PRUDENTIAL STRUCTURED MATURITY FUND INC
N-30D, 1995-09-11
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(ICON)
Prudential
Structured
Maturity Fund, Inc.

Income Portfolio

SEMI
ANNUAL
REPORT

June 30, 1995

Prudential Mutual Funds
Building Your Future
On Our StrengthSM  (LOGO)

<PAGE>

Prudential Structured Maturity Fund, Inc.
Income Portfolio

Performance At A Glance.
Investors have enjoyed healthy gains from the short-term bond market this year.
Interest rates fell and bond prices rose as investors watched the economic
recovery lose steam following a year of rising interest rates. In the past six
months, we'er pleased to announce that the Prudential Structured Maturity
Fund--Income Portfolio provided higher total returns than the average
short-term (maturities of 5 years or less) investment grade debt fund, as
reported by Lipper Analytical Services Inc. 

<TABLE>
<CAPTION>
Cumulative Total Returns1                                       As of 6/30/95
                             Six        One          Five           Since
                           Months      Year         Years         Inception2
<S>                       <C>        <C>         <C>             <C>
                Class A     7.7%       8.4%        45.9%#           55.9%#
                Class B     7.3        7.8          N/A             12.5
                Class C     7.3        N/A          N/A              6.6
*Lipper S-T Inv. Grade
   Debt Avg                 6.4        7.2         41.4             49.9
</TABLE>


<TABLE>
<CAPTION>
Average Annual Total Returns1                               As of 6/30/95
                               One             Five            Since
                               Year            Years          Inception2
<S>                          <C>              <C>             <C>
                Class A        4.8%             7.1%#            7.3%#
                Class B        4.8              N/A              4.4
                Class C        N/A              N/A              5.6
</TABLE>

<TABLE>
<CAPTION>
Your                             Six-Month            30-Day
Dividend                       Dividend/Share        SEC-Yield
As of 6/30/95
                 <S>            <C>                 <C>
                 Class A           $0.35               5.83%
                 Class B           $0.32               5.37
                 Class C           $0.32               5.37
</TABLE>

Past performance is not a guarantee of future results. Investment return and
principal value will fluctuate so that an investor's shares, when redeemed, 
may be worth more or less than their original cost.

1Source: Prudential Mutual Fund Management, Inc. and Lipper Analytical
Services, Inc. The cumulative total returns do not take into account sales
charges. The average annual total returns do take into account applicable sales
charges. The Fund charges a maximum front end sales load of 3.25% for Class A
shares. Class B shares are subject to a declining contingent deferred sales
charge (CDSC) of 3%, 2%, 1% and 1%, for four years. Class C shares have a 1%
CDSC for one year. Class B shares will automatically convert to Class A shares
on a quarterly basis, after approximately five years.

2Inception dates: 9/1/89 Class A; 12/9/92 Class B; 8/1/94 Class C.

*These are the average returns of 121 funds in the short-term investment grade
debt category for six months; 102 funds for one year; 11 funds for five years;
and 10 since inception of the Class A shares, as determined by Lipper
Analytical Services, Inc.

#Without management fee waiver and/or expense subsidization, the Fund's total
return would have been slightly lower.

GRAPH

Source: Lipper Analytical Services, Inc. Financial markets change, so a mutual
fund's past performance should never be used to predict future results. The
risks to each of the investments listed above are different -- we provide
12-month total returns for several Lipper mutual fund categories to show you
that reaching for higher yields means tolerating more risk. The greater the
risk, the larger the potential reward or loss. In addition, we've added
historical 20-year average annual returns to show that 1995's returns (so far)
are higher than normal. These returns assume the reinvestment of dividends.

Stock funds will fluctuate a great deal. Smaller capitalization stocks offer
greater potential for long term growth but may be more volatile than larger
capitalization stocks. Investors receive higher historical total returns from
stocks than from most other investments.

Bond funds provide more income than stock funds, which can help smooth out
their total returns year by year. But their prices still fluctuate (sometimes
a
good deal) and their returns are historically lower than those of stock funds.

Sector or specialty stock funds usually entail the greatest risks because they
are not widely diversified. They are designed for sophisticated investors who
can tolerate additional risk in exchange for higher potential rewards or
losses.

Money market funds attempt to preserve a constant share value; they don't
fluctuate much in price but their returns are generally among the lowest of the
major investment categories.

<PAGE>

Tony Rodriguez, Fund Manager
(PICTURE)

Portfolio
Manager's Report

The Prudential Structured Maturity Fund--Income Portfolio has a unique
"laddered" maturity format: assets are allocated equally among six "rungs,"
or maturities, running from one to six years.

Overview
We buy corporate bonds, government bonds and U.S.-denominated foreign bonds.
When new money comes into the Portfolio or as securities mature, we purchase
enough new bonds to keep the six weightings in balance.

1. Strategy Session.

What We See Now.
The Portfolio's laddered structure provides a disciplined framework for our
overall investment strategy -- to keep maturities in the short- to
intermediate-term range (currently about 3.0 years effective maturity for the
whole Portfolio) and to use corporate bonds to increase yield. In today's
economy, characterized by moderate growth and low inflation, we are especially
concentrating on two areas:

- In the short-term portion of the portfolio, we purchase mainly investment-
grade corporate bonds. This helps maximize income when interest rates are
falling (and bond prices are rising). Corporate bonds are also slightly more
insulated from price decreases when interest rates rise, compared to more-
sensitive Treasury notes. In addition, short-term paper is less vulnerable to
credit risk than longer-term securities.

- For our intermediate-term holdings, we purchase a mix of corporate and U.S.
government bonds. Government bonds, especially Treasury securities, help
improve total return when interest rates are falling because their prices rise
quickly, in response. But we selectively add corporate bonds in this maturity
range, to support the Portfolio's income stream.

GRAPH


<PAGE>

2. What Went Well.
Plugging Into Cable.
We purchased cable television and media companies, currently 4.8% of net
assets, which helped performance in the past six months. The reason? The market
was shunning consumer companies normally sensitive to the economic cycle,
permitting us to buy bonds from companies we felt had been unfairly valued. We
especially liked companies with positive restructuring trends -- Newscorp.
produced gains following the announcement of a cash infusion from MCI and Time
Warner's stock rose on news the company would reduce its debt load.

