<PAGE>
As filed with the Securities and Exchange Commission on July 2, 1997
Securities Act Registration No. 33-10649
Investment Company Act Registration No. 811-4930
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM N-1A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 / /
PRE-EFFECTIVE AMENDMENT NO. / /
POST-EFFECTIVE AMENDMENT NO. 17 /X/
AND/OR
REGISTRATION STATEMENT UNDER THE
INVESTMENT COMPANY ACT OF 1940 / /
AMENDMENT NO. 21 /X/
(Check appropriate box or boxes)
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PRUDENTIAL MUNICIPAL BOND FUND
(Exact name of registrant as specified in charter)
GATEWAY CENTER THREE
100 MULBERRY STREET
NEWARK, NEW JERSEY 07102-4077
(Address of Principal Executive Offices) (Zip Code)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (212) 214-1250
S. JANE ROSE, ESQ.
GATEWAY CENTER THREE
100 MULBERRY STREET
NEWARK, NEW JERSEY 07102-4077
(NAME AND ADDRESS OF AGENT FOR SERVICE)
APPROXIMATE DATE OF PROPOSED PUBLIC OFFERING:
AS SOON AS PRACTICABLE AFTER THE EFFECTIVE
DATE OF THE REGISTRATION STATEMENT.
IT IS PROPOSED THAT THIS FILING WILL BECOME EFFECTIVE
(CHECK APPROPRIATE BOX):
/ / immediately upon filing pursuant to paragraph (b)
/ / on (date) pursuant to paragraph (b)
/X/ 60 days after filing pursuant to paragraph (a)(1)
/ / on (date) pursuant to paragraph (a)(1)
/ / 75 days after filing pursuant to paragraph (a)(2)
/ / on (date) pursuant to paragraph (a)(2) of Rule 485.
If appropriate, check the following box:
/ / this post-effective amendment designates a new
effective date for a previously filed post-effective
amendment.
Pursuant to Rule 24f-2 under the Investment Company Act of 1940. Registrant has
previously registered an indefinite number of shares of beneficial interest, par
value $.01 per share. The Registrant filed a notice under such Rule for its
fiscal year ended April 30, 1997 on June 26, 1997.
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CROSS REFERENCE SHEET
(AS REQUIRED BY RULE 495)
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N-1A ITEM NO. LOCATION
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PART A
Item 1. Cover Page.............................. Cover Page
Item 2. Synopsis................................ Fund Expenses; Fund Highlights
Item 3. Condensed Financial Information......... Fund Expenses; Financial Highlights
Item 4. General Description of Registrant....... Cover Page; How the Fund Invests;
General Information
Item 5. Management of Fund...................... Financial Highlights; How the Fund is
Managed; General Information
Item 5A. Management's Discussion of Fund
Performance............................. Financial Highlights
Item 6. Capital Stock and Other Securities...... Taxes, Dividends and Distributions;
General Information; Shareholder Guide
Item 7. Purchase of Securities Being Offered.... Shareholder Guide; How the Fund Values
its Shares; How the Fund is Managed
Item 8. Redemption or Repurchase................ Shareholder Guide; General Information
Item 9. Pending Legal Proceedings............... How the Fund is Managed
PART B
Item 10. Cover Page.............................. Cover Page
Item 11. Table of Contents....................... Table of Contents
Item 12. General Information and History......... General Information
Item 13. Investment Objectives and Policies...... Investment Objectives and Policies;
Investment Restrictions
Item 14. Management of the Fund.................. Trustees and Officers; Manager;
Distributor; Supplement
Item 15. Control Persons and Principal Holders of
Securities.............................. Trustees and Officers; Supplement
Item 16. Investment Advisory and Other
Services................................ Manager; Distributor; Custodian,
Transfer
and Dividend Disbursing Agent and
Independent Accountants
Item 17. Brokerage Allocation and Other
Practices............................... Portfolio Transactions and Brokerage
Item 18. Capital Stock and Other Securities...... Organization and Capitalization
Item 19. Purchase, Redemption and Pricing of
Securities Being Offered................ Purchase and Redemption of Fund Shares;
Shareholder Investment Account;
Supplement
Item 20. Tax Status.............................. Taxes, Dividends and Distributions
Item 21. Underwriters............................ Distributor
Item 22. Calculation of Performance Data......... Performance Information
Item 23. Financial Statements.................... Financial Statements
PART C
Information required to be included in Part C is set forth under the appropriate Item,
so numbered, in Part C to this Post-Effective Amendment to the Registration Statement.
