N-CSR 1 d441646dncsr.htm PRUDENTIAL WORLD FUND, INC. Prudential World Fund, Inc.

 

 

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:   811-03981
Exact name of registrant as specified in charter:   Prudential World Fund, Inc.
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:   800-225-1852
Date of fiscal year end:   10/31/2012
Date of reporting period:   10/31/2012

 

 

 


Item 1 – Reports to Stockholders


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PRUDENTIAL INVESTMENTS»MUTUAL FUNDS

 

PRUDENTIAL INTERNATIONAL EQUITY FUND

 

ANNUAL REPORT · OCTOBER 31, 2012

 

Fund Type

International Stock

 

Objective

Long-term growth 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.

 

Prudential Investments, Prudential, the Prudential logo, the Rock symbol, and Bring Your Challenges are service marks of Prudential Financial, Inc. and its related entities, registered in many jurisdictions worldwide.

 

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December 14, 2012

 

Dear Shareholder:

 

We hope you find the annual report for the Prudential International Equity Fund informative and useful. The report covers performance for the 12-month period that ended October 31, 2012.

 

We recognize that ongoing market volatility may make it a difficult time to be an investor. We continue to believe a prudent response to uncertainty is to maintain a diversified portfolio of funds consistent with your tolerance for risk, time horizon, and financial goals.

 

Your financial advisor can help you create a diversified investment plan that may include funds covering all the basic asset classes and that reflects your personal investor profile and risk tolerance. Keep in mind, however, that diversification and asset allocation strategies do not assure a profit or protect against loss in declining markets.

 

Prudential Investments® is dedicated to helping you solve your toughest investment challenges—whether it’s capital growth, reliable income, or protection from market volatility and other risks. We offer the expertise of Prudential Financial’s affiliated asset managers* that strive to be leaders in a broad range of funds to help you stay on course to the future you envision. They also manage money for major corporations and pension funds around the world, which means you benefit from the same expertise, innovation, and attention to risk demanded by today’s most sophisticated investors.

 

Thank you for choosing the Prudential Investments family of funds.

 

Sincerely,

 

LOGO

 

Stuart S. Parker, President

Prudential International Equity Fund

 

*Most of Prudential Investments’ equity funds are advised by Jennison Associates LLC, Quantitative Management Associates LLC (QMA), or Prudential Real Estate Investors. Prudential Investments’ fixed income and money market funds are advised by Prudential Investment Management, Inc. (PIM) through its Prudential Fixed Income unit. Jennison Associates, QMA, and PIM are registered investment advisers and Prudential Financial companies. Prudential Real Estate Investors is a unit of PIM.

 

Prudential International Equity Fund     1   


Your Fund’s Performance

 

Performance data quoted represent past performance. Past performance does not guarantee future results. The investment return and principal value of an investment will fluctuate, so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the past performance data quoted. An investor may obtain performance data as of the most recent month-end by visiting our website at www.prudentialfunds.com or by calling (800) 225-1852. Class A shares have a maximum initial sales charge of 5.50%. Gross operating expenses: Class A, 1.67%; Class B, 2.37%; Class C, 2.37%; Class F, 2.12%; Class X, 2.37%; Class Z, 1.37%. Net operating expenses: Class A, 1.67%; Class B, 2.37%; Class C, 2.37%; Class F, 2.12%; Class X, 2.37%; Class Z, 1.37%.

 

Cumulative Total Returns (Without Sales Charges) as of 10/31/12

     One Year     Five Years     Ten Years     Since Inception

Class A

     7.40     –33.84     91.27  

Class B

     6.50        –36.16        77.43     

Class C

     6.51        –36.15        77.45     

Class F

     6.98        –35.30        N/A       –23.59% (12/18/2006)

Class X

     6.69        –36.05        N/A       –25.23    (3/19/2007)  

Class Z

     7.69        –33.03        95.76     

MSCI EAFE ND Index

     4.61        –25.88        110.49     

Lipper International Large-Cap Core Funds Average

     5.85        –24.96        105.67     
        

Average Annual Total Returns (With Sales Charges) as of 9/30/12

     One Year     Five Years     Ten Years     Since Inception

Class A

     10.55     –8.49     6.80  

Class B

     11.17        –8.28        6.63     

Class C

     15.17        –8.09        6.64     

Class F

     11.69        –8.01        N/A       –4.86% (12/18/2006)

Class X

     10.17        –8.61        N/A       –5.63    (3/19/2007)  

Class Z

     17.44        –7.21        7.65     

MSCI EAFE ND Index

     13.75        –5.24        8.20     

Lipper International Large-Cap Core Funds Average

     15.37        –4.95        7.78     

 

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Average Annual Total Returns (With Sales Charges) as of 10/31/12

  

     One Year     Five Years     Ten Years     Since Inception  

Class A

     1.49     –8.96     6.10       

Class B

     1.50        –8.75        5.90          

Class C

     5.51        –8.58        5.90          

Class F

     1.98        –8.50        N/A         –4.62% (12/18/2006)   

Class X

     0.69        –9.05        N/A         –5.34    (3/19/2007)   

Class Z

     7.69        –7.71        6.95          
        

Average Annual Total Returns (Without Sales Charges) as of 10/31/12

  

     One Year     Five Years     Ten Years     Since Inception  

Class A

     7.40     –7.93     6.70       

Class B

     6.50        –8.58        5.90          

Class C

     6.51        –8.58        5.90          

Class F

     6.98        –8.34        N/A         –4.48% (12/18/2006)   

Class X

     6.69        –8.55        N/A         –5.04    (3/19/2007)   

Class Z

     7.69        –7.71        6.95          

 

Growth of a $10,000 Investment

 

LOGO

 

The graph compares a $10,000 investment in the Prudential International Equity Fund (Class A shares) with a similar investment in the MSCI EAFE ND Index by portraying the initial account values at the beginning of the 10-year period for Class A shares (October 31, 2002) and the account values at the end of the current fiscal year (October 31, 2012) as measured on a quarterly basis. For purposes of the graph, and unless otherwise indicated, it has been assumed that (a) the maximum applicable front-end sales charge was deducted from the initial $10,000 investment in Class A shares; (b) all recurring fees (including management fees) were deducted; and (c) all dividends and distributions were reinvested. The line graph provides information for Class A shares only.

 

Prudential International Equity Fund     3   


Your Fund’s Performance (continued)

 

As indicated in the tables provided earlier, performance for Class B, Class C, Class F, Class X, and Class Z shares will vary due to the differing charges and expenses applicable to each share class (as indicated in the following paragraphs). Without waiver of fees and/or expense reimbursement, if any, the returns would have been lower.

 

Total returns and the ending account values in the graph include changes in share price and reinvestment of dividends and capital gains distributions in a hypothetical investment for the periods shown. The Fund’s total returns do not reflect the deduction of income taxes on an individual’s investment. Taxes may reduce your actual investment returns on income or gains paid by the Fund or any gains you may realize if you sell your shares.

 

Source: Prudential Investments LLC and Lipper Inc.

 

Inception returns are provided for any share class with less than 10 calendar years of returns.

 

The average annual total returns take into account applicable sales charges. Class A shares are subject to a maximum front-end sales charge of 5.50% and a 12b-1 fee of 0.30%, annually. All investors who purchase Class A shares in an amount of $1 million or more and sell these shares within 12 months of purchase are subject to a contingent deferred sales charge (CDSC) of 1%. The Class A CDSC is waived for purchases by certain retirement or benefit plans. Under certain circumstances, an exchange may be made from specified share classes of the Fund to one or more other share classes of the Fund. Class B and Class F shares are subject to a declining CDSC of 5%, 4%, 3%, 2%, 1%, and 1%, respectively, for the first six years after purchase and 12b-1 fees of 1% and 0.75%, respectively, annually. Approximately seven years after purchase, Class B and Class F will automatically convert to Class A shares on a quarterly basis. Class C shares are not subject to a front-end sales charge, but charge a CDSC of 1% for shares sold within 12 months from the date of purchase and an annual 12b-1 fee of 1%. Class X shares purchased are not subject to a front-end sales charge, but charge a CDSC of 6% and a 12b-1 fee of 1%. The CDSC for Class X shares declines by 1% annually to 4% in the third and fourth year after purchase, 3% in the fifth year after purchase, 2% in the sixth and seventh year after purchase, 1% in the eighth year after purchase, and 0% in the ninth and 10th year after purchase. Class X shares convert to Class A shares on a monthly basis approximately 10 years after purchase. Class X shares are not offered to new purchases and are available only through exchanges from the same share class of certain other Prudential Investments mutual funds. The returns in the tables and graph reflect the share class expense structure in effect at the close of the fiscal period. The returns in the tables and graph do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or following the redemption of Fund shares.

 

Benchmark Definitions

 

Morgan Stanley Capital International Europe, Australasia, and Far East ND Index

The Morgan Stanley Capital International Europe, Australasia, and Far East Net Dividend (MSCI EAFE ND) Index is an unmanaged, weighted index of performance that reflects stock price movements of developed-country markets in Europe, Australasia, and the Far East. The ND version of the MSCI EAFE Index reflects the impact of the maximum withholding taxes on reinvested dividends. MSCI EAFE ND Index Closest Month-End to Inception cumulative total returns as of 10/31/12 are –12.84% for Class F and –16.25% for Class X. MSCI EAFE ND Index Closest Month-End to Inception average annual total returns as of 9/30/12 are –2.50% for Class F and –3.32% for Class X.

 

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Lipper International Large-Cap Core Funds Average

The Lipper International Large-Cap Core Funds Average (Lipper Average) represents returns based on an average return of all funds in the Lipper International Large-Cap Core Funds category. Funds in the Lipper Average invest at least 75% of their equity assets in companies strictly outside of the United States with market capitalizations (on a three-year weighted basis) greater than the 250th largest company in the S&P Developed ex-U.S. Broad Market Index (BMI). Large-Cap Core funds typically have an average price-to-cash-flow ratio, price-to-book ratio, and three-year sales-per-share-growth value compared with the S&P Developed ex-U.S. BMI. Lipper Average Closest Month-End to Inception cumulative total returns as of 10/31/12 are –10.94% for Class F and –14.08% for Class X. Lipper Average Closest Month-End to Inception average annual total returns as of 9/30/12 are –2.17% for Class F and –2.91% for Class X.

 

Investors cannot invest directly in an index or average. The returns for the Index would be lower if they included the effects of sales charges, operating expenses of a mutual fund, or taxes. Returns for the Lipper Average reflect the deduction of operating expenses, but not sales charges or taxes.

 

Five Largest Holdings in Long-Term Portfolio expressed as a percentage of net assets as of 10/31/12

  

Roche Holding AG, Pharmaceuticals

     1.7

Nestle SA, Food Products

     1.6   

BP PLC, Oil, Gas & Consumable Fuels

     1.6   

Sanofi, Pharmaceuticals

     1.6   

HSBC Holdings PLC, Commercial Banks

     1.4   

Holdings reflect only long-term investments and are subject to change.

 

Five Largest Industries in Long-Term Portfolio expressed as a percentage of net assets as of 10/31/12

   

Commercial Banks

     12.1

Pharmaceuticals

     8.6   

Oil, Gas & Consumable Fuels

     7.7   

Insurance

     5.6   

Metals & Mining

     5.5   

Industry weightings reflect only long-term investments and are subject to change.

 

Prudential International Equity Fund     5   


Strategy and Performance Overview

 

How did the Fund perform?

Prudential International Equity Fund’s Class A shares gained 7.40% for the 12-month reporting period ended October 31, 2012, outperforming the 4.61% gain of the Morgan Stanley Capital International Europe, Australasia, and Far East Net Dividend Index (MSCI EAFE ND Index) and the 5.85% gain of the Lipper International Large-Cap Core Funds Average.

 

How did international stock markets perform?

   

Against the background of European debt crises and very sluggish global growth, the international equity markets performed remarkably well as measured by the MSCI EAFE ND Index, which gauges stock markets of economically developed nations other than the United States and Canada.

 

   

International markets got off to a slow start and October 2011 stock gains became November losses as European debt levels continued to spiral while the growth rates of European nations slowed.

 

   

Uncertainty surrounding the euro zone’s ability to reach a long-term debt crisis solution dominated the headlines for much of first quarter 2012. Standard & Poor’s downgraded the debt of France and nine other euro zone countries and concerns mounted that Greece would default on its sovereign debt. But in late February, the European Central Bank introduced a second three-year lending program to European banks, and in March Greece pushed through one of the largest sovereign debt restructurings in history, bringing some relief to financial markets looking for an indication that progress toward a political solution was being made.

 

   

At the end of March, U.S. markets continued to lead international markets primarily due to the perception that many parts of the world had reentered a recession while the U.S. economy showed a slow, but steady, recovery. However, while global markets generally declined in March, most held on to year-to-date gains.

 

   

European stocks suffered their worst month of the reporting period in May after concerns mounted that Greece might be forced to pull out of the euro zone and the Spanish banking crisis escalated.

 

   

In September, the European Central Bank announced a bond program to purchase, without limit, the debt of struggling governments in an effort to overcome the three-year debt crisis. The action, coming on top of already low government bond yields, boosted investor confidence that the euro zone would not collapse and encouraged investment in the equity market.

 

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In October, some of the uncertainties surrounding Europe receded as progress resolving the European debt crisis grew, helping international markets to outperform U.S. markets. The MSCI EAFE ND Index was up for the month while the S&P 500 Index was negative.

 

   

The bulk of the value added in the Fund during the reporting period came from the United Kingdom, Germany, and Japan, while an underperformance in Australia limited the added value.

 

How did international stock market sectors perform?

   

There was significant disparity in sector returns over the reporting period. Healthcare, consumer staples, and financials posted double-digit gains. In comparison, telecommunications and information technology had single-digit losses.

 

   

The Fund uses a well-diversified core strategy that seeks to pick the best stocks in each sector. The Fund maintains a balance between slow-growing value stocks and fast-growing growth stocks. This process added positively to the Fund’s performance in sectors that were down significantly, including technology and utilities, as well as in sectors that experienced significant gains, such as financials.

 

   

From a sector perspective, contributions to Fund performance were broad based. Information technology, consumer discretionary, financials, energy, and utilities made solid contributions, while materials and telecommunications modestly detracted.

 

Among slowly growing companies, which stocks or related group of stocks contributed most and detracted most from the Fund’s return?

   

QMA places a heavier emphasis on valuation factors, such as price-to-earnings (P/E) and price-to-book (P/B) ratios, when evaluating slower-growing stocks. For faster-growing stocks, QMA’s process places a heavier weighting on news or information about earnings and sales growth. This allows the Fund to potentially add value throughout the full range from slow- to fast-growing companies.

 

   

During the past year, equity markets oscillated between optimism and pessimism depending upon whether the European sovereign debt crisis was perceived to be improving or deteriorating. These crosscurrents constrained both slow- and fast-growing stocks. Slow-growing stocks generated essentially benchmark returns, while the faster-growing stocks did only slightly better than the benchmark for the year as a whole.

 

Prudential International Equity Fund     7   


Strategy and Performance Overview (continued)

 

 

   

The Fund’s sweet spot was in stocks which grew a little slower, although not significantly slower, than average. The returns of this group slightly lagged the benchmark, but the Fund’s holdings in the group significantly outperformed the benchmark. For example, in consumer discretionary and technology, the Fund’s holdings posted double-digit returns although the benchmark had negative returns. Within consumer discretionary, the Fund held an overweight to ITV, which posted a 39% gain. Within technology, the Fund held an overweight to ASML, which advanced 13%. In financials, the Fund held an overweight to Hannover Rueckversicherung and Legal & General, which gained 31% and 22%, respectively.

 

   

Among the slowest-growing companies, value added was greatest in industrials where the Fund held an overweight to Yangzijiang Shipbuilding, which returned 48%.

 

Among rapidly growing companies, which stocks or related group of stocks contributed most and detracted most from the Fund’s return?

   

The value added of both the Fund’s slowest- and fastest-growing stocks was very modest. The slowest-growing 20% of stocks added about 10 basis points (a basis point is a one-hundredth of a percent), while the fastest-growing 20% detracted by 10 basis points.

 

   

Among the fast-growing companies, the Fund did best in information technology with an underweight to Canon, which lost 30%.

 

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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 May 1, 2012, at the beginning of the period, and held through the six-month period ended October 31, 2012. The example is for illustrative purposes only; you should consult the Prospectus for information on initial and subsequent minimum investment requirements.

 

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 Prudential Investments 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

 

Prudential International Equity Fund     9   


Fees and Expenses (continued)

 

 

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 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.

 

Prudential
International
Equity Fund
  Beginning Account
Value
May 1, 2012
   

Ending Account
Value

October 31, 2012

    Annualized
Expense Ratio
Based on the
Six-Month Period
    Expenses Paid
During the
Six-Month Period*
 
         
Class A   Actual   $ 1,000.00      $ 1,023.80        1.63   $ 8.29   
    Hypothetical   $ 1,000.00      $ 1,016.94        1.63   $ 8.26   
         
Class B   Actual   $ 1,000.00      $ 1,019.40        2.33   $ 11.83   
    Hypothetical   $ 1,000.00      $ 1,013.42        2.33   $ 11.79   
         
Class C   Actual   $ 1,000.00      $ 1,019.40        2.33   $ 11.83   
    Hypothetical   $ 1,000.00      $ 1,013.42        2.33   $ 11.79   
         
Class F   Actual   $ 1,000.00      $ 1,021.20        2.08   $ 10.57   
    Hypothetical   $ 1,000.00      $ 1,014.68        2.08   $ 10.53   
         
Class X   Actual   $ 1,000.00      $ 1,021.20        2.33   $ 11.84   
    Hypothetical   $ 1,000.00      $ 1,013.42        2.33   $ 11.79   
         
Class Z   Actual   $ 1,000.00      $ 1,025.30        1.33   $ 6.77   
    Hypothetical   $ 1,000.00      $ 1,018.45        1.33   $ 6.75   

*Fund expenses (net of fee waivers or subsidies, if any) for each share class are equal to the annualized expense ratio for each share class (provided in the table), multiplied by the average account value over the period, multiplied by the 184 days in the six-month period ended October 31, 2012, and divided by the 366 days in the Fund’s fiscal year ended October 31, 2012 (to reflect the six-month period). Expenses presented in the table include the expenses of any underlying funds in which the Fund may invest.

 

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Portfolio of Investments

 

as of October 31, 2012

 

Shares      Description    Value (Note 1)  

LONG-TERM INVESTMENTS    99.7%

  

COMMON STOCKS    97.4%

  

Australia    7.6%

        
42,286     

Australia & New Zealand Banking Group Ltd.

   $ 1,117,133   
68,867     

BHP Billiton Ltd.

     2,448,455   
110,045     

Centro Retail Australia

     245,600   
431,934     

CFS Retail Property Trust

     876,566   
32,964     

Commonwealth Bank of Australia

     1,976,115   
1,310     

CSL Ltd.

     64,593   
423,447     

Fortescue Metals Group Ltd.(a)

     1,793,410   
326,656     

GPT Group

     1,207,150   
85,476     

Iluka Resources Ltd.(a)

     880,190   
78,509     

Incitec Pivot Ltd.

     257,530   
96,497     

Insurance Australia Group Ltd.

     459,777   
155,019     

Lend Lease Group

     1,395,161   
30,262     

National Australia Bank Ltd.

     810,157   
16,967     

Ramsay Health Care Ltd.

     418,477   
4,214     

Rio Tinto Ltd.

     249,076   
325,304     

SP AusNet

     357,945   
46,172     

Wesfarmers Ltd.

     1,666,494   
627,843     

Westfield Retail Trust

     2,020,380   
128,500     

Westpac Banking Corp.

     3,402,781   
       

 

 

 
          21,646,990   

Austria    0.2%

        
124,862     

Immofinanz Immobilien Anlagen

     482,280   

Belgium    0.6%

        
20,457     

Anheuser-Busch InBev NV

     1,710,495   
1,939     

Delhaize Group SA

     74,127   
       

 

 

 
          1,784,622   

Brazil    0.7%

        
2,300     

Companhia Brasileira de Meios de Pagamento

     56,904   
10,600     

Multiplus SA

     246,283   
12,300     

Natura Cosmeticos SA

     327,931   
35,531     

Vale SA (Class B Stock), ADR(a)

     650,928   
42,912     

Vale SA (Preference) (Class B Stock), ADR

     763,405   
       

 

 

 
          2,045,451   

China    0.8%

        
438,000     

China Construction Bank Corp. (Class H Stock)

     330,052   

 

See Notes to Financial Statements.

 

Prudential International Equity Fund     11   


 

Portfolio of Investments

 

as of October 31, 2012 continued

 

Shares      Description    Value (Note 1)  

COMMON STOCKS (Continued)

  

China (cont’d.)

        
1,454,000     

China Minsheng Banking Corp. Ltd. (Class H Stock)

   $ 1,322,662   
91,000     

China Petroleum & Chemical Corp. (Class H Stock)

     96,636   
388,000     

PICC Property & Casualty Co. Ltd. (Class H Stock)

     516,663   
42,200     

Zoomlion Heavy Industry Science & Technology Co. Ltd. (Class H Stock)

     56,847   
       

 

 

 
          2,322,860   

Colombia    0.1%

        
3,600     

Ecopetrol SA, ADR(a)

     213,156   

Denmark    1.1%

        
6,123     

Coloplast A/S (Class B Stock)

     1,342,616   
5,463     

DSV A/S

     122,827   
9,580     

Novo Nordisk A/S (Class B Stock)

     1,543,859   
       

 

 

 
          3,009,302   

Finland    1.5%

        
16,935     

Kone OYJ (Class B Stock)

     1,212,747   
22,980     

Metso OYJ

     806,290   
50,441     

Orion OYJ (Class B Stock)

     1,247,426   
28,993     

Sampo OYJ (Class A Stock)

     908,662   
       

 

 

 
          4,175,125   

France    8.3%

        
80,880     

AXA SA

     1,285,765   
24,791     

Cap Gemini SA

     1,042,063   
9,582     

Casino Guichard Perrachon SA

     836,835   
17,011     

CIE Generale DES Etablissements Michelin

     1,460,946   
11,374     

Dassault Systemes SA

     1,198,404   
36,362     

Eiffage SA

     1,249,190   
55,060     

European Aeronautic Defence and Space Co. NV(a)

     1,956,131   
27,756     

France Telecom SA

     309,463   
73,678     

GDF Suez

     1,690,778   
1,982     

ICADE

     178,362   
7,398     

Imerys SA

     415,629   
6,988     

Publicis Groupe

     376,473   
16,206     

Rexel SA

     293,339   
50,437     

Sanofi

     4,433,634   
16,350     

Schneider Electric SA

     1,022,193   
2,667     

Societe BIC SA

     325,217   

 

See Notes to Financial Statements.