Autos Drive
Performance.
Automobile manufacturers (5.5% of net assets) have also issued bonds we found
attractive. Many of these companies are already reaping the benefits of
restructuring their operations to improve quality and efficiency. Two holdings
that helped performance included American giants GMAC and Chrysler.

Up the Ladder.
Our laddered maturity format forces us to maintain a longer effective maturity
than most other short-term corporate bond funds, which means our holdings were
more sensitive to interest rate changes. In a falling rate environment, that
helps us pick up bigger price gains; of course, our longer maturity compared to
our peers means we also tend to suffer bigger price decreases when rates rise.

3. And Not So Well.
Hurt by the Peso.About 1.4% of the Portfolio is invested in Mexican securities.
When the peso crashed six months ago, we suffered losses. These securities have
recovered dramatically since the International Monetary Fund agreed to bail out
some Mexican bond issuers, and we currently plan to retain both of our bonds
(oil producer Petroleos Mexicanos and cement producer Cemex).

4. Looking Ahead.
In 1995, bond market performance will be heavily impacted by economic reports--
but after weighing the risks in various markets, we believe bonds are the asset
class of choice for the rest of the year. Certainly, however, they won't match
the stellar returns of the first half any time soon. Investors will probably
"clip coupons," earning at least that--and possibly a bit more in price
appreciation. As investor sentiment wanes and the rally slows, prices will
probably become volatile. We will monitor the various market sectors carefully
and attempt to adjust the portfolio to maintain competitive returns.

Five Largest Holdings.*

15.9% 5-Year U.S. Treasury
 5.0% Kansallis -Osake-Pankki Bank
 4.9% Capital One Bank
 4.8% New America Holdings
 4.3% Enterprise Rent A Car

*Expressed as a percentage of total net assets.

                                                                     1

<PAGE>

President's Letter
(PICTURE)
                                               August 10, 1995
Dear Shareholder:

You've probably noticed your shareholder report looks different this month.
We've designed it to provide clear, concise and forthright information about
your investment, its performance, risks and potential rewards. And, from time
to time, I'll share some thoughts with you about the industry, mutual fund
trends and how we're responding to them at Prudential Mutual Funds. 

On The Hill
One recent trend we like is part of the "Contract with America." It's called
the American Dream Savings Account and it was approved by the House of
Representatives earlier in the year. The Senate will now take up the proposal,
which would improve the traditional Individual Retirement Account program by
allowing higher non-working spouse contributions. The proposed law would also
allow tax-free and penalty-free withdrawals from the account before age 59 1/2,
for certain expenses. Prudential Mutual Funds supports the proposal and we urge
you to share your opinion about it with your Senator. You can reach your
Senator's office by calling 202-224-3121.

In Closing
One final note: if you're a Class B shareholder, you'll begin noticing a change
on your statements once you've held your shares for five years. At that time
they will automatically begin to convert to Class A shares on a quarterly
basis. Since Class A shares carry lower annual distribution charges than Class
B shares, your total returns will automatically rise after the conversion.
Conversions started earlier this year and will occur each calendar quarter --
beginning in December, 1995, they'll take place every March, June, September
and December. I hope you'll find this information useful as you work with your
financial advisor or registered representative to develop your personal
investment plan. Thank you for choosing Prudential Mutual Funds for your mutual
fund investment.

Sincerely,

Richard A. Redeker
President

2

<PAGE>
Commentary on Presentation of Portfolio of Investments:
The Portfolio of Investments, following hereto, is presented in a ``laddered''
maturity structure. The Income Portfolio invests in investment grade corporate
debt securities and in obligations of the U.S. Government, its agencies and
instrumentalities with maturities of six years or less. These securities are
categorized within six annual maturity categories.
--------------------------------------------------------------------------------
Portfolio of Investments as           PRUDENTIAL STRUCTURED MATURITY FUND
of June 30, 1995 (Unaudited)          INCOME PORTFOLIO
------------------------------------------------------------
------------------------------------------------------------
<TABLE>
<CAPTION>
             Principal           
Moody's       Amount       
Rating        (000)        Description                 Value (Note 1)
------------------------------------------------------------ 
<C>           <C>          <S>                          <C>
5-6 YEARS--15.9%
              $  31,000    United States Treasury
                           Note
                           8.75%, 8/15/00               $  34,720,000
------------------------------------------------------------
4-5 YEARS--16.6%
Ba1               2,000    Banco de Comercio
                           (Banking)
                           8.625%, 6/2/00                   2,017,500
Ba1               3,000    Columbia Republic
                           (Foreign Government)
                           8.75%, 10/6/99                   3,105,000
                           General Motors Acceptance
                           Corp.
                           (Financial Services)
A3                1,700    8.40%, 10/15/99                  1,806,131
NR                5,000    7.875%, 3/15/00                  5,230,600
A1                1,200    Korea Development Bank
                           (Banking)
                           8.09%, 10/1/99                   1,252,632
                           News America Holdings,
                           Inc.
                           (Media)
Ba1               2,000    9.125%, 10/15/99                 2,169,300
Ba1               5,000    7.50%, 3/1/00                    5,119,500
Ba1               3,000    7.45%, 6/1/00                    3,058,470
                           United States Treasury
                           Notes
                  7,000    7.75%, 12/31/99                  7,473,620
                  4,700    6.75%, 4/30/00                   4,842,457
                                                        -------------
                                                           36,075,210
------------------------------------------------------------
3-4 YEARS--15.6%
A3                2,000    Aristar, Inc.
                           (Financial Services)
                           5.75%, 7/15/98                   1,965,120
Baa3              8,000    Capital One Bank
                           (Banking)
                           6.74%, 5/31/99                   8,004,880
Baa3          $   3,000    Crane Co.
                           (Industrial Services)
                           7.25%, 6/15/99               $   3,044,160
Baa3              1,000    Federal Express Corp.
                           (Consumer Services)
                           10.05%, 6/15/99                  1,104,330
A3               10,000    Kansallis-Osake-Pankki
                           Bank (Banking)
                           9.75%, 12/15/98                 10,910,800
                  9,250    United States Treasury
                           Note
                           5.00%, 1/31/99                   8,969,632
                                                        -------------
                                                           33,998,922
------------------------------------------------------------
2-3 YEARS--17.6%
Aa3                 200    Associates Corp. of North
                           America
                           (Consumer Finance)
                           8.375%, 1/15/98                    209,034
NR                3,000    Banco Ganadero S.A.
                           (Banking)
                           9.75%, 8/26/97                   3,003,750
A2                2,000    Bank One Credit Card Trust
                           (Asset Backed)
                           (Average Life 2.6 years)
                           7.75%, 12/15/99                  2,066,875
Baa3              9,000    Enterprise Rent A Car
                           Finance Co.
                           (Financial Services)
                           7.875%, 3/15/98                  9,292,500
Baa1              2,000    General Motors Acceptance
                           Corp.
                           (Financial Services)
                           7.50%, 11/4/97                   2,046,260
</TABLE>
--------------------------------------------------------------------------------
See Notes to Financial Statements.                                       3 -----

