N-CSR 1 dncsr.htm DRYDEN TAX FREE MONEY Dryden Tax Free Money

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

 

Investment Company Act file number:   811-02927
Exact name of registrant as specified in charter:   Dryden Tax-Free Money Fund
Address of principal executive offices:   Gateway Center 3,
  100 Mulberry Street,
  Newark, New Jersey 07102
Name and address of agent for service:   Deborah A. Docs
  Gateway Center 3,
  100 Mulberry Street,
  Newark, New Jersey 07102
Registrant’s telephone number, including area code:   973-367-7521
Date of fiscal year end:   12/31/2005
Date of reporting period:   12/31/2005

Item 1 –   Reports to Stockholders – [ INSERT REPORT ]

 

LOGO

Dryden Tax-Free Money Fund

 

 

DECEMBER 31, 2005   ANNUAL REPORT

 

LOGO

FUND TYPE

Money market

 

OBJECTIVE

The highest level of current income that is exempt from federal income taxes, consistent with liquidity and the preservation of capital

 

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

 

The views expressed in this report and information about the Fund’s portfolio holdings are for the period covered by this report and are subject to change thereafter.

 

JennisonDryden is a registered trademark of The Prudential Insurance Company of America.

 

LOGO

 

 

February 15, 2006

 

Dear Shareholder:

 

We hope you find the annual report for the Dryden Tax-Free Money Fund informative and useful. As a JennisonDryden mutual fund shareholder, you may be thinking about where you can find additional growth opportunities. You could invest in last year’s top-performing asset class and hope history repeats itself or you could stay in cash while waiting for the “right moment” to invest.

 

Instead, we believe it is better to take advantage of developing domestic and global investment opportunities through a diversified portfolio of stock and bond mutual funds. A diversified asset allocation offers two potential advantages. It helps you manage downside risk by not being overly exposed to any particular asset class, plus it gives you a better opportunity to have at least some of your assets in the right place at the right time. Your financial professional can help you create a diversified investment plan that may include mutual funds covering all the basic asset classes and that reflects your personal investor profile and tolerance for risk.

 

JennisonDryden Mutual Funds gives you a wide range of choices that can help you make progress toward your financial goals. Our funds offer the experience, resources, and professional discipline of three leading asset managers. They are recognized and respected in the institutional market and by discerning investors for excellence in their respective strategies. JennisonDryden equity funds are advised by Jennison Associates LLC or Quantitative Management Associates LLC (QMA). Prudential Investment Management, Inc. (PIM) advises the JennisonDryden fixed income and money market funds. Jennison Associates, QMA, and PIM are registered investment advisors and Prudential Financial companies.

 

Thank you for choosing JennisonDryden Mutual Funds.

 

Sincerely,

 

LOGO

 

Judy A. Rice, President

Dryden Tax-Free Money Fund

 

Dryden Tax-Free Money Fund   1

Your Fund’s Performance

 

 

Fund objective

The investment objective of the Dryden Tax-Free Money Fund (the Fund) is to seek the highest level of current income that is exempt from federal income taxes, consistent with liquidity and the preservation of capital. There can be no assurance that the Fund will achieve its investment objective.

 

Yields will fluctuate from time to time, and past performance does not guarantee future results. Current performance may be lower or higher than the past performance data quoted. The investment return and principal value will fluctuate, and shares, when sold, may be worth more or less than the original cost. For the most recent month-end performance update, call (800) 225-1852.

 

Fund Facts as of 12/31/05                                 
     7-Day
Current Yield		     Net Asset
Value (NAV)		   Taxable Equivalent Yield**     Weighted Avg.
Maturity (WAM)		    Net Assets
(Millions)
         @28%     @33%     @35%       

Dryden Tax-Free Money Fund

    2.30 %   $ 1.00   3.19 %   3.43 %   3.54 %   49 Days    $ 36.6

iMoneyNet, Inc.

Tax-Free National Retail Avg.*

    2.53 %     N/A   4.81 %   5.16 %   5.32 %   41 Days      N/A

 

* iMoneyNet, Inc. reports a 7-day current yield and WAM on Mondays for tax-free money funds. This is based on the data of all funds in the iMoneyNet, Inc. Tax-Free National Retail Average category as of December 26, 2005, the closest reported date prior to the end of our reporting period.

 

** Some investors may be subject to the federal alternative minimum tax (AMT).

 

An investment in the Fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. Although the Fund seeks to preserve the value of your investment at $1 per share, it is possible to lose money by investing in the Fund.

 

2   Visit our website at www.jennisondryden.com

 

 

Money Market Fund Yield Comparison

 

LOGO

 

Weighted Average Maturity Comparison

 

LOGO

 

Yields will fluctuate from time to time, and past performance does not guarantee future results. Current performance may be lower or higher than the past performance data quoted. The investment return and principal value will fluctuate, and shares, when sold, may be worth more or less than the original cost. For the most recent month-end performance update, call (800) 225-1852.

 

The graphs portray weekly 7-day current yields and weekly WAMs for the Dryden Tax-Free Money Fund and the iMoneyNet, Inc. Tax-Free National Retail Average every Monday from December 27, 2004, to December 26, 2005, the closest dates to the beginning and end of the Fund’s reporting period. As a result, the data portrayed for the Fund at the end of the reporting period in the graphs may not match the data portrayed in the Fund Facts table as of December 31, 2005.

 

An investment in the Fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. Although the Fund seeks to preserve the value of your investment at $1 per share, it is possible to lose money by investing in the Fund.

 

Dryden Tax-Free Money Fund   3

Investment Subadvisor’s Report

 

Prudential Investment Management, Inc.

Rise in short-term interest rates focus of 2005

The investment environment for municipal money market securities improved in 2005 as their yields rose to more attractive levels. This reflected an ongoing campaign by the Federal Reserve (the Fed) to increase short-term interest rates to reduce the amount of excess monetary stimulus in a strong U.S. economy. We pursued a strategy that enabled the Fund to benefit from this trend.

 

Focus on municipal variable-rate demand obligations

The Fund has a diversified portfolio comprised of state and local government short-term debt securities, municipal commercial paper, municipal asset-backed securities, and variable-rate demand obligations. For the first nine months of 2005, we primarily invested in variable-rate demand obligations with coupon rates that reset on a daily or weekly basis. These securities gradually reset to higher levels, reflecting the trend toward higher short-term interest rates in the United States. The Fed increased the target for the federal funds rate on overnight loans between banks eight times in quarter-point increments in 2005, from 2.25% to 4.25%. This was in addition to five quarter-point increases in 2004.

 

Preparing Fund for the “January effect” and tax season

During the fourth quarter of 2005, we broadened our strategy to take advantage of a rise in short-term tax-exempt yields that occurred because of the numerous Fed rate hikes, an increased issuance of municipal money market securities, and year-end redemptions in tax-exempt money market funds. By the end of the year, our purchases had lengthened the Fund’s average maturity until it was longer than that of the average comparable portfolio as measured by iMoneyNet.