 

12   Visit our website at www.prudentialfunds.com


 

 

 

Shares      Description    Value (Note 1)  

COMMON STOCKS (Continued)

  

France (cont’d.)

        
2,946     

Technip SA

   $ 331,822   
76,524     

Total SA

     3,850,401   
1,040     

Unibail-Rodamco SE

     234,348   
9,411     

Vinci SA

     416,501   
29,119     

Vivendi SA

     595,763   
       

 

 

 
          23,503,257   

Germany    7.6%

        
6,535     

Adidas AG

     556,752   
8,014     

Allianz SE

     993,648   
41,361     

BASF SE

     3,427,272   
29,679     

Bayer AG

     2,584,680   
9,697     

Continental AG

     971,937   
6,732     

Deutsche Bank AG

     305,135   
43,554     

Deutsche Post AG

     863,436   
94,526     

Deutsche Telekom AG

     1,079,272   
2,785     

Fresenius SE & Co. KGaA

     317,659   
24,409     

Hannover Rueckversicherung AG

     1,716,970   
2,565     

K+S AG

     121,348   
27,014     

Lanxess AG

     2,231,442   
5,208     

Linde AG

     875,853   
9,621     

Muenchener Rueckversicherungs AG

     1,546,303   
26,226     

SAP AG

     1,910,386   
55,395     

Suedzucker AG

     2,146,456   
       

 

 

 
          21,648,549   

Hong Kong    3.8%

        
508,500     

BOC Hong Kong Holdings Ltd.

     1,564,858   
46,200     

Cheung Kong Holdings Ltd.

     682,563   
91,000     

Cheung Kong Infrastructure Holdings Ltd.

     533,081   
558,000     

China Citic Bank Corp. Ltd. (Class H Stock)

     285,118   
205,000     

China Overseas Land & Investment Ltd.

     536,964   
483,000     

Franshion Properties China Ltd.

     147,704   
234,000     

Galaxy Entertainment Group Ltd.*

     804,653   
374,750     

Great Wall Motor Co. Ltd. (Class H Stock)

     1,029,951   
47,000     

Hysan Development Co. Ltd.

     207,708   
39,500     

Kerry Properties Ltd.

     195,970   
229,500     

Link REIT (The)

     1,141,570   
152,000     

MMG Ltd.*

     60,407   
70,000     

Power Assets Holdings Ltd.

     595,222   

 

See Notes to Financial Statements.

 

Prudential International Equity Fund     13   


 

Portfolio of Investments

 

as of October 31, 2012 continued

 

Shares      Description    Value (Note 1)  

COMMON STOCKS (Continued)

  

Hong Kong (cont’d.)

        
86,000     

Sino Land Co. Ltd.

   $ 154,022   
75,000     

Sun Hung Kai Properties Ltd.

     1,044,187   
231,000     

Wharf Holdings Ltd.

     1,581,222   
1,478,000     

Yuexiu Property Co. Ltd.

     406,209   
       

 

 

 
          10,971,409   

India    0.2%

        
25,158     

Tata Motors Ltd., ADR

     607,566   

Indonesia    0.2%

        
25,500     

PT Astra Agro Lestari TBK

     55,619   
414,000     

PT Bank Rakyat Indonesia Persero TBK

     318,959   
394,000     

PT Indofood Sukses Makmur TBK

     233,816   
       

 

 

 
          608,394   

Israel    0.5%

        
869     

Delek Group Ltd.

     165,246   
50,844     

Israel Chemicals Ltd.

     636,262   
913     

Mellanox Technologies Ltd.*

     69,280   
10,218     

Teva Pharmaceutical Industries Ltd.

     415,177   
3,400     

Teva Pharmaceutical Industries Ltd., ADR

     137,428   
       

 

 

 
          1,423,393   

Italy    2.3%

        
505,443     

ENEL SpA

     1,899,866   
123,484     

ENI SpA

     2,834,536   
113,867     

Fiat Industrial SpA

     1,233,097   
70,822     

Fiat SpA*

     345,151   
5,128     

Luxottica Group SpA

     195,078   
       

 

 

 
          6,507,728   

Japan    17.6%

        
74,400     

AEON Co. Ltd.

     811,755   
38,000     

All Nippon Airways Co. Ltd.

     80,446   
427,000     

Aozora Bank Ltd.

     1,203,495   
27,600     

Central Japan Railway Co.

     2,375,197   
57,000     

Chiyoda Corp.

     919,654   
116,000     

Daicel Corp.

     696,029   
15,000     

Daihatsu Motor Co. Ltd.

     262,683   
15,000     

Daiwa House Industry Co. Ltd.

     227,170   

 

See Notes to Financial Statements.

 

14   Visit our website at www.prudentialfunds.com


 

 

 

Shares      Description    Value (Note 1)  

COMMON STOCKS (Continued)

  

Japan (cont’d.)

        
8,300     

Dena Co. Ltd.(a)

   $ 258,992   
13,000     

Denso Corp.

     406,952   
10,500     

East Japan Railway Co.

     720,782   
178,000     

Fuji Heavy Industries Ltd.

     1,710,209   
16,460     

Hakuhodo DY Holdings, Inc.

     985,579   
140,000     

Hino Motors Ltd.

     1,080,296   
49,200     

Hitachi Construction Machinery Co. Ltd.(a)

     807,982   
30,000     

Hitachi High-Technologies Corp.

     656,520   
78,100     

Hitachi Ltd.

     413,833   
6,300     

Idemitsu Kosan Co. Ltd.

     542,165   
11,000     

Isuzu Motors Ltd.

     58,149   
72,300     

Itochu Corp.

     723,634   
4,300     

Itochu Techno-Solutions Corp.

     222,460   
78,500     

Japan Tobacco, Inc.

     2,169,247   
11,000     

JGC Corp.

     378,241   
35,200     

KDDI Corp.

     2,733,809   
1,200     

Keyence Corp.

     318,377   
25,100     

Kuraray Co. Ltd.

     291,466   
193,722     

Marubeni Corp.

     1,254,594   
300,300     

Mitsubishi UFJ Financial Group, Inc.

     1,357,989   
1,790     

Mitsubishi UFJ Lease & Finance Co. Ltd.

     77,134   
989,200     

Mizuho Financial Group, Inc.

     1,548,916   
74,000     

Namco Bandai Holdings, Inc.

     1,162,420   
87,000     

Nippon Express Co. Ltd.

     318,226   
53,100     

Nippon Telegraph & Telephone Corp.

     2,417,869   
3,500     

Nitto Denko Corp.

     158,712   
66     

NTT DoCoMo, Inc.

     96,979   
3,400     

Oriental Land Co. Ltd.

     463,811   
2,840     

ORIX Corp.

     291,720   
18,300     

Otsuka Corp.

     1,492,334   
2,300     

Otsuka Holdings Co. Ltd.

     70,847   
294,600     

Resona Holdings, Inc.

     1,273,168   
23,500     

Sega Sammy Holdings, Inc.

     443,035   
31,000     

Seven & I Holdings Co. Ltd.

     956,057   
4,900     

Shimamura Co. Ltd.

     510,685   
15,400     

Shimano, Inc.

     970,337   
73,200     

SoftBank Corp.

     2,317,129   
15,300     

Sony Corp.

     182,841   
87,500     

Sumitomo Corp.

     1,192,534   
51,100     

Sumitomo Mitsui Financial Group, Inc.

     1,564,429   

 

See Notes to Financial Statements.

 

Prudential International Equity Fund     15   


 

Portfolio of Investments

 

as of October 31, 2012 continued

 

Shares      Description    Value (Note 1)  

COMMON STOCKS (Continued)

  

Japan (cont’d.)

        
190,000     

Sumitomo Mitsui Trust Holdings, Inc.

   $ 575,974   
41,900     

Suzuki Motor Corp.

     948,957   
74,600     

Toyoda Gosei Co., Ltd.

     1,467,143   
19,800     

Toyota Boshoku Corp.

     187,260   
31,434     

Toyota Motor Corp.

     1,206,880   
86,100     

Toyota Tsusho Corp.

     1,878,820   
20,800     

West Japan Railway Co.

     908,030   
4,539     

Yahoo! Japan Corp.

     1,561,898   
11,700     

Yokogawa Electric Corp.

     133,078   
       

 

 

 
          50,044,928   

Mexico    0.1%

        
106,900     

Grupo Mexico SAB de CV

     342,890   

Netherlands    4.6%

        
57,352     

Aegon NV

     320,241   
20,997     

ASML Holding NV

     1,155,282   
362     

Gemalto NV

     32,666   
14,320     

Heineken Holding NV

     726,654   
2,856     

Heineken NV(a)

     176,075   
150,417     

Koninklijke Ahold NV

     1,915,111   
4,436     

Koninklijke DSM NV

     227,774   
46,399     

Koninklijke Philips Electronics NV

     1,160,095   
102,546     

Royal Dutch Shell PLC (Class A Stock)

     3,516,553   
76,244     

Royal Dutch Shell PLC (Class B Stock)

     2,695,184   
34,592     

Unilever NV - CVA

     1,270,209   
       

 

 

 
          13,195,844   

Norway    1.6%

        
45,695     

Seadrill Ltd.

     1,849,825   
37,578     

Statoil ASA

     928,690   
39,346     

Yara International ASA

     1,853,671   
       

 

 

 
          4,632,186   

Philippines    0.3%

        
1,121,900     

Alliance Global Group, Inc.

     405,240   
44,820     

San Miguel Corp.

     118,700   
159,810     

Universal Robina Corp.

     278,926   
       

 

 

 
          802,866   

 

See Notes to Financial Statements.

 

16   Visit our website at www.prudentialfunds.com


 

 

 

Shares      Description    Value (Note 1)  

COMMON STOCKS (Continued)

  

Portugal    0.1%

        
164,930     

EDP - Energias de Portugal SA

   $ 448,068   

Russia    1.1%

        
15,460     

Gazprom OAO, ADR

     141,227   
9,507     

LUKOIL OAO, ADR

     574,698   
11,645     

Sberbank of Russia, OTC, ADR

     135,664   
61,681     

Sberbank of Russia, XLON, ADR

     725,369   
3,628     

Sistema JSFC, GDR

     66,574   
165,549     

Surgutneftegas OAO, ADR

     1,440,276   
       

 

 

 
          3,083,808   

Singapore    1.4%

        
284,000     

ComfortDelGro Corp. Ltd.

     393,474   
12,000     

DBS Group Holdings Ltd.

     136,744   
1,469,000     

Golden Agri-Resources Ltd.

     752,685   
93,000     

Keppel Corp. Ltd.

     812,740   
347,000     

Keppel Land Ltd.

     967,208   
25,000     

Oversea-Chinese Banking Corp. Ltd.

     186,506   
1,043,000     

Yangzijiang Shipbuilding Holdings Ltd.

     773,827   
       

 

 

 
          4,023,184   

South Africa    1.0%

        
9,732     

Assore Ltd.

     401,822   
10,746     

Bidvest Group Ltd.

     256,484   
310,455     

FirstRand Ltd.

     1,030,476   
33,528     

Imperial Holdings Ltd.

     761,690   
2,400     

Kumba Iron Ore Ltd., ADR

     50,088   
16,837     

MTN Group Ltd.

     303,587   
       

 

 

 
          2,804,147   

South Korea    1.6%

        
5,090     

Hyundai Marine & Fire Insurance Co. Ltd.

     164,517   
6,988     

Hyundai Motor Co.

     1,438,480   
2,266     

Hyundai Motor Co., GDR

     69,793   
16,360     

Kia Motors Corp.

     909,056   
46,680     

Korea Exchange Bank*

     323,584   
7,028     

KT&G Corp.

     535,510   
400     

Lotte Shopping Co. Ltd.

     123,785   
1,630     

Samsung Electronics Co. Ltd., GDR

     978,956   
       

 

 

 
          4,543,681   

 

See Notes to Financial Statements.

 

Prudential International Equity Fund     17   


 

Portfolio of Investments

 

as of October 31, 2012 continued

 

Shares      Description    Value (Note 1)  

COMMON STOCKS (Continued)

  

Spain    2.9%

        
22,460     

ACS Actividades de Construccion y Servicios SA(a)

   $ 479,464   
11,066     

Amadeus IT Holding SA (Class A Stock)

     273,953   
169,386     

Banco Santander SA

     1,270,966   
66,998     

Enagas

     1,332,110   
40,506     

Ferrovial SA

     572,267   
66,650     

Gas Natural SDG SA

     1,034,063   
246,996     

Iberdrola SA

     1,277,367   
10,155     

Inditex SA

     1,295,700   
11,228     

Red Electrica Corp. SA

     526,458   
14,483     

Repsol YPF SA

     289,465   
       

 

 

 
          8,351,813   

Sweden    2.7%

        
13,976     

Boliden AB

     244,210   
36,067     

Hexagon AB (Class B Stock)

     829,776   
88,352     

Sandvik AB

     1,225,465   
186,987     

Skandinaviska Enskilda Banken (Class A Stock)

     1,550,496   
22,115     

Svenska Handelsbanken AB (Class A Stock)

     757,516   
134,025     

Swedbank AB (Class A Stock)

     2,485,349   
46,397     

Volvo AB (Class B Stock)

     624,302   
       

 

 

 
          7,717,114   

Switzerland    7.2%

        
6,011     

Actelion Ltd.

     289,932   
249     

Banque Cantonale Vaudoise

     131,946   
28,420     

Cie Financiere Richemont SA

     1,843,196   
819     

Geberit AG

     168,848   
71,763     

Nestle SA

     4,554,057   
44,681     

Novartis AG

     2,689,112   
25,619     

Roche Holding AG

     4,926,837   
3,429     

Swiss Life Holding AG

     431,525   
39,839     

Swiss Re AG

     2,752,754   
2,213     

Swisscom AG

     919,370   
912     

Syngenta AG

     356,261   
9,056     

Transocean Ltd.

     412,202   
3,337     

UBS AG

     50,021   
3,852     

Zurich Financial Services AG

     949,247   
       

 

 

 
          20,475,308   

 

See Notes to Financial Statements.

 

18   Visit our website at www.prudentialfunds.com


 

 

 

Shares      Description    Value (Note 1)  

COMMON STOCKS (Continued)

  

Taiwan    0.9%

        
62,000     

Asustek Computer, Inc.

   $ 664,305   
347,000     

Eva Airways Corp.*

     201,340   
411,000     

Hon Hai Precision Industry Co. Ltd.

     1,247,949   
78,780     

Realtek Semiconductor Corp.

     148,323   
479,000     

TECO Electric And Machinery Co. Ltd.

     325,482   
       

 

 

 
          2,587,399   

Thailand    0.2%

        
188,375     

Krung Thai Bank PCL

     110,628   
3,700     

PTT PCL

     38,388   
58,300     

Siam Commercial Bank PCL

     306,242   
       

 

 

 
          455,258   

United Kingdom    18.5%

        
435,535     

Aberdeen Asset Management PLC

     2,280,748   
14,577     

Admiral Group PLC

     260,644   
28,651     

Anglo American PLC

     879,869   
4,097     

ARM Holdings PLC

     43,967   
73,600     

AstraZeneca PLC

     3,417,690   
41,643     

Babcock International Group PLC

     657,235   
282,277     

BAE Systems PLC

     1,422,158   
512,983     

Barclays PLC

     1,883,319   
7,903     

BG Group PLC

     146,347   
74,997     

BHP Billiton PLC

     2,402,998   
623,016     

BP PLC

     4,456,937   
43,767     

British American Tobacco

     2,167,973   
532,347     

BT Group PLC (Class A Stock)

     1,825,548   
64,540     

Capita PLC

     753,021   
75,925     

Diageo PLC

     2,169,916   
142,909     

GlaxoSmithKline PLC

     3,197,562   
409,384     

HSBC Holdings PLC

     4,022,028   
36,939     

Imperial Tobacco Group PLC

     1,394,892   
626,686     

ITV PLC

     875,299   
194,817     

J Sainsbury PLC

     1,114,821   
300,774     

Legal & General Group PLC

     650,406   
182,878     

National Grid PLC

     2,085,034   
7,332     

Next PLC

     421,933   
432,176     

Old Mutual PLC

     1,199,578   
9,646     

Petrofac Ltd.

     249,684   
53,187     

Prudential PLC

     728,277   

 

See Notes to Financial Statements.

 

Prudential International Equity Fund     19   


 

Portfolio of Investments

 

as of October 31, 2012 continued

 

Shares      Description    Value (Note 1)  

COMMON STOCKS (Continued)

  

United Kingdom (cont’d.)

        
22,454     

Reckitt Benckiser Group PLC

   $ 1,358,828   
49,597     

Rio Tinto PLC

     2,484,772   
7,535     

Sabmiller PLC

     322,779   
7,565     

Smiths Group PLC

     128,918   
5,950     

SSE PLC

     139,035   
74,013     

Standard Chartered PLC

     1,747,995   
116,692     

Standard Life PLC

     549,874   
52,385     

Tate & Lyle PLC

     613,738   
23,107     

Tesco PLC

     119,270   
2,925     

TMK OAO, GDR

     43,378   
39,411     

TUI Travel PLC

     159,636   
12,729     

Unilever PLC

     474,716   
580,049     

Vodafone Group PLC

     1,574,923   
173,539     

WM Morrison Supermarkets PLC

     750,256   
93,937     

Xstrata PLC

     1,484,237   
       

 

 

 
          52,660,239   

United States    0.1%

        
400     

Credicorp Ltd.

     51,736   
1,634     

Millicom International Cellular SA

     141,157   
       

 

 

 
          192,893   
       

 

 

 
    

Total common stocks
(cost $242,686,807)

     277,311,708   
       

 

 

 

EXCHANGE TRADED FUND    1.0%

  

United States

        
50,100     

iShares MSCI EAFE Index Fund
(cost $2,475,280)

     2,683,857   
       

 

 

 

PREFERRED STOCKS    1.3%

  

Brazil    0.4%

               
9,900     

AES Tiete SA

     112,451   
22,200     

Marcopolo SA

     130,180   
45,700     

Vale SA (Class Preference Stock)

     817,899   
       

 

 

 
          1,060,530   

Germany    0.7%

        
7,304     

Henkel AG & Co. KGaA

     583,263   
7,124     

Volkswagen AG

     1,473,702   
       

 

 

 
          2,056,965   

 

See Notes to Financial Statements.

 

20   Visit our website at www.prudentialfunds.com


 

 

 

Shares      Description    Value (Note 1)  

PREFERRED STOCKS (Continued)

  

South Korea    0.2%

        
1,786     

Hyundai Motor Co. - 1st Offering

   $ 109,394   
8,343     

Hyundai Motor Co. - 2nd Offering

     546,969   
       

 

 

 
          656,363   
       

 

 

 
    

Total preferred stocks
(cost $3,470,277)

     3,773,858   
       

 

 

 
Units              

RIGHT

       

Spain

               
169,366     

Banco Santander SA
(cost $0)*

     33,367   
       

 

 

 
    

Total long-term investments
(cost $248,632,364)

     283,802,790   
       

 

 

 
Principal
Amount (000)
      

SHORT-TERM INVESTMENTS    2.9%

  

United State Government Security    0.1%

        
$         150     

U.S. Treasury Bill 0.100%, 12/20/12
(cost $149,980)(b)(c)

     149,980   
       

 

 

 
Shares              

Affiliated Money Market Mutual Fund    2.8%

        
7,963,741     

Prudential Investment Portfolios 2 - Prudential Core Taxable Money Market Fund
(cost $7,963,741; includes $7,172,123 of cash collateral received for securities on loan) (Note 3)(d)(e)

     7,963,741   
       

 

 

 
    

Total short-term investments
(cost $8,113,703)

     8,113,721   
       

 

 

 
    

Total Investments    102.6%
(cost $256,746,085; Note 5)

     291,916,511   
    

Liabilities in excess of other assets(f)    (2.6%)

     (7,331,053
       

 

 

 
    

Net Assets    100.0%

   $ 284,585,459   
       

 

 

 

 

See Notes to Financial Statements.

 

Prudential International Equity Fund     21   


 

Portfolio of Investments

 

as of October 31, 2012 continued

 

 

The following abbreviations are used in the portfolio descriptions:

ADR—American Depositary Receipt

CVA—Certificate Van Aandelen (Bearer)

GDR—Global Depositary Receipt

OTC—Over-the-Counter

REIT—Real Estate Investment Trust

XLON—London Stock Exchange

* Non-income producing security.
(a) All or a portion of security is on loan. The aggregate market value of such securities, including those sold and pending settlement, is $6,584,492; cash collateral of $7,172,123 (included in liabilities) was received with which the Fund purchased highly liquid short-term investments.
(b) Represents security, or a portion thereof, segregated as collateral for futures contract.
(c) Rate quoted represents yield-to-maturity as of purchase date.
(d) Prudential Investments LLC, the manager of the Series, also serves as manager of the Prudential Investment Portfolios 2 - Prudential Core Taxable Money Market Fund.
(e) Represents security, or a portion thereof, purchased with cash collateral received for securities on loan.
(f) Includes net unrealized appreciation (depreciation) on the following derivative contracts held at reporting period end:

 

Open futures contracts outstanding at October 31, 2012:

 

Number of
Contracts
    Type   Expiration
Date
    Value at
October 31,
2012
    Value at
Trade
Date
    Unrealized
Appreciation/
(Depreciation)
 
  Long Positions:        
  3      DAX Index     Dec. 2012      $ 706,819      $ 718,955      $ (12,136
  6      TOPIX Index     Dec. 2012        556,934        552,115        4,819   
         

 

 

 
          $ (7,317
         

 

 

 

 

Various inputs are used in determining the value of the Series’ investments. These inputs are summarized in the three broad levels listed below.

 

Level 1—quoted prices generally in active markets for identical securities.

 

Level 2—other significant observable inputs including, but not limited to, quoted prices for similar securities, interest rates and yield curves, prepayment speeds, foreign currency exchange rates and amortized cost.

 

Level 3—significant unobservable inputs for securities valued in accordance with Board approved fair valuation procedures.

 

See Notes to Financial Statements.

 

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The following is a summary of the inputs used as of October 31, 2012 in valuing such portfolio securities:

 

     Level 1          Level 2              Level 3      

Investments in Securities

        

Common Stocks

        

Australia

   $ 21,646,990       $   —       $   —   

Austria

     482,280                

Belgium

     1,784,622                

Brazil

     2,045,451                

China

     2,322,860                

Colombia

     213,156                

Denmark

     3,009,302                

Finland

     4,175,125                

France

     23,503,257                

Germany

     21,648,549                

Hong Kong

     10,971,409                

India

     607,566                

Indonesia

     608,394                

Israel

     1,423,393                

Italy

     6,507,728                

Japan

     50,044,928                

Mexico

     342,890                

Netherlands

     13,195,844                

Norway

     4,632,186                

Philippines

     802,866                

Portugal

     448,068                

Russia

     3,083,808                

Singapore

     4,023,184                

South Africa

     2,804,147                

South Korea

     4,543,681                

Spain

     8,351,813                

Sweden

     7,717,114                

Switzerland

     20,475,308                

Taiwan

     2,587,399                

Thailand

     455,258                

United Kingdom

     52,660,239                

United States

     192,893                

Exchange Traded Fund

        

United States

     2,683,857                

Preferred Stocks

        

Brazil

     1,060,530                  

Germany

     2,056,965                  

 

See Notes to Financial Statements.