<PAGE>
                                 
Portfolio of Investments as           PRUDENTIAL STRUCTURED MATURITY FUND
of June 30, 1995 (Unaudited)          INCOME PORTFOLIO
------------------------------------------------------------
------------------------------------------------------------
<TABLE>
<CAPTION>
              Principal               
Moody's       Amount                                                      
Rating        (000)       Description                  Value (Note 1)
<C>           <C>         <S>                          <C>                  
------------------------------------------------------------
2-3 YEARS (cont'd)
Baa2          $   2,100    Greyhound Financial Corp.
                           (Industrial Finance)
                           9.67%, 7/1/97                $   2,224,236
Baa1              4,225    ITT Financial Corp.
                           (Financial Services)
                           8.85%, 7/10/97                   4,929,139
Aaa               4,000    MBNA Master Card Trust
                           (Asset Backed)
                           (Average Life 2.2 years)
                           7.25%, 6/15/99                   4,058,720
A2                1,000    Mellon Financial Co.
                           (Financial Services)
                           6.50%, 12/1/97                   1,004,350
A3                2,000    Southern California Edison
                           Co.
                           (Utilities)
                           5.875%, 2/1/98                   1,973,160
Baa2              3,000    Texas Utilities Electric
                           Co.
                           (Utilities)
                           5.875%, 4/1/98                   2,942,280
Baa2              4,200    Transco Energy Company
                           (Utilities)
                           9.125%, 5/1/98                   4,468,716
                                                        -------------
                                                           38,219,020
------------------------------------------------------------
1-2 YEARS--15.3%
A1                3,500    Associates Corp. of North
                           America
                           (Consumer Finance)
                           4.56%, 10/29/96                  3,436,090
Baa3              2,500    Capital One Bank
                           (Banking)
                           8.625%, 1/15/97                  2,576,700
Baa2              1,600    Chrysler Financial Corp.
                           (Financial Services)
                           5.39%, 8/27/96                   1,585,552
Baa2              1,500    Comdisco, Inc.
                           (Leasing)
                           9.75%, 1/15/97                   1,573,050
A2            $   2,195    Grand Metropolitan
                           Investment Corp.
                           (Industrial Finance)
                           8.125%, 8/15/96              $   2,239,361
A1                1,200    Korea Development Bank
                           (Banking)
                           7.71%, 5/5/97                    1,227,840
Baa3              1,300    Mitchell Energy &
                           Development Corp.
                           (Industrial Services)
                           5.10%, 2/15/97                   1,270,763
Aa2               4,300    New Zealand Government
                           (Foreign Government)
                           8.25%, 9/25/96                   4,391,246
A1                2,000    Norwest Financial, Inc.
                           (Consumer Finance)
                           4.85%, 11/15/96                  1,963,760
A3                3,500    Potomac Capital Investment
                           Corp.
                           (Financial Services)
                           6.19%, 4/28/97                   3,474,205
A2                2,000    TransAmerica Finance Corp.
                           (Financial Services)
                           5.85%, 7/15/96                   1,991,780
                  7,500    United States Treasury
                           Note
                           6.25%, 8/31/96                   7,535,156
                                                        -------------
                                                           33,265,503
------------------------------------------------------------
WITHIN 1 YEAR--17.8%
Baa1              1,000    Ashland Oil, Inc.
                           (Oil)
                           8.95%, 1/17/96                   1,014,800
NR                1,000    Cemex S.A.
                           (Industrial Services)
                           6.25%, 10/25/95                  1,000,000
Baa2              4,000    Centex Corp.
                           (Industrial Finance)
                           9.05%, 5/1/96                    4,069,640
--------------------------------------------------------------------------------
-----                                  4      See Notes to Financial Statements.
 <PAGE>
<PAGE>
                                       