 

We invested in securities such as Mobile Alabama general obligation warrants that mature in mid-February 2006 and Intermountain Power Authority of Utah tax-exempt commercial paper that mature in March 2006. Our purchases helped prepare the Fund to bridge the January effect, a seasonal decline in yields that occurs as investors hurry to reinvest money from coupon payments, bond calls, and maturing debt securities that they receive at the beginning of the year.

 

We also prepared the Fund for the 2006 tax season by purchasing municipal money market securities such as Illinois State general obligation notes that mature in late April 2006 and Wisconsin State general obligation bonds that mature in early May 2006. Proceeds from these maturities may be used to meet anticipated outflows from the Fund that occur as investors sell municipal money fund shares to pay their income tax liabilities from mid-April to early May.

 

4   Visit our website at www.jennisondryden.com

 

Fees and Expenses (Unaudited)

 

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments and redemptions, as applicable, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees, and other Fund expenses, as applicable. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

 

The example is based on an investment of $1,000 invested on July 1, 2005, at the beginning of the period, and held through the six-month period ended December 31, 2005.

 

The Fund’s transfer agent may charge additional fees to holders of certain accounts that are not included in the expenses shown in the table on the following page. These fees apply to Individual Retirement Accounts (IRAs) and Section 403(b) accounts. As of the close of the six-month period covered by the table, IRA fees included an annual maintenance fee of $15 per account (subject to a maximum annual maintenance fee of $25 for all accounts held by the same shareholder). Section 403(b) accounts are charged an annual $25 fiduciary maintenance fee. Some of the fees may vary in amount, or may be waived, based on your total account balance or the number of JennisonDryden or Strategic Partners Funds, including the Fund, that you own. You should consider the additional fees that were charged to your Fund account over the six-month period when you estimate the total ongoing expenses paid over the period and the impact of these fees on your ending account value, as these additional expenses are not reflected in the information provided in the expense table. Additional fees have the effect of reducing investment returns.

 

Actual Expenses

The first line for each share class in the table on the following page provides information about actual account values and actual expenses. You may use the information on this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value ÷ $1,000 = 8.6), then multiply the result by the number on the first line under the heading “Expenses Paid During the Six-Month Period” to estimate the expenses you paid on your account during this period.

 

Hypothetical Example for Comparison Purposes

The second line for each share class in the table on the following page provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and

 

Dryden Tax-Free Money Fund   5

Fees and Expenses (continued)

 

 

expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

 

Please note that the expenses shown in the table are meant to highlight your ongoing costs only, and do not reflect any transactional costs such as sales charges (loads). Therefore the second line for each share class in the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Dryden Tax-Free
Money Fund		   Beginning Account
Value
July 1, 2005		  

Ending Account
Value

December 31, 2005

   Annualized
Expense Ratio
Based on the
Six-Month Period		     Expenses Paid
During the Six-
Month Period*
                             
Class A   Actual   $ 1,000.00   $ 1,008.40   1.17 %   $ 5.92
    Hypothetical   $ 1,000.00   $ 1,019.31   1.17 %   $ 5.96
                             

* Fund expenses (net of fee waivers or subsidies, if any) are equal to the annualized expense ratio (provided in the table), multiplied by the average account value over the period, multiplied by the 184 days in the six-month period ended December 31, 2005, and divided by the 365 days in the Fund’s fiscal year ended December 31, 2005 (to reflect the six-month period).

 

6   Visit our website at www.jennisondryden.com

Portfolio of Investments

 

as of December 31, 2005

 

Description (a)   

Moody’s
Rating

(Unaudited)

    Interest
Rate		   Maturity
Date		    Principal
Amount (000)		      Value (Note 1)
                               

SHORT-TERM INVESTMENTS    97.0%

                    

Alabama    8.0%

                              

Mobile WTS., G.O. A.M.B.A.C.

    Aaa    5.00%   02/15/06    $ 2,925      $ 2,931,400

Florida    0.7%

                              

Florida Higher Edl. Facs. Fin. Auth. Rev., Southeastern Univ. Inc. Proj., F.R.W.D.

    VMIG1    3.52   01/05/06      250        250,000

Georgia    12.1%

                              

Fulton Cnty. Res. Care Facs., Lenbrook Square Foundation, Ser. 1996, F.R.D.D.

    A-1+(c)    3.80   01/03/06      2,900        2,900,000

Stephens Cnty. Dev. Auth.
Solid Wste. Disp. Facs. Rev., Caterpillar Inc. Proj., Ser. 2000, A.M.T., F.R.W.D.

    P-1    3.71   01/05/06      1,520        1,520,000
                           
                              4,420,000

Illinois    19.1%

                              

Chicago Hsg. Auth. Cap. Prog. Rev., Ser. 576, F.R.W.D.

    A-1(c)    3.56   01/05/06      1,735        1,735,000

Chicago Pub. Comm. Bldg. Rev., Ser. C, F.G.I.C.

    Aaa    5.50   02/01/06      750        751,315

Illinois Dev. Fin. Auth. Rev., Aurora Cent. Catholic High School, Ser. 1994, F.R.W.D.

    A-1(c)    3.78   01/04/06      1,000        1,000,000

Illinois Hlth. Facs. Auth. Rev., Mem. Hlth. Sys.,
Ser. 2003, F.R.D.D.

    VMIG1    3.80   01/03/06      800        800,000

Kendall Kane & Will Cntys. Cmnty. Unit Sch. Dist. No. 308, G.O. F.G.I.C.,

    Aaa    5.25   10/01/06      695        704,520

Illinois St. Sales Tax Rev.

    Aa3    3.50   06/15/06      1,000        1,001,097

State of Illinois CTFS., G.O.

    MIG1    4.50   04/28/06      1,000        1,004,300
                           
                              6,996,232

 

See Notes to Financial Statements.

 

Dryden Tax-Free Money Fund   7

Portfolio of Investments

 

as of December 31, 2005 Cont’d.

 

Description (a)   

Moody’s
Rating

(Unaudited)

    Interest
Rate		    Maturity
Date		    Principal
Amount (000)		      Value (Note 1)
                                

Iowa    2.8%

                               

Iowa Fin. Auth. Rev., Iowa St. Revolving Fd.

    Aaa    5.00    08/01/06    $ 1,000      $ 1,009,956

Maine    8.9%

                               

York Rev., Stonewall Realty LLC Proj., Ser. 1999, A.M.T., F.R.W.D.

    VMIG1    4.04    01/05/06      3,260        3,260,000

Minnesota    5.7%

                               

Owatonna Hsg. Rev. Second Century Proj., Ser. A, F.R.W.D.