 

Prudential International Equity Fund     23   


 

Portfolio of Investments

 

as of October 31, 2012 continued

 

     Level 1     Level 2          Level 3      

Preferred Stocks (continued):

       

South Korea

   $ 656,363     $       $   —   

Right

       

Spain

     33,367                

United States Government Security

           149,980         

Affiliated Money Market Mutual Fund

     7,963,741               
  

 

 

   

 

 

    

 

 

 
     291,766,531       149,980         

Other Financial Instruments*

       

Futures Contracts

     (7,317             
  

 

 

   

 

 

    

 

 

 

Total

   $ 291,759,214      $ 149,980       $   
  

 

 

   

 

 

    

 

 

 

 

* Other financial instruments are derivative instruments not reflected in the Portfolio of Investments, such as futures, forwards and swap contracts, which are recorded at the unrealized appreciation/depreciation on the instrument.

 

Fair value of Level 2 investments at October 31, 2011 was $282,953,266. An amount of $177,565,416 was transferred into Level 1 from Level 2 at October 31, 2012 as a result of no longer using third-party vendor modeling tools. Such fair values were used to reflect the impact of significant market movements between the time at which the fund normally values its securities and the earlier closing of foreign markets.

 

It is the Series’ policy to recognize transfers in and transfers out at the fair value as of the beginning of period.

 

The industry classification of portfolio holdings and liabilities in excess of other assets shown as a percentage of net assets as of October 31, 2012 were as follows:

 

Commercial Banks

     12.1

Pharmaceuticals

     8.6  

Oil, Gas & Consumable Fuels

     7.7  

Insurance

     5.6  

Metals & Mining

     5.5  

Chemicals

     3.9  

Food Products

     3.7  

Automobiles

     3.6  

Food & Staples Retailing

     2.9  

Affiliated Money Market Mutual Fund (including 2.5% of collateral received for securities on loan)

     2.8  

Machinery

     2.8  

Real Estate Management & Development

     2.8  

Wireless Telecommunication Services

     2.6  

Diversified Telecommunication Services

     2.5  

Tobacco

     2.3 %

Real Estate Investment Trusts

     2.1  

Electric Utilities

     2.0  

Trading Companies & Distributors

     1.9  

Beverages

     1.8  

Road & Rail

     1.7  

Auto Components

     1.6  

Construction & Engineering

     1.4  

Electronic Equipment,
Instruments & Components

     1.3  

Multi-Utilities

     1.3  

Aerospace & Defense

     1.2  

Industrial Conglomerates

     1.1  

IT Services

     1.1  

Software

     1.1  

Textiles, Apparel & Luxury Goods

     1.0  

 

See Notes to Financial Statements.

 

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Industry (cont’d.)

      

Energy Equipment & Services

     1.0 %

Capital Markets

     0.9  

Exchange Traded Fund

     0.9  

Leisure Equipment & Products

     0.9  

Semiconductors & Semiconductor Equipment

     0.9  

Gas Utilities

     0.8  

Household Products

     0.7  

Internet Software & Services

     0.7  

Media

     0.7  

Specialty Retail

     0.6  

Diversified Financial Services

     0.5  

Electrical Equipment

     0.5  

Healthcare Equipment & Supplies

     0.5  

Hotels, Restaurants & Leisure

     0.5  

Commercial Services & Supplies

     0.4  

Air Freight & Logistics

     0.3  

Distributors

     0.3 %

Professional Services

     0.3  

Computers & Peripherals

     0.2  

Healthcare Providers & Services

     0.2  

Airlines

     0.1  

Biotechnology

     0.1  

Building Products

     0.1  

Construction Materials

     0.1  

Household Durables

     0.1  

Multiline Retail

     0.1  

Personal Products

     0.1  

United State Government Security

     0.1  
  

 

 

 
     102.6  

Liabilities in excess of other assets

     (2.6 )
  

 

 

 
     100.0
  

 

 

 

 

The Series invested in derivative instruments during the reporting period. The primary type of risk associated with these derivative instruments is equity risk. The effect of such derivative instruments on the Series’ financial position and financial performance as reflected in the Statement of Assets and Liabilities and Statement of Operations is presented in the summary below.

 

Fair values of derivative instruments as of October 31, 2012 as presented in the Statement of Assets and Liabilities:

 

Derivatives not designated as hedging
instruments, carried at fair value

  

Asset Derivatives

    

Liability Derivatives

 
  

Balance
Sheet Location

   Fair
Value
    

Balance
Sheet Location

   Fair
Value
 
Equity contracts       $   —       Due from broker—
variation margin
   $ 7,317
     

 

 

       

 

 

 

 

* Includes cumulative appreciation/depreciation as reported in the schedule of open futures contracts. Only unsettled variation margin receivable (payable) is reported within the Statement of Assets and Liabilities.

 

The effects of derivative instruments on the Statement of Operations for the year ended October 31, 2012 are as follows:

 

Amount of Realized Gain or (Loss) on Derivatives Recognized in Income

 

Derivatives not designated as hedging
instruments, carried at fair value

     Futures        Rights        Total  

Equity contracts

     $ 318,066         $ 290,525         $ 608,591   
    

 

 

      

 

 

      

 

 

 

 

See Notes to Financial Statements.

 

Prudential International Equity Fund     25   


 

Portfolio of Investments

 

as of October 31, 2012 continued

 

 

Change in Unrealized Appreciation or (Depreciation) on Derivatives Recognized in Income

 

Derivatives not designated as hedging
instruments, carried at fair value

     Futures      Rights        Total  

Equity contracts

     $ (280,363    $ 33,367         $ (246,996
    

 

 

    

 

 

      

 

 

 

 

For the year ended October 31, 2012, the average value at trade date for futures contracts was $1,366,216.

 

See Notes to Financial Statements.

 

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LOGO

 

PRUDENTIAL INVESTMENTS»MUTUAL FUNDS

 

FINANCIAL STATEMENTS

 

ANNUAL REPORT · OCTOBER 31, 2012

 

Prudential International Equity Fund


 

Statement of Assets and Liabilities

 

as of October 31, 2012

 

Assets

        

Investments at value, including securities on loan of $6,584,492:

  

Unaffiliated Investments (cost $248,782,344)

   $ 283,952,770   

Affiliated Investments (cost $7,963,741)

     7,963,741   

Foreign currency, at value (cost $143,043)

     143,283   

Cash

     1,778   

Dividends and interest receivable

     780,602   

Foreign tax reclaim receivable

     726,073   

Receivable for Series shares sold

     34,338   

Prepaid expenses

     4,305   

Due from broker—variation margin

     3,415   
  

 

 

 

Total assets

     293,610,305   
  

 

 

 

Liabilities

        

Payable to broker for collateral for securities on loan

     7,172,123   

Loan payable

     984,000   

Payable for Series shares reacquired

     254,608   

Accrued expenses

     248,399   

Management fee payable

     206,367   

Affiliated transfer agent fee payable

     84,883   

Distribution fee payable

     74,466   
  

 

 

 

Total liabilities

     9,024,846   
  

 

 

 

Net Assets

   $ 284,585,459   
  

 

 

 
          

Net assets were comprised of:

  

Common stock, at par

   $ 473,652   

Paid-in capital in excess of par

     502,314,263   
  

 

 

 
     502,787,915   

Undistributed net investment income

     4,906,387   

Accumulated net realized loss on investment and foreign currency transactions

     (258,281,783

Net unrealized appreciation on investments and foreign currencies

     35,172,940   
  

 

 

 

Net assets, October 31, 2012

   $ 284,585,459   
  

 

 

 

 

See Notes to Financial Statements.

 

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Class A

        

Net asset value and redemption price per share
($209,568,034 ÷ 34,804,848 shares of common stock issued and outstanding)

   $ 6.02   

Maximum sales charge (5.50% of offering price)

     0.35   
  

 

 

 

Maximum offering price to public

   $ 6.37   
  

 

 

 

Class B

        

Net asset value, offering price and redemption price per share
($5,439,363 ÷ 940,388 shares of common stock issued and outstanding)

   $ 5.78   
  

 

 

 

Class C

        

Net asset value, offering price and redemption price per share
($17,658,314 ÷ 3,053,636 shares of common stock issued and outstanding)

   $ 5.78   
  

 

 

 

Class F

        

Net asset value, offering price and redemption price per share
($681,060 ÷ 117,661 shares of common stock issued and outstanding)

   $ 5.79   
  

 

 

 

Class X

        

Net asset value, offering price and redemption price per share
($707,313 ÷ 122,259 shares of common stock issued and outstanding)

   $ 5.79   
  

 

 

 

Class Z

        

Net asset value, offering price and redemption price per share
($50,531,375 ÷ 8,326,438 shares of common stock issued and outstanding)

   $ 6.07   
  

 

 

 

 

See Notes to Financial Statements.

 

Prudential International Equity Fund     29   


 

Statement of Operations

 

Year Ended October 31, 2012

 

Net Investment Income

        

Income

  

Unaffiliated dividends (net of foreign withholding taxes of $155,269)

   $ 10,820,472   

Affiliated income from securities loaned, net

     65,142   

Unaffiliated interest income

     30,062   

Affiliated dividend income

     493   
  

 

 

 

Total income

     10,916,169   
  

 

 

 

Expenses

  

Management fee

     2,411,834   

Distribution fee—Class A

     612,262   

Distribution fee—Class B

     58,229   

Distribution fee—Class C

     190,185   

Distribution fee—Class F

     7,832   

Distribution fee—Class L

     32,655   

Distribution fee—Class M

     1,560   

Distribution fee—Class X

     10,774   

Transfer agent’s fees and expenses (including affiliated expense of $371,200) (Note 3)

     935,000   

Custodian’s fees and expenses

     239,000   

Registration fees

     90,000   

Reports to shareholders

     50,000   

Audit fee

     35,000   

Legal fees and expenses

     27,000   

Directors’ fees

     16,000   

Insurance

     7,000   

Loan interest expense (Note 7)

     3,430   

Miscellaneous

     60,526   
  

 

 

 

Total expenses

     4,788,287   
  

 

 

 

Net investment income

     6,127,882   
  

 

 

 

Realized And Unrealized Gain (Loss) On Investment, Futures And Foreign Currency Transactions

        

Net realized gain (loss) on:

  

Investment transactions

     (7,173,778

Foreign currency transactions

     (118,730

Financial futures transactions

     318,066   
  

 

 

 
     (6,974,442
  

 

 

 

Net change in unrealized appreciation (depreciation) on:

  

Investments

     20,999,044   

Foreign currencies

     (50,341

Financial futures contracts

     (280,363
  

 

 

 
     20,668,340   
  

 

 

 

Net gain on investment and foreign currency transactions

     13,693,898   
  

 

 

 

Net Increase In Net Assets Resulting From Operations

   $ 19,821,780   
  

 

 

 

 

See Notes to Financial Statements.

 

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Statement of Changes in Net Assets

 

 

     Year Ended October 31,  
     2012      2011  

Increase (Decrease) In Net Assets

                 

Operations

     

Net investment income

   $ 6,127,882       $ 5,027,387   

Net realized gain (loss) on investment and foreign currency transactions

     (6,974,442      17,074,787   

Net change in unrealized appreciation (depreciation) on investments and foreign currencies

     20,668,340         (40,027,313
  

 

 

    

 

 

 

Net increase (decrease) in net assets resulting from operations

     19,821,780         (17,925,139
  

 

 

    

 

 

 

Dividends from net investment income (Note 1)

     

Class A

     (4,099,544      (4,571,474

Class B

     (85,513      (110,787

Class C

     (268,526      (320,075

Class F

     (23,756      (47,027

Class L

     (145,518      (171,721

Class M

     (8,376      (33,226

Class X

     (19,252      (35,242

Class Z

     (1,011,006      (949,745
  

 

 

    

 

 

 
     (5,661,491      (6,239,297
  

 

 

    

 

 

 

Series share transactions (Net of share conversions) (Note 6)

     

Net proceeds from shares sold

     14,167,452         19,235,595   

Net asset value of shares issued in reinvestment of dividends

     5,514,066         6,069,976   

Cost of shares reacquired

     (48,997,598      (64,297,912
  

 

 

    

 

 

 

Net decrease in net assets from Series share transactions

     (29,316,080      (38,992,341
  

 

 

    

 

 

 

Capital Contributions (Note 6)

     

Proceeds from regulatory settlement

             1,399,459   
  

 

 

    

 

 

 

Total decrease

     (15,155,791      (61,757,318

Net Assets:

                 

Beginning of year

     299,741,250         361,498,568   
  

 

 

    

 

 

 

End of year(a)

   $ 284,585,459       $ 299,741,250   
  

 

 

    

 

 

 

(a) Includes undistributed net investment income of:

   $ 4,906,387       $ 4,069,143   
  

 

 

    

 

 

 

 

See Notes to Financial Statements.

 

Prudential International Equity Fund     31   


 

Notes to Financial Statements

 

Prudential World Fund, Inc. (the “Fund”) is an open-end management investment company, registered under the Investment Company Act of 1940, as amended, (“1940 Act”) and currently consists of five series: Prudential International Equity Fund (the “Series”), Prudential International Value Fund, Prudential Jennison Global Opportunities Fund, Prudential Jennison International Opportunities Fund and Prudential Emerging Markets Debt Local Currency Fund. These financial statements relate to the Prudential International Equity Fund. The financial statements of the other series are not presented herein.

 

The investment objective of the Series is to achieve long-term growth of capital.

 

Note 1. Accounting Policies

 

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

 

Securities Valuation: The Series holds portfolio securities and other assets that are fair valued at the close of each day the New York Stock Exchange (“NYSE”) is open for trading. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants on the measurement date. The Board of Trustees (the “Board”) has delegated fair valuation responsibilities to Prudential Investments LLC (“PI” or “Manager”) through the adoption of Valuation Procedures for valuation of the Series’ securities. Under the current Valuation Procedures, a Valuation Committee is established and responsible for supervising the valuation of portfolio securities and other assets. The Valuation Procedures allow the Series to utilize independent pricing vendor services, quotations from market makers and other valuation methods in events when market quotations are not readily available. A record of the Valuation Committee’s actions is subject to review, approval and ratification by the Board at its next regularly scheduled quarterly meeting.

 

Various inputs are used in determining the value of the Series’ investments, which are summarized in the three broad level hierarchies based on any observable inputs used as described in the table following the Portfolio of Investments. The valuation methodologies and significant inputs used in determining the fair value of securities and other assets classified as Level 1, Level 2 and Level 3 of the hierarchy are as follows:

 

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Common stocks, exchange-traded funds and financial derivative instruments (including futures contracts and certain options contracts on securities), that are traded on a national securities exchange are valued at the last sale price as of the close of trading on the applicable exchange. Securities traded via NASDAQ are valued at the NASDAQ official closing price. To the extent these securities are valued at the last sale price or NASDAQ official closing price, they are classified as Level 1 of the fair value hierarchy.

 

In the event there is no sale or official closing price on such day, these securities are valued at the mean between the last reported bid and asked prices, or at the last bid price in absence of an asked price. These securities are classified as Level 2 of the fair value hierarchy as these inputs are considered as significant other observable inputs to the valuation.

 

For common stocks traded on foreign securities exchanges, certain valuation adjustments will be applied when events occur after the close of the security’s foreign market and before the Series’ normal pricing time. These securities are valued using pricing vendor services that provide adjustment factors based on information such as local closing price, relevant general and sector indices, currency fluctuations, depositary receipts, and futures, as applicable. Securities valued using such adjustment factors are classified as Level 2 of the fair value hierarchy as the adjustment factors are considered as significant other observable inputs to the valuation.

 

Investments in open-end, non-exchange-traded mutual funds are valued at their net asset values as of the close of the NYSE on the date of valuation. These securities are classified as Level 1 as they have the ability to be purchased or sold at their net asset values on the date of valuation.

 

Fixed income securities traded in the over-the-counter market, such as corporate bonds, municipal bonds, U.S. Government agencies, U.S. Treasury obligations, and sovereign issues are usually valued at prices provided by approved independent pricing vendors. The pricing vendors provide these prices usually after evaluating observable inputs including yield curves, credit rating, yield spreads, default rates, cash flows as well as broker/dealer quotations and reported trades. Securities valued using such vendor prices are classified as Level 2 of the fair value hierarchy.

 

Asset-backed and mortgage-related securities are usually valued by approved independent pricing vendors. The pricing vendors provide the prices using their internal pricing model with input from deal term, tranche level attributes, yield curve, prepayment speeds, and broker/dealer quotes. Securities valued using such vendor prices are classified as Level 2 of the fair value hierarchy.

 

Prudential International Equity Fund     33   


 

Notes to Financial Statements

 

continued

 

 

Short-term debt securities of sufficient credit quality, which mature in sixty days or less, are valued at amortized cost, which approximates fair 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 the difference between the principal amount due at maturity and cost. These securities are categorized as Level 2 of the fair value hierarchy.

 

Over-the-counter financial derivative instruments, such as option contracts, foreign currency contracts and swaps agreements, are usually valued using pricing vendor services, which derive the valuation based on underlying asset prices, indices, spreads, interest rates, exchange rates and other inputs. These instruments are categorized as Level 2 of the fair value hierarchy.

 

Securities and other assets that cannot be priced using the methods described above are valued with pricing methodologies approved by the Valuation Committee. In the event there are unobservable inputs used when determining such valuations, the securities will be classified as Level 3 of the fair value hierarchy.

 

When determining the fair value of securities, some of the factors influencing the valuation include: the nature of any restrictions on disposition of the securities; assessment of the general liquidity of the securities; the issuer’s financial condition and the markets in which it does business; the cost of the investment; the size of the holding and the capitalization of the issuer; the prices of any recent transactions or bids/offers for such securities or any comparable securities; any available analyst media or other reports or information deemed reliable by the investment adviser regarding the issuer or the markets or industry in which it operates. Using fair value to price securities may result in a value that is different from a security’s most recent closing price and from the price used by other mutual funds to calculate their net asset values.

 

The Series invests in the Prudential Core Taxable Money Market Fund, a portfolio of the Prudential Investment Portfolios 2, registered under the Investment Company Act of 1940, as amended, and managed by PI.

 

Restricted and Illiquid Securities: The Series may hold up to 15% of its net assets in illiquid securities, including those that are restricted as to disposition under securities law (“restricted securities”). Restricted securities, sometimes referred to as private placements, are valued pursuant to the valuation procedures noted above.

 

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Foreign Currency Translation: The books and records of the Series are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars on the following basis:

 

(i) market value of investment securities, other assets and liabilities at the current rates of exchange;

 

(ii) purchases and sales of investment securities, income and expenses at the rates of exchange prevailing on the respective dates of such transactions.

 

Although the net assets of the Series are presented at the foreign exchange rates and market values at the close of the fiscal year, the Series does not isolate that portion of the results of operations arising as a result of changes in the foreign exchange rates from the fluctuations arising from changes in the market prices of securities held at the end of the fiscal year. Similarly, the Series does not isolate the effect of changes in foreign exchange rates from the fluctuations arising from changes in the market prices of portfolio securities sold during the period. Accordingly, realized foreign currency gains or losses are included in the reported net realized gains or losses on investment transactions.

 

Net realized gains or losses on foreign currency transactions represent net foreign exchange gains or losses from holdings of foreign currencies, currency gains or losses realized between the trade and settlement dates on security transactions, and the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the Series books and the U.S. dollar equivalent amounts actually received or paid. Net unrealized currency gains or losses from valuing foreign currency denominated assets and liabilities (other than investments) at year end exchange rates are reflected as a component of net unrealized appreciation (depreciation) on foreign currencies. Foreign security and currency transactions may involve certain considerations and risks not typically associated with those of domestic origin as a result of, among other factors, the possibility of political and economic instability, or the level of governmental supervision and regulation of foreign securities markets.

 

Financial Futures Contracts: A financial futures contract is an agreement to purchase (long) or sell (short) an agreed amount of securities at a set price for delivery on a future date. Upon entering into a financial futures contract, the Series is required to pledge to the broker an amount of cash and/or other assets equal to a certain percentage of the contract amount. This amount is known as the “initial margin.” Subsequent payments, known as “variation margin,” are made or received by the Series each day, depending on the daily fluctuations in the value of the underlying security. Such variation margin is recorded for financial statement purposes on a daily

 

Prudential International Equity Fund     35   


 

Notes to Financial Statements

 

continued

 

basis as unrealized gain or loss. When the contract expires or is closed, the gain or loss is realized and is presented in the Statement of Operations as net realized gain or loss on financial futures transactions. The Series invested in financial futures contracts in order to hedge its existing portfolio securities, or securities the Series intends to purchase, against fluctuations in value caused by changes in prevailing interest rates, value of equities or foreign currency exchange rates. Should interest rates move unexpectedly, the Series may not achieve the anticipated benefits of the financial futures contracts and may realize a loss. The use of futures transactions involves the risk of imperfect correlation in movements in the price of futures contracts, interest rates and the underlying hedged assets.

 

Financial futures contracts involve elements of both risk in excess of the amounts reflected on the Statement of Assets and Liabilities.

 

With exchange-traded futures, there is a minimal counterparty credit risk to the Series since the exchanges’ clearinghouse acts as counterparty to all exchange traded futures and guarantees the futures contracts against default.

 

Securities Lending: The Series may lend its portfolio securities to banks and broker-dealers. The loans are secured by collateral at least equal to the market value of the securities loaned. Collateral pledged by each borrower is invested in a highly liquid short-term money market fund and is marked to market daily, based on the previous day’s market value, such that the value of the collateral exceeds the value of the loaned securities. Loans are subject to termination at the option of the borrower or the Series. Upon termination of the loan, the borrower will return to the Series securities identical to the loaned securities. Should the borrower of the securities fail financially, the Series has the right to repurchase the securities using the collateral in the open market. The Series recognizes income, net of any rebate and securities lending agent fees, for lending its securities, and any interest on the investment of any cash received as collateral. The Series also continues to receive interest and dividends or amounts equivalent thereto, on the securities loaned and recognizes any unrealized gain or loss in the market price of the securities loaned that may occur during the term of the loan.

