PRUDENTIAL ADJUSTABLE RATE SECURITIES FUND INC
24F-2NT, 1994-04-27
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                                             April 29, 1994



SEC Operations Center (OFICS)
6432 General Green Way
Mail Stop 0-7
Alexandra, VA 22312

          Re:  Rule 24f-2 Notice for
               Prudential Adjustable Rate Securities Fund, Inc.
               (File No. 33-46658)                             

Ladies and Gentlemen:

     On behalf of Prudential Adjustable Rate Securities Fund, Inc.
enclosed is a courtesy copy of the filing under Rule 24f-2 of the
Investment Company Act of 1940.  These documents have been filed
using the EDGAR System.  These documents were filed electronically
on April 29, 1994.

     As no shares are being registered with this notice, an opinion
of counsel is not required.

     If you have any questions relating to the foregoing, please
call the undersigned at (212) 214-3118.


                                             Yours truly,



                                             Domenick Pugliese
                                             Assistant Secretary


DP/jng
Enclosures


<PAGE>

                                             April 29, 1994

Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, DC 20549

Re:  Rule 24f-2 Notice for
     Prudential Adjustable Rate Securities Fund, Inc. 
     (File No. 811-6615)                                 

Ladies and Gentlemen:

     This Notice is filed on behalf of Prudential Adjustable Rate
Securities Fund pursuant to the requirements of Rule 24f-2 under
the Investment Company Act of 1940.

     1.   Fiscal year for which notice is filed:  2/28/94.

     2.   Number of shares registered under the Securities Act of
          1933 other than pursuant to Rule 24f-2 but which remained
          unsold as of the beginning of the fiscal year ended
          2/28/94:  none.

     3.   The number of shares registered during the fiscal year
          ended 2/28/94 other than pursuant to Rule 24f-2:  None.

     4.   The number of shares sold* during the fiscal year ended
          2/28/94:  7,851,424.

     5.   The number of shares sold during the fiscal year ended
          2/28/94 in reliance upon Rule 24f-2:  7,851,424.

     As no shares are being registered with this notice, an opinion
of counsel is not required.   
                                             
                                             Very truly yours,


                                             S. Jane Rose
                                             Secretary

*Calculation of Fee           No. of Shares       Dollar Amount

Shares sold                     7,851,424         $  77,037,467

Shares redeemed                 21,273,029          208,261,385

Net of sales for
calculation of fee             (13,421,605)       $(131,223,918) 


Fee at 1/29 of 1%                                 $      0      


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