    VMIG1    3.71    01/05/06      1,500        1,500,000

St. Paul Hsg. & Redev. Auth. Rev., Minn. Pub. Radio Proj., Ser. 2002, F.R.D.D.

    VMIG1    3.80    01/03/06      600        600,000
                            
                               2,100,000

Missouri    10.2%

                               

Missouri St. Hlth. & Edl. Facs. Auth. Edl. Facs. Rev., Bethesda Hlth. Group., Ser. A, F.R.D.D.

    VMIG1    3.80    01/03/06      1,030        1,030,000

St. Louis Univ., Ser. B., F.R.D.D.

    VMIG1    3.80    01/03/06      910        910,000

St. Louis Univ., Ser. 2002, F.R.D.D.

    VMIG1    3.80    01/03/06      1,780        1,780,000
                            
                               3,720,000

North Dakota    0.5%

                               

Ward Cnty Health Care Fac. Rev., Trinity Oblig. Group, Ser. A, F.R.D.D.

    A-1+(c)    3.80    01/03/06      200        200,000

Ohio    3.1%

                               

East Lake Ind. Dev. Rev., Astro Model Dev. Corp. Proj., Ser. 1996, A.M.T., F.R.W.D.

    NR    3.68    01/05/06      1,135        1,135,000

 

See Notes to Financial Statements.

 

8   Visit our website at www.jennisondryden.com

 

 

Description (a)   

Moody’s
Rating

(Unaudited)

    Interest
Rate		    Maturity
Date		    Principal
Amount (000)		      Value (Note 1)
                                

Oklahoma    1.1%

                               

Tulsa Cnty. Indl. Auth. Cap. Impts. Rev., Cap. Impt., Ser. B, F.S.A.

    Aaa    5.00    05/15/06    $ 400      $ 402,380

Pennsylvania    7.1%

                               

Allegheny Cnty. Hosp. Dev. Auth. Rev., Hlth. Care-Dialysis Clinic, F.R.W.D.

    Aa2    3.55    01/05/06      1,000        1,000,000

Delaware River Port Auth. PA & NJ Rev., Mun. Secs. Tr. Rcpts., Ser SGA-89. F.S.A., F.R.D.D.

    A-1+(c)    3.73    01/03/06      300        300,000

Schuylkill Cnty. Ind. Dev. Auth. Res. Recovery Rev., Northeastern Pwr. Co., Ser. A, F.R.D.D.

    A-1+(c)    3.80    01/03/06      1,315        1,315,000
                            
                               2,615,000

Texas    8.7%

                               

Corpus Christi Indpt. Sch. Dist. Ref., G.O. P.S.F.G

    Aaa    3.50    08/15/06      750        750,888

Harris Co., G.O., Ser. D, CP

    P-1    3.20    03/08/06      930        500,000

Harris Co., G.O., Ser. B, CP

    P-1    3.25    06/08/06      500        930,000

Texas St. Tax & Rev Antic. Nts.

    MIG1    4.50    08/31/06      1,000        1,009,333
                            
                               3,190,221

Utah    2.7%

                               

Intermountain Pwr. Agy. Rev, Ser. B-1, CP

    A-1(c)    3.20    03/10/06      1,000        1,000,000

Wisconsin    6.3%

                               

Wisconsin State Ref, G.O.

    Aa3    4.00    05/01/06      1,000        1,002,381

Whitewater Ind. Dev. Rev., Trek Bicycle Corp. Proj., Ser. 1995, A.M.T., F.R.W.D.

    Aa3    3.75    01/05/06      1,310        1,310,000
                            
                               2,312,381
                            

 

See Notes to Financial Statements.

 

Dryden Tax-Free Money Fund   9

Portfolio of Investments

 

as of December 31, 2005 Cont’d.

 

Description (a)                            Value (Note 1)
                                

Total Investments    97.0%
(cost $35,542,570 )(d)

                            $ 35,542,570

Other assets in excess of liabilities    3.0%

                              1,090,063
                            

Net Assets    100.0%

                            $ 36,632,633
                            
(a) The following abbreviations are used in the portfolio descriptions:

A.M.B.A.C.—American Municipal Bond Assurance Corporation

C.P.—Commercial Paper

A.M.T.—Alternative Minimum Tax

F.G.I.C.—Financial Guaranty Insurance Company

F.R.D.D.—Floating Rate (Daily) Demand Note (b)

F.R.W.D.—Floating Rate (Weekly) Demand Note (b)

F.S.A.—Financial Security Assurance

G.O.—General Obligation

NR —Not Rated by Moody’s or Standard & Poor’s

P.S.F.G.—Public School Fund Guaranty

WTS —Warrants

(b) For purposes of amortized cost valuation, the maturity date of these instruments 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.
(c) Standard & Poor’s Rating.
(d) The cost basis for federal income tax purposes is substantially the same as that used for financial statements purposes.

The Fund’s current Prospectus contains a description of Moody’s and Standard & Poor’s ratings.

 

The Industry classification of portfolio holdings and other assets in excess of liabilities shown as a percentage of net assets as of December 31, 2005 was as follows:

 

Other

    27.2 %

Education

    14.7  

State

    12.9  

General Obligation

    10.8  

Nursing Home

    10.7  

Multi Family Housing

    8.4  

Hospital

    5.5  

Water and Sewer

    4.1  

Utility

    2.7  
    
     97.0  

Other assets in excess of liabilities

    3.0  
    
     100.0 %
    

 

See Notes to Financial Statements.

 

10   Visit our website at www.jennisondryden.com

Statement of Assets and Liabilities

 

as of December 31, 2005

 

Assets

       

Unaffiliated investments, at amortized cost which approximates market value

    $ 35,542,570

Receivable for capital stock transactions

      1,371,396

Interest receivable

      227,777

Prepaid expenses

      5,120
    

Total assets

      37,146,863
    

Liabilities

       

Payable for capital stock transactions

      336,011

Accrued expenses

      84,793

Deferred directors’ fees

      62,641

Management fee payable

      11,122

Payable to custodian

      10,223

Distribution fee payable

      4,616

Dividends payable

      2,567

Transfer agent fee payable

      2,257
    

Total liabilities

      514,230
    

Net Assets

    $ 36,632,633
    
        

Net assets were comprised of:

       

Common stock, $.01 par value

    $ 366,326

Paid-in capital in excess of par

      36,266,307
    

Net assets December 31, 2005

    $ 36,632,633
    

Net Asset value, offering price and redemption price per share, $36,632,633 ÷ 36,632,633 outstanding shares of common stock (authorized 1,500,000,000 shares)

      $1.00
    

 

See Notes to Financial Statements.

