PRUDENTIAL GLOBAL LIMITED MATURITY FUND INC
497, 1999-05-27
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                 Prudential Global Limited Maturity Fund, Inc.
                        Supplement dated May 27, 1999 to
                       Prospectus dated January 22, 1999

    The Board of Directors of Prudential Global Limited Maturity Fund, Inc. (the
Fund) has recently approved a proposal to exchange the assets and liabilities of
the Fund for shares of The Global Total Return Fund, Inc. Class A, Class B,
Class C and Class Z shares of the Fund would be exchanged at net asset value for
respective Class A, Class B, Class C and Class Z shares of equivalent value of
The Global Total Return Fund, Inc. The Board determined that, based upon the
Manager's recommendation, the Fund should be reorganized due to a declining
asset base which is unlikely to improve and the opportunity to participate in a
larger fund with a similar objective and policies.

    The transfer is subject to approval by the shareholders of the Fund. The
shareholders' meeting is scheduled to occur in September 1999. It is anticipated
that a proxy statement/prospectus relating to the transaction will be mailed to
the Fund's shareholders in July 1999.

    Under the terms of the proposal, shareholders of the Fund would become
shareholders of The Global Total Return Fund, Inc. No sales charges would be
imposed on the proposed transfer. The Fund anticipates obtaining an opinion
of its counsel that the transaction will not result in gain or loss to
shareholders of the Fund for federal income tax purposes.

    EFFECTIVE IMMEDIATELY, THE FUND WILL NO LONGER ACCEPT ORDERS TO PURCHASE OR
EXCHANGE INTO ITS SHARES OF ANY CLASS, EXCEPT FOR PURCHASES BY CERTAIN AUTOMATIC
INVESTMENT, RETIREMENT AND EMPLOYEE PLANS (EXCLUDING IRA ACCOUNTS). Existing
shareholders may continue to acquire shares through dividend reinvestment. The
current exchange privilege of obtaining shares of other Prudential Mutual Funds
and the current redemption rights will remain in effect until the transaction is
consummated, which is anticipated to occur by the end of September 1999.

    The investment objective of The Global Total Return Fund, Inc. is to seek
total return, made up of current income and capital appreciation. J. Gabriel
Irwin and Simon Wells are the portfolio managers for both funds.

MF144C1 (5/27/99)


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