Portfolio of Investments as               PRUDENTIAL STRUCTURED MATURITY FUND
of June 30, 1995 (Unaudited)              INCOME PORTFOLIO
------------------------------------------------------------
------------------------------------------------------------
              Principal                   
Moody's       Amount                                                      
Rating        (000)       Description                 Value (Note 1)      
------------------------------------------------------------              
<C>           <C>         <S>                          <C>                  
WITHIN 1 YEAR (cont'd.)
Baa3          $   4,000    Central Maine Power Co.
                           (Utilities)
                           6.98%, 8/3/95                $   4,000,000
Baa3              1,300    Chrysler Financial Corp.
                           (Financial Services)
                           5.26%, 7/6/95                    1,300,000
Aa3               1,000    CIT Group Holdings, Inc.
                           (Financial Services)
                           8.75%, 2/15/96                   1,015,250
A2                1,000    International Lease
                           Finance Corp.
                           (Leasing)
                           9.80%, 7/31/95                   1,002,400
Ba3               2,500    Oryx Energy Co.
                           (Oil)
                           6.05%, 2/1/96                    2,484,250
Ba2               2,500    Petroleos Mexicanos
                           (Oil)
                           (Average Life 0.1 years)
                           6.9375%, 3/8/99, F.R.N.          2,050,000
A2                1,000    Philip Morris Cos., Inc.
                           (Tobacco)
                           9.20%, 11/2/95                   1,009,130
Baa1              8,500    Salomon, Inc.
                           (Financial Services)
                           6.8125%, 2/28/96                 8,492,520
A2                1,500    Union Bank of Finland,
                           Ltd. (Banking)
                           5.25%, 6/15/96                   1,480,425
A2                1,350    Virginia Electric & Power
                           Co.
                           (Utilities)
                           9.70%, 5/6/96                    1,389,447
Ba1           $   4,000    Westinghouse Credit Corp.
                           (Financial Services)
                           8.75%, 6/3/96                $   4,070,480
                           Westinghouse Electric
                           Corp. (Consumer Finance)
Ba1               1,530    7.75%, 4/15/96                   1,539,379
Ba1                 600    8.70%, 6/20/96                     611,010
                  2,232    Joint Repurchase Agreement
                           Account,
                           6.12%, 7/3/95, (Note 5)          2,232,000
                                                        -------------
                                                           38,760,731
------------------------------------------------------------
Total Investments--98.8%
                           (cost $212,994,525; Note
                           4)                             215,039,386
                           Other assets in excess of
                           liabilities--1.2%                2,677,425
                                                        -------------
                           Net Assets--100%             $ 217,716,811
                                                        -------------
                                                        -------------
------------------
F.R.N.-Floating Rate Note. The maturity date of such securities is
considered to be the later of the next date on which the security can
be redeemed at par or the next date on which the rate of interest is
adjusted.
NR-Not Rated.
The industry classification of portfolio holdings and other net
assets shown as a percentage of net assets as of June 30, 1995 were
as follows:
U.S. Treasury Notes...................................   29.2%
Financial Services....................................   22.1
Banking...............................................   14.0
Utilities.............................................    6.8
Media.................................................    4.8
Industrial Finance....................................    3.9
Consumer Finance......................................    3.6
Foreign Government....................................    3.3
Asset Backed..........................................    2.8
Oil...................................................    2.7
Industrial Services...................................    2.4
Leasing...............................................    1.2
Repurchase Agreement..................................    1.0
Consumer Services.....................................    0.5
Tobacco...............................................    0.5
Other assets in excess of liabilities.................    1.2
                                                        -----
                                                        100.0%
                                                        -----
                                                        -----
 
--------------------------------------------------------------------------------
See Notes to Financial Statements.                                       5 -----
 <PAGE>
<PAGE>
                                              
Statement of Assets and                  PRUDENTIAL STRUCTURED MATURITY FUND
Liabilities (Unaudited)                  INCOME PORTFOLIO
--------------------------------------------------------------------------------

</TABLE>
<TABLE>
<CAPTION>
Assets                                                                        
                                   June 30, 1995
                                                                              
                                   -------------
<S>                                                                           
                                   <C>
Investments, at value (cost
$212,994,525)................................................................... 
    $ 215,039,386
Cash.........................................................................
 ...............................             55,900
Receivable for investments
sold.........................................................................
 ....          7,630,489
Interest
receivable...................................................................
 ......................          3,913,464
Receivable for Fund shares
sold.........................................................................
 ....            184,905
Deferred expenses and other
assets.......................................................................... 
            5,054
                                                                              
                                   -------------
   Total
assets.......................................................................
 ......................        226,829,198
                                                                              
                                   -------------
Liabilities
Payable for investments
purchased....................................................................
 .......          7,698,200
Payable for Fund shares
reacquired...................................................................
 .......            763,222
Dividends
payable......................................................................
 .....................            380,644
Accrued
expenses.....................................................................
 .......................            112,197
Distribution fee
payable......................................................................
 ..............             86,341
Management fee
payable......................................................................
 ................             71,783
                                                                              
                                   -------------
   Total
liabilities..................................................................
 ......................          9,112,387
                                                                              
                                   -------------
Net
Assets.......................................................................
 ...........................      $ 217,716,811
                                                                              
                                   -------------
                                                                              
                                   -------------
Net assets were comprised of:
   Common stock, at
par..........................................................................
 ...........      $     190,108
   Paid-in capital in excess of
par.........................................................................  
     225,133,221
                                                                              
                                   -------------
                                                                              
                                     225,323,329
   Accumulated net realized loss on
investments.............................................................      
  (9,651,379)
   Net unrealized appreciation on
investments...............................................................    
     2,044,861
                                                                              
                                   -------------
Net assets at June 30,
1995.........................................................................
 ........      $ 217,716,811
                                                                              
                                   -------------
                                                                              
                                   -------------
Class A:
   Net asset value and redemption price per share
      ($89,979,323 / 7,855,236 shares of common stock issued and
outstanding)...............................             $11.45
   Maximum sales charge (3.25% of offering
price)...........................................................             
  .38
   Maximum offering price to
public......................................................................... 
           $11.83
Class B:
   Net asset value, offering price and redemption price per share
      ($126,936,113 / 11,085,593 shares of common stock issued and
outstanding).............................             $11.45
Class C:
   Net asset value, offering price and redemption price per share
      ($801,375 / 69,986 shares of common stock issued and
outstanding).....................................             $11.45
</TABLE>
 
--------------------------------------------------------------------------------
-----                                  6      See Notes to Financial Statements.
 <PAGE>
<PAGE>
PRUDENTIAL STRUCTURED MATURITY FUND
INCOME PORTFOLIO
Statement of Operations (Unaudited)
------------------------------------------------------------
<TABLE>
<CAPTION>
                                                   Six Months
                                                      Ended
Net Investment Income                             June 30, 1995
                                                  -------------
<S>                                               <C>
Income
   Interest                                        $  8,151,358
                                                  -------------
Expenses
   Distribution fee--Class A...................          45,311
   Distribution fee--Class B...................         471,158
   Distribution fee--Class C...................           2,223
   Management fee..............................         433,714
   Transfer agent's fees and expenses..........         142,000
   Reports to shareholders.....................          77,000
   Custodian's fees and expenses...............          53,000
   Registration fees...........................          53,000
   Legal fees..................................          28,000
   Audit fee...................................          17,000
   Directors' fees.............................          15,000
   Miscellaneous...............................           7,146
                                                  -------------
      Total expenses...........................       1,344,552
                                                  -------------
Net investment income..........................       6,806,806
                                                  -------------
Realized and Unrealized Gain (Loss)
on Investments
Net realized loss on investment transactions...        (769,048)
Net change in unrealized appreciation of
   investments.................................      10,164,903
                                                  -------------
Net gain on investments........................       9,395,855
                                                  -------------
Net Increase in Net Assets
Resulting from Operations......................    $ 16,202,661
                                                  -------------
                                                  -------------
</TABLE>