 

Dryden Tax-Free Money Fund   11

Statement of Operations

 

Year Ended December 31, 2005

 

Net Investment Income

         

Income

         

Interest

    $ 1,106,226  
    

Expenses

         

Management fee

      222,298  

Distribution fee

      55,574  

Custodian’s fees and expenses

      95,000  

Registration fees

      41,000  

Transfer agent’s fees and expenses (including affiliated expense of $31,000)

      39,000  

Legal fees and expenses

      36,000  

Reports to shareholders

      20,000  

Audit fee

      16,000  

Directors’ fees

      5,000  

Insurance

      1,000  

Miscellaneous

      7,824  
    

Total expenses

      538,696  

Less: management fee waiver

      (21,440 )
    

Net expenses

      517,256  
    

Net investment income

      588,970  
    

Net Realized Gain On Investments:

         

Net realized gain on investment transactions

      7,990  
    

Net Increase In Net Assets Resulting From Operations

    $ 596,960  
    

 

See Notes to Financial Statements.

 

12   Visit our website at www.jennisondryden.com

Statement of Changes in Net Assets

 

 

     Year Ended December 31,
  
     2005        2004  

Increase (Decrease) In Net Assets

                    

Operations

                    

Net investment income

    $ 588,970        $ 515,693  

Net realized gain on investment transactions

      7,990          96,458  
    
    

Net increase in net assets resulting from operations

      596,960          612,151  
    
    

Dividends and distributions (Note 1)

                    

Dividends from net investment income

      (588,970 )        (515,693 )

Distributions from net realized gains

      (7,990 )        (96,458 )
    
    

Total dividends and distributions

      (596,960 )        (612,151 )
    
    

Fund share transactions (at $1 per share)

                    

Net proceeds from shares sold (see Note 3)

      99,238,484          454,932,148  

Net asset value of shares issued in reinvestment of dividends and distributions

      595,136          559,034  

Cost of shares reacquired

      (113,370,814 )        (594,126,798 )
    
    

Net decrease in net assets from Fund share transactions

      (13,537,194 )        (138,635,616 )
    
    

Total decrease

      (13,537,194 )        (138,635,616 )

Net Assets

                    

Beginning of year

      50,169,827          188,805,443  
    
    

End of year

    $ 36,632,633        $ 50,169,827  
    
    

 

See Notes to Financial Statements.

 

Dryden Tax-Free Money Fund   13

Notes to Financial Statements

 

Dryden Tax-Free Money Fund (the “Fund”), is registered under the Investment Company Act of 1940 as a diversified, open-end management investment company. The investment objective of the Fund is to attain the highest level of current income that is exempt from federal income taxes, consistent with liquidity and preservation of capital. The Fund will invest in short-term tax-exempt debt securities of state and local governments. The ability of the issuers of the securities held by the Fund to meet their obligations may be affected by economic or political developments in a specific state, industry or region.

 

Note 1. Accounting Policies

 

The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements.

 

Securities Valuation: Portfolio securities are valued at amortized cost, which approximates market value. The amortized cost method involves valuing a security at its cost on the date of purchase and thereafter assuming a constant amortization to maturity of any discount or premium. If the amortized cost method is determined not to represent fair value, the fair value shall be determined by or under the direction of the Board of Directors.

 

Securities Transactions and Net Investment Income: Securities transactions are recorded on the trade date. Realized gains or losses on sales of securities are calculated on the identified cost basis. Interest income including amortization of premium and accretion of discount on debt securities, as required, is recorded on the accrual basis. Expenses are recorded on the accrual basis, which may require the use of certain estimates by management.

 

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

 

Dividends and Distributions: The Fund declares daily dividends from net investment income and net realized short-term capital gains. Payment of dividends is made monthly. Income distributions and capital gain distributions are determined in accordance with federal income tax regulations which may differ from generally accepted accounting principles.

 

14   Visit our website at www.jennisondryden.com

 

Estimates: The preparation of the financial statements requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates.

 

Note 2. Agreements

 

The Fund has a management agreement with Prudential Investments LLC (“PI”). Pursuant to this agreement, PI has responsibility for all investment advisory services and supervises the subadviser’s performance of such services. PI has entered into a subadvisory agreement with Prudential Investment Management, Inc. (“PIM”). The subadvisory agreement provides that PIM will furnish investment advisory services in connection with the management of the Fund. In connection therewith, PIM is obligated to keep certain books and records of the Fund. PI pays for the services of PIM, the cost of compensation of officers 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 to PI is computed daily and payable monthly, at an annual rate of .50 of 1% of the Fund’s average daily net assets up to $750 million, .425 of 1% of the next $750 million of average daily net assets and .375 of 1% of average daily net assets in excess of $1.5 billion. Effective September 1, 2005, PI voluntarily agreed to waive a portion (.15 of 1% of the Fund’s average daily net assets) of its management fee, which amounted to $21,440 for the period September 1, 2005 through December 31, 2005. The effective management fee rate was .45 of 1% for the year ended December 31, 2005.

 

The Fund has a distribution agreement with Prudential Investment Management Services LLC (“PIMS”). The Fund compensated PIMS for distributing and servicing the Fund’s shares pursuant to the plan of distribution at an annual rate of .125 of 1% of the Fund’s average daily net assets. The distribution fee is accrued daily and payable monthly. PI, PIM and PIMS are indirect, wholly-owned subsidiaries of Prudential Financial, Inc. (“Prudential”).

 

Note 3. Other Transactions With Affiliates

 

Prudential Mutual Fund Services LLC (“PMFS”), and affiliate of PI and an indirect, wholly-owned subsidiary of Prudential, serves as the Fund’s transfer agent. The transfer agent fees expenses in the Statement of Operations also include certain out-of-pocket expenses paid to non-affiliates, where applicable.

 

Dryden Tax-Free Money Fund   15

Notes to Financial Statements

 

Cont’d

 

 

For the year ended December 31, 2005, PI contributed $95,469 of capital to the Fund which is included in “Net proceeds from shares sold” on the Statement of Changes in Net Assets.

 

Note 4. Distributions and Tax Information

 

For the year ended December 31, 2005, the tax character of dividends paid, as reflected in the Statement of Changes in Net Assets, were $588,970 of tax-exempt income and $7,990 of long term capital gain, respectively. For the year ended December 31, 2004, the tax character of dividends paid were $515,693 and $96,458 of tax-exempt income and ordinary income, respectively.

 

As of December 31, 2005, the accumulated undistributed earnings on a tax basis were $62,640 of tax-exempt income.