 

Warrants and Rights: The Series may hold warrants and rights acquired either through a direct purchase, included as part of a private placement, or pursuant to corporate actions. Warrants and rights entitle the holder to buy a proportionate amount of common stock, or such other security that the issuer may specify, at a specific price and time through the expiration dates. Such warrants and rights are held as long positions

 

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by the Series until exercised, sold or expired. Warrants and rights are valued at fair value in accordance with the Board of Trustees’ approved fair valuation procedures.

 

Securities Transactions and Net Investment Income: Securities transactions are recorded on the trade date. Realized gains or losses from investment and currency transactions are calculated on the identified cost basis. Dividend income is recorded on the ex-dividend date. 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, that may differ from actual.

 

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

 

Dividends and Distributions: The Series expects to pay dividends from net investment income and distributions from net realized capital gains, if any, at least annually. Dividends and distributions to shareholders, which are determined in accordance with federal income tax regulations and which may differ from generally accepted accounting principles, are recorded on the ex-dividend date. Permanent book/tax differences relating to income and gains are reclassified amongst undistributed net investment income, accumulated net realized gain or loss and paid-in capital in excess of par, as appropriate.

 

Taxes: It is the Series’ 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 investment income and capital gains, if any, to its shareholders. Therefore, no federal income tax provision is required.

 

Withholding taxes on foreign dividends are recorded, net of reclaimable amounts, at the time the related income is earned.

 

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 for the Series with PI. Pursuant to this agreement, PI has responsibility for all investment advisory services and supervises

 

Prudential International Equity Fund     37   


 

Notes to Financial Statements

 

continued

 

the subadvisor’s performance of such services. PI entered into a subadvisory agreement with Quantitative Management Associates LLC (“QMA”). The subadvisory agreement provides that QMA furnishes investment advisory services in connection with the management of the Series. In connection therewith, QMA is obligated to keep certain books and records of the Series. PI pays for the services of QMA, the cost of compensation of officers of the Series, occupancy and certain clerical and bookkeeping costs of the Series. The Series bears all other costs and expenses.

 

The management fee paid to PI is computed daily and payable monthly, at an annual rate of .85% of the average daily net assets of the Series up to and including $300 million, .75% of the average daily net assets in excess of $300 million up to and including $1.5 billion and .70% of the Series’ average daily net assets over $1.5 billion. The effective management fee was .85% for the year ended October 31, 2012.

 

The Series has distribution agreements with Prudential Investment Management Services LLC (“PIMS”) and Prudential Annuities Distributors, Inc. (“PAD”). PIMS and PAD are both affiliates of PI and indirect, wholly-owned subsidiaries of Prudential. PIMS serves as the distributor of the Series’ Class A, Class B, Class C, Class F, and Class Z shares. PIMS, together with PAD, serves as co-distributor of the Series’ Class L, Class M, and Class X shares.

 

The Series has adopted a separate Distribution and Service plan (each a “Plan” and collectively the “Plans”) for the Class A, Class B, Class C, Class F, Class L, Class M, and Class X shares of the Series in accordance with Rule 12b-1 of the 1940 Act, as amended. No distribution or service fees are paid to PIMS as distributor for the Series’ Class Z shares. Under the Plans, the Series compensates PIMS and PAD a distribution and service fee at the annual rate of .30%, 1.00%, 1.00%, .75%, .50%, 1.00%, and 1.00% of the average daily net assets of the Class A, B, C, F, L, M, and X shares, respectively.

 

PIMS has advised the Series that they received $48,876 in front-end sales charges resulting from sales of Class A shares during the year ended October 31, 2012. From these fees, PIMS paid such sales charges to broker-dealers, which in turn paid commissions to salespersons and incurred other distribution costs.

 

PIMS has advised the Series that for the year ended October 31, 2012 it received $563, $11,725, $538, $734 and $43 in contingent deferred sales charges imposed upon redemptions by certain Class A, Class B, Class C, Class F and Class X shareholders, respectively.

 

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PI, QMA and PIMS are indirect, wholly-owned subsidiaries of Prudential Financial, Inc. (“Prudential”).

 

Note 3. Other Transactions with Affiliates

 

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

 

Prudential Investment Management, Inc. (“PIM”), an indirect, wholly-owned subsidiary of Prudential, is the Series’ security lending agent. For the year ended October 31, 2012, PIM has been compensated approximately $19,500 for these services.

 

The Series invests in the Prudential Core Taxable Money Market Fund (the “Core Fund”), a series of the Prudential Investment Portfolios 2, registered under the 1940 Act, and managed by PI. Earnings from the Core Fund are disclosed on the Statement of Operations as affiliated dividend income.

 

Note 4. Portfolio Securities

 

Purchases and sales of portfolio securities, other than short-term investments, for the year ended October 31, 2012 aggregated $235,293,472 and $262,746,444 respectively.

 

Note 5. Distributions and Tax Information

 

Distributions to shareholders, which are determined in accordance with federal income tax regulations and which may differ from generally accepted accounting principles, are recorded on the ex-dividend date. In order to present undistributed net investment income, accumulated net realized loss on investment and foreign currency transactions and paid-in capital in excess of par on the Statement of Assets and Liabilities that more closely represent their tax character, certain adjustments have been made to undistributed net investment income and accumulated net realized loss on investment and foreign currency transactions. For the fiscal year ended October 31, 2012, the adjustments were to increase undistributed net investment income and to increase accumulated net realized loss on investment and foreign currency transactions by $370,853, due to the differences in the treatment for book and tax purposes of certain transactions involving foreign securities and currencies and investments in passive foreign investment companies. Net investment income, net realized gain (loss) on investment, futures and foreign currency transactions and net assets were not affected by this change.

 

Prudential International Equity Fund     39   


 

Notes to Financial Statements

 

continued

 

 

For the years ended October 31, 2012 and October 31, 2011, the tax character of dividends paid, as reflected in the Statement of Changes in Net Assets were $5,661,491 and $6,239,297 of ordinary income, respectively.

 

As of October 31, 2012, the Series had undistributed ordinary income of $5,597,563 on a tax basis.

 

The United States federal income tax basis of the Series’ investments and the net unrealized appreciation as of October 31, 2012 were as follows:

 

Tax Basis

 

Appreciation

 

Depreciation

 

Net
Unrealized
Appreciation

 

Other Cost
Basis
Adjustments

 

Total Net
Unrealized
Appreciation

$261,738,198   $37,902,572   $(7,724,259)   $30,178,313   $2,514   $30,180,827

 

The difference between book basis and tax basis were primarily attributable to deferred losses on wash sales and investments in passive foreign investment companies. The other cost basis adjustments are primarily attributable to appreciation (depreciation) of foreign currency, futures and mark-to-market of receivables and payables.

 

Under the Regulated Investment Company Modernization Act of 2010 (“the Act”), the Series are permitted to carryforward capital losses incurred in the fiscal year ended October 31, 2012 (“post-enactment losses”) for an unlimited period. Post-enactment losses are required to be utilized before the utilization of losses incurred prior to the effective date of the Act. As a result of this ordering rule, capital loss carryforwards related to taxable years ending before October 31, 2012 (“pre-enactment losses”) may have an increased likelihood to expire unused. Additionally, post-enactment capital losses that are carried forward will retain their character as either short-term or long-term capital losses rather than being considered all short-term as under previous law. No capital gains distributions are expected to be paid to shareholders until net gains have been realized in excess of such losses. As of October 31, 2012, the pre and post-enactment losses were approximately:

 

Post-Enactment Losses:

   $  10,497,000   
  

 

 

 

Pre-Enactment Losses:

  

Expiring 2016

   $ 51,069,000   

Expiring 2017

     184,078,000   

Expiring 2018

     8,337,000   
  

 

 

 
   $ 243,484,000   
  

 

 

 

 

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Management has analyzed the Series’ tax positions taken on federal income tax returns for all open tax years and has concluded that no provision for income tax is required in the Series’ financial statements for the current reporting period. The Series’ federal and state income and federal excise tax returns for tax years for which the applicable statutes of limitations have not expired are subject to examination by the Internal Revenue Service and state departments of revenue.

 

Note 6. Capital

 

The Series offers Class A, B, C, F, X and Z shares. Class A shares are sold with a front-end sales charge of up to 5.50%. All investors who purchase Class A shares in an amount of $1 million or more and sell these shares within 12 months of purchase are subject to a contingent deferred sales charge (CDSC) of 1%. The Class A CDSC is waived for purchases by certain retirement and/or benefit plans. Class B and F shares are sold with a CDSC which declines from 5% to zero depending on the period of time the shares are held. Class B and F shares will automatically convert to Class A shares on a quarterly basis approximately seven years after purchase. Class C shares are sold with a CDSC of 1% on shares redeemed within the first 12 months after purchase. As of April 13, 2012, the last conversion of Class M shares to Class A shares was completed. There are no Class M shares outstanding and Class M shares are no longer being offered for sale. As of August 24, 2012, the last conversion of Class L to Class A shares was completed. There are no Class L shares outstanding and Class L shares are no longer being offered for sale. Class X shares are sold with a CDSC which declines from 6% to zero depending on the period of time the shares are held. Class X shares will automatically convert to Class A shares on a quarterly basis approximately ten years after purchase. A special exchange privilege is also available for shareholders who qualify to purchase Class A shares at net asset value. Class Z shares are not subject to any sales or redemption charge and are offered exclusively for sale to a limited group of investors.

 

Under certain circumstances, an exchange may be made from specified share classes of the Series to one or more other share classes of the Series as presented in the table of transactions in shares of common stock.

 

During the fiscal year ended October 31, 2011, the Series received $1,399,459, related to settlements of regulatory proceedings involving allegations of improper trading in Series shares. The amounts relating to a former affiliate for the year ended October 31, 2011 was $1,123,251. The per share effect of these amounts is disclosed in the financial highlights.

 

Prudential International Equity Fund     41   


 

Notes to Financial Statements

 

continued

 

 

There are 1 billion authorized shares of common stock at $.01 par value per share, designated Class A, Class B, Class C, Class F, Class X, Class New X and Class Z, each of which consists of 225 million, 150 million, 150 million, 50 million, 50 million, 50 million and 225 million authorized shares, respectively.

 

Transactions in shares of common stock were as follows:

 

Class A

     Shares      Amount  

Year ended October 31, 2012:

       

Shares sold

       864,508       $ 4,905,840   

Shares issued in reinvestment of dividends

       728,075         3,975,267   

Shares reacquired

       (6,177,492      (34,983,562
    

 

 

    

 

 

 

Net increase (decrease) in shares outstanding before conversion

       (4,584,909      (26,102,455

Shares issued upon conversion from Class B, F, L, M, X and Z

       1,928,338         11,103,809   

Shares reacquired upon conversion into Class Z

       (25,419      (142,616
    

 

 

    

 

 

 

Net increase (decrease) in shares outstanding

       (2,681,990    $ (15,141,262
    

 

 

    

 

 

 

Year ended October 31, 2011:

       

Shares sold

       1,157,745       $ 7,274,534   

Shares issued in reinvestment of dividends

       728,171         4,427,283   

Shares reacquired

       (7,310,868      (45,368,737
    

 

 

    

 

 

 

Net increase (decrease) in shares outstanding before conversion

       (5,424,952      (33,666,920

Shares issued upon conversion from Class B, F, M and X

       883,630         5,477,217   

Shares reacquired upon conversion into Class Z

       (186,656      (1,187,796
    

 

 

    

 

 

 

Net increase (decrease) in shares outstanding

       (4,727,978    $ (29,377,499
    

 

 

    

 

 

 

Class B

               

Year ended October 31, 2012:

       

Shares sold

       111,371       $ 613,085   

Shares issued in reinvestment of dividends

       15,550         82,106   

Shares reacquired

       (179,800      (991,389
    

 

 

    

 

 

 

Net increase (decrease) in shares outstanding before conversion

       (52,879      (296,198

Shares reacquired upon conversion into Class A

       (228,345      (1,240,947
    

 

 

    

 

 

 

Net increase (decrease) in shares outstanding

       (281,224    $ (1,537,145
    

 

 

    

 

 

 

Year ended October 31, 2011:

       

Shares sold

       134,342       $ 803,818   

Shares issued in reinvestment of dividends

       18,311         107,666   

Shares reacquired

       (240,348      (1,441,980
    

 

 

    

 

 

 

Net increase (decrease) in shares outstanding before conversion

       (87,695      (530,496

Shares reacquired upon conversion into Class A

       (233,493      (1,372,829
    

 

 

    

 

 

 

Net increase (decrease) in shares outstanding

       (321,188    $ (1,903,325
    

 

 

    

 

 

 

 

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Class C

     Shares      Amount  

Year ended October 31, 2012:

       

Shares sold

       82,903       $ 448,880   

Shares issued in reinvestment of dividends

       48,720         256,753   

Shares reacquired

       (953,320      (5,234,986
    

 

 

    

 

 

 

Net increase (decrease) in shares outstanding

       (821,697    $ (4,529,353
    

 

 

    

 

 

 

Year ended October 31, 2011:

       

Shares sold

       285,739       $ 1,702,762   

Shares issued in reinvestment of dividends

       52,345         307,788   

Shares reacquired

       (948,643      (5,685,795
    

 

 

    

 

 

 

Net increase (decrease) in shares outstanding before conversion

       (610,559      (3,675,245

Shares reacquired upon conversion into Class Z

       (151      (831
    

 

 

    

 

 

 

Net increase (decrease) in shares outstanding

       (610,710    $ (3,676,076
    

 

 

    

 

 

 

Class F

               

Year ended October 31, 2012:

       

Shares sold

             $   

Shares issued in reinvestment of dividends

       4,166         21,956   

Shares reacquired

       (35,112      (191,289
    

 

 

    

 

 

 

Net increase (decrease) in shares outstanding before conversion

       (30,946      (169,333

Shares reacquired upon conversion into Class A

       (136,961      (744,258
    

 

 

    

 

 

 

Net increase (decrease) in shares outstanding

       (167,907    $ (913,591
    

 

 

    

 

 

 

Year ended October 31, 2011:

       

Shares sold

       122       $ 841   

Shares issued in reinvestment of dividends

       7,787         45,709   

Shares reacquired

       (86,360      (524,163
    

 

 

    

 

 

 

Net increase (decrease) in shares outstanding before conversion

       (78,451      (477,613

Shares reacquired upon conversion into Class A

       (200,736      (1,188,873
    

 

 

    

 

 

 

Net increase (decrease) in shares outstanding

       (279,187    $ (1,666,486
    

 

 

    

 

 

 

Class L

               

Period ended August 24, 2012*:

       

Shares sold

       3,145       $ 18,342   

Shares issued in reinvestment of dividends

       25,883         141,578   

Shares reacquired

       (216,083      (1,216,032
    

 

 

    

 

 

 

Net increase (decrease) in shares outstanding before conversion

       (187,055      (1,056,112

Shares reacquired upon conversion into Class A

       (1,322,525      (7,692,865
    

 

 

    

 

 

 

Net increase (decrease) in shares outstanding

       (1,509,580    $ (8,748,977
    

 

 

    

 

 

 

Year ended October 31, 2011:

       

Shares sold

       6,430       $ 41,363   

Shares issued in reinvestment of dividends

       27,508         167,799   

Shares reacquired

       (292,840      (1,835,606
    

 

 

    

 

 

 

Net increase (decrease) in shares outstanding

       (258,902    $ (1,626,444
    

 

 

    

 

 

 

 

Prudential International Equity Fund     43   


 

Notes to Financial Statements

 

continued

 

Class M

     Shares      Amount  

Period ended April 13, 2012**:

       

Shares sold

       68       $ 390   

Shares issued in reinvestment of dividends

       1,251         6,604   

Shares reacquired

       (6,526      (33,729
    

 

 

    

 

 

 

Net increase (decrease) in shares outstanding before conversion

       (5,207      (26,735

Shares reacquired upon conversion into Class A

       (129,902      (704,453
    

 

 

    

 

 

 

Net increase (decrease) in shares outstanding

       (135,109    $ (731,188
    

 

 

    

 

 

 

Year ended October 31, 2011:

       

Shares sold

       2,102       $ 12,843   

Shares issued in reinvestment of dividends

       5,162         30,351   

Shares reacquired

       (70,593      (427,774
    

 

 

    

 

 

 

Net increase (decrease) in shares outstanding before conversion

       (63,329      (384,580

Shares reacquired upon conversion into Class A

       (304,398      (1,842,076
    

 

 

    

 

 

 

Net increase (decrease) in shares outstanding

       (367,727    $ (2,226,656
    

 

 

    

 

 

 

Class X

               

Year ended October 31, 2012:

       

Shares sold

       1,009       $ 5,961   

Shares issued in reinvestment of dividends

       3,618         19,104   

Shares reacquired

       (38,488      (209,600
    

 

 

    

 

 

 

Net increase (decrease) in shares outstanding before conversion

       (33,861      (184,535

Shares reacquired upon conversion into Class A

       (129,227      (708,225
    

 

 

    

 

 

 

Net increase (decrease) in shares outstanding

       (163,088    $ (892,760
    

 

 

    

 

 

 

Year ended October 31, 2011:

       

Shares sold

       3,680       $ 22,212   

Shares issued in reinvestment of dividends

       5,872         34,525   

Shares reacquired

       (63,117      (377,288
    

 

 

    

 

 

 

Net increase (decrease) in shares outstanding before conversion

       (53,565      (320,551

Shares reacquired upon conversion into Class A

       (177,542      (1,073,439
    

 

 

    

 

 

 

Net increase (decrease) in shares outstanding

       (231,107    $ (1,393,990
    

 

 

    

 

 

 

 

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Class Z

     Shares      Amount  

Year ended October 31, 2012:

       

Shares sold

       1,463,078       $ 8,174,954   

Shares issued in reinvestment of dividends

       184,098         1,010,698   

Shares reacquired

       (1,067,476      (6,137,011
    

 

 

    

 

 

 

Net increase (decrease) in shares outstanding before conversion

       579,700         3,048,641   

Shares issued upon conversion from Class A and C

       25,254         142,616   

Shares reacquired upon conversion into Class A

       (2,366      (13,061
    

 

 

    

 

 

 

Net increase (decrease) in shares outstanding

       602,588       $ 3,178,196   
    

 

 

    

 

 

 

Year ended October 31, 2011:

       

Shares sold

       1,525,305       $ 9,377,222   

Shares issued in reinvestment of dividends

       155,042         948,855   

Shares reacquired

       (1,350,436      (8,636,569
    

 

 

    

 

 

 

Net increase (decrease) in shares outstanding before conversion

       329,911         1,689,508   

Shares issued upon conversion from Class A and C

       185,345         1,188,627   
    

 

 

    

 

 

 

Net increase (decrease) in shares outstanding

       515,256       $ 2,878,135   
    

 

 

    

 

 

 

 

* As of August 24, 2012, the last conversion of Class L shares to Class A shares was completed. There are no Class L shares outstanding and Class L shares are no longer being offered for sale.
** As of April 13, 2012, the last conversion of Class M shares to Class A shares was completed. There are no Class M shares outstanding and Class M shares are no longer being offered for sale.

 

Note 7. Borrowing

 

The Series, along with other affiliated registered investment companies (the “Funds”), is a party to a syndicated credit agreement (“SCA”) with a group of banks. The purpose of the SCA is to provide an alternative source of temporary funding for capital share redemptions. The SCA provides for a commitment of $900 million for the period December 16, 2011 through November 14, 2012. The SCA has been renewed effective November 15, 2012 at substantially similar terms through November 14, 2013. The Funds pay an annualized commitment fee of 0.08% of the unused portion of the SCA. Prior to December 16, 2011, the Funds had another Syndicated Credit Agreement of a $750 million commitment with an annualized commitment fee of 0.10% of the unused portion. Interest on any borrowings under the SCA is paid at contracted market rates. The commitment fee for the unused amount is accrued daily and paid quarterly.

 

The Series utilized the SCA during the years ended October 31, 2012. The average daily balance for the 207 days that the Series had loans outstanding during the period was approximately $400,000, borrowed at a weighted average interest rate of 1.49%. At October 31, 2012, the Series has an outstanding loan amount of $984,000.

 

Prudential International Equity Fund     45   


 

Notes to Financial Statements

 

continued

 

 

Note 8. Ownership

 

As of October 31, 2012, approximately 33% of the Series was owned by three institutional shareholders for the beneficial interest of their underlying account holders.

 

Note 9. Dividends and Distributions to Shareholders

 

Subsequent to the fiscal year end, the Series declared ordinary income dividends on December 17, 2012 to shareholders of record on December 18, 2012. The ex-dividend date was December 19, 2012. The per share amounts declared were as follows:

 

     Ordinary Income  

Class A

   $ 0.13446   

Class B

   $ 0.09608   

Class C

   $ 0.09608   

Class F

   $ 0.11014   

Class X

   $ 0.09608   

Class Z

   $ 0.15186   

 

Note 10. New Accounting Pronouncement

 

In December 2011, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2011-11 regarding “Disclosures about Offsetting Assets and Liabilities”. The amendments, which will be effective for annual reporting periods beginning on or after January 1, 2013 and interim periods within those annual periods, require an entity to disclose information about offsetting and related arrangements for assets and liabilities, financial instruments and derivatives that are either currently offset in accordance with current requirements or are subject to enforceable master netting arrangements or similar agreements. At this time, management is evaluating the implications of ASU No. 2011-11 and its impact on the financial statements has not been determined.

 

46   Visit our website at www.prudentialfunds.com


Financial Highlights

 

Class A Shares  
     Year Ended October 31,  
     2012     2011     2010     2009     2008  
Per Share Operating Performance(a):                                        
Net Asset Value, Beginning Of Year     $5.72        $6.17        $5.77        $4.80        $10.49   
Income (loss) from investment operations:                                        
Net investment income     .12        .09        .08        .08        .16   
Net realized and unrealized gain (loss) on investment, futures and foreign currency transactions     .29        (.46     .36        1.06        (5.37
Total from investment operations     .41        (.37     .44        1.14        (5.21
Less Dividends and Distributions:                                        
Dividends from net investment income     (.11     (.11     (.10     (.17     (.14
Distributions from net realized gains     -        -        -        -        (.34
Total dividends and distributions     (.11     (.11     (.10     (.17     (.48
Capital Contributions (Note 6):     -        .03        .06        -        -   
Net asset value, end of year     $6.02        $5.72        $6.17        $5.77        $4.80   
Total Return(b):     7.40%        (5.61)%        8.78%        24.65%        (51.87)%   
Ratios/Supplemental Data:  
Net assets, end of year (000)     $209,568        $214,610        $260,555        $275,993        $246,234   
Average net assets (000)     $204,088        $247,859        $257,553        $240,744        $438,831   
Ratios to average net assets(c):                                        
Expenses, including distribution and
service (12b-1) fees
    1.67%        1.64%        1.57%        1.54%        1.43%   
Expenses, excluding distribution and service (12b-1) fees(d)     1.37%        1.34%        1.27%        1.24%        1.15%   
Expenses, excluding distribution and service (12b-1) fees                                        
Net investment income     2.18%        1.51%        1.35%        1.75%        1.94%   
Portfolio turnover rate     83%        70%        96%        76%        74%   

 

(a) Calculated based on average shares outstanding during the year.