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<PAGE>
The Prospectus, Statement of Additional Information, and Items 25 through 32
of Part C of Post-Effective Amendment No. 16 filed on July 1, 1997, and each
previously filed Exhibit to this registration statement, with the exceptions of
Exhibits 11(a) and 11(b), are incorporated by reference in their entirety to
Post-Effective No. 17 to Registrant's Registration Statement on Form N-1A (File
No. 33-10649).
<PAGE>
PART C
OTHER INFORMATION
ITEM 24. FINANCIAL STATEMENTS AND EXHIBITS.
(A) FINANCIAL STATEMENTS:
(1) Financial statements incorporated by reference from the Prospectus
constituting Part A of the Post-Effective Amendment to the Registration
Statement filed July 1, 1997
Financial Highlights
(2) The following financial statements incorporated by reference from
the Statement of Additional Information constituting Part B of the
Post-Effective Amendment to the Registration Statement filed July 1, 1997:
Portfolios of Investments at April 30, 1997
Statements of Assets and Liabilities at April 30, 1997
Statements of Operations for the year ended April 30, 1997
Statements of Changes in Net Assets for the years ended April 30,
1997 and April 30, 1996
Notes to Financial Statements
Financial Highlights
Independent Auditors' Reports
(B) EXHIBITS:
1. (a) Amended and Restated Declaration of Trust, incorporated by
reference to Exhibit No. 1(a) to Post-Effective Amendment No. 12 to
the Registration Statement on Form N-1A filed via EDGAR on May 5,
1995 (File No. 33-10649).
(b) Amended and Restated Certificate of Designation, incorporated by
reference to Exhibit No. 1(b) to Post-Effective Amendment No. 12 to
the Registration Statement on Form N-1A filed via EDGAR on May 5,
1995 (File No. 33-10649).
(c) Amended Certificate of Designation, incorporated by reference to
Exhibit No. 1(c) to Post-Effective Amendment No. 14 to the
Registration Statement on Form N-1A filed via EDGAR on June 27, 1996
(File No. 33-10649).
2. By-Laws, incorporated by reference to Exhibit No. 2(b) to
Post-Effective Amendment No.11 to the Registration Statement on Form
N-1A filed via EDGAR on July 6, 1994 (File No. 33-10649).
4. Specimen receipt for shares of beneficial interest, incorporated by
reference to Exhibit No. 4 to Post-Effective Amendment No. 16 to the
Registration Statement on Form N-1A filed via EDGAR on July 1, 1997
(File No. 33-10649).
5. (a) Amended and Restated Management Agreement between the Registrant
and Prudential Mutual Fund Management, Inc., incorporated by
reference to Exhibit No. 5(a) to Post-Effective Amendment No. 14 to
the Registration Statement on Form N-1A filed via EDGAR on June 27,
1996 (File No. 33-10649).
(b) Subadvisory Agreement between Prudential Mutual Fund Management,
Inc. and The Prudential Investment Corporation, incorporated by
reference to Exhibit No. 5(b) to Post-Effective Amendment No. 16 to
the Registration Statement on Form N-1A filed via EDGAR on July 1,
1997 (File No. 33-10649).
6. Amended and Restated Distribution Agreement, incorporated by
reference to Exhibit No. 6 to Post-Effective Amendment No. 14 to the
Registration Statement on Form N-1A filed via EDGAR on June 27, 1996
(File No. 33-10649).
