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EXHIBIT 2
PROSPECT STREET HIGH INCOME PORTFOLIO INC.
ANNUAL MEETING OF STOCKHOLDERS
OCTOBER 27, 2000
REPORT OF INSPECTOR OF ELECTION
To the Secretary of the Meeting of Stockholders
of Prospect Street High Income Portfolio Inc.:
The undersigned, being duly appointed to serve as Inspector of Election at
the Meeting of Stockholders of Prospect Street High Income Portfolio Inc. (the
"Fund"), held at 9:00 a.m., on October 27, 2000, at The University Club of
Dallas, at 13350 Dallas Parkway, Suite 4000, Dallas, Texas, hereby certifies
that I have conducted the balloting and the election by the holders of shares of
common stock of the Fund ("Shares") for the purposes set forth below; that the
Fund had outstanding and entitled to vote at the Meeting 26,829,915.2307 Shares,
of which 23,491,897 Shares were represented at the Meeting in person or by
proxy, constituting more than a majority of the Shares and a quorum.
I hereby further certify that the following named persons received, out of
a total of 23,491,867 votes cast at the Meeting for the election of Directors,
the number of votes set forth opposite their respective names as nominees for
election as Directors, to serve until their respective successors are duly
elected and qualified:
Votes Cast to
Nominees Affirmative Votes Cast Withhold Authority
-------- ---------------------- ------------------
James D. Dondero 22,991,519.0220 489,504.3876
John William Honis 22,857,356.8457 623,666.5639
Timothy K. Hui 22,854,611.1226 626,412.2870
Scott F. Kavanaugh 22,994,163.0220 486,860.3876
James F. Leary 22,848,207.8522 632,815.5574
I do further certify that the five (5) nominees for Director named above
received a plurality of the total number of votes cast at the Meeting and were
elected Directors by the stockholders of the Fund to serve until their
respective successors are duly elected and qualified.
I do further certify that with respect to the ratification of the
selection of Ernst & Young LLP as independent public accountants of the Fund for
the Fund's current fiscal year ending October 31, 2000, out of a total of
23,491,867 votes cast on the proposal, 23,149,400.1322 Shares were voted in
favor of ratification, 181,386.6525 Shares against it, and 161,109.7276 Shares
abstained, and that the selection of Ernst & Young LLP received the affirmative
vote of the holders of a majority of the votes cast at the Meeting.
IN TESTIMONY WHEREOF, I have hereunto set my hand this 27th day of October,
2000.
/s/ Angie H. Carlson
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Inspector of Election