(b) Total return does not consider the effects of sales loads. Total return is calculated assuming a purchase of a share on the first day and a sale on the last day of each year reported, and includes reinvestment of dividends and distributions. Total investment returns may reflect adjustments to conform to generally accepted accounting principles.

(c) Does not include expenses of the underlying portfolios in which the Series invests.

(d) The distributor of the series had contractually agreed to limit its distribution and service (12b-1) fees to .25% of the average daily net assets of the Class A shares through February 28, 2008.

 

See Notes to Financial Statements.

 

Prudential International Equity Fund     47   


 

Financial Highlights

 

continued

 

Class B Shares  
     Year Ended October 31,  
     2012     2011     2010     2009     2008  
Per Share Operating Performance(a):                                        
Net Asset Value, Beginning Of Year     $5.50        $5.94        $5.56        $4.61        $10.09   
Income (loss) from investment operations:                                        
Net investment income     .08        .05        .04        .05        .09   
Net realized and unrealized gain (loss) on investment, futures and foreign currency transactions     .27        (.45     .35        1.02        (5.16
Total from investment operations     .35        (.40     .39        1.07        (5.07
Less Dividends and Distributions:                                        
Dividends from net investment income     (.07     (.07     (.07     (.12     (.07
Distributions from net realized gains     -        -        -        -        (.34
Total dividends and distributions     (.07     (.07     (.07     (.12     (.41
Capital Contributions (Note 6):     -        .03        .06        -        -   
Net asset value, end of year     $5.78        $5.50        $5.94        $5.56        $4.61   
Total Return(b):     6.50%        (6.27)%        8.11%        23.82%        (52.22)%   
Ratios/Supplemental Data:  
Net assets, end of year (000)     $5,439        $6,720        $9,160        $9,976        $11,205   
Average net assets (000)     $5,823        $8,320        $9,246        $9,229        $22,786   
Ratios to average net assets(c):                                        
Expenses, including distribution and service (12b-1) fees     2.37%        2.34%        2.27%        2.24%        2.15%   
Expenses, excluding distribution and service (12b-1) fees     1.37%        1.34%        1.27%        1.24%        1.15%   
Expenses, excluding distribution and service (12b-1) fees                                        
Net investment income     1.48%        .83%        .66%        1.06%        1.17%   
Portfolio turnover rate     83%        70%        96%        76%        74%   

 

(a) Calculated based on average shares outstanding during the year.

(b) Total return does not consider the effects of sales loads. Total return is calculated assuming a purchase of a share on the first day and a sale on the last day of each year reported, and includes reinvestment of dividends and distributions. Total investment returns may reflect adjustments to conform to generally accepted accounting principles.

(c) Does not include expenses of the underlying portfolios in which the Series invests.

 

See Notes to Financial Statements.

 

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Class C Shares  
     Year Ended October 31,  
     2012     2011     2010     2009     2008  
Per Share Operating Performance(a):                                        
Net Asset Value, Beginning Of Year     $5.50        $5.94        $5.56        $4.61        $10.09   
Income (loss) from investment operations:                                        
Net investment income     .08        .05        .04        .05        .09   
Net realized and unrealized gain (loss) on investment, futures and foreign currency transactions     .27        (.45     .35        1.02        (5.16
Total from investment operations     .35        (.40     .39        1.07        (5.07
Less Dividends and Distributions:                                        
Dividends from net investment income     (.07     (.07     (.07     (.12     (.07
Distributions from net realized gains     -        -        -        -        (.34
Total dividends and distributions     (.07     (.07     (.07     (.12     (.41
Capital Contributions (Note 6):     -        .03        .06        -        -   
Net asset value, end of year     $5.78        $5.50        $5.94        $5.56        $4.61   
Total Return(b):     6.51%        (6.27)%        8.11%        23.83%        (52.22)%   
Ratios/Supplemental Data:  
Net assets, end of year (000)     $17,658        $21,310        $26,625        $29,326        $28,858   
Average net assets (000)     $19,019        $25,128        $26,974        $26,677        $55,111   
Ratios to average net assets(c):                                        
Expenses, including distribution and service (12b-1) fees     2.37%        2.34%        2.27%        2.24%        2.15%   
Expenses, excluding distribution and service (12b-1) fees     1.37%        1.34%        1.27%        1.24%        1.15%   
Expenses, excluding distribution and service (12b-1) fees                                        
Net investment income     1.49%        .81%        .66%        1.06%        1.19%   
Portfolio turnover rate     83%        70%        96%        76%        74%   

 

(a) Calculated based on average shares outstanding during the year.

(b) Total return does not consider the effects of sales loads. Total return is calculated assuming a purchase of a share on the first day and a sale on the last day of each year reported, and includes reinvestment of dividends and distributions. Total investment returns may reflect adjustments to conform to generally accepted accounting principles.

(c) Does not include expenses of the underlying portfolios in which the Series invests.

 

See Notes to Financial Statements.

 

Prudential International Equity Fund     49   


 

Financial Highlights

 

continued

 

Class F Shares  
     Year Ended October 31,  
     2012     2011     2010     2009     2008  
Per Share Operating Performance(a):                                        
Net Asset Value, Beginning Of Year     $5.50        $5.94        $5.56        $4.62        $10.11   
Income (loss) from investment operations:                                        
Net investment income     .09        .06        .05        .06        .11   
Net realized and unrealized gain (loss) on investment, futures and foreign currency transactions     .29        (.44     .35        1.01        (5.17
Total from investment operations     .38        (.38     .40        1.07        (5.06
Less Dividends and Distributions:                                        
Dividends from net investment income     (.09     (.09     (.08     (.13     (.09
Distributions from net realized gains     -        -        -        -        (.34
Total dividends and distributions     (.09     (.09     (.08     (.13     (.43
Capital Contributions (Note 6):     -        .03        .06        -        -   
Net asset value, end of year     $5.79        $5.50        $5.94        $5.56        $4.62   
Total Return(b):     6.98%        (6.05)%        8.35%        24.04%        (52.10)%   
Ratios/Supplemental Data:  
Net assets, end of year (000)     $681        $1,572        $3,355        $5,226        $8,171   
Average net assets (000)     $1,044        $2,442        $4,064        $5,769        $18,310   
Ratios to average net assets(c):                                        
Expenses, including distribution and service (12b-1) fees     2.12%        2.09%        2.02%        1.99%        1.90%   
Expenses, excluding distribution and service (12b-1) fees     1.37%        1.34%        1.27%        1.24%        1.15%   
Expenses, excluding distribution and service (12b-1) fees                                        
Net investment income     1.74%        1.07%        .95%        1.35%        1.37%   
Portfolio turnover rate     83%        70%        96%        76%        74%   

 

(a) Calculated based on average shares outstanding during the year.

(b) Total return does not consider the effects of sales loads. Total return is calculated assuming a purchase of a share on the first day and a sale on the last day of each year reported, and includes reinvestment of dividends and distributions. Total investment returns may reflect adjustments to conform to generally accepted accounting principles.

(c) Does not include expenses of the underlying portfolios in which the Series invests.

 

See Notes to Financial Statements.

 

50   Visit our website at www.prudentialfunds.com


Class L Shares  
     Period Ended
August 24,
        Year Ended October 31,  
     2012(g)          2011     2010     2009     2008  
Per Share Operating Performance(a):                                            
Net Asset Value, Beginning Of Period     $5.73            $6.17        $5.77        $4.79        $10.48   
Income (loss) from investment operations:                                            
Net investment income     .10            .08        .07        .07        .14   
Net realized and unrealized gain (loss) on investment, futures and foreign currency transactions     .09            (.45     .36        1.06        (5.38
Total from investment operations     .19            (.37     .43        1.13        (5.24
Less Dividends and Distributions:                                            
Dividends from net investment income     (.10         (.10     (.09     (.15     (.11
Distributions from net realized gains     -            -        -        -        (.34
Total dividends and distributions     (.10         (.10     (.09     (.15     (.45
Capital Contributions (Note 6):     -            .03        .06        -        -   
Net asset value, end of period     $5.82            $5.73        $6.17        $5.77        $4.79   
Total Return(b):     3.42%            (5.62)%        8.59%        24.49%        (52.07)%   
Ratios/Supplemental Data:  
Net assets, end of period (000)     $7,694            $8,644        $10,919        $12,342        $12,621   
Average net assets (000)     $8,019            $10,189        $11,216        $11,250        $24,942   
Ratios to average net assets(c):                                            
Expenses, including distribution and service (12b-1) fees     1.90% (d)          1.84%        1.77%        1.74%        1.65%   
Expenses, excluding distribution and service (12b-1) fees     1.40% (d)          1.34%        1.27%        1.24%        1.15%   
Expenses, excluding distribution and service (12b-1) fees                                            
Net investment income     2.22% (d)          1.31%        1.16%        1.56%        1.68%   
Portfolio turnover rate     83% (e)(f)          70%        96%        76%        74%   

 

(a) Calculated based on average shares outstanding during the period.

(b) Total return does not consider the effects of sales loads. Total return is calculated assuming a purchase of a share on the first day and a sale on the last day of each period reported, and includes reinvestment of dividends and distributions. Total investment returns may reflect adjustments to conform to generally accepted accounting principles. Total returns for periods less than one full year are not annualized.

(c) Does not include expenses of the underlying portfolios in which the Series invests.

(d) Annualized.

(e) Not annualized.

(f) Calculated as of October 31, 2012.

(g) As of August 24, 2012, the last conversion of Class L shares to Class A shares was completed. There are no Class L shares outstanding and Class L shares are no longer being offered for sale.

 

See Notes to Financial Statements.

 

Prudential International Equity Fund     51   


 

Financial Highlights

 

continued

 

Class M Shares  
    

Period Ended

April 13,

        Year Ended October 31,  
     2012(g)          2011     2010     2009     2008  
Per Share Operating Performance(a):                                            
Net Asset Value, Beginning Of Period     $5.50            $5.94        $5.56        $4.61        $10.09   
Income (loss) from investment operations:                                            
Net investment income     .01            .05        .04        .05        .07   
Net realized and unrealized gain (loss) on investment, futures and foreign currency transactions     .09            (.45     .35        1.02        (5.14
Total from investment operations     .10            (.40     .39        1.07        (5.07
Less Dividends and Distributions:                                            
Dividends from net investment income     (.07         (.07     (.07     (.12     (.07
Distributions from net realized gains     -            -        -        -        (.34
Total dividends and distributions     (.07         (.07     (.07     (.12     (.41
Capital Contributions (Note 6):     -            .03        .06        -        -   
Net asset value, end of period     $5.53            $5.50        $5.94        $5.56        $4.61   
Total Return(b):     1.90%            (6.27)%        8.11%        23.82%        (52.22)%   
Ratios/Supplemental Data:  
Net assets, end of period (000)     $29            $743        $2,985        $6,622        $11,467   
Average net assets (000)     $342            $1,768        $4,441        $7,957        $34,319   
Ratios to average net assets(c):                                            
Expenses, including distribution and
service (12b-1) fees
    2.40% (d)          2.34%        2.27%        2.24%        2.15%   
Expenses, excluding distribution and
service (12b-1) fees
    1.40% (d)          1.34%        1.27%        1.24%        1.15%   
Expenses, excluding distribution and
service (12b-1) fees
                                           
Net investment income     .26% (d)          .76%        .68%        1.09%        .92%   
Portfolio turnover rate     83% (e)(f)          70%        96%        76%        74%   

 

(a) Calculated based on average shares outstanding during the period.

(b) Total return does not consider the effects of sales loads. Total return is calculated assuming a purchase of a share on the first day and a sale on the last day of each period reported, and includes reinvestment of dividends and distributions. Total investment returns may reflect adjustments to conform to generally accepted accounting principles. Total returns for periods less than one full year are not annualized.

(c) Does not include expenses of the underlying portfolios in which the Series invests.

(d) Annualized.

(e) Not annualized.

(f) Calculated as of October 31, 2012.

(g) As of April 13, 2012, the last conversion of Class M shares to Class A shares was completed. There are no Class M shares outstanding and Class M shares are no longer being offered for sale.

 

See Notes to Financial Statements.

 

52   Visit our website at www.prudentialfunds.com


Class X Shares  
     Year Ended October 31,  
     2012     2011     2010     2009     2008  
Per Share Operating Performance(a):                                        
Net Asset Value, Beginning Of Period     $5.50        $5.94        $5.56        $4.61        $10.09   
Income (loss) from investment operations:                                        
Net investment income     .08        .05        .04        .05        .09   
Net realized and unrealized gain (loss) on investment, futures and foreign currency transactions     .28        (.45     .35        1.02        (5.16
Total from investment operations     .36        (.40     .39        1.07        (5.07
Less Dividends and Distributions:                                        
Dividends from net investment income     (.07     (.07     (.07     (.12     (.07
Distributions from net realized gains     -        -        -        -        (.34
Total dividends and distributions     (.07     (.07     (.07     (.12     (.41
Capital Contributions (Note 6):     -        .03        .06        -        -   
Net asset value, end of period     $5.79        $5.50        $5.94        $5.56        $4.61   
Total Return(b):     6.69%        (6.27)%        8.11%        23.82%        (52.22)%   
Ratios/Supplemental Data:  
Net assets, end of period (000)     $707        $1,569        $3,067        $5,957        $8,597   
Average net assets (000)     $1,077        $2,351        $4,020        $6,611        $17,864   
Ratios to average net assets(c):                                        
Expenses, including distribution and service (12b-1) fees     2.37%        2.34%        2.27%        2.24%        2.15%   
Expenses, excluding distribution and service (12b-1) fees     1.37%        1.34%        1.27%        1.24%        1.15%   
Expenses, excluding distribution and service (12b-1) fees                                        
Net investment income     1.45%        .80%        .66%        1.10%        1.18%   
Portfolio turnover rate     83%        70%        96%        76%        74%   

 

(a) Calculated based on average shares outstanding during the year.

(b) Total return does not consider the effects of sales loads. Total return is calculated assuming a purchase of a share on the first day and a sale on the last day of each year reported, and includes reinvestment of dividends and distributions. Total investment returns may reflect adjustments to conform to generally accepted accounting principles.

(c) Does not include expenses of the underlying portfolios in which the Series invests.

 

See Notes to Financial Statements.

 

Prudential International Equity Fund     53   


 

Financial Highlights

 

continued

 

Class Z Shares  
     Year Ended October 31,  
     2012     2011     2010     2009     2008  
Per Share Operating Performance(a):                                        
Net Asset Value, Beginning Of Year     $5.77        $6.22        $5.82        $4.85        $10.60   
Income (loss) from investment operations:                                        
Net investment income     .14        .11        .13        .10        .18   
Net realized and unrealized gain (loss) on investment, futures and foreign currency transactions     .29        (.46     .33        1.06        (5.43
Total from investment operations     .43        (.35     .46        1.16        (5.25
Less Dividends and Distributions:                                        
Dividends from net investment income     (.13     (.13     (.12     (.19     (.16
Distributions from net realized gains     -        -        -        -        (.34
Total dividends and distributions     (.13     (.13     (.12     (.19     (.50
Capital Contributions (Note 6):     -        .03        .06        -        -   
Net asset value, end of year     $6.07        $5.77        $6.22        $5.82        $4.85   
Total Return(b):     7.69%        (5.30)%        8.98%        24.95%        (51.77)%   
Ratios/Supplemental Data:  
Net assets, end of year (000)     $50,531        $44,573        $44,833        $229,771        $169,874   
Average net assets (000)     $45,946        $46,529        $149,685        $184,038        $285,097   
Ratios to average net assets(c):                                        
Expenses, including distribution and
service (12b-1) fees
    1.37%        1.34%        1.27%        1.24%        1.15%   
Expenses, excluding distribution and
service (12b-1) fees
    1.37%        1.34%        1.27%        1.24%        1.15%   
Expenses, excluding distribution and
service (12b-1) fees
                                       
Net investment income     2.46%        1.77%        2.12%        2.05%        2.22%   
Portfolio turnover rate     83%        70%        96%        76%        74%   

 

(a) Calculated based on average shares outstanding during the year.

(b) Total return does not consider the effects of sales loads. Total return is calculated assuming a purchase of a share on the first day and a sale on the last day of each year reported, and includes reinvestment of dividends and distributions. Total investment returns may reflect adjustments to conform to generally accepted accounting principles.

(c) Does not include expenses of the underlying portfolios in which the Series invests.

 

See Notes to Financial Statements.

 

54   Visit our website at www.prudentialfunds.com


Report of Independent Registered Public

Accounting Firm

 

The Board of Directors and Shareholders

Prudential World Fund, Inc.:

 

We have audited the accompanying statement of assets and liabilities of Prudential International Equity Fund (one of the series constituting Prudential World Fund, Inc., hereafter referred to as the “Fund”), including the portfolio of investments, as of October 31, 2012, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the years in the two-year period then ended and the financial highlights for each of the years in the five-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.

 

We conducted our audits 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 October 31, 2012, by correspondence with the custodian, transfer agent and brokers or by other appropriate auditing procedures when 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 audits provide 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 October 31, 2012, and the results of its operations for the year then ended, the changes in its net assets for each of the years in the two-year period then ended and the financial highlights for each of the years in the five-year period then ended, in conformity with U.S. generally accepted accounting principles.

 

LOGO

 

New York, New York

December 21, 2012

 

Prudential International Equity Fund     55   


Tax Information

 

(Unaudited)

 

For the year ended October 31, 2012, the Series reports, in accordance with Section 854 of the Internal Revenue Code, the following percentages of the ordinary income distributions paid as qualified dividend income (QDI):

 

       QDI  

Prudential International Equity Fund

       100%   

 

In January 2013, you will be advised on IRS Form 1099-DIV or substitute 1099-DIV as to the federal tax status of distributions received by you in calendar year 2012.

 

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INFORMATION ABOUT BOARD MEMBERS AND OFFICERS

(Unaudited)

Information about Board Members and Officers of the Fund is set forth below. Board Members who are not deemed to be “interested persons” of the Fund, as defined in the 1940 Act, are referred to as “Independent Board Members.” Board Members who are deemed to be “interested persons” of the Fund are referred to as “Interested Board Members.” The Board Members are responsible for the overall supervision of the operations of the Fund and perform the various duties imposed on the directors of investment companies by the 1940 Act. The Board in turn elects the Officers, who are responsible for administering the day-to-day operations of the Fund.

 

Independent Board Members(1)

 

Name, Address, Age

Position(s)

Portfolios Overseen

  

 

Principal Occupation(s) During Past Five

Years

  

 

Other Directorships Held

 

Kevin J. Bannon (60)

Board Member

Portfolios Overseen: 63

  

 

Managing Director (since April 2008) and Chief Investment Officer (since October 2008) of Highmount Capital LLC (registered investment adviser); formerly Executive Vice President and Chief Investment Officer (April 1993-August 2007) of Bank of New York Company; President (May 2003-May 2007) of BNY Hamilton Family of Mutual Funds.

  

 

Director of Urstadt Biddle Properties (since September 2008).

 

Linda W. Bynoe (60)

Board Member

Portfolios Overseen: 63

  

 

President and Chief Executive Officer (since March 1995) and formerly Chief Operating Officer (December 1989-February 1995) of Telemat Ltd. (management consulting); formerly Vice President (January 1985-June 1989) at Morgan Stanley & Co (broker-dealer).

  

 

Director of Simon Property Group, Inc. (retail real estate) (May 2003-May 2012); Director of Anixter International, Inc. (communication products distributor) (since January 2006); Director of Northern Trust Corporation (financial services) (since April 2006); Trustee of Equity Residential (residential real estate) (since December 2009).

 

Michael S. Hyland, CFA (67)

Board Member

Portfolios Overseen: 63

  

 

Independent Consultant (since February 2005); formerly Senior Managing Director (July 2001-February 2005) of Bear Stearns & Co, Inc.; Global Partner, INVESCO (1999-2001); Managing Director and President of Salomon Brothers Asset Management (1989-1999).

  

 

None.

 

Douglas H. McCorkindale (73)

Board Member

Portfolios Overseen: 63

  

 

Formerly Chairman (February 2001-June 2006), Chief Executive Officer (June 2000-July 2005), President (September 1997-July 2005) and Vice Chairman (March 1984-May 2000) of Gannett Co. Inc. (publishing and media).

  

 

Director of Lockheed Martin Corp. (aerospace and defense) (since May 2001).

 

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Independent Board Members(1)

 

Name, Address, Age

Position(s)

Portfolios Overseen

  

 

Principal Occupation(s) During Past Five

Years

  

 

Other Directorships Held

 

Stephen P. Munn (70)

Board Member

Portfolios Overseen: 63

  

 

Lead Director (since 2007) and formerly Chairman (1993-2007) of Carlisle Companies Incorporated (manufacturer of industrial products).

  

 

Lead Director (since 2007) of Carlisle Companies Incorporated (manufacturer of industrial products).

 

Richard A. Redeker (69)

Board Member &

Independent Chair

Portfolios Overseen: 63

  

 

Retired Mutual Fund Senior Executive (44 years); Management Consultant; Independent Directors Council (organization of 2,800 Independent Mutual Fund Directors)-Executive Committee, Chair of Policy Steering Committee, Governing Council.

  

 

None.

 

Robin B. Smith (73)

Board Member

Portfolios Overseen: 63

  

 

Chairman of the Board (since January 2003) of Publishers Clearing House (direct marketing); Member of the Board of Directors of ADLPartner (marketing) (since December 2010); formerly Chairman and Chief Executive Officer (August 1996-January 2003) of Publishers Clearing House.

  

 

Formerly Director of BellSouth Corporation (telecommunications) (1992-2006).

 

Stephen G. Stoneburn (69)

Board Member

Portfolios Overseen: 63

  

 

Chairman, (since July 2011), President and Chief Executive Officer (since June 1996) of Quadrant Media Corp. (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; Senior Vice President of Fairchild Publications, Inc. (1975-1989).

  

 

None.

 

Interested Board Members(1)

 

Name, Address, Age

Position(s)

Portfolios Overseen

  

 

Principal Occupation(s) During Past Five

Years

  

 

Other Directorships Held

 

Stuart S. Parker (50)

Board Member & President

Portfolios Overseen: 63

  

 

President of Prudential Investments LLC (since January 2012); Executive Vice President of Jennison Associates LLC and Head of Retail Distribution of Prudential Investments LLC (June 2005 - December 2011).