8. (a) Custodian Contract between the Registrant and State Street Bank
and Trust Company, incorporated by reference to Exhibit No. 8(a) to
Post-Effective Amendment No. 16 to the Registration Statement on
Form N-1A filed via EDGAR on July 1, 1997 (File No. 33-10649).
(b) Subcustodian Agreement between State Street Bank and Trust
Company and Morgan Guaranty Trust Co., incorporated by reference to
Exhibit No. 8(b) to Post-Effective Amendment No. 6 to the
Registration Statement on Form N-1A filed on August 28, 1990 (File
No. 33-10649).
(c) Subcustodian Agreement between State Street Bank and Trust
Company and Bankers Trust Company, incorporated by reference to
Exhibit No. 8(c) to Post-Effective Amendment No. 6 to the
Registration Statement on Form N-1A filed on August 28, 1990 (File
No. 33-10649).
C-1
<PAGE>
(d) Subcustodian Agreement between State Street Bank and Trust
Company and Bankers Trust Company, incorporated by reference to
Exhibit No. 8(d) to Post-Effective Amendment No. 6 to the
Registration Statement on Form N-1A filed on August 28, 1990 (File
No. 33-10649).
(e) Subcustodian Agreement between State Street Bank and Trust
Company and Chemical Bank, incorporated by reference to Exhibit No.
8(e) to Post-Effective Amendment No. 6 to the Registration Statement
on Form N-1A filed on August 28, 1990 (File No. 33-10649).
(f) Subcustodian Agreement between State Street Bank and Trust
Company and Irving Bank, incorporated by reference to Exhibit No.
8(f) to Post-Effective Amendment No. 6 to the Registration Statement
on Form N-1A filed on August 28, 1990 (File No. 33-10649).
9. Transfer Agency and Service Agreement between the Registrant and
Prudential Mutual Fund Services, LLC, incorporated by reference to
Exhibit No. 9 to Post-Effective Amendment No. 16 to the Registration
Statement on Form N-1A filed via EDGAR on July 1, 1997 (File No.
33-10649).
10. Opinion of Counsel, incorporated by reference to Exhibit No. 10 to
Post-Effective Amendment No. 16 to the Registration Statement on Form
N-1A filed via EDGAR on July 1, 1997 (File No. 33-10649).
11. (a) Consent of Price Waterhouse LLP.*
(b) Consent of Deloitte & Touche LLP*
13. N/A
15. (a) Distribution and Service Plan for Class A shares. Incorporated
by reference to Exhibit No. 15(a) to Post-Effective Amendment No. 12
to the Registration Statement on Form N-1A filed via EDGAR on May 5,
1995 (File No. 33-10649).
(b) Distribution and Service Plan for Class B shares. Incorporated
by reference to Exhibit No. 15(b) to Post-Effective Amendment No. 12
to the Registration Statement on Form N-1A filed via EDGAR on May 5,
1995 (File No. 33-10649).
(c) Distribution and Service Plan for Class C shares. Incorporated
by reference to Exhibit No. 15(c) to Post-Effective Amendment No. 12
to the Registration Statement on Form N-1A filed via EDGAR on May 5,
1995 (File No. 33-10649).
16. (a) Schedule of Computation of Performance Quotations for Class B
shares, incorporated by reference to Exhibit No. 16(a) to
Post-Effective Amendment No. 16 to the Registration Statement on
Form N-1A filed via EDGAR on July 1, 1997 (File No. 33-10649).
(b) Schedule of Computation of Performance Quotations for Class A
shares, incorporated by reference to Exhibit No. 16(b) to
Post-Effective Amendment No. 16 to the Registration Statement on
Form N-1A filed via EDGAR on July 1, 1997 (File No. 33-10649).
(c) Schedule of Computation of Performance Quotations for Class C
shares, incorporated by reference to Exhibit No. 16(c) to
Post-Effective Amendment No. 16 to the Registration Statement on
Form N-1A filed via EDGAR on July 1, 1997 (File No. 33-10649).
(d) Schedule of Computation of Performance Quotations for Class Z
shares, incorporated by reference to Exhibit No. 16(d) to
Post-Effective Amendment No. 16 to the Registration Statement on
Form N-1A filed via EDGAR on July 1, 1997 (File No. 33-10649).
