Dryden Large Cap Core Fund

DRYDEN TAX-MANAGED FUNDS

Supplement dated October 7, 2005 to the
Prospectus dated February 23, 2004
_______________________________________________________________

	Effective September 2005, Jim Scott, Ph.D. is no longer
a portfolio manager of the Dryden Large Cap Core Fund, a series
of the Dryden Tax-Managed Funds (the Fund).  The following
disclosure replaces the section of the prospectus entitled
"How the Fund is Managed -Portfolio Managers":

	Quantitative Management Associates LLC (QMA) is the
subadviser to the Fund.  QMA is a wholly-owned subsidiary of
Prudential Investment Management, Inc.  QMA manages equity and
balanced portfolios for institutional and retail clients.  As of
June 30, 2005, QMA had approximately $46 billion in assets under
management (including approximately $6 billion in assets for
which QMA, as balanced manager, allocates to affiliated and
unaffiliated managers).  The address of QMA is Gateway Center Two,
100 Mulberry Street, Newark, New Jersey 07102.

QMA typically follows a team approach in the management of its
portfolios.  QMA uses a disciplined investment process based on
fundamental data, driven by its quantitative investment models.
QMA incorporates into its investment process insights gained from
its original research and the seasoned judgment of its portfolio
managers and analysts. The members of QMA's portfolio management
team with primary responsibility for managing the Fund are listed
below.

Margaret S. Stumpp, PhD is the Chief Investment Officer of QMA.
Maggie is responsible for portfolio management and investment
strategy for the Fund. She is portfolio manager for QMA's enhanced
index equity portfolios for institutional investors and mutual fund
clients.  Maggie is extensively involved in quantitative research in
asset allocation, security selection and portfolio construction for
QMA.  Previously, Maggie was employed by the AT&T Treasury
department and by Price Waterhouse as a senior consultant. In both
positions, she was responsible for providing expert testimony on
economic and financial matters. She has published articles on
finance and economics in numerous publications, including, The
Financial Analysts Journal, The Journal of Portfolio Management, The
Journal of Investment Management and Award Papers in Public Utility
Economics. Maggie earned a BA cum laude with distinction in
Economics from Boston University, and holds an AM and PhD in
Economics from Brown University.

Ted Lockwood is a Managing Director of QMA.  Ted is responsible for
portfolio management and investment research for the Fund. He
oversees QMA's equity area, which includes quantitative equity,
derivative, and index funds.  He is also responsible for managing
portfolios, investment research, and new product development.
Previously, Ted was with AT&T and a member of the technical staff
at AT&T Bell Laboratories.  Ted graduated summa cum laude with a
BE in Engineering from Stony Brook University and received an MS
in Engineering and an MBA in Finance from Columbia University.

	Peter Xu, PhD is a Managing Director of QMA.  Peter is
responsible for portfolio management and investment research for
the Fund. He conducts equity market research, the results of which
are used in QMA's stock selection process for all quantitative core
equity portfolios.  He has published articles in various journals,
including The Financial Analysts Journal, The Journal of Portfolio
Management, Review of Quantitative Finance and Accounting, and
Review of Pacific Basin Financial Markets and Policies.  Previously,
Peter taught in the business school at the University of Houston.
He earned a BS in Nuclear Physics from Fudan University in Shanghai,
an MA in Economics from Rice University, and a PhD in Finance from
the University of Houston.