  

 

None.

 

Prudential International Equity Fund


Interested Board Members(1)

 

Name, Address, Age

Position(s)

Portfolios Overseen

  

 

Principal Occupation(s) During Past Five

Years

  

 

Other Directorships Held

 

Scott E. Benjamin (39)

Board Member &

Vice President

Portfolios Overseen: 63

  

 

Executive Vice President (since June 2009) of Prudential Investments LLC; Executive Vice President (June 2009-June 2012) and Vice President (since June 2012) of Prudential Investment Management Services LLC; Executive Vice President (since September 2009) of AST Investment Services, Inc.; Senior Vice President of Product Development and Marketing, Prudential Investments (since February 2006); Vice President of Product Development and Product Management, Prudential Investments (2003-2006).

  

 

None.

(1) The year that each Board Member joined the Funds’ Board is as follows:

Kevin J. Bannon, 2008; Linda W. Bynoe, 2005; Michael S. Hyland, 2008; Douglas H. McCorkindale, 2003; Stephen P. Munn, 2008; Richard A. Redeker, 2003; Robin B. Smith, 1996; Stephen G. Stoneburn, 1996; Stuart S. Parker, Board Member and President since 2012; Scott E. Benjamin, Board Member since 2010 and Vice President since 2009.

 

Fund Officers(a)(1)

 

Name, Address and Age

Position with Fund

  

 

Principal Occupation(s) During Past Five Years

 

Judy A. Rice (64)

Vice President

  

 

Chairman of Prudential Investments LLC (since January 2012); President, Chief Executive Officer (May 2011-Present) and Executive Vice President (December 2008-May 2011) of Prudential Investment Management Services LLC; formerly President, Chief Executive Officer, Chief Operating Officer and Officer-In-Charge (February 2003-December 2011) of Prudential Investments LLC; formerly President, Chief Executive Officer and Officer-In-Charge (April 2003-December 2011) of Prudential Mutual Fund Services LLC (PMFS); formerly Member of the Board of Directors of Jennison Associates LLC (November 2010-December 2011); formerly Vice President (February 1999-April 2006) of Prudential Investment Management Services LLC; formerly President, COO, CEO and Manager of PIFM Holdco, LLC (April 2006-December 2011); formerly President, Chief Executive Officer, Chief Operating Officer and Officer-In-Charge (May 2003-June 2005) and Director (May 2003-March 2006) and Executive Vice President (June 2005-March 2006) of AST Investment Services, Inc.; Member of Board of Governors of the Investment Company Institute.

 

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Fund Officers(a)(1)

 

Name, Address and Age

Position with Fund

  

 

Principal Occupation(s) During Past Five Years

 

Raymond A. O’Hara (57)

Chief Legal Officer

  

 

Vice President and Corporate Counsel (since July 2010) of Prudential Insurance Company of America (Prudential); Vice President (March 2011-Present) of Pruco Life Insurance Company and Pruco Life Insurance Company of New Jersey; Vice President and Corporate Counsel (March 2011-Present) of Prudential Annuities Life Assurance Corporation; Chief Legal Officer of Prudential Investments LLC (since June 2012); Chief Legal Officer of PMFS (since June 2012) and Corporate Counsel of AST Investment Services, Inc. (since June 2012); formerly Assistant Vice President and Corporate Counsel (September 2008-July 2010) of The Hartford Financial Services Group, Inc.; formerly Associate (September 1980-December 1987) and Partner (January 1988–August 2008) of Blazzard & Hasenauer, P.C. (formerly, Blazzard, Grodd & Hasenauer, P.C.).

 

Deborah A. Docs (54)

Secretary

  

 

Vice President and Corporate Counsel (since January 2001) of Prudential; Vice President (since December 1996) and Assistant Secretary (since March 1999) of Prudential Investments LLC; formerly Vice President and Assistant Secretary (May 2003-June 2005) of AST Investment Services, Inc.

 

Jonathan D. Shain (54)

Assistant Secretary

  

 

Vice President and Corporate Counsel (since August 1998) of Prudential; Vice President and Assistant Secretary (since May 2001) of Prudential Investments LLC; Vice President and Assistant Secretary (since February 2001) of PMFS; formerly Vice President and Assistant Secretary (May 2003-June 2005) of AST Investment Services, Inc.

 

Claudia DiGiacomo (38)

Assistant Secretary

  

 

Vice President and Corporate Counsel (since January 2005) of Prudential; Vice President and Assistant Secretary of Prudential Investments LLC (since December 2005); Associate at Sidley Austin Brown & Wood LLP (1999-2004).

 

Andrew R. French (50)

Assistant Secretary

  

 

Vice President and Corporate Counsel (since February 2010) of Prudential; formerly Director and Corporate Counsel (2006-2010) of Prudential; Vice President and Assistant Secretary (since January 2007) of Prudential Investments LLC; Vice President and Assistant Secretary (since January 2007) of PMFS.

 

Amanda S. Ryan (34)

Assistant Secretary

  

 

Director and Corporate Counsel (since March 2012) of Prudential; Director and Assistant Secretary (since June 2012) of Prudential Investments LLC; Associate at Ropes & Gray (2008-2012).

 

Timothy J. Knierim (53)

Chief Compliance Officer

  

 

Chief Compliance Officer of Prudential Investment Management, Inc. (since July 2007); formerly Chief Risk Officer of Prudential Investment Management, Inc. and Prudential Investments LLC (2002-2007) and formerly Chief Ethics Officer of Prudential Investment Management, Inc. and Prudential Investments LLC (2006-2007).

 

Valerie M. Simpson (54)

Deputy Chief Compliance Officer

  

 

Chief Compliance Officer (since April 2007) of Prudential Investments LLC and AST Investment Services, Inc.; formerly Vice President-Financial Reporting (June 1999-March 2006) for Prudential Life and Annuities Finance.

 

Prudential International Equity Fund


Fund Officers(a)(1)     

 

Name, Address and Age

Position with Fund

  

 

Principal Occupation(s) During Past Five Years

 

Theresa C. Thompson (50)

Deputy Chief Compliance Officer

  

 

Vice President, Compliance, Prudential Investments LLC (since April 2004); and Director, Compliance, Prudential Investments LLC (2001-2004).

 

Richard W. Kinville (44)

Anti-Money Laundering

Compliance Officer

  

 

Vice President, Corporate Compliance, Anti-Money Laundering Unit (since January 2005) of Prudential; committee member of the American Council of Life Insurers Anti-Money Laundering and Critical Infrastructure Committee (since January 2007); formerly Investigator and Supervisor in the Special Investigations Unit for the New York Central Mutual Fire Insurance Company (August 1994-January 1999); Investigator in AXA Financial’s Internal Audit Department and Manager in AXA’s Anti-Money Laundering Office (January 1999-January 2005); first chair of the American Council of Life Insurers Anti-Money Laundering and Critical Infrastructure Committee (June 2007-December 2009).

 

Grace C. Torres (53)

Treasurer and Principal Financial and

Accounting Officer

  

 

Assistant Treasurer (since March 1999) and Senior Vice President (since September 1999) of Prudential Investments LLC; Assistant Treasurer (since May 2003) and Vice President (since June 2005) of AST Investment Services, Inc.; Senior Vice President and Assistant Treasurer (since May 2003) of Prudential Annuities Advisory Services, Inc.; formerly Senior Vice President (May 2003-June 2005) of AST Investment Services, Inc.

 

M. Sadiq Peshimam (48)

Assistant Treasurer

  

 

Vice President (since 2005) of Prudential Investments LLC.

 

Peter Parrella (54)

Assistant Treasurer

  

 

Vice President (since 2007) and Director (2004-2007) within Prudential Mutual Fund Administration; formerly Tax Manager at SSB Citi Fund Management LLC (1997-2004).

(a) Excludes Mr. Parker and Mr. Benjamin, interested Board Members who also serve as President and Vice President, respectively.

(1) The year that each individual became an officer of the Fund is as follows:

Judy A. Rice, 2012; Raymond A. O’Hara, 2012; Deborah A. Docs, 2005; Jonathan D. Shain, 2005; Claudia DiGiacomo, 2005; Andrew R. French, 2006; Amanda S. Ryan, 2012; Timothy J. Knierim, 2007; Valerie M. Simpson, 2007; Theresa C. Thompson, 2008; Richard W. Kinville, 2011; Grace C. Torres, 1995; Sadiq Peshimam, 2006; Peter Parrella, 2007.

Explanatory Notes to Tables:

 

n Board Members are deemed to be “Interested,” as defined in the 1940 Act, by reason of their affiliation with Prudential Investments LLC and/or an affiliate of Prudential Investments LLC.
n Unless otherwise noted, the address of all Board Members and Officers is c/o Prudential Investments LLC, Gateway Center Three, 100 Mulberry Street, Newark, New Jersey 07102-4077.
n There is no set term of office for Board Members or Officers. The Board Members have adopted a retirement policy, which calls for the retirement of Board Members on December 31 of the year in which they reach the age of 75.
n “Other Directorships Held” includes only directorships of companies required to register or file reports with the SEC under the 1934 Act (that is, “public companies”) or other investment companies registered under the 1940 Act.
n “Portfolios Overseen” includes all investment companies managed by Prudential Investments LLC. The investment companies for which PI serves as manager include the Prudential Investments Mutual Funds, The Prudential Variable Contract Accounts, Target Mutual Funds, Prudential Short Duration High Yield Fund, Inc., The Prudential Series Fund, Prudential’s Gibraltar Fund, Inc. and the Advanced Series Trust.

 

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Approval of Advisory Agreements

 

The Fund’s Board of Directors

 

The Board of Directors (the “Board”) of Prudential International Equity Fund (the “Fund”)1 consists of ten individuals, eight of whom are not “interested persons” of the Fund, as defined in the Investment Company Act of 1940, as amended (the “1940 Act”) (the “Independent Directors”). The Board is responsible for the oversight of the Fund and its operations, and performs the various duties imposed on the directors of investment companies by the 1940 Act. The Independent Directors have retained independent legal counsel to assist them in connection with their duties. The Chair of the Board is an Independent Director. The Board has established three standing committees: the Audit Committee, the Nominating and Governance Committee, and the Investment Committee. Each committee is chaired by, and composed of, Independent Directors.

 

Annual Approval of the Fund’s Advisory Agreements

 

As required under the 1940 Act, the Board determines annually whether to renew the Fund’s management agreement with Prudential Investments LLC (“PI”) and the Fund’s subadvisory agreement with Quantitative Management Associates LLC (“QMA”). In considering the renewal of the agreements, the Board, including all of the Independent Directors, met on June 5-7, 2012 and approved the renewal of the agreements through July 31, 2013, after concluding that the renewal of the agreements was in the best interests of the Fund and its shareholders.

 

In advance of the meetings, the Board requested and received materials relating to the agreements, and had the opportunity to ask questions and request further information in connection with their consideration. Among other things, the Board considered comparative fee information from PI and QMA. Also, the Board considered comparisons with other mutual funds in relevant Peer Universes and Peer Groups, as is further discussed below.

 

In approving the agreements, the Board, including the Independent Directors advised by independent legal counsel, considered the factors it deemed relevant, including the nature, quality and extent of services provided by PI and the subadviser, the performance of the Fund, the profitability of PI and its affiliates, expenses and fees, and the potential for economies of scale that may be shared with the Fund and its shareholders as the Fund’s assets grow. In their deliberations, the Directors did not identify any single factor which alone was responsible for the Board’s decision to approve the agreements with respect to the Fund. In connection with its deliberations, the Board considered information provided by PI throughout the year at regular Board

 

 

1 

Prudential International Equity Fund is a series of Prudential World Fund, Inc.

 

Prudential International Equity Fund


Approval of Advisory Agreements (continued)

 

meetings, presentations from portfolio managers and other information, as well as information furnished at or in advance of the meetings on June 5-7, 2012.

 

The Directors determined that the overall arrangements between the Fund and PI, which serves as the Fund’s investment manager pursuant to a management agreement, and between PI and QMA, which serves as the Fund’s subadviser pursuant to the terms of a subadvisory agreement with PI, are in the best interests of the Fund and its shareholders in light of the services performed, fees charged and such other matters as the Directors considered relevant in the exercise of their business judgment.

 

The material factors and conclusions that formed the basis for the Directors’ reaching their determinations to approve the continuance of the agreements are separately discussed below.

 

Nature, Quality and Extent of Services

 

The Board received and considered information regarding the nature, quality and extent of services provided to the Fund by PI and QMA. The Board considered the services provided by PI, including but not limited to the oversight of the subadviser for the Fund, as well as the provision of fund recordkeeping, compliance, and other services to the Fund. With respect to PI’s oversight of the subadviser, the Board noted that PI’s Strategic Investment Research Group (“SIRG”), which is a business unit of PI, is responsible for monitoring and reporting to PI’s senior management on the performance and operations of the subadviser. The Board also considered that PI pays the salaries of all of the officers and non-independent Directors of the Fund. The Board also considered the investment subadvisory services provided by QMA, as well as adherence to the Fund’s investment restrictions and compliance with applicable Fund policies and procedures. The Board considered PI’s evaluation of the subadviser, as well as PI’s recommendation, based on its review of the subadviser, to renew the subadvisory agreement.

 

The Board reviewed the qualifications, backgrounds and responsibilities of PI’s senior management responsible for the oversight of the Fund and QMA, and also reviewed the qualifications, backgrounds and responsibilities of QMA’s portfolio managers who are responsible for the day-to-day management of the Fund’s portfolio. The Board was provided with information pertaining to PI’s and QMA’s organizational structure, senior management, investment operations, and other relevant information pertaining to both PI and QMA. The Board also noted that it received favorable compliance reports from the Fund’s Chief Compliance Officer (“CCO”) as to both PI and QMA. The Board noted that QMA is affiliated with PI.

 

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The Board concluded that it was satisfied with the nature, extent and quality of the investment management services provided by PI and the subadvisory services provided to the Fund by QMA, and that there was a reasonable basis on which to conclude that the Fund benefits from the services provided by PI and QMA under the management and subadvisory agreements.

 

Costs of Services and Profits Realized by PI

 

The Board was provided with information on the profitability of PI and its affiliates in serving as the Fund’s investment manager. The Board discussed with PI the methodology utilized in assembling the information regarding profitability and considered its reasonableness. The Board recognized that it is difficult to make comparisons of profitability from fund management contracts because comparative information is not generally publicly available and is affected by numerous factors, including the structure of the particular adviser, the types of funds it manages, its business mix, numerous assumptions regarding allocations and the adviser’s capital structure and cost of capital. The Board did not separately consider the profitability of the subadviser, an affiliate of PI, as its profitability was reflected in the profitability report for PI. Taking these factors into account, the Board concluded that the profitability of PI and its affiliates in relation to the services rendered was not unreasonable.

 

Economies of Scale

 

The Board noted that the management fee schedule for the Fund includes breakpoints, which have the effect of decreasing the fee rate as assets increase, and that at its current level of assets, the Fund’s effective fee rate reflected some of those rate reductions. The Board received and discussed information concerning whether PI realizes economies of scale as the Fund’s assets grow beyond current levels. The Board took note that the Fund’s fee structure currently results in benefits to Fund shareholders whether or not PI realizes any economies of scale. The Board also recognized the inherent limitations of any analysis of economies of scale, stemming largely from the Board’s understanding that most of PI’s costs are not specific to individual funds, but rather are incurred across a variety of products and services

 

Other Benefits to PI and QMA

 

The Board considered potential ancillary benefits that might be received by PI and QMA and their affiliates as a result of their relationship with the Fund. The Board concluded that potential benefits to be derived by PI included fees received by affiliates of PI for serving as the Fund’s securities lending agent, transfer agency fees received by the Fund’s transfer agent (which is affiliated with PI), and benefits to its reputation as well as other intangible benefits resulting from PI’s association with the

 

Prudential International Equity Fund


Approval of Advisory Agreements (continued)

 

Fund. The Board concluded that the potential benefits to be derived by QMA included its ability to use soft dollar credits, as well as the potential benefits consistent with those generally resulting from an increase in assets under management, specifically, potential access to additional research resources and benefits to its reputation. The Board concluded that the benefits derived by PI and QMA were consistent with the types of benefits generally derived by investment managers and subadvisers to mutual funds.

 

Performance of the Fund / Fees and Expenses

 

The Board considered certain additional specific factors and made related conclusions relating to the historical performance of the Fund for the one-, three-, five- and ten-year periods ended December 31, 2011.

 

The Board also considered the Fund’s actual management fee, as well as the Fund’s net total expense ratio, for the fiscal year ended October 31, 2011. The Board considered the management fee for the Fund as compared to the management fee charged by PI to other funds and the fee charged by other advisers to comparable mutual funds in a Peer Group. The actual management fee represents the fee rate actually paid by Fund shareholders and includes any fee waivers or reimbursements. The net total expense ratio for the Fund represents the actual expense ratio incurred by Fund shareholders.

 

The mutual funds included in the Peer Universe (the Lipper International Large-Cap Core Funds Performance Universe) and the Peer Group were objectively determined by Lipper Inc. (“Lipper”), an independent provider of mutual fund data. The comparisons placed the Fund in various quartiles, with the first quartile being the best 25% of the mutual funds (for performance, the best performing mutual funds and, for expenses, the lowest cost mutual funds).

 

The section below summarizes key factors considered by the Board and the Board’s conclusions regarding the Fund’s performance, fees and overall expenses. The table sets forth gross performance comparisons (which do not reflect the impact on performance of fund expenses, or any subsidies, expense caps or waivers that may be applicable) with the Peer Universe, actual management fees with the Peer Group (which reflect the impact of any subsidies or fee waivers), and net total expenses with the Peer Group, each of which were key factors considered by the Board.

 

Performance    1 Year    3 Years    5 Years    10 Years
  

2nd Quartile

   2nd Quartile    4th Quartile    3rd Quartile
Actual Management Fees: 1st Quartile
Net Total Expenses: 3rd Quartile

 

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The Board noted that the Fund outperformed its benchmark index over the one-, three- and ten-year periods, though it underperformed over the five-year period.

   

The Board concluded that, in light of the Fund’s competitive performance over the one- and three-year periods, it would be in the best interests of the Fund and its shareholders to renew the agreements.

   

The Board concluded that the management fees (including subadvisory fees) and total expenses were reasonable in light of the services provided.

 

*    *    *

 

After full consideration of these factors, the Board concluded that approval of the agreements was in the best interests of the Fund and its shareholders.

 

Prudential International Equity Fund


n   MAIL   n   TELEPHONE   n   WEBSITE

Gateway Center Three

100 Mulberry Street

Newark, NJ 07102

  (800) 225-1852   www.prudentialfunds.com

 

PROXY VOTING
The Board of Directors of the Fund has delegated to the Fund’s investment subadviser 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 and on the Securities and Exchange Commission’s website.

 

DIRECTORS
Kevin J. Bannon Scott E. Benjamin Linda W. Bynoe  Michael S. Hyland Douglas H. McCorkindale Stephen P. Munn Stuart S. Parker Richard A. Redeker Robin B. Smith Stephen G. Stoneburn

 

OFFICERS
Stuart S. Parker, President Judy A. Rice, Vice President Scott E. Benjamin, Vice President Grace C. Torres, Treasurer and Principal Financial and Accounting Officer Raymond A. O’Hara, Chief Legal Officer Deborah A. Docs, Secretary Timothy J. Knierim, Chief Compliance Officer  Valerie M. Simpson, Deputy Chief Compliance Officer Theresa C. Thompson, Deputy Chief Compliance Officer Richard W. Kinville, Anti-Money Laundering Compliance Officer Jonathan D. Shain, Assistant Secretary Claudia DiGiacomo, Assistant Secretary Amanda S. Ryan, Assistant Secretary Andrew R. French, Assistant Secretary M. Sadiq Peshimam, Assistant Treasurer Peter Parrella, Assistant Treasurer

 

MANAGER   Prudential Investments LLC    Gateway Center Three
100 Mulberry Street
Newark, NJ 07102

 

INVESTMENT SUBADVISER   Quantitative Management
Associates LLC
   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 Mellon    One Wall Street
New York, NY 10286

 

TRANSFER AGENT   Prudential Mutual Fund
Services LLC
   PO Box 9658
Providence, RI 02940

 

INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM   KPMG LLP    345 Park Avenue

New York, NY 10154

 

FUND COUNSEL   Willkie Farr & Gallagher LLP    787 Seventh Avenue
New York, NY 10019


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

 

E-DELIVERY
To receive your mutual fund documents online, go to www.prudentialfunds.com/edelivery and enroll. Instead of receiving printed documents by mail, you will receive notification via email when new materials are available. You can cancel your enrollment or change your email address at any time by visiting the website address above.

 

SHAREHOLDER COMMUNICATIONS WITH DIRECTORS
Shareholders can communicate directly with the Board of Directors by writing to the Chair of the Board, Prudential International Equity Fund, Prudential Investments, Attn: Board of Directors, 100 Mulberry Street, Gateway Center Three, Newark, NJ 07102. Shareholders can communicate directly with an individual Director by writing to the same address. Communications 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 (202) 551-8090. The Fund’s schedule of portfolio holdings is also available on the Fund’s website as of the end of 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


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PRUDENTIAL INTERNATIONAL EQUITY FUND

 

SHARE CLASS   A   B   C   F   X   Z
NASDAQ   PJRAX   PJRBX   PJRCX   N/A   DEIQX   PJIZX
CUSIP   743969859   743969867   743969875   743969842   743969818   743969883

 

MF190E    0236585-00001-00


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PRUDENTIAL INVESTMENTS»MUTUAL FUNDS

 

PRUDENTIAL INTERNATIONAL VALUE FUND

 

ANNUAL REPORT · OCTOBER 31, 2012

 

Fund Type

International Stock

 

Objective

Long-Term growth 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.

 

Prudential Investments, Prudential, the Prudential logo, the Rock symbol, and Bring Your Challenges are service marks of Prudential Financial, Inc. and its related entities, registered in many jurisdictions worldwide.

 

LOGO

 

LOGO

  LOGO


 

 

December 14, 2012

 

Dear Shareholder:

 

We hope you find the annual report for the Prudential International Value Fund informative and useful. The report covers performance for the 12-month period that ended October 31, 2012.

 

We recognize that ongoing market volatility may make it a difficult time to be an investor. We continue to believe a prudent response to uncertainty is to maintain a diversified portfolio of funds consistent with your tolerance for risk, time horizon, and financial goals.

 

Your financial advisor can help you create a diversified investment plan that may include funds covering all the basic asset classes and that reflects your personal investor profile and risk tolerance. Keep in mind, however, that diversification and asset allocation strategies do not assure a profit or protect against loss in declining markets.