PRUDENTIAL STRUCTURED MATURITY FUND
INCOME PORTFOLIO
Statement of Changes in Net Assets (Unaudited)
<TABLE>
<CAPTION>
                                     Six Months      Year Ended
                                       Ended        December 31,
Increase (Decrease)                   June 30,
in Net Assets                           1995            1994
                                    ------------    ------------
<S>                                 <C>             <C>
Operations
   Net investment income..........  $  6,806,806    $ 13,261,561
   Net realized loss on investment
      transactions................      (769,048)     (8,461,299)
   Net change in unrealized
      appreciation (depreciation)
      on investments..............    10,164,903      (8,556,463)
                                    ------------    ------------
   Net increase (decrease) in net
      assets resulting from
      operations..................    16,202,661      (3,756,201)
                                    ------------    ------------
Dividends and distributions (Note
   1)
   Dividends to shareholders from
      net investment income
      Class A.....................    (3,016,121)     (6,272,073)
      Class B.....................    (3,772,745)     (6,985,271)
      Class C.....................       (17,940)         (4,217)
                                    ------------    ------------
                                      (6,806,806)    (13,261,561)
                                    ------------    ------------
   Distributions to shareholders
      in excess of net investment
      income
      Class A.....................            --         (83,531)
      Class B.....................            --        (118,895)
      Class C.....................            --            (331)
                                    ------------    ------------
                                              --        (202,757)
                                    ------------    ------------
Fund share transactions
   (Net of share conversions)
   (Note 6)
   Net proceeds from shares
      subscribed..................    17,323,452      71,130,664
   Net asset value of shares
      issued to shareholders in
      reinvestment of dividends
      and distributions...........     4,198,990       8,878,646
   Cost of shares reacquired......   (35,510,387)    (83,235,470)
                                    ------------    ------------
   Net decrease in net assets from
      Fund share transactions.....   (13,987,945)     (3,226,160)
                                    ------------    ------------
Total decrease....................    (4,592,090)    (20,446,679)
Net Assets
Beginning of period...............   222,308,901     242,755,580
                                    ------------    ------------
End of period.....................  $217,716,811    $222,308,901
                                    ------------    ------------
                                    ------------    ------------
</TABLE>
 
--------------------------------------------------------------------------------
See Notes to Financial Statements.                                       7 -----
 <PAGE>
<PAGE>
                                             PRUDENTIAL STRUCTURED MATURITY FUND
Notes to Financial Statements (Unaudited)    INCOME PORTFOLIO
--------------------------------------------------------------------------------
Prudential Structured Maturity Fund (the ``Fund''), is registered under the
Investment Company Act of 1940, as a diversified, open-end management investment
company. The Fund consists of two portfolios--the Income Portfolio (the
``Portfolio'') and the Municipal Income Portfolio. The Municipal Income
Portfolio has not yet begun operations. The Fund was incorporated in Maryland
on
June 8, 1988 and had no operations until July 1989 when 8,613 shares of the
Portfolio's common stock were sold for $100,000 to Prudential Mutual Fund
Management, Inc. (``PMF''). Investment operations commenced on September 1,
1989. The Portfolio's investment objective is high current income consistent
with the preservation of principal. The ability of issuers of debt securities
held by the Portfolio to meet their obligations may be affected by economic
developments in a specific industry or region.
------------------------------------------------------------
Note 1. Accounting Policies
The following is a summary of significant accounting policies followed by the
Portfolio in the preparation of its financial statements.
Securities Valuation: The Board of Directors has authorized the use of an
independent pricing service to determine valuations of U.S. Government and
corporate obligations. The pricing service considers such factors as security
prices, yields, maturities, call features, ratings and developments relating to
specific securities in arriving at securities valuations. When market quotations
are not readily available, a security is valued by appraisal at its fair value
as determined in good faith under procedures established under the general
supervision and responsibility of the Board of Directors.

Short-term securities which mature in more than 60 days are valued at current
market quotations. Short-term securities which mature in 60 days or less are
valued at amortized cost.

In connection with transactions in repurchase agreements, the Portfolio's
custodian or designated subcustodians, as the case may be under triparty
repurchase agreements, takes possession of the underlying collateral securities,
the value of which at least equals the principal amount of the repurchase
transaction, including accrued interest. To the extent that any repurchase
transaction exceeds one business day, the value of the collateral is
marked-to-market on a daily basis to ensure the adequacy of the collateral. If
the seller defaults and the value of the collateral declines or if bankruptcy
proceedings are commenced with respect to the seller of the security,
realization of the collateral by the Portfolio may be delayed or limited.

Securities Transactions and Investment Income: Securities transactions are
recorded on the trade date. Realized gains and losses on sales of securities are
calculated on the identified cost basis. Interest income is recorded on the
accrual basis.

Net investment income (other than distribution fees) and unrealized and realized
gains or losses are allocated daily to each class of shares based upon the
relative proportion of net assets of each class at the beginning of the day.

Federal Income Taxes: It is the Portfolio's policy to continue to meet the
requirements of the Internal Revenue Code applicable to regulated investment
companies and to distribute all of its taxable net income and capital gains, if
any, to its shareholders. Therefore, no federal income tax provision is
required.

Dividends and Distributions: The Portfolio declares daily and pays monthly
dividends from net investment income. Distributions from net capital gains, if
any, are made at least annually. Dividends and distributions are recorded on the
ex-dividend date.

Income and capital gain distributions are determined in accordance with income
tax regulations which may differ from generally accepted accounting principles.
------------------------------------------------------------
Note 2. Agreements
The Fund has a management agreement with PMF. Pursuant to this agreement, PMF
has responsibility for all investment advisory services and supervises the
subadviser's performance of such services. PMF has entered into a subadvisory
agreement with The Prudential Investment Corporation (``PIC''); PIC furnishes
investment advisory services in connection with the management of the Fund. PMF
pays for the cost of the subadviser's services, the compensation of officers and
employees of the Fund, occupancy and certain clerical and bookkeeping costs of
the Fund. The Fund bears all other costs and expenses.

