SEC File No. 333-61831
Filed Pursuant to Rule 497(h)
Prospectus Supplement
(To Prospectus Dated September 15, 1998)
PILGRIM PRIME RATE TRUST
750,000 Shares Of Beneficial Interest
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On June 18, 1999, Pilgrim Prime Rate Trust (the "Trust") sold 750,000
shares of beneficial interest of the Trust through privately negotiated
transactions pursuant to a Distribution Agreement with Pilgrim Securities, Inc.
("PSI"). The highest and lowest executed sales price at which shares were sold
was $9.07.
Gross Proceeds .............................. $6,802,500.00
Commission to PSI............................ $ 7,500.00
Net Proceeds to Trust........................ $6,795,000.00
On June 17, 1999, the last day of the corresponding pricing period,
the last reported sales price of the Shares on the NYSE was 9 3/8.
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.
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The Date of this Prospectus Supplement is June 23, 1999