 

Prudential Investments® is dedicated to helping you solve your toughest investment challenges—whether it’s capital growth, reliable income, or protection from market volatility and other risks. We offer the expertise of Prudential Financial’s affiliated asset managers* that strive to be leaders in a broad range of funds to help you stay on course to the future you envision. They also manage money for major corporations and pension funds around the world, which means you benefit from the same expertise, innovation, and attention to risk demanded by today’s most sophisticated investors.

 

Thank you for choosing the Prudential Investments family of funds.

 

Sincerely,

 

LOGO

 

Stuart S. Parker, President

Prudential International Value Fund

 

*Most of Prudential Investments’ equity funds are advised by Jennison Associates LLC, Quantitative Management Associates LLC (QMA), or Prudential Real Estate Investors. Prudential Investments’ fixed income and money market funds are advised by Prudential Investment Management, Inc. (PIM) through its Prudential Fixed Income unit. Jennison Associates, QMA, and PIM are registered investment advisers and Prudential Financial companies. Prudential Real Estate Investors is a unit of PIM.

 

Prudential International Value Fund     1   


Your Fund’s Performance

 

Performance data quoted represent past performance. Past performance does not guarantee future results. The investment return and principal value of an investment will fluctuate, so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the past performance data quoted. An investor may obtain performance data as of the most recent month-end by visiting our website at www.prudentialfunds.com or by calling (800) 225-1852. The maximum initial sales charge is 5.50% (Class A shares). Gross operating expenses: Class A, 1.84%; Class B, 2.54%; Class C, 2.54%; Class Z, 1.54%. Net operating expenses: Class A, 1.79%; Class B, 2.54%; Class C, 2.54%; Class Z, 1.54%, after contractual reduction for Class A shares through 2/28/2014.

 

Cumulative Total Returns (Without Sales Charges) as of 10/31/12

  

     One Year     Five Years     Ten Years  

Class A

     4.71     –29.48     89.99

Class B

     3.91        –32.10        76.16   

Class C

     3.90        –32.09        76.14   

Class Z

     4.92        –28.58        94.71   

MSCI EAFE ND Index

     4.61        –25.88        110.49   

Lipper International Multi-Cap Core Funds Average

     5.75        –25.70        104.80   

Lipper Customized Blend Funds Average

     5.79        –25.41        105.24   
      

Average Annual Total Returns (With Sales Charges) as of 9/30/12

  

     One Year     Five Years     Ten Years  

Class A

     7.35     –7.13     6.64

Class B

     7.71        –6.95        6.43   

Class C

     11.75        –6.78        6.43   

Class Z

     13.89        –5.82        7.51   

MSCI EAFE ND Index

     13.75        –5.24        8.20   

Lipper International Multi-Cap Core Funds Average

     14.60        –5.24        7.59   

Lipper Customized Blend Funds Average

     14.90        –5.12        7.69   
      

Average Annual Total Returns (With Sales Charges) as of 10/31/12

  

     One Year     Five Years     Ten Years  

Class A

     –1.05     –7.80     6.03

Class B

     –1.09        –7.61        5.83   

Class C

     2.90        –7.45        5.82   

Class Z

     4.92        –6.51        6.89   

 

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Average Annual Total Returns (Without Sales Charges) as of 10/31/12

  

     One Year     Five Years     Ten Years  

Class A

     4.71     –6.75     6.63

Class B

     3.91        –7.45        5.83   

Class C

     3.90        –7.45        5.82   

Class Z

     4.92        –6.51        6.89   

 

Growth of a $10,000 Investment

 

LOGO

 

The graph compares a $10,000 investment in the Prudential International Value Fund (Class A shares) with a similar investment in the MSCI EAFE ND Index by portraying the initial account values at the beginning of the 10-year period for Class A shares (October 31, 2002) and the account values at the end of the current fiscal year (October 31, 2012) as measured on a quarterly basis. For purposes of the graph, and unless otherwise indicated, it has been assumed that (a) the maximum applicable front-end sales charge was deducted from the initial $10,000 investment in Class A shares; (b) all recurring fees (including management fees) were deducted; and (c) all dividends and distributions were reinvested. The line graph provides information for Class A shares only. As indicated in the tables provided earlier, performance for Class B, Class C, and Class Z shares will vary due to the differing charges and expenses applicable to each share class (as indicated in the following paragraphs). Without waiver of fees and/or expense reimbursement, if any, the returns would have been lower.

 

Total returns and the ending account values in the graph include changes in share price and reinvestment of dividends and capital gains distributions in a hypothetical investment for the periods shown. The Fund’s total returns do not reflect the deduction of income taxes on an individual’s investment. Taxes may reduce your actual investment returns on income or gains paid by the Fund or any gains you may realize if you sell your shares.

 

Source: Prudential Investments LLC and Lipper Inc.

 

Prudential International Value Fund     3   


Your Fund’s Performance (continued)

 

 

The average annual total returns take into account applicable sales charges. Class A shares are subject to a maximum front-end sales charge of 5.50%, and a 12b-1 fee of 0.30% annually. All investors who purchase Class A shares in an amount of $1 million or more and sell these shares within 12 months of purchase are subject to a contingent deferred sales charge (CDSC) of 1%. The Class A CDSC is waived for purchases by certain retirement or benefit plans. Under certain circumstances, an exchange may be made from specified share classes of the Fund to one or more other share classes of the Fund. Class B shares are subject to a declining CDSC of 5%, 4%, 3%, 2%, 1%, and 1%, respectively, for the first six years after purchase and a 12b-1 fee of 1% annually. Approximately seven years after purchase, Class B shares will automatically convert to Class A shares on a quarterly basis. Class C shares purchased are not subject to a front-end sales charge, but are subject to a CDSC of 1% for Class C shares sold within 12 months from the date of purchase, and an annual 12b-1 fee of 1%. Class Z shares are not subject to a sales charge or 12b-1 fees. The returns in the tables and graph reflect the share class expense structure in effect at the close of the fiscal period. The returns in the tables and graph do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or following the redemption of Fund shares.

 

Benchmark Definitions

 

Morgan Stanley Capital International Europe, Australasia, and Far East ND Index

The Morgan Stanley Capital International Europe, Australasia, and Far East Index (MSCI EAFE ND Index) is an unmanaged, weighted index of performance that reflects stock price movements of developed-country markets in Europe, Australasia, and the Far East. The Net Dividend (ND) version of the MSCI EAFE Index reflects the impact of the maximum withholding taxes on reinvested dividends.

 

Lipper International Multi-Cap Core Funds Average

Lipper International Multi-Cap Core Funds invest in a variety of market capitalization ranges without concentrating 75% of their equity assets in any one market capitalization range over an extended period of time. International multi-cap core funds typically have an average price-to-cash flow ratio, price-to-book ratio, and three-year sales-per-share growth value compared to the S&P/Citigroup World ex-U.S. BMI.

 

Lipper Customized Blend Funds Average

The Lipper Customized Blend Funds Average is a 50/50 blend of the Lipper International Multi-Cap Core Funds and Lipper International Large-Cap Core Funds Averages. The Lipper Customized Blend Funds Average is utilized because PI believes that a blend of the two averages provides a more appropriate basis for Fund performance comparisons, although Lipper classifies the Fund in the Lipper International Multi-Cap Core Funds Universe.

 

Investors cannot invest directly in an index or average. The returns for the Index would be lower if they included the effects of sales charges, operating expenses, or taxes. Returns for the Lipper Average reflect the deduction of operating expenses of a mutual fund, but not sales charges or taxes.

 

Five Largest Holdings expressed as a percentage of net assets as of 10/31/12

  

Royal Dutch Shell PLC (Class B Stock), Oil, Gas & Consumable Fuels

     1.7

KDDI Corp., Telecommunications

     1.5   

Allianz SE, Insurance

     1.5   

Novartis AG, Pharmaceuticals

     1.5   

Vodofone Group PLC, Telecommunications

     1.4   

Holdings reflect only long-term investments and are subject to change.

 

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Five Largest Industries expressed as a percentage of net assets as of 10/31/12

  

Banks

     12.1

Oil, Gas & Consumable Fuels

     9.6   

Pharmaceuticals

     9.0   

Insurance

     7.2   

Telecommunications

     6.4   

Industry weightings reflect only long-term investments and are subject to change.

 

Prudential International Value Fund     5   


Strategy and Performance Overview

 

How did the Fund perform?

The Prudential International Value Fund’s Class A shares returned 4.71% for the 12-month reporting period ended October 31, 2012, outperforming the Morgan Stanley Capital International Europe, Australasia, and Far East Net Dividend Index (MSCI EAFE ND Index), which gained 4.61%. The Class A shares underperformed the 5.75% gain of the Lipper International Multi-Cap Core Funds Average and the 5.79% return of the Lipper Customized Blend Funds Average. LSV Asset Management (LSV) and Thornburg Investment Management, Inc. (Thornburg) are co-managers of the Fund.

 

How did international stock markets perform?

Over this reporting period, international equity markets were concerned about economic slowdowns in both Europe and China, as well as by the consequences of several countries’ euro-denominated debt. European markets fluctuated as investors’ views of the prospects of a solution to euro zone imbalances and debt shifted. Between mid-March and the end of May, there was a substantial decline, but the overall return for the period was moderately positive even for the euro zone. Japan, on the other hand, finished the period slightly in the red, as it continued to suffer from the impact of the tsunami as well as from anemic economic growth. Overall, the healthcare and consumer staples sectors performed better than average, while technology and telecommunications services underperformed, and neither growth nor value investing styles performed significantly better than the other.

 

   

The Fund outperformed the Index due to its exposure to particular countries, including positions in several countries not included in the Index. It also outperformed due to its sector weightings. It underweighted Japanese stocks and selected well among European markets, being overweight compared with the Index in Germany and Denmark and consistently underweight in Greece, Spain, and Portugal. Allocations to emerging markets countries also contributed, despite the mixed performance of the group. Positions in both China and Mexico were particularly beneficial. Favorable sector-allocation decisions included underweights in the materials and utilities sectors and an overweight in healthcare.

 

   

Both LSV’s and Thornburg’s portions of the Fund outperformed the Index. LSV outperformed largely due to favorable stock selection in Japan and the United Kingdom. Its quantitative model led to positions in a significant number of outperforming stocks not represented within the Index and away from many of its worst-performing constituents, particularly several poor-performing Japanese technology and consumer discretionary stocks. The Thornburg portion outperformed on the strength of its country and sector allocations, particularly

 

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an average underweight in Japan of more than 10% compared with the Index weighting. It also benefited from allocations to China and Mexico and from an overweight in Germany. Its decision to underweight the materials, telecommunications, and utilities sectors proved profitable, while its overweight in the information technology sector was the largest detractor from its relative return. Thornburg’s selection of individual stocks, after accounting for its country and sector weightings, detracted broadly from its performance.

 

Prudential International Value Fund     7   


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 May 1, 2012, at the beginning of the period, and held through the six-month period ended October 31, 2012. The example is for illustrative purposes only; you should consult the Prospectus for information on initial and subsequent minimum investment requirements.

 

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 Prudential Investments 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

 

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expenses, which is not the Fund’s actual return. The hypothetical account values and 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.

 

Prudential
International
Value Fund
  Beginning Account
Value
May 1, 2012
    Ending Account
Value
October 31, 2012
    Annualized
Expense Ratio
Based on the
Six-Month  Period
    Expenses Paid
During the
Six-Month Period*
 
         
Class A   Actual   $ 1,000.00      $ 1,014.70        1.64   $ 8.31   
    Hypothetical   $ 1,000.00      $ 1,016.89        1.64   $ 8.31   
         
Class B   Actual   $ 1,000.00      $ 1,011.00        2.39   $ 12.08   
    Hypothetical   $ 1,000.00      $ 1,013.12        2.39   $ 12.09   
         
Class C   Actual   $ 1,000.00      $ 1,010.90        2.39   $ 12.08   
    Hypothetical   $ 1,000.00      $ 1,013.12        2.39   $ 12.09   
         
Class Z   Actual   $ 1,000.00      $ 1,015.60        1.39   $ 7.04   
    Hypothetical   $ 1,000.00      $ 1,018.15        1.39   $ 7.05   

*Fund expenses (net of fee waivers or subsidies, if any) for each share class are equal to the annualized expense ratio for each share class (provided in the table), multiplied by the average account value over the period, multiplied by the 184 days in the six-month period ended October 31, 2012, and divided by the 366 days in the Fund’s fiscal year ended October 31, 2012 (to reflect the six-month period). Expenses presented in the table include the expenses of any underlying funds in which the Fund may invest.

 

Prudential International Value Fund     9   


 

Portfolio of Investments

 

as of October 31, 2012

 

 

Shares      Description    Value (Note 1)  

LONG-TERM INVESTMENTS    97.2%

  

COMMON STOCKS    95.8%

  

Australia    3.3%

        
176,200     

Arrium Ltd.

   $ 143,581   
33,100     

Bendigo and Adelaide Bank Ltd.

     277,626   
61,388     

BlueScope Steel Ltd.*

     30,269   
12,700     

Caltex Australia Ltd.

     224,643   
82,600     

Challenger Ltd.

     276,951   
71,625     

Downer EDI Ltd.*

     266,919   
253,200     

Emeco Holdings Ltd.

     182,671   
171,558     

Goodman Fielder Ltd.*

     104,181   
37,900     

Lend Lease Group

     341,098   
77,000     

Metcash Ltd.

     292,545   
24,000     

National Australia Bank Ltd.

     642,514   
88,300     

Pacific Brands Ltd.

     56,829   
6,200     

Rio Tinto Ltd.

     366,462   
       

 

 

 
          3,206,289   

Austria    0.6%

        
10,700     

OMV AG

     391,098   
5,700     

Voestalpine AG

     179,529   
       

 

 

 
          570,627   

Belgium    0.3%

        
32,700     

AGFA-Gevaert NV*

     53,404   
7,300     

Delhaize Group SA

     279,077   
4,935     

Dexia SA*

     1,151   
       

 

 

 
          333,632   

Brazil    1.4%

        
52,410     

BM&FBOVESPA SA

     335,457   
16,017     

Embraer SA, ADR

     447,034   
21,000     

Natura Cosmeticos SA

     559,883   
       

 

 

 
          1,342,374   

Canada    2.4%

        
9,270     

Canadian National Railway Co.

     800,445   
13,711     

Cenovus Energy, Inc.

     483,643   
17,560     

Potash Corp. of Saskatchewan, Inc.

     708,897   
10,700     

Teck Resources Ltd. (Class B Stock)

     339,615   
       

 

 

 
          2,332,600   

 

See Notes to Financial Statements.

 

Prudential International Value Fund     11   


 

Portfolio of Investments

 

as of October 31, 2012 continued

 

Shares      Description    Value (Note 1)  

COMMON STOCKS (Continued)

  

Cayman Islands    1.1%

        
5,297     

Baidu, Inc., ADR*

   $ 564,766   
13,870     

Tencent Holdings Ltd.

     490,369   
       

 

 

 
          1,055,135   

China    1.7%

        
244,148     

China Merchants Bank Co. Ltd. (Class H Stock)

     456,160   
1,060,461     

Industrial & Commercial Bank of China Ltd. (Class H Stock)

     701,952   
144,099     

Sinopharm Group Co. Ltd. (Class H Stock)

     484,356   
       

 

 

 
          1,642,468   

Denmark    1.6%

        
7,700     

Danske Bank A/S*

     120,409   
11,500     

H. Lundbeck A/S

     200,214   
7,615     

Novo Nordisk A/S (Class B Stock)

     1,227,191   
       

 

 

 
          1,547,814   

Finland    0.3%

        
13,700     

Tieto Oyj

     262,806   

France    9.0%

        
7,448     

Air Liquide SA

     878,484   
20,000     

AXA SA

     317,944   
8,100     

BNP Paribas

     407,457   
11,602     

Cie Generale des Etablissements Michelin (Class B Stock)

     996,408   
2,700     

Ciments Francais SA

     164,306   
37,707     

Credit Agricole SA*

     283,858   
6,885     

LVMH Moet Hennessy Louis Vuitton SA

     1,119,062   
13,784     

Publicis Groupe SA

     742,602   
1,900     

Rallye SA

     57,897   
4,600     

Renault SA

     205,757   
13,760     

Sanofi

     1,209,564   
12,000     

SCOR SE

     320,251   
5,863     

Societe Generale SA*

     186,372   
5,900     

Thales SA

     207,508   
16,400     

Total SA

     825,187   
5,100     

Valeo SA

     224,090   
27,796     

Vivendi SA

     568,696   
       

 

 

 
          8,715,443   

 

See Notes to Financial Statements.

 

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Shares      Description    Value (Note 1)  

COMMON STOCKS (Continued)

  

Germany    11.1%

        
13,590     

Adidas AG

   $ 1,157,806   
11,516     

Allianz SE

     1,427,857   
3,300     

Aurubis AG

     208,645   
6,200     

BASF SE

     513,747   
3,100     

Bayer AG

     269,972   
7,500     

Daimler AG

     350,202   
20,720     

Deutsche Bank AG

     939,157   
12,200     

E.ON AG

     277,201   
19,300     

Freenet AG

     319,073   
12,348     

Fresenius Medical Care AG & Co. KGaA

     867,299   
4,300     

Hannover Rueckversicherung AG

     302,469   
2,600     

Lanxess AG

     214,768   
1,500     

Merck KGaA

     191,700   
2,700     

Muenchener Rueckversicherungs-Gesellschaft AG

     433,949   
5,100     

Rheinmetall AG

     243,359   
7,300     

RWE AG

     333,577   
12,884     

SAP AG

     938,512   
9,800     

Siemens AG

     984,928   
3,800     

Volkswagen AG

     740,772   
       

 

 

 
          10,714,993   

Hong Kong    3.4%

        
86,022     

AIA Group Ltd.

     340,756   
17,000     

Cheung Kong Holdings Ltd.

     251,160   
516,108     

CNOOC Ltd.

     1,072,166   
388,800     

First Pacific Co. Ltd.

     432,945   
48,637     

Hong Kong Exchanges and Clearing Ltd.

     802,662   
58,100     

Kingboard Chemical Holdings Ltd.

     172,799   
68,200     

Yue Yuen Industrial Holdings Ltd.

     235,398   
       

 

 

 
          3,307,886   

Ireland    1.2%

        
8,179     

Accenture PLC (Class A Stock)

     551,346   
20,600     

Allied Irish Banks PLC*

     1,362   
11,925     

Covidien PLC

     655,279   
15,600     

Permanent TSB Group Holdings PLC*

     505   
       

 

 

 
          1,208,492   

 

See Notes to Financial Statements.

 

Prudential International Value Fund     13   


 

Portfolio of Investments

 

as of October 31, 2012 continued

 

Shares      Description    Value (Note 1)  

COMMON STOCKS (Continued)

  

Israel    2.3%

        
62,300     

Bank Hapoalim BM*

   $ 244,795   
11,063     

Check Point Software Technologies Ltd.*

     492,635   
6,200     

Elbit Systems Ltd.

     218,393   
9,100     

Teva Pharmaceutical Industries Ltd.

     369,750   
22,014     

Teva Pharmaceutical Industries Ltd., ADR

     889,806   
       

 

 

 
          2,215,379   

Italy    1.7%

        
14,400     

Banco Popolare Scarl*

     22,957   
124,700     

Enel SpA

     468,724   
35,100     

Eni SpA

     805,710   
15,200     

Finmeccanica SpA*

     75,299   
251,900     

Telecom Italia SpA

     231,977   
       

 

 

 
          1,604,667   

Japan    15.1%

        
8,373     

Alpine Electronics, Inc.

     72,686   
11,400     

Aoyama Trading Co. Ltd.

     225,201   
14,400     

COMSYS Holdings Corp.

     191,206   
191     

Dai-ichi Life Insurance Co. Ltd. (The)

     220,118   
3,509     

Fanuc Corp.

     558,680   
73,900     

Fukuoka Financial Group, Inc.

     288,824   
8,700     

Fuyo General Lease Co. Ltd.

     243,465   
21,600     

Heiwa Corp.

     339,301   
12,800     

Hitachi Capital Corp.

     245,642   
57,894     

JX Holdings, Inc.

     308,217   
19,107     

KDDI Corp.

     1,483,946   
9,400     

Keihin Corp.

     113,276   
34,443     

Komatsu Ltd.

     721,392   
50,100     

Kurabo Industries Ltd.

     77,193   
20,400     

Kyorin Holdings, Inc.

     431,357   
25,600     

Kyowa Exeo Corp.

     268,410   
76,000     

Marubeni Corp.

     492,196   
3,900     

Miraca Holdings, Inc.

     164,882   
5,900     

Mitsubishi Corp.

     105,318   
193,786     

Mitsubishi UFJ Financial Group, Inc.

     876,321   
25,800     

Mitsui & Co. Ltd.

     363,585   
248,700     

Mizuho Financial Group, Inc.

     389,421   
66,000     

Morinaga Milk Industry Co. Ltd.

     218,264   
28,800     

Nichii Gakkan Co.

     262,277   

 

See Notes to Financial Statements.

 

14   Visit our website at www.prudentialfunds.com


 

 

 

Shares      Description    Value (Note 1)  

COMMON STOCKS (Continued)

  

Japan (cont’d.)

        
14,700     

Nippon Electric Glass Co. Ltd.

   $ 74,761   
22,800     

Nippon Shokubai Co. Ltd.

     223,630   
12,300     

Nippon Telegraph & Telephone Corp.

     560,071   
78,700     

Nishi-Nippon City Bank Ltd. (The)

     179,424   
8,000     

Nissan Shatai Co. Ltd.

     87,686   
300     

NTT DoCoMo, Inc.

     440,812   
12,100     

Otsuka Holdings Co. Ltd.

     372,716   
3,400     

Sankyo Co. Ltd.

     153,965   
49,800     

Sankyu, Inc.

     173,423   
29,400     

Seino Holdings Co. Ltd.

     169,410   
13,500     

Shimachu Co. Ltd.

     298,309   
25,400     

Shizuoka Gas Co. Ltd.

     180,724   
38,600     

Sumitomo Corp.

     526,078   
17,900     

Sumitomo Mitsui Financial Group, Inc.

     548,009   
14,006     

Sumitomo Mitsui Trust Holdings, Inc.

     42,458   
52,600     

Toagosei Co. Ltd.

     214,143   
16,700     

Toppan Forms Co. Ltd.

     157,314   
24,171     

Toyota Motor Corp.

     928,023   
18,300     

Toyota Tsusho Corp.

