a
limited group of investors. See "Distributor" and "Shareholder Investment
Account--Exchange Privilege."

THE FOLLOWING INFORMATION SUPPLEMENTS "SHAREHOLDER INVESTMENT ACCOUNT--EXCHANGE
PRIVILEGE" IN THE STATEMENT OF ADDITIONAL INFORMATION:

     CLASS Z. Class Z shares may be exchanged for Class Z shares of other
Prudential Mutual Funds.

MF115C-3


</TABLE>


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