The management fee paid PMF is computed daily and payable monthly, at an annual
rate of .40 of 1% of the average daily net assets of the Portfolio.
The Fund has distribution agreements with Prudential Mutual Fund Distributors,
Inc. (``PMFD''), which acts as the distributor of the Class A shares of the
Fund, and with Prudential Securities Incorporated (``PSI''), which acts as
distributor of the Class B and Class C shares of the Fund (collectively the
``Distributors''). The Fund compensates the Distributors
--------------------------------------------------------------------------------
-----                                  8
 <PAGE>
<PAGE>
                                             PRUDENTIAL STRUCTURED MATURITY FUND
Notes to Financial Statements (Unaudited)    INCOME PORTFOLIO
--------------------------------------------------------------------------------
for distributing and servicing the Fund's Class A, Class B and Class C shares,
pursuant to plans of distribution (the ``Class A, B and C Plans''), regardless
of expenses actually incurred by them. The distribution fees are accrued daily
and payable monthly.

Pursuant to the Class A, B and C Plans, the Fund compensates the Distributors
for distribution-related activities at an annual rate of up to .30 of 1%, 1% and
1%, of the average daily net assets of the Class A, B and C shares,
respectively. Such expenses under the Plans were .10 of 1%, .75 of 1% and .75
of
1% of the average daily net assets of the Class A, B and C shares, respectively
for the six months ended June 30, 1995.

PMFD has advised the Portfolio that it has received approximately $40,500 in
front-end sales charges resulting from sales of Class A shares during the six
months ended June 30, 1995. From these fees, PMFD paid such sales charges to
dealers (PSI and Prusec) which in turn paid commissions to salespersons.

PSI advised the Portfolio that for the six months ended June 30, 1995, it
received approximately $183,800 in contingent deferred sales charges imposed
upon certain redemptions by Class B and Class C shareholders.

PMFD is a wholly-owned subsidiary of PMF; PSI, PMF and PIC are indirect,
wholly-owned subsidiaries of The Prudential Insurance Company of America.
------------------------------------------------------------
Note 3. Other Transactions with Affiliates
Prudential Mutual Fund Services, Inc. (``PMFS''), a wholly-owned subsidiary of
PMF, serves as the Portfolio's transfer agent. During the six months ended June
30, 1995, the Portfolio incurred fees of approximately $128,000 for the services
of PMFS. As of June 30, 1995, approximately $21,000 of such fees were due to
PMFS. Transfer agent fees and expenses in the Statement of Operations also
include certain out-of-pocket expenses paid to non-affiliates.
------------------------------------------------------------
Note 4. Portfolio Securities
Purchases and sales of portfolio securities, excluding short-term investments,
for the six months ended June 30, 1995 were $184,825,302 and $199,185,859,
respectively.

The federal income tax basis of the Portfolio's investments at June 30, 1995 was
$213,009,575, and accordingly, net unrealized appreciation for federal income
tax purposes was $2,029,811 (gross unrealized appreciation--$4,381,738; gross
unrealized depreciation--$2,351,927).

The Portfolio elected to treat approximately $758,200 of net capital losses
incurred during the two month period ended December 31, 1994 as having occurred
in the current year.

For federal income tax purposes, the Portfolio had a capital loss carryforward
as of December 31, 1994 of approximately $8,148,900 which expires in 2002.
Accordingly, no capital gain distributions are expected to be paid to
shareholders until net gains have been realized in excess of such carryforward.
------------------------------------------------------------
Note 5. Joint Repurchase Agreement Account
The Portfolio, along with other affiliated registered investment companies,
transfers uninvested cash balances into a single joint account, the daily
aggregate balance of which is invested in one or more repurchase agreements
collateralized by U.S. Treasury or federal agency obligations. As of June 30,
1995, the Portfolio had a 0.3% undivided interest in the repurchase agreements
in the joint account. The undivided interest for the Portfolio represented
$2,232,000 in principal amount. As of such date, each repurchase agreement in
the joint account and the collateral therefor was as follows:

Bear, Stearns & Co. Inc., 6.125%, in the principal amount of $200,000,000,
repurchase price $200,102,083, due 7/3/95. The value of the collateral including
accrued interest was $204,321,562.

CS First Boston Corp., 6.13%, in the principal amount of $160,000,000,
repurchase price $160,081,733, due 7/3/95. The value of the collateral including
accrued interest was $163,246,196.

Goldman, Sachs & Co., 6.10%, in the principal amount of $116,557,000, repurchase
price $116,616,250, due 7/3/95. The value of the collateral including accrued
interest was $118,889,059.

Smith Barney, Inc., 6.13%, in the principal amount of $200,000,000, repurchase
price $200,102,167, due 7/3/95. The value of the collateral including accrued
interest was $204,000,775.
------------------------------------------------------------
Note 6. Capital
The Portfolio currently offers Class A, Class B and Class C shares. Class A
shares are sold with a front-end sales charge of up to 3.25%. Class B shares are
sold with a contingent deferred sales charge which declines from 3% to zero
depending on the period of time the shares are held. Class C shares are sold
with a contingent deferred sale charge of 1%
--------------------------------------------------------------------------------
                                                                         9 -----
 <PAGE>
<PAGE>
                                            PRUDENTIAL STRUCTURED MATURITY FUND
Notes to Financial Statements (Unaudited)   INCOME PORTFOLIO
--------------------------------------------------------------------------------
during the first year. Class B shares automatically convert to Class A shares
on
a quarterly basis approximately five years after purchase.

There are 250 million authorized shares of $.01 par value common stock, divided
into three classes, designated Class A, Class B and Class C common stock, each
of which consists of 83,333,333 1/3 authorized shares. Transactions in shares
of
common stock were as follows:
<TABLE>
<CAPTION>
Class A                                  Shares        Amount
-------------------------------------  ----------   ------------
<S>                                    <C>          <C>
Six months ended June 30, 1995:
Shares sold..........................     326,800   $  3,683,645
Shares issued in reinvestment of
  dividends..........................     161,848      1,815,095
Shares reacquired....................  (1,400,675)   (15,659,826)
                                       ----------   ------------
Net decrease in shares outstanding
  before conversion..................    (912,027)   (10,161,086)
Shares issued upon conversion from
  Class B............................     410,354      4,541,342
                                       ----------   ------------
Net decrease in shares outstanding...    (501,673)  $ (5,619,744)
                                       ----------   ------------
                                       ----------   ------------
<CAPTION>
Class A                                  Shares        Amount
-------------------------------------  ----------   ------------
<S>                                    <C>          <C>
Year ended December 31, 1994:
Shares sold..........................   1,327,030   $ 15,172,253
Shares issued in reinvestment of
  dividends and distributions........     352,857      3,992,113
Shares reacquired....................  (3,461,380)   (39,309,298)
                                       ----------   ------------
Net decrease in shares outstanding...  (1,781,493)  $(20,144,932)
                                       ----------   ------------
                                       ----------   ------------
<CAPTION>
Class B
-------------------------------------
<S>                                    <C>          <C>
Six months ended June 30, 1995:
Shares sold..........................   1,178,564   $ 13,156,094
Shares issued in reinvestment of
  dividends..........................     211,561      2,371,378
Shares reacquired....................  (1,771,841)   (19,758,013)
                                       ----------   ------------
Net decrease in shares outstanding
  before conversion..................    (381,716)    (4,230,541)
Shares reacquired upon conversion
  into Class A.......................    (410,354)    (4,541,342)
                                       ----------   ------------
Net decrease in shares outstanding...    (792,070)  $ (8,771,883)
                                       ----------   ------------
                                       ----------   ------------
Year ended December 31, 1994:
Shares sold..........................   4,868,067   $ 55,579,090
Shares issued in reinvestment of
  dividends and distributions........     432,507      4,882,473
Shares reacquired....................  (3,888,211)   (43,919,636)
                                       ----------   ------------
Net increase in shares outstanding...   1,412,363   $ 16,541,927
                                       ----------   ------------
                                       ----------   ------------
Class C
-------------------------------------
Six months ended June 30, 1995:
Shares sold..........................      43,236   $    483,713
Shares issued in reinvestment of
  dividends..........................       1,114         12,517
Shares reacquired....................      (8,173)       (92,548)
                                       ----------   ------------
Net increase in shares outstanding...      36,177   $    403,682
                                       ----------   ------------
                                       ----------   ------------
August 1, 1994* through
  December 31, 1994:
Shares sold..........................      34,035   $    379,321
Shares issued in reinvestment of
  dividends and distributions........         368          4,060
Shares reacquired....................        (594)        (6,536)
                                       ----------   ------------
Net increase in shares outstanding...      33,809   $    376,845
                                       ----------   ------------
                                       ----------   ------------
---------------
* Commencement of offering of Class C shares.
</TABLE>
--------------------------------------------------------------------------------
-----                                  10
 <PAGE>
<PAGE>
                                       PRUDENTIAL STRUCTURED MATURITY FUND
Financial Highlights (Unaudited)       INCOME PORTFOLIO
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                                              
Class A
                                            
---------------------------------------------------------------------------
                                             Six Months
                                               Ended                         
Year ended December 31,
                                              June 30,     
------------------------------------------------------------
                                                1995          1994         1993 
       1992         1991         1990
                                             ----------     --------    
--------     --------     --------     --------
<S>                                          <C>            <C>          <C>  
       <C>          <C>          <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of period.....     $  10.97      $  11.78     $ 
11.79     $  12.13     $  11.67     $  11.63
                                             ----------     --------    
--------     --------     --------     --------
Income from investment operations:
Net investment income....................          .35           .65         
 .71          .86(b)       .93(b)      1.00(b)
Net realized and unrealized gain (loss)
  on investment transactions.............          .48          (.80)        
 .12        (.08)          .56          .04
                                             ----------     --------    
--------     --------     --------     --------
  Total from investment operations.......          .83          (.15)        
 .83          .78         1.49         1.04
                                             ----------     --------    
--------     --------     --------     --------
Less distributions:
Dividends from net investment income.....        (.35)          (.65)       
(.71)       (.86)        (.93)       (1.00)
Distributions in excess of net investment
  income.................................           --          (.01)         
--           --           --           --
Distributions from net realized gains....           --            --        
(.13)       (.26)        (.10)           --
                                             ----------     --------    
--------     --------     --------     --------
  Total distributions....................        (.35)          (.66)       
(.84)      (1.12)       (1.03)       (1.00)
                                             ----------     --------    
--------     --------     --------     --------
Net asset value, end of period...........     $  11.45      $  10.97     $ 
11.78     $  11.79     $  12.13     $  11.67
                                             ----------     --------    
--------     --------     --------     --------
                                             ----------     --------    
--------     --------     --------     --------
TOTAL RETURN(c):.........................         7.66%        (1.16)%      
7.19%        6.67%       13.35%        9.40%
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (000)..........     $ 89,979      $ 91,680    
$119,449     $109,828     $109,997     $113,125
Average net assets (000).................     $ 91,373      $106,737    
$114,728     $107,937     $113,010     $107,276
Ratios to average net assets:
  Expenses, including distribution
    fees.................................          .86%(a)       .94%        
 .80%         .70%(b)      .37%(b)      .13%(b)
  Expenses, excluding distribution
    fees.................................          .76%(a)       .84%        
 .70%         .60%(b)      .27%(b)      .10%(b)
  Net investment income..................         6.66%(a)      5.88%       
5.92%        7.15%(b)     7.89%(b)     8.67%(b)
Portfolio turnover.......................           86%          123%        
137%          91%         117%          46%
</TABLE>

---------------
 (a) Annualized.
 (b) Net of expense subsidy and/or fee waiver
 (c) Total return does not consider the effects of sales loads. Total return 
     is calculated assuming a purchase of shares on the first day and a sale 
     on the last day of each period reported and includes reinvestment of 
     dividends and distributions. Total returns for periods of less than one 
     full year are not annualized.

 
--------------------------------------------------------------------------------
See Notes to Financial Statements.                                      11 -----
 <PAGE>
<PAGE>
                                             PRUDENTIAL STRUCTURED MATURITY FUND
Financial Highlights (Unaudited)             INCOME PORTFOLIO
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                                         Class
B                             Class C
                                                 
-----------------------------------------------------     ----------
                                                                              
            December 9,
                                                  Six Months          Year ended 
           1992(b)        Six Months
                                                    Ended            December
31,            through          Ended
                                                   June 30,     
---------------------     December 31,      June 30,
                                                     1995          1994       
 1993           1992            1995
                                                  ----------     --------    
--------     ------------     ----------
<S>                                               <C>            <C>         
<C>          <C>              <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of period..........     $  10.97      $  11.78    
$  11.79       $  11.79        $  10.97
                                                  ----------     --------    
--------       --------       ----------
Income from investment operations:
Net investment income.........................          .32           .58     
    .62            .04             .32
Net realized and unrealized gain (loss) on
  investment transactions.....................          .48          (.80)    
    .12             --             .48
                                                  ----------     --------    
--------       --------       ----------
  Total from investment operations............          .80          (.22)    
    .74            .04             .80
                                                  ----------     --------    
--------       --------       ----------
Less distributions:
Dividends from net investment income..........        (.32)          (.58)    
   (.62)         (.04)           (.32)
Distributions in excess of net investment
  income......................................           --          (.01)    
     --             --              --
Distributions from net realized gains.........           --            --     
   (.13)            --              --
                                                  ----------     --------    
--------       --------       ----------
  Total distributions.........................        (.32)          (.59)    
   (.75)         (.04)           (.32)
                                                  ----------     --------    
--------       --------       ----------
Net asset value, end of period................     $  11.45      $  10.97    
$  11.78       $  11.79        $  11.45
                                                  ----------     --------    
--------       --------       ----------
                                                  ----------     --------    
--------       --------       ----------
TOTAL RETURN(d):..............................         7.33%        (1.83)%   
   6.38%           .32%           7.33%
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (000)...............     $126,936      $130,258    
$123,306        $11,981            $801
Average net assets (000)......................     $126,683      $134,985     
$69,314         $5,474            $597
Ratios to average net assets:
  Expenses, including distribution fees.......         1.51%(a)      1.66%    
   1.55%          1.67%(a)        1.51%(a)
  Expenses, excluding distribution fees.......          .76%(a)       .84%    
    .70%           .82%(a)         .76%(a)
  Net investment income.......................         6.01%(a)      5.17%    
   5.08%          6.31%(a)        6.01%(a)
Portfolio turnover............................           86%          123%    
    137%            91%             86%

<CAPTION>
                                                 August 1,
                                                  1994(c)
                                                  through
                                                December 31,
                                                    1994
                                                ------------
<S>                                               <C>
PER SHARE OPERATING PERFORMANCE:
Net asset value, beginning of period..........    $  11.30
                                                    ------
Income from investment operations:
Net investment income.........................         .23
Net realized and unrealized gain (loss) on
  investment transactions.....................       (.32)
                                                    ------
  Total from investment operations............       (.09)
                                                    ------
Less distributions:
Dividends from net investment income..........       (.23)
Distributions in excess of net investment
  income......................................       (.01)
Distributions from net realized gains.........          --
                                                    ------
  Total distributions.........................       (.24)
                                                    ------
Net asset value, end of period................    $  10.97
                                                    ------
                                                    ------
TOTAL RETURN(d):..............................      (0.68)%
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (000)...............        $371
Average net assets (000)......................        $192
Ratios to average net assets:
  Expenses, including distribution fees.......        1.90%(a)
  Expenses, excluding distribution fees.......        1.15%(a)
  Net investment income.......................        5.30%(a)
Portfolio turnover............................         123%
</TABLE>
---------------
 (a) Annualized.
 (b) Commencement of offering of Class B shares.
 (c) Commencement of offering of Class C shares.
 (d) Total return does not consider the effects of sales loads. Total return 
     is calculated assuming a purchase of shares on the first day and a sale 
     on the last day of each period reported and includes reinvestment of 
     dividends and distributions. Total returns for periods of less than one 
     full year are not annualized.
 
--------------------------------------------------------------------------------
-----                                  12     See Notes to Financial Statements.

<PAGE>

President Prudential Mutual Funds
One Seaport Plaza
New York, NY 10292

Toll Free (800) 225-1852

Directors
Thomas R. Anderson
Robert R. Fortune
Delayne Dedrick Gold
Harry A. Jacobs, Jr.
Thomas A. Owens, Jr.
Richard A. Redeker
Merle T. Welshans

Officers
Richard A. Redeker, President
Robert F. Gunia, Vice President
Eugene S. Stark, Treasurer
Stephen M. Ungerman, Assistant Treasurer
S. Jane Rose, Secretary
Marguerite Morrison, Assistant Secretary

Manager
Prudential Mutual Fund Management, Inc.
One Seaport Plaza
New York, NY 10292

Investment Adviser
The Prudential Investment Corporation
Prudential Plaza
Newark, NJ 07101

Distributors
Prudential Mutual Fund Distributors, Inc.
Prudential Securities Incorporated
One Seaport Plaza
New York, NY 10292

Custodian
State Street Bank and Trust Company
One Heritage Drive
North Quincy, MA 02171

Transfer Agent
Prudential Mutual Fund Services, Inc.
P.O. Box 15005
New Brunswick, NJ 08906

Independent Accountants
Deloitte & Touche LLP
Two World Financial Center
New York, NY 10281

Legal Counsel
Gardner, Carton & Douglas
Quaker Tower
321 North Clark Street
Chicago, IL 60610-4795

The accompanying financial statements as of June 30, 1995 were not audited and,
accordingly, no opinion is expressed on them.

This report is not authorized for distribution to prospective investors unless
preceded or accompanied by a current prospectus.

<PAGE>

Prudential Mutual Funds
Building Your Future
On Our StrengthSM  (LOGO)

BULK RATE
U.S. POSTAGE
PAID
Permit 6807
New York, NY

Prudential Mutual Funds
One Seaport Plaza
New York, NY 10292
Toll Free (800) 225-1852

743924102
743924201                   MF140E2
743924300              Cat# 444111F<PAGE>



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