18. Rule 18f-3 Plan, incorporated by reference to Exhibit No. 18 to
Post-Effective Amendment No. 14 to the Registration Statement on Form
N-1A filed via EDGAR on June 27, 1996 (File No. 33-10649).
27. Financial Data Schedules, incorporated by reference to Exhibit No.
27 to Post-Effective Amendment No. 16 to the Registration Statement
on Form N-1A filed via EDGAR on July 1, 1997 (File No. 33-10649).
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*Filed herewith.
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, the Registrant has duly caused this
Post-Effective Amendment to the Registration Statement to be signed on its
behalf by the undersigned, thereunto duly authorized, in the City of Newark, and
State of New Jersey, on the 2nd day of July, 1997.
PRUDENTIAL MUNICIPAL BOND FUND, INC.
/s/ Richard A. Redeker
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(RICHARD A. REDEKER, PRESIDENT)
Pursuant to the requirements of the Securities Act of 1933, this
Post-Effective Amendment to the Registration Statement has been signed below by
the following persons in the capacities and on the dates indicated.
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SIGNATURE TITLE DATE
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/s/ Grace C. Torres Treasurer and Principal Financial July 2, 1997
- ------------------------------------ and Accounting Officer
GRACE C. TORRES
/s/ Edward D. Beach Trustee July 2, 1997
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EDWARD D. BEACH
/s/ Eugene C. Dorsey Trustee July 2, 1997
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EUGENE C. DORSEY
/s/ Delayne Dedrick Gold Trustee July 2, 1997
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DELAYNE DEDRICK GOLD
/s/ Robert F. Gunia Trustee July 2, 1997
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ROBERT F. GUNIA
/s/ Harry A. Jacobs, Jr. Trustee July 2, 1997
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HARRY A. JACOBS, JR.
/s/ Donald D. Lennox Trustee July 2, 1997
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DONALD D. LENNOX
/s/ Mendel A. Melzer Trustee July 2, 1997
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MENDEL A. MELZER
/s/ Thomas T. Mooney Trustee July 2, 1997
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THOMAS T. MOONEY
/s/ Thomas O'Brien Trustee July 2, 1997
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THOMAS O'BRIEN
/s/ Richard A. Redeker President and Trustee July 2, 1997
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RICHARD A. REDEKER
/s/ Nancy H. Teeters Trustee July 2, 1997
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NANCY H. TEETERS
/s/ Louis A. Weil, III Trustee July 2, 1997
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LOUIS A. WEIL, III
</TABLE>
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EXHIBIT INDEX
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<CAPTION>
EXHIBIT DESCRIPTION PAGE
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1. (a) Amended and Restated Declaration of Trust, incorporated by reference to Exhibit No. 1(a) to
Post-Effective Amendment No. 12 to the Registration Statement on Form N-1A filed via EDGAR on May 5,
1995 (File No. 33-10649).
(b) Amended and Restated Certificate of Designation, incorporated by reference to Exhibit No. 1(b) to
Post-Effective Amendment No. 12 to the Registration Statement on Form N-1A filed via EDGAR on May 5,
1995 (File No. 33-10649).
(c) Amended Certificate of Designation, incorporated by reference to Exhibit No. 1(c) to Post-Effective
Amendment No. 14 to the Registration Statement on Form N-1A filed via EDGAR on June 27, 1996 (File No.
33-10649).
2. By-Laws, incorporated by reference to Exhibit No. 2(b) to Post-Effective Amendment No.11 to the
Registration Statement on Form N-1A filed via EDGAR on July 6, 1994 (File No. 33-10649).
4. Specimen receipt for shares of beneficial interest, incorporated by reference to Exhibit No. 4 to
Post-Effective Amendment No. 16 to the Registration Statement on Form N-1A filed via EDGAR on July 1,
1997 (File No. 33-10649).