     399,331   
36,900     

Yokohama Rubber Co. Ltd. (The)

     258,388   
       

 

 

 
          14,649,853   

Mexico    0.7%

        
214,556     

Wal-Mart de Mexico SAB de CV (Class V Stock)

     631,346   

Netherlands    3.4%

        
18,800     

Aegon NV

     104,975   
44,700     

ING Groep NV, CVA*

     394,902   
40,800     

Koninklijke Ahold NV

     519,466   
8,300     

Koninklijke DSM NV

     426,178   
21,300     

Koninklijke KPN NV

     134,478   
8,366     

Koninklijke Philips Electronics NV

     209,172   
2,000     

Nutreco NV

     149,704   
15,049     

Schlumberger Ltd.

     1,046,357   
11,700     

Yandex NV (Class A Stock)*

     272,376   
       

 

 

 
          3,257,608   

New Zealand    0.3%

        
279,800     

Air New Zealand Ltd.(b)

     285,334   

 

See Notes to Financial Statements.

 

Prudential International Value Fund     15   


 

Portfolio of Investments

 

as of October 31, 2012 continued

 

Shares      Description    Value (Note 1)  

COMMON STOCKS (Continued)

  

Norway    0.5%

        
20,700     

DnB ASA

   $ 258,509   
9,700     

Statoil ASA

     239,723   
       

 

 

 
          498,232   

Singapore    0.3%

        
578,400     

Golden Agri-Resources Ltd.

     296,360   

South Korea    1.2%

        
2,830     

Hyundai Motor Co.

     582,555   
483     

Samsung Electronics Co. Ltd.

     580,167   
       

 

 

 
          1,162,722   

Spain    1.5%

        
28,659     

Banco Bilbao Vizcaya Argentaria SA

     239,110   
19,900     

Banco Espanol de Credito SA

     72,505   
73,500     

Banco Santander SA

     551,498   
20,300     

Repsol SA

     405,726   
12,200     

Telefonica SA

     160,659   
       

 

 

 
          1,429,498   

Sweden    1.9%

        
31,600     

Boliden AB

     552,163   
22,116     

Hennes & Mauritz AB (Class B Stock)

     748,547   
5,500     

NCC AB (Class B Stock)

     102,904   
6,300     

Svenska Handelsbanken AB (Class A Stock)

     215,797   
11,000     

Swedbank AB (Class A Stock)

     203,983   
       

 

 

 
          1,823,394   

Switzerland    6.9%

        
4,500     

Baloise Holding AG

     375,926   
12,800     

Credit Suisse Group AG*

     296,738   
500     

Georg Fischer AG*

     175,293   
13,496     

Julius Baer Group Ltd.*

     468,078   
14,100     

Nestle SA

     894,781   
23,667     

Novartis AG

     1,424,391   
3,300     

Roche Holding AG

     634,629   
870     

Swatch Group AG (The)

     360,032   
2,100     

Swiss Life Holding AG*

     264,276   
6,400     

Swiss Re AG*

     442,221   
1,590     

Syngenta AG

     621,112   

 

See Notes to Financial Statements.

 

16   Visit our website at www.prudentialfunds.com


 

 

 

Shares      Description    Value (Note 1)  

COMMON STOCKS (Continued)

  

Switzerland (cont’d.)

        
1,400     

Verwaltungs-und Privat-Bank AG

   $ 104,327   
2,500     

Zurich Insurance Group AG*

     616,074   
       

 

 

 
          6,677,878   

United Kingdom    21.9%

        
50,858     

ARM Holdings PLC

     545,784   
20,700     

AstraZeneca PLC

     961,225   
60,800     

Aviva PLC

     325,159   
100,100     

BAE Systems PLC

     504,320   
85,481     

Barclays PLC

     313,827   
75,157     

Beazley PLC

     212,371   
15,600     

Berendsen PLC

     141,734   
46,244     

BG Group PLC

     856,343   
116,400     

BP PLC

     832,703   
17,647     

British American Tobacco PLC

     874,134   
207,400     

BT Group PLC

     711,225   
12,363     

Burberry Group PLC

     232,628   
285,700     

Cable & Wireless Communications PLC

     172,848   
20,709     

Carnival PLC

     823,454   
38,100     

Cookson Group PLC

     358,146   
29,400     

Dairy Crest Group PLC

     169,093   
11,300     

Drax Group PLC

     102,392   
8,900     

GlaxoSmithKline PLC

     199,136   
40,400     

Home Retail Group PLC

     74,389   
97,700     

HSBC Holdings PLC

     963,127   
55,000     

Intermediate Capital Group PLC

     270,886   
115,700     

J. Sainsbury PLC

     662,082   
164,485     

Kingfisher PLC

     768,448   
234,900     

Legal & General Group PLC

     507,957   
24,800     

Marks & Spencer Group PLC

     157,604   
48,900     

Marston’s PLC

     96,747   
35,300     

Mondi PLC

     388,507   
142,800     

Old Mutual PLC

     396,366   
26,934     

Pearson PLC

     541,140   
18,773     

Reckitt Benckiser Group PLC

     1,136,068   
32,190     

Rolls-Royce Holdings PLC*

     443,887   
53,075     

Royal Bank of Scotland Group PLC*

     236,395   
46,900     

Royal Dutch Shell PLC (Class B Stock)

     1,657,890   
100,287     

RSA Insurance Group PLC

     181,746   
13,732     

SABMiller PLC

     588,242   

 

See Notes to Financial Statements.

 

Prudential International Value Fund     17   


 

Portfolio of Investments

 

as of October 31, 2012

 

Shares      Description    Value (Note 1)  

COMMON STOCKS (Continued)

  

United Kingdom (cont’d.)

        
38,757     

Standard Chartered PLC

   $ 915,340   
128,341     

Tesco PLC

     662,447   
56,900     

Thomas Cook Group PLC*

     18,824   
50,700     

Tullett Prebon PLC

     223,526   
499,270     

Vodafone Group PLC

     1,355,595   
135,800     

WM Morrison Supermarkets PLC

     587,100   
       

 

 

 
          21,170,835   

United States    0.7%

        
10,200     

Yum! Brands, Inc.

     715,122   
       

 

 

 
    

TOTAL COMMON STOCKS
(cost $84,638,217)

     92,658,787   
       

 

 

 

PREFERRED STOCKS    1.4%

  

Brazil    0.5%

        
28,900     

Itau Unibanco Holding SA, ADR 2.79% (PRFC)

     421,362   

Germany    0.9%

        
4,352     

Volkswagen AG, 1.81% (PRFC)

     900,274   

United Kingdom

        
2,446,440     

Rolls-Royce Holdings PLC (PRFC C)*(b)

     3,948   
       

 

 

 
    

TOTAL PREFERRED STOCKS
(cost $962,603)

     1,325,584   
       

 

 

 
    

TOTAL LONG-TERM INVESTMENTS
(cost $85,600,820)

     93,984,371   
       

 

 

 

SHORT-TERM INVESTMENT    1.9%

  

Affiliated Money Market Mutual Fund    

  

1,862,563     

Prudential Investment Portfolios 2 - Prudential Core
Taxable Money Market Fund
(cost $1,862,563)(a)

     1,862,563   
       

 

 

 
    

TOTAL INVESTMENTS    99.1%
(cost $87,463,383; Note 5)

     95,846,934   
    

Other assets in excess of liabilities(c)    0.9%

     905,836   
       

 

 

 
    

NET ASSETS    100%

   $ 96,752,770   
       

 

 

 

 

The following abbreviations are used in the Portfolio descriptions:

ADR—American Depositary Receipt

CVA—Certificate Van Aandelen (Bearer)

 

See Notes to Financial Statements.

 

18   Visit our website at www.prudentialfunds.com


 

 

 

 

PRFC—Preference Shares

EUR—Euro

* Non-income producing security.
(a) Prudential Investments LLC, the manager of the Portfolio, also serves as manager of the Prudential Investment Portfolios 2 - Prudential Core Taxable Money Market Fund.
(b) Indicates a security or securities that have been deemed illiquid.
(c) Includes net unrealized appreciation (depreciation) on the following derivative contracts held at reporting period end:

 

Forward foreign currency exchange contracts outstanding at October 31, 2012:

 

Purchase Contracts

 

Counterparty

  Notional
Amount
(000)
    Value at
Settlement
Date
Payable
    Current
Value
    Unrealized
Appreciation
(Depreciation)
 

Euro,

         

Expiring 11/08/12

  State Street Bank   EUR      950      $ 1,248,226      $ 1,231,297      $ (16,929

Expiring 11/08/12

  State Street Bank   EUR 568        717,073        736,134        19,061   
     

 

 

   

 

 

   

 

 

 
      $ 1,965,299      $ 1,967,431      $ 2,132   
     

 

 

   

 

 

   

 

 

 

Sale Contracts

 

Counterparty

  Notional
Amount
(000)
    Value at
Settlement
Date
Receivable
    Current
Value
    Unrealized
Appreciation
 

Euro,

         

Expiring 11/08/12

 

State Street Bank

    EUR 2,256      $ 2,955,290      $ 2,924,054      $ 31,236   
     

 

 

   

 

 

   

 

 

 

 

Various inputs are used in determining the value of the Fund’s investments. These inputs are summarized in the three broad levels listed below.

 

Level 1—quoted prices generally in active markets for identical securities.

 

Level 2—other significant observable inputs including, but not limited to, quoted prices for similar securities, interest rates and yield curves, prepayment speeds, foreign currency exchange rates, and amortized cost.

 

Level 3—significant unobservable inputs for securities valued in accordance with Board approved fair valuation procedures.

 

See Notes to Financial Statements.

 

Prudential International Value Fund     19   


 

Portfolio of Investments

 

as of October 31, 2012

 

 

The following is a summary of the inputs used as of October 31, 2012 in valuing such portfolio securities:

 

     Level 1      Level 2      Level 3  

Investments in Securities

        

Common Stocks:

        

Australia

   $ 3,206,289       $   —       $   —   

Austria

     570,627                   

Belgium

     333,632                   

Brazil

     1,342,374                   

Canada

     2,332,600                   

Cayman Islands

     1,055,135                   

China

     1,642,468                   

Denmark

     1,547,814                   

Finland

     262,806                   

France

     8,715,443                   

Germany

     10,714,993                   

Hong Kong

     3,307,886                   

Ireland

     1,208,492                   

Israel

     2,215,379                   

Italy

     1,604,667                   

Japan

     14,649,853                   

Mexico

     631,346                   

Netherlands

     3,257,608                   

New Zealand

     285,334                   

Norway

     498,232                   

Singapore

     296,360                   

South Korea

     1,162,722                   

Spain

     1,429,498                   

Sweden

     1,823,394                   

Switzerland

     6,677,878                   

United Kingdom

     21,170,835                   

United States

     715,122                   

Preferred Stocks:

        

Brazil

     421,362              

Germany

     900,274                   

United Kingdom

             3,948           

Affiliated Money Market Mutual Fund

     1,862,563                   

Other Financial Instruments*

        

Foreign Forward Currency Exchange Contracts

             33,368           
  

 

 

    

 

 

    

 

 

 

Total

   $ 95,842,986       $ 37,316       $   —   
  

 

 

    

 

 

    

 

 

 

 

* Other financial instruments are derivative instruments not reflected in the Portfolio of Investments, such as futures, forwards and swap contracts, which are recorded at the unrealized appreciation/depreciation on the instrument.

 

See Notes to Financial Statements.

 

20   Visit our website at www.prudentialfunds.com


 

 

Fair Value of Level 2 investments at 10/31/11 was $87,692,258, which was a result of valuing investments using third party vendor modeling tools. An amount of $79,422,274 was transferred from Level 2 into Level 1 at 10/31/12 as a result of using quoted prices in active market for such foreign securities.

 

It is the Portfolio’s policy to recognize transfers in and transfers out at the fair value as of the beginning of period.

 

The industry classification of investments and other assets in excess of liabilities shown as a percentage of net assets as of October 31, 2012 were as follows:

 

Banks

     12.1

Oil, Gas & Consumable Fuels

     9.6   

Pharmaceuticals

     9.0   

Insurance

     7.2   

Telecommunications

     6.4   

Food & Beverage

     5.7   

Chemicals

     4.3   

Retail & Merchandising

     4.3   

Automobile Manufacturers

     4.0   

Diversified Financial Services

     2.6   

Aerospace & Defense

     2.0   

Distribution/Wholesale

     1.9   

Affiliated Money Market Mutual Fund

     1.9   

Metals & Mining

     1.9   

Automotive Parts

     1.8   

Computer Services & Software

     1.8   

Apparel

     1.7   

Machinery & Equipment

     1.6   

Miscellaneous Manufacturing

     1.5   

Entertainment & Leisure

     1.4   

Internet Software & Services

     1.4   

Holding Companies—Diversified

     1.3   

Consumer Products & Services

     1.3   

Agriculture

     1.2

Transportation

     1.2   

Utilities

     1.1   

Healthcare Providers & Services

     0.9   

Electronic Components & Equipment

     0.9   

Engineering & Construction

     0.9   

Commercial Services

     0.8   

Advertising

     0.8   

Healthcare Products

     0.7   

Real Estate

     0.6   

Cosmetics/Personal Care

     0.6   

Semiconductors

     0.6   

Media & Entertainment

     0.6   

IT Services

     0.5   

Forest & Paper Products

     0.4   

Airlines

     0.3   

Building Materials

     0.2   

Home Furnishings

     0.1   
  

 

 

 
     99.1   

Other assets in excess of liabilities

     0.9   
  

 

 

 
     100.0
  

 

 

 

 

The Series invested in various derivative instruments during the reporting period. The primary types of risk associated with these derivative instruments were equity risk and foreign exchange risk.

 

The effect of such derivative instruments on the Series’ financial position and financial performance as reflected in the Statement of Assets and Liabilities and Statement of Operations is presented in the summary below.

 

Prudential International Value Fund     21   


 

Portfolio of Investments

 

as of October 31, 2012

 

 

Fair values of derivative instruments as of October 31, 2012 as presented in the Statement of Assets and Liabilities:

 

Derivatives not accounted
for as hedging instruments,
carried at fair value

  

Asset Derivatives

    

Liability Derivatives

 
  

Balance
Sheet Location

   Fair
Value
    

Balance
Sheet Location

   Fair
Value
 
Foreign exchange contracts    Unrealized appreciation on foreign currency forward contracts    $ 50,297       Unrealized depreciation on foreign currency forward contracts    $ 16,929   
     

 

 

       

 

 

 

 

The effects of derivative instruments on the Statement of Operations for the year ended October 31, 2012 are as follows:

 

Amount of Realized Gain or (Loss) on Derivatives Recognized in Income

 

Derivatives not accounted for as hedging instruments,
carried at fair value

     Rights      Forward
Currency
Contracts
       Total  

Foreign exchange contracts

     $       $ 311,061         $ 311,061   

Equity contracts

       (76,087                (76,087
    

 

 

    

 

 

      

 

 

 

Total

     $ (76,087    $ 311,061         $ 234,974   
    

 

 

    

 

 

      

 

 

 

 

Change in Unrealized Appreciation or (Depreciation) on Derivatives Recognized in Income

 

Derivatives not accounted for as hedging
instruments, carried at fair value

     Forward
Currency Contracts
 

Foreign exchange contracts

     $ (58,728
    

 

 

 

 

For the year ended October 31, 2012, the Series’ average value at settlement date payable for forward foreign currency exchange purchase contracts was $393,060 and the Series’ average value at settlement date receviable for forward foreign currency exchange sale contracts was $2,844,782.

 

See Notes to Financial Statements.

 

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PRUDENTIAL INVESTMENTS»MUTUAL FUNDS

 

FINANCIAL STATEMENTS

 

ANNUAL REPORT · October 31, 2012

 

Prudential International Value Fund


Statement of Assets and Liabilities

 

as of October 31, 2012

 

ASSETS

        

Investments at value:

  

Unaffiliated investments (cost $85,600,820)

   $ 93,984,371   

Affiliated investments (cost $1,862,563)

     1,862,563   

Foreign currency, at value (cost $406,404)

     406,402   

Dividends and interest receivable

     291,103   

Tax reclaim receivable

     262,282   

Receivable for investments sold

     260,238   

Receivable for Series shares sold

     66,858   

Unrealized appreciation on foreign currency forward contracts

     50,297   

Prepaid expenses

     1,449   
  

 

 

 

Total Assets

     97,185,563   
  

 

 

 

LIABILITIES

        

Accrued expenses

     116,418   

Payable for Series shares reacquired

     101,307   

Advisory fee payable

     82,209   

Payable for investments purchased

     81,886   

Affiliated transfer agent fee payable

     18,405   

Unrealized depreciation on foreign currency forward contracts

     16,929   

Distribution fee payable

     12,522   

Payable to custodian

     3,117   
  

 

 

 

Total Liabilities

     432,793   
  

 

 

 

NET ASSETS

   $ 96,752,770   
  

 

 

 
          

Net assets were comprised of:

  

Common stock, at par value

   $ 49,943   

Paid-in capital in excess of par

     112,983,247   
  

 

 

 
     113,033,190   

Undistributed net investment income

     1,817,939   

Accumulated net realized loss on investment and foreign currency transactions

     (26,513,918

Net unrealized appreciation on investments and foreign currencies

     8,415,559   
  

 

 

 

Net Assets, October 31, 2012

   $ 96,752,770   
  

 

 

 

 

See Notes to Financial Statements.

 

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Class A:

        

Net asset value and redemption price per share
($33,758,651 ÷ 1,743,947 shares of common stock issued and outstanding)

   $ 19.36   

Maximum sales charge (5.5% of offering price)

     1.13   
  

 

 

 

Maximum offering price to public

   $ 20.49   
  

 

 

 

Class B:

        

Net asset value, offering price and redemption price per share
($1,457,005 ÷ 78,946 shares of common stock issued and outstanding)

   $ 18.46   
  

 

 

 

Class C:

        

Net asset value, offering price and redemption price per share
($4,783,833 ÷ 258,721 shares of common stock issued and outstanding)

   $ 18.49   
  

 

 

 

Class Z:

        

Net asset value, offering price and redemption price per share
($56,753,281 ÷ 2,912,710 shares of common stock issued and outstanding)

   $ 19.48   
  

 

 

 

 

See Notes to Financial Statements.

 

Prudential International Value Fund     25   


 

Statement of Operations

 

Year Ended October 31, 2012

 

Net Investment Income

        

Investment Income

  

Unaffiliated dividend income (net of foreign withholding taxes of $272,940)

   $ 3,210,603   

Affiliated dividend income

     4,558   

Unaffiliated interest income

     571   
  

 

 

 

Total income

     3,215,732   
  

 

 

 

Expenses

  

Advisory fee

     949,215   

Distribution fee—Class A

     86,674   

Distribution fee—Class B

     16,554   

Distribution fee—Class C

     51,316   

Transfer agent’s fee and expenses (including affiliated expense of $101,400) (Note 3)

     161,000   

Custodian’s fees and expenses

     156,000   

Registration fees

     53,000   

Reports to shareholders

     30,000   

Audit fee

     29,000   

Legal fees and expenses

     24,000   

Directors’ fees

     12,000   

Insurance fees

     2,000   

Interest expense (Note 7)

     65   

Miscellaneous

     43,015   
  

 

 

 

Total expenses

     1,613,839   
  

 

 

 

Net investment income

     1,601,893   
  

 

 

 

Realized And Unrealized Gain (Loss) On Investment And Foreign Currencies

        

Net realized gain (loss) on:

  

Investment transactions

     (334,705

Foreign currency transactions

     310,746   
  

 

 

 
     (23,959
  

 

 

 

Net change in unrealized appreciation (depreciation) on:

  

Investments

     3,004,587   

Foreign currencies

     (86,769
  

 

 

 
     2,917,818   
  

 

 

 

Net gain on investments and foreign currencies

     2,893,859   
  

 

 

 

Net Increase In Net Assets Resulting From Operations

   $ 4,495,752   
  

 

 

 

 

See Notes to Financial Statements.

 

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Statement of Changes in Net Assets

 

 

 

    

Year Ended

October 31, 2012

    

Year Ended

October 31, 2011

 

Increase (Decrease) in Net Assets

                 

Operations

     

Net investment income

   $ 1,601,893       $ 1,691,196   

Net realized gain (loss) on investment and foreign
currency transactions

     (23,959      10,774,092   

Net change in unrealized appreciation (depreciation) on investments and foreign currencies

     2,917,818         (12,788,702
  

 

 

    

 

 

 

Net increase (decrease) in net assets resulting
from operations

     4,495,752         (323,414
  

 

 

    

 

 

 

Dividends and Distributions (Note 1)

     

Dividends from net investment income

     

Class A

     (610,527      (376,129

Class B

     (17,304      (5,738

Class C

     (53,269      (12,666

Class Z

     (978,760      (1,693,194
  

 

 

    

 

 

 
     (1,659,860      (2,087,727
  

 

 

    

 

 

 

Series share transactions (Net of share conversions) (Note 6)

     

Net proceeds from shares sold

     11,836,699         27,552,858   

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

     1,623,732         2,073,598   

Cost of shares reacquired

     (18,408,704      (142,888,872
  

 

 

    

 

 

 

Net decrease in net assets from Series share transactions

     (4,948,273      (113,262,416
  

 

 

    

 

 

 

Total decrease

     (2,112,381      (115,673,557

Net Assets

                 

Beginning of year

     98,865,151         214,538,708   
  

 

 

    

 

 

 

End of year(a)

   $ 96,752,770       $ 98,865,151   
  

 

 

    

 

 

 

(a) Includes undistributed net investment income of:

   $ 1,817,939       $ 1,565,160   
  

 

 

    

 

 

 

 

See Notes to Financial Statements.

 

Prudential International Value Fund     27   


 

Notes to Financial Statements

 

Prudential World Fund, Inc. (the “Fund”), is registered under the Investment Company Act of 1940, as amended, (“1940 Act”) as an open-end diversified management investment company and currently consists of five series: Prudential International Value Fund (the “Series”), Prudential International Equity Fund, Prudential Emerging Markets Debt Local Currency Fund, Prudential Jennison Global Opportunities Fund and Prudential Jennison International Opportunities Fund. These financial statements relate to Prudential International Value Fund. The financial statements of the other series are not presented herein. The investment objective of the Series is to achieve long-term growth of capital.

 

Note 1. Accounting Policies

 

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

 

Securities Valuation: The Fund holds portfolio securities and other assets that are fair valued at the close of each day the New York Stock Exchange (“NYSE”) is open for trading. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants on the measurement date. The Board of Trustees (the “Board”) has delegated fair valuation responsibilities to Prudential Investments LLC (“PI” or “Manager”) through the adoption of Valuation Procedures for valuation of the Fund’s securities. Under the current Valuation Procedures, a Valuation Committee is established and responsible for supervising the valuation of portfolio securities and other assets. The Valuation Procedures allow the Fund to utilize independent pricing vendor services, quotations from market makers and other valuation methods in events when market quotations are not readily available or not representative of the fair value of the securities. A record of the Valuation Committee’s actions is subject to review, approval and ratification by the