SEC File No. 333-61831
Filed Pursuant to Rule 497(h)
PROSPECTUS SUPPLEMENT
(To Prospectus Dated September 15, 1998)
PILGRIM PRIME RATE TRUST
23,939.595 Shares Of Beneficial Interest
-----------------
During the period of May 18, 1999 through May 19, 1999, Pilgrim Prime
Rate Trust (the "Trust") sold 23,939.595 shares of beneficial interest of the
Trust through the Trust's Shareholder Investment Program pursuant to a
Distribution Agreement with Pilgrim Securities, Inc. ("PSI") at a sales price of
$9.27 per share.
Gross Proceeds .................................. $221,920.19
Commission to PSI ............................... $ 720.00
Net Proceeds to Trust ........................... $221,200.19
On May 17, 1999, the last day of the corresponding pricing period, the
last reported sales price of the Shares on the NYSE was 9 5/16.
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 OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL
OFFENSE.
----------------------
The Date of this Prospectus Supplement is May 21, 1999.