 

16   Visit our website at www.jennisondryden.com

 

Financial Highlights

 

DECEMBER 31, 2005   ANNUAL REPORT

 

Dryden Tax-Free Money Fund

Financial Highlights

 

 

 

     Year Ended
December 31, 2005		  

Per Share Operating Performance:

         

Net Asset Value, Beginning of Year

    $ 1.00  

Net investment income and net realized gains

      .014  

Dividends and distributions to shareholders

      (.014 )
    

Net asset value, end of year

    $ 1.00  
    

Total Return(a):

      1.41 %

Ratios/Supplemental Data:

         

Net assets, end of year (000)

    $ 36,633  

Average net assets (000)

    $ 44,460  

Ratios to average net assets:

         

Expenses, including distribution and service (12b-1) fees

      1.16 %(b)

Expenses, excluding distribution and service (12b-1) fees

      1.04 %(b)

Net investment income

      1.32 %(b)
(a) Total return is calculated assuming a purchase of shares on the first day and a sale on the last day of each year reported, and includes reinvestment of dividends and distributions.
(b) Effective September 1, 2005, the manager of the Fund has voluntarily agreed to waive a portion of the management fee which amounted to .15 of 1% of the Fund’s average daily net assets. If the manager had not waived expenses, the annual expenses (both including and excluding distribution and service (12b-1) fees and net investment income ratios would be 1.21%, 1.09%, and 1.27%, respectively.

 

See Notes to Financial Statements.

 

18   Visit our website at www.jennisondryden.com

Year Ended December 31,  
2004     2003     2002     2001  
                             
$ 1.00     $ 1.00     $ 1.00     $ 1.00  
  .004       .004       .009       .023  
  (.004 )     (.004 )     (.009 )     (.023 )
 
 
 
$ 1.00     $ 1.00     $ 1.00     $ 1.00  
 
 
 
  .44 %     .42 %     .94 %     2.26 %
                             
$ 50,170     $ 188,805     $ 176,480     $ 167,929  
$ 143,636     $ 207,138     $ 200,609     $ 182,953  
                             
  .86 %     .84 %     .86 %     .87 %
  .74 %     .72 %     .73 %     .74 %
  .36 %     .39 %     .86 %     2.18 %

 

See Notes to Financial Statements.

 

Dryden Tax-Free Money Fund   19

 

Report of Independent Registered Public Accounting Firm

 

The Board of Directors and Shareholders of

Prudential Tax-Free Money Fund, Inc.:

 

We have audited the accompanying statement of assets and liabilities of Prudential Tax-Free Money Fund, Inc. (d/b/a Dryden Tax-Free Money Fund) (hereafter referred to as the “Fund”), including the portfolio of investments, as of December 31, 2005, and the related statement of operations for the year then ended, and the statement of changes in net assets and the financial highlights for each of years in the two-year period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits. The financial highlights for the years presented prior to the year ended December 31, 2004, were audited by another independent registered public accounting firm, whose report dated February 20, 2004, expressed an unqualified opinion thereon.

 

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of December 31, 2005, by correspondence with the custodian and brokers or by other appropriate auditing procedures where replies from brokers were not received. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

 

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Fund as of December 31, 2005, and the results of its operations for the year then ended, and the changes in its net assets and the financial highlights for each of the years in the two-year period then ended, in conformity with U.S. generally accepted accounting principles.

 

KPMG LLP

New York, New York

February 27, 2006

 

20   Visit our website at www.jennisondryden.com

 

Federal Income Tax Information

 

(Unaudited)

 

We are required by the Internal Revenue Code to advise you within 60 days of the Fund’s fiscal year end, December 31, 2005, as to the federal tax status of dividends paid by the Fund during such fiscal year. Accordingly, we are advising you that in the fiscal year ended December 31, 2005, of the dividends paid from net investment income, $0.0138 were federally tax-exempt interest dividends. In addition, the fund paid distributions from long-term capital gains of $0.0002.

 

Information with respect to the state taxability of your investment in the Fund was sent to you under separate cover.

 

Dryden Tax-Free Money Fund   21

 

Management of the Fund

 

(Unaudited)

 

Information pertaining to the Directors of the Fund is set forth below. Directors who are not deemed to be “interested persons” of the Fund, as defined in the Investment Company Act of 1940 (the 1940 Act), are referred to as “Independent Directors.” Directors who are deemed to be “interested persons” of the Fund are referred to as “Interested Directors.” “Fund Complex”† consists of the Fund and any other investment companies managed by PI.

 

Independent Directors(2)

 

David E.A. Carson (71), Director since 2003(3) Oversees 73 portfolios in Fund complex

Principal occupations (last 5 years): Formerly Director (January 2000 to May 2000), Chairman (January 1999 to December 1999), Chairman and Chief Executive Officer (January 1998 to December 1998) and President, Chairman and Chief Executive Officer (1983-1997) of People’s Bank.

 

Other Directorships held.(4) Director (since 2004) of The High Yield Plus Fund, Inc.

 

Robert E. La Blanc (71), Director since 1996(3) Oversees 85 portfolios in Fund complex

Principal occupations (last 5 years): President (since 1981) of Robert E. La Blanc Associates, Inc. (telecommunications).

 

Other Directorships held:(4) Director of Chartered Semiconductor Manufacturing, Ltd. (since 1998); Computer Associates International, Inc. (software company) (since 2002); FiberNet Telecom Group, Inc. (telecom company) (since 2003); Director (since April 1999) of The High Yield Plus Fund, Inc.

 

Robin B. Smith (66), Director since 1996(3) Oversees 85 portfolios in Fund complex

Principal occupations (last 5 years): Chairman of the Board (since January 2003) of Publishers Clearing House (direct marketing); formerly Chairman and Chief Executive Officer (August 1996-January 2003) of Publishers Clearing House.

 

Other Directorships held:(4) Director of BellSouth Corporation (since 1992). Director (since January 2005) of the High Yield Plus Fund, Inc.

 

Stephen D. Stoneburn (62), Director since 1996(3) Oversees 85 portfolios in Fund complex

Principal occupations (last 5 years): President and Chief Executive Officer (since June 1996) of Quadrant Media Corp. (a publishing company); formerly President (June 1995-June 1996) of Argus Integrated Media, Inc.; Senior Vice President and Managing Director (January 1993-1995) of Cowles Business Media and Senior Vice President of Fairchild Publications, Inc. (1975-1989).

 

Other Directorships held:(4) Director (since January 2005) of The High Yield Plus Fund, Inc.

 

Clay T. Whitehead (67), Director since 1999(3) Oversees 85 portfolios in Fund complex

Principal occupations (last 5 years): President (since 1983) of National Exchange Inc. (new business development firm).

 

Other Directorships held:(4) Director (since 2000) of The High Yield Plus Fund, Inc.

 

22   Visit our website at www.jennisondryden.com

 

Interested Directors(1)

 

Judy A. Rice (58), President since 2003 and Director since 2000(3) Oversees 81 portfolios in Fund complex

Principal occupations (last 5 years): President, Chief Executive Officer, Chief Operating Officer and Officer-In-Charge (since February 2003) of Prudential Investments LLC; Vice President (since February 1999) of Prudential Investment Management Services LLC; President, Chief Executive Officer and Officer-In-Charge (since April 2003) of Prudential Mutual Fund Services LLC; Director (since May 2003) and Executive Vice President (since June 2005) of American Skandia Investment Services, Inc.; formerly Executive Vice President (September 1999-February 2003) of Prudential Investments LLC; Member of Board of Governors of the Money Management Institute.

 

Other Directorships held:(4) Director (since August 2005) of The High Yield Plus Fund, Inc.

 

Robert F. Gunia (59), Vice President and Director since 1996(3) Oversees 158 portfolios in Fund complex

Principal occupations (last 5 years): Chief Administrative Officer (since September 1999) and Executive Vice President (since December 1996) of Prudential Investments LLC; President (since April 1999) of Prudential Investment Management Services LLC; Executive Vice President (since March 1999) and Treasurer (since May 2000) of Prudential Mutual Fund Services LLC.

 

Other Directorships held:(4) Vice President and Director (since May 1989) and Treasurer (since 1999) of The Asia Pacific Fund, Inc.; Vice President (since 2004) and Director (since August 2005) of The High Yield Plus Fund, Inc.

 

Information pertaining to the Officers of the Fund who are not also Directors is set forth below.

 

Officers(2)

 

Kathryn L. Quirk (53), Chief Legal Officer since 2005(3)

Principal occupations (last 5 years): Vice President and Corporate Counsel (since September 2004) of Prudential; Executive Vice President, Chief Legal Officer and Secretary (since July 2005) of Prudential Investments LLC and Prudential Mutual Fund Services LLC; formerly Managing Director, General Counsel, Chief Compliance Officer, Chief Risk Officer and Corporate Secretary (1997-2002) of Zurich Scudder Investments, Inc.

 

Deborah A. Docs (48), Secretary since 2005(3)

Principal occupations (last 5 years): Vice President and Corporate Counsel (since January 2001) of Prudential; Chief Legal Officer of the High Yield Income Fund, Inc. and The High Yield Plus Fund, Inc.; Vice President (since December 1996) and Assistant Secretary (since March 1999) of PI; formerly Vice President and Assistant Secretary (May 2003-June 2005) of American Skandia Investment Services, Inc.

 

Jonathan D. Shain (47), Assistant Secretary since 2005

Principal occupations (last 5 years): Vice President and Corporate Counsel (since August 1998) of Prudential; Vice President and Assistant Secretary (since May 2001) of PI; Vice President and Assistant Secretary (since February 2001) of PMFS; formerly Vice President and Assistant Secretary (May 2003-June 2005) of American Skandia Investment Services, Inc.

 

Claudia DiGiacomo (31), Assistant Secretary since 2005

Principal occupations (last 5 years): Vice President and Corporate Counsel (since January 2005) of Prudential; Vice President and Assistant Secretary of PI (since December 2005); Associate at Sidley Austin Brown Wood LLP (1999-2004).

 

Dryden Tax-Free Money Fund   23

 

Helene Gurian (52), Acting Anti-Money Laundering Compliance Officer since 2004

Principal occupations (last 5 years): Vice President, Prudential (since July 1997); Vice President, Compliance (July 1997-January 2001); Vice President, Compliance and Risk Officer, Retail Distribution (January 2001-May 2002); Vice President, Corporate Investigations (May 2002-present) responsible for supervision of Prudential’s fraud investigations, anti-money laundering program and high technology investigation unit.

 

Lee D. Augsburger (46), Chief Compliance Officer since 2004(3)

Principal occupations (last 5 years): Senior Vice President and Chief Compliance Officer (since April 2003) of PI; Vice President (since November 2000) and Chief Compliance Officer (since October 2000) of Prudential Investment Management, Inc.; Chief Compliance Officer and Senior Vice President (since May 2003) of American Skandia Investment Services, Inc.

 

Grace C. Torres (46), Treasurer and Principal Financial and Accounting Officer since 1998(3)

Principal occupations (last 5 years): Assistant Treasurer (since March 1999) and Senior Vice President (since September 1999) of PI; Assistant Treasurer (since May 2003) and Vice President (since June 2005) of American Skandia Investment Services, Inc.; Senior Vice President and Assistant Treasurer (since May 2003) of American Skandia Advisory Services, Inc.; formerly Senior Vice President (May 2003-June 2005) of American Skandia Investment Services, Inc.

 

† The Fund Complex consists of all investment companies managed by PI. The Funds for which PI serves as manager include Jennison Dryden Mutual Funds, Strategic Partners Funds, The Prudential Variable Contract Accounts 2, 10, 11. The Target Portfolio Trust, The Prudential Series Fund, Inc., American Skandia Trust, The High Yield Income Fund, Inc., The High Yield Plus Fund, Inc. and Prudential’s Gibraltar Fund, Inc.

 

(1) “Interested” Director, as defined in the 1940 Act, by reason of employment with the Manager (Prudential Investments LLC or PI), the Subadviser or the Distributor (Prudential Investment Management Services LLC or PIMS).

 

(2) Unless otherwise noted, the address of the Directors and Officers is c/o: Prudential Investments LLC, Gateway Center Three, 100 Mulberry Street, Newark, NJ 07102.

 

(3) There is no set term of office for Directors and Officers. The Independent Directors have adopted a retirement policy, which calls for the retirement of Directors on December 31 of the year in which they reach the age of 75. The table shows the individuals length of service as Director and/or Officer.

 

24   Visit our website at www.jennisondryden.com

 

nMAIL   nTELEPHONE   nWEBSITE

Gateway Center Three
100 Mulberry Street
Newark, NJ 07102

   (800) 225-1852   www.jennisondryden.com

 

PROXY VOTING

The Board of Directors of the Fund has delegated to the Fund’s investment subadvisor the responsibility for voting any proxies and maintaining proxy recordkeeping with respect to the Fund. A description of these proxy voting policies and procedures is available without charge, upon request, by calling (800) 225-1852 or by visiting the Securities and Exchange Commission’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available on the Fund’s website at www.jennisondryden.com and on the Commission’s website

at www.sec.gov.

 

DIRECTORS
David E. A. Carson • Robert F. Gunia • Robert E. La Blanc • Robin B. Smith •
Stephen G. Stoneburn • Clay T. Whitehead

 

OFFICERS
Judy A. Rice, President • Robert F. Gunia, Vice President • Grace C. Torres, Treasurer and Principal Financial and Accounting Officer • Kathryn L. Quirk, Chief Legal Officer •
Deborah A. Docs, Secretary • Jonathan D. Shain, Assistant Secretary • Claudia DiGiacomo, Assistant Secretary • Helene Gurian, Acting Anti-Money Laundering Compliance Officer •
Lee D. Augsburger, Chief Compliance Officer

 

MANAGER   Prudential Investments LLC    Gateway Center Three
100 Mulberry Street
Newark, NJ 07102
INVESTMENT SUBADVISOR   Prudential Investment
Management, Inc.		    Gateway Center Two
100 Mulberry Street
Newark, NJ 07102
DISTRIBUTOR   Prudential Investment
Management Services LLC		    Gateway Center Three
100 Mulberry Street
Newark, NJ 07102
CUSTODIAN   The Bank of New York    One Wall Street
New York, NY 10286
TRANSFER AGENT   Prudential Mutual Fund
Services LLC		    PO Box 8098
Philadelphia, PA 19176
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM   KPMG LLP    345 Park Avenue
New York, NY 10154
FUND COUNSEL   Sullivan & Cromwell LLP    125 Broad Street
New York, NY 10004

 

An investor should consider the investment objectives, risks, charges, and expenses of the Fund carefully before investing. The prospectus for the Fund contains this and other information about the Fund. An investor may obtain a prospectus by visiting our website at www.jennisondryden.com or by calling (800) 225-1852. The prospectus should be read carefully before investing.

 

E-DELIVERY
To receive your mutual fund documents on-line, go to www.icsdelivery.com/prudential/funds and enroll. Instead of receiving printed documents by mail, you will receive notification via e-mail when new materials are available. You can cancel your enrollment or change your e-mail address at any time by clicking on the change/cancel enrollment option at the icsdelivery website address.

 

SHAREHOLDER COMMUNICATIONS WITH DIRECTORS
Shareholders can communicate directly with the Board of Directors by writing to the Chair of the Board, Dryden Tax-Free Money Fund, PO Box 13964, Philadelphia, PA 19176. Shareholders can communicate directly with an individual Director by writing to the same address. Communications to the Board or individual Directors are not screened before being delivered to the addressee.

 

AVAILABILITY OF PORTFOLIO SCHEDULE

The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The Fund’s

Forms N-Q are available on the Commission’s website at www.sec.gov. The Fund’s Forms N-Q may also be reviewed and copied at the Commission’s Public Reference Room in Washington, D.C. Information on the operation and location of the Public Reference Room may be obtained by calling (800) SEC-0330 (732-0330). The Fund will provide a full list of its portfolio holdings on its website as of the end of the month within approximately 30 days after the end of the each month.

 

The Fund’s Statement of Additional Information contains additional information about the Fund’s Directors and is available without charge, upon request, by calling (800) 225-1852.

 

Mutual Funds:

ARE NOT INSURED BY THE FDIC OR ANY FEDERAL GOVERNMENT AGENCY   MAY LOSE VALUE   ARE NOT A DEPOSIT OF OR GUARANTEED BY ANY BANK OR ANY BANK AFFILIATE

LOGO

 

 

Dryden Tax-Free Money Fund        
   

NASDAQ

   PBFXX    
   

CUSIP

   26248T301    
             

MF103E    IFS-A114543    Ed. 02/2006

Item 2 – Code of Ethics – – See Exhibit (a)

As of the end of the period covered by this report, the registrant has adopted a code of ethics (the “Section 406 Standards for Investment Companies – Ethical Standards for Principal Executive and Financial Officers”) that applies to the registrant’s Principal Executive Officer and Principal Financial Officer; the registrant’s Principal Financial Officer also serves as the Principal Accounting Officer.

The registrant hereby undertakes to provide any person, without charge, upon request, a copy of the code of ethics. To request a copy of the code of ethics, contact the registrant 973-367-7521, and ask for a copy of the Section 406 Standards for Investment Companies - Ethical Standards for Principal Executive and Financial Officers.

Item 3 – Audit Committee Financial Expert –

The registrant’s Board has determined that Mr. David Carson, member of the Board’s Audit Committee is an “audit committee financial expert,” and that he is “independent,” for purposes of this Item.

Item 4 – Principal Accountant Fees and Services –

(a) Audit Fees

For the fiscal years ended December 31, 2005 and December 31, 2004, KPMG LLP (“KPMG”), the Registrant’s principal accountant, billed the Registrant $15,400 and $15,400, respectively, for professional services rendered for the audit of the Registrant’s annual financial statements or services that are normally provided in connection with statutory and regulatory filings.

(b) Audit-Related Fees

For the fiscal year ended December 31, 2005, KPMG, the Registrant’s principal accountant, billed the Registrant $913 for assurance and related services that are reasonably related to the performance of the audit of the registrant’s financial statements. Professional services rendered included those in connection with additional audit procedures related to the conversion of shareholder accounts. For the fiscal year ended December 31, 2004, KPMG, the Registrant’s principal accountant, did not bill the Registrant for assurance and related services that are reasonably related to the performance of the audit of the registrant’s financial statements.

(c) Tax Fees

None.

(d) All Other Fees

None.

(e) (1) Audit Committee Pre-Approval Policies and Procedures

THE PRUDENTIAL MUTUAL FUNDS

AUDIT COMMITTEE POLICY

on

Pre-Approval of Services Provided by the Independent Accountants

The Audit Committee of each Prudential Mutual Fund is charged with the responsibility to monitor the independence of the Fund’s independent accountants. As part of this responsibility, the Audit Committee must pre-approve any independent accounting firm’s engagement to render audit and/or permissible non-audit services, as required by law. In evaluating a proposed engagement of the independent accountants, the Audit Committee will assess the effect that the engagement might reasonably be expected to have on the accountant’s independence. The Committee’s evaluation will be based on:

 

  •   a review of the nature of the professional services expected to be provided,

 

  •   a review of the safeguards put into place by the accounting firm to safeguard independence, and

 

  •   periodic meetings with the accounting firm.

Policy for Audit and Non-Audit Services Provided to the Funds

On an annual basis, the scope of audits for each Fund, audit fees and expenses, and audit-related and non-audit services (and fees proposed in respect thereof) proposed to be performed by the Fund’s independent accountants will be presented by the Treasurer and the independent accountants to the Audit Committee for review and, as appropriate, approval prior to the initiation of such services. Such presentation shall be accompanied by confirmation by both the Treasurer and the independent accountants that the proposed services will not adversely affect the independence of the independent accountants. Proposed services shall be described in sufficient detail to enable the Audit Committee to assess the appropriateness of such services and fees, and the compatibility of the provision of such services with the auditor’s independence. The Committee shall receive periodic reports on the progress of the audit and other services which are approved by the Committee or by the Committee Chair pursuant to authority delegated in this Policy.

The categories of services enumerated under “Audit Services”, “Audit-related Services”, and “Tax Services” are intended to provide guidance to the Treasurer and the independent accountants as to those categories of services which the Committee believes are generally consistent with the independence of the independent accountants and which the Committee (or the Committee Chair) would expect upon the presentation of specific proposals to pre-approve. The enumerated categories are not intended as an exclusive list of audit, audit-related or tax services which the Committee (or the Committee Chair) would consider for pre-approval.

Audit Services

The following categories of audit services are considered to be consistent with the role of the Fund’s independent accountants:

 

  •   Annual Fund financial statement audits

 

  •   Seed audits (related to new product filings, as required)

 

  •   SEC and regulatory filings and consents

Audit-related Services

The following categories of audit-related services are considered to be consistent with the role of the Fund’s independent accountants:

 

  •   Accounting consultations

 

  •   Fund merger support services

 

  •   Agreed Upon Procedure Reports

 

  •   Attestation Reports

 

  •   Other Internal Control Reports

Individual audit-related services that fall within one of these categories and are not presented to the Audit Committee as part of the annual pre-approval process will be subject to pre-approval by the Committee Chair (or any other Committee member on whom this responsibility has been delegated) so long as the estimated fee for those services does not exceed $50,000.

Tax Services

The following categories of tax services are considered to be consistent with the role of the Fund’s independent accountants:

 

  •   Tax compliance services related to the filing or amendment of the following:

 

  •   Federal, state and local income tax compliance; and,

 

  •   Sales and use tax compliance

 

  •   Timely RIC qualification reviews

 

  •   Tax distribution analysis and planning

 

  •   Tax authority examination services

 

  •   Tax appeals support services

 

  •   Accounting methods studies

 

  •   Fund merger support services

 

  •   Tax consulting services and related projects

Individual tax services that fall within one of these categories and are not presented to the Audit Committee as part of the annual pre-approval process will be subject to pre-approval by the Committee Chair (or any other Committee member on whom this responsibility has been delegated) so long as the estimated fee for those services does not exceed $50,000.

Other Non-audit Services

Certain non-audit services that the independent accountants are legally permitted to render will be subject to pre-approval by the Committee or by one or more Committee members to whom the Committee has delegated this authority and who will report to the full Committee any pre-approval decisions made pursuant to this Policy. Non-audit services presented for pre-approval pursuant to this paragraph will be accompanied by a confirmation from both the Treasurer and the independent accountants that the proposed services will not adversely affect the independence of the independent accountants.

Proscribed Services

The Fund’s independent accountants will not render services in the following categories of non-audit services:

 

  •   Bookkeeping or other services related to the accounting records or financial statements of the Fund

 

  •   Financial information systems design and implementation

 

  •   Appraisal or valuation services, fairness opinions, or contribution-in-kind reports

 

  •   Actuarial services

 

  •   Internal audit outsourcing services

 

  •   Management functions or human resources

 

  •   Broker or dealer, investment adviser, or investment banking services

 

  •   Legal services and expert services unrelated to the audit

 

  •   Any other service that the Public Company Accounting Oversight Board determines, by regulation, is impermissible.

Pre-approval of Non-Audit Services Provided to Other Entities Within the Prudential Fund Complex

Certain non-audit services provided to Prudential Investments LLC or any of its affiliates that also provide ongoing services to the Prudential Mutual Funds will be subject to pre-approval by the Audit Committee. The only non-audit services provided to these entities that will require pre-approval are those related directly to the operations and financial reporting of the Funds. Individual projects that are not presented to the Audit Committee as part of the annual pre-approval process, will be subject to pre-approval by the Committee Chair (or any other Committee member on whom this responsibility has been delegated) so long as the estimated fee for those services does not exceed $50,000. Services presented for pre-approval pursuant to this paragraph will be accompanied by a confirmation from both the Treasurer and the independent accountants that the proposed services will not adversely affect the independence of the independent accountants.

Although the Audit Committee will not pre-approve all services provided to Prudential Investments LLC and its affiliates, the Committee will receive an annual report from the Fund’s independent accounting firm showing the aggregate fees for all services provided to Prudential Investments and its affiliates.

(e) (2) Percentage of services referred to in 4(b)- (4)(d) that were approved by the audit committee –

One hundred percent of the services described in Item 4(b) were approved by the audit committee.

(f) Percentage of hours expended attributable to work performed by other than full time employees of principal accountant if greater than 50%.

Not applicable.

(g) Non-Audit Fees

Not applicable to Registrant for the fiscal years 2005 and 2004. The aggregate non-audit fees billed by KPMG for services rendered to the registrant’s investment adviser and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant for the fiscal years 2005 and 2004 was $50,087 and $33,500, respectively.

(h) Principal Accountants Independence

Not applicable as KPMG has not provided non-audit services to the registrant’s investment adviser and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant that were not pre-approved pursuant to Rule 2-01(c)(7)(ii) of Regulation S-X.

Item 5 – Audit Committee of Listed Registrants – Not applicable.

Item 6 – Schedule of Investments – The schedule is included as part of the report to shareholders filed under Item 1 of this Form.

Item 7 – Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies – Not applicable.

Item 8 – Portfolio Managers of Closed-End Management Investment Companies – Not applicable.

Item 9 – Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers – Not applicable.

Item 10 – Submission of Matters to a Vote of Security Holders – Not applicable.

Item 11 – Controls and Procedures

 

  (a) It is the conclusion of the registrant’s principal executive officer and principal financial officer that the effectiveness of the registrant’s current disclosure controls and procedures (such disclosure controls and procedures having been evaluated within 90 days of the date of this filing) provide reasonable assurance that the information required to be disclosed by the registrant has been recorded, processed, summarized and reported within the time period specified in the Commission’s rules and forms and that the information required to be disclosed by the registrant has been accumulated and communicated to the registrant’s principal executive officer and principal financial officer in order to allow timely decisions regarding required disclosure.

  (b) There has been no significant change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter of the period covered by this report that has materially affected, or is likely to materially affect, the registrant’s internal control over financial reporting.

Item 12 – Exhibits

 

(a)    (1)

   Code of Ethics – Attached hereto as Exhibit EX-99.CODE-ETH

(2)

   Certifications pursuant to Section 302 of the Sarbanes-Oxley Act – Attached hereto as Exhibit EX-99.CERT.

(3)

   Any written solicitation to purchase securities under Rule 23c-1. – Not applicable.

 

  (b) Certifications pursuant to Section 906 of the Sarbanes-Oxley Act – Attached hereto as Exhibit EX-99.906CERT.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

(Registrant)     Dryden Tax-Free Money Fund
By (Signature and Title)*  

/s/ Deborah A. Docs

  Deborah A. Docs
  Secretary
Date  February 24, 2006

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

 

By (Signature and Title)*  

/s/ Judy A. Rice

  Judy A. Rice
  President and Principal Executive Officer
Date  February 24, 2006  
By (Signature and Title)*  

/s/ Grace C. Torres

  Grace C. Torres
  Treasurer and Principal Financial Officer
Date  February 24, 2006  
* Print the name and title of each signing officer under his or her signature.