5. (a) Amended and Restated Management Agreement between the Registrant and Prudential Mutual Fund
Management, Inc., incorporated by reference to Exhibit No. 5(a) to Post-Effective Amendment No. 14 to
the Registration Statement on Form N-1A filed via EDGAR on June 27, 1996 (File No. 33-10649).
(b) Subadvisory Agreement between Prudential Mutual Fund Management, Inc. and The Prudential Investment
Corporation, incorporated by reference to Exhibit No. 5(b) to Post-Effective Amendment No. 16 to the
Registration Statement on Form N-1A filed via EDGAR on July 1, 1997 (File No. 33-10649).
6. Amended and Restated Distribution Agreement, incorporated by reference to Exhibit No. 6 to
Post-Effective Amendment No. 14 to the Registration Statement on Form N-1A filed via EDGAR on June 27,
1996 (File No. 33-10649).
8. (a) Custodian Contract between the Registrant and State Street Bank and Trust Company, incorporated by
reference to Exhibit No. 8(a) to Post-Effective Amendment No. 16 to the Registration Statement on Form
N-1A filed via EDGAR on July 1, 1997 (File No. 33-10649).
(b) Subcustodian Agreement between State Street Bank and Trust Company and Morgan Guaranty Trust Co.,
incorporated by reference to Exhibit No. 8(b) to Post-Effective Amendment No. 6 to the Registration
Statement on Form N-1A filed on August 28, 1990 (File No. 33-10649).
(c) Subcustodian Agreement between State Street Bank and Trust Company and Bankers Trust Company,
incorporated by reference to Exhibit No. 8(c) to Post-Effective Amendment No. 6 to the Registration
Statement on Form N-1A filed on August 28, 1990 (File No. 33-10649).
(d) Subcustodian Agreement between State Street Bank and Trust Company and Bankers Trust Company,
incorporated by reference to Exhibit No. 8(d) to Post-Effective Amendment No. 6 to the Registration
Statement on Form N-1A filed on August 28, 1990 (File No. 33-10649).
(e) Subcustodian Agreement between State Street Bank and Trust Company and Chemical Bank, incorporated
by reference to Exhibit No. 8(e) to Post-Effective Amendment No. 6 to the Registration Statement on Form
N-1A filed on August 28, 1990 (File No. 33-10649).
(f) Subcustodian Agreement between State Street Bank and Trust Company and Irving Bank, incorporated by
reference to Exhibit No. 8(f) to Post-Effective Amendment No. 6 to the Registration Statement on Form
N-1A filed on August 28, 1990 (File No. 33-10649).
9. Transfer Agency and Service Agreement between the Registrant and Prudential Mutual Fund Services, LLC,
incorporated by reference to Exhibit No. 9 to Post-Effective Amendment No. 16 to the Registration
Statement on Form N-1A filed via EDGAR on July 1, 1997 (File No. 33-10649).
10. Opinion of Counsel, incorporated by reference to Exhibit No. 10 to Post-Effective Amendment No. 16 to
the Registration Statement on Form N-1A filed via EDGAR on July 1, 1997 (File No. 33-10649).
11. (a) Consent of Price Waterhouse LLP.*
(b) Consent of Deloitte & Touche LLP.*
13. N/A
</TABLE>
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<TABLE>
<CAPTION>
EXHIBIT DESCRIPTION PAGE
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15. (a) Distribution and Service Plan for Class A shares. Incorporated by reference to Exhibit No. 15(a) to
Post-Effective Amendment No. 12 to the Registration Statement on Form N-1A filed via EDGAR on May 5,
1995 (File No. 33-10649).
(b) Distribution and Service Plan for Class B shares. Incorporated by reference to Exhibit No. 15(b) to
Post-Effective Amendment No. 12 to the Registration Statement on Form N-1A filed via EDGAR on May 5,
1995 (File No. 33-10649).
(c) Distribution and Service Plan for Class C shares. Incorporated by reference to Exhibit No. 15(c) to
Post-Effective Amendment No. 12 to the Registration Statement on Form N-1A filed via EDGAR on May 5,
1995 (File No. 33-10649).
16. (a) Schedule of Computation of Performance Quotations for Class B shares, incorporated by reference to
Exhibit No. 16(a) to Post-Effective Amendment No. 16 to the Registration Statement on Form N-1A filed
via EDGAR on July 1, 1997 (File No. 33-10649).
(b) Schedule of Computation of Performance Quotations for Class A shares, incorporated by reference to
Exhibit No. 16(b) to Post-Effective Amendment No. 16 to the Registration Statement on Form N-1A filed
via EDGAR on July 1, 1997 (File No. 33-10649).
(c) Schedule of Computation of Performance Quotations for Class C shares, incorporated by reference to
Exhibit No. 16(c) to Post-Effective Amendment No. 16 to the Registration Statement on Form N-1A filed
via EDGAR on July 1, 1997 (File No. 33-10649).
(d) Schedule of Computation of Performance Quotations for Class Z shares, incorporated by reference to
Exhibit No. 16(d) to Post-Effective Amendment No. 16 to the Registration Statement on Form N-1A filed
via EDGAR on July 1, 1997 (File No. 33-10649).
18. Rule 18f-3 Plan, incorporated by reference to Exhibit No. 18 to Post-Effective Amendment No. 14 to the
Registration Statement on Form N-1A filed via EDGAR on June 27, 1996 (File No. 33-10649).
27. Financial Data Schedules, incorporated by reference to Exhibit No. 27 to Post-Effective Amendment No. 16
to the Registration Statement on Form N-1A filed via EDGAR on July 1, 1997 (File No. 33-10649).
</TABLE>
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*Filed herewith.
<PAGE>
Exhibit 99.11(a)
CONSENT OF INDEPENDENT ACCOUNTANTS
We hereby consent to the use in the Statement of Additional Information
constituting part of Post-Effective Amendment No. 16 to the
registration statement on Form N-1A (the "Registration Statement") of our
report dated June 25, 1997, relating to the financial statements and financial
highlights of the High Yield Series, Insured Series, and Intermediate Series
(the "Funds"), constituting the Prudential Municipal Bond Fund, which appears
in such Statement of Additional Information, and to the incorporation by
reference of our report in the Prospectuses which constitute parts of this
Registration Statement. We also consent to the reference to us under the
heading "Custodian, Transfer and Dividend Disbursing Agent and Independent
Accountants" in such Statement of Additional Information and to the reference
to us under the heading "Financial Highlights" in such Prospectuses.
We also hereby consent to the incorporation by reference in the Prospectuses
and Statement of Additional Information constituting parts of Post-Effective
Amendment No. 17 to the registration statement on Form N-1A of our report
dated June 25, 1997, referred to above, and we also consent to the
incorporation of the reference to us under the heading "Custodian, Transfer
and Dividend Disbursing Agent and Independent Accountants" in the Statement
of Additional Information and to the incorporation of the reference to us
under the heading "Financial Highlights" in the Prospectuses constituting
parts of the Registration Statement.
PRICE WATERHOUSE LLP
1177 Avenue of the Americas
New York, New York 10036
June 25, 1997
<PAGE>
Exhibit 99.11b
CONSENT OF INDEPENDENT AUDITORS
We consent to the use in Post-Effective Amendment No. 16 to Registration
Statement No. 33-10649 of Prudential Municipal Bond Fund, Inc. of our report
dated June 13, 1996, appearing in the Statement of Additional Information,
which is included in such Registration Statement, and to the references to us
under the headings "Financial Highlights" in the Prospectus, which is also
included in such Registration Statement.
We also consent to the use in Post-Effective Amendment No. 17 to Registration
Statement No. 33-10649 of Prudential Municipal Bond Fund, Inc. of our report
dated June 13, 1996, incorporated by reference into the Statement of
Additional Information, which is included in such Registration Statement and
to the references to us under the headings "Financial Highlights" in the
Prospectus, which is also incorporated by reference in such Registration
Statement.
Deloitte & Touche LLP
New York, New York
July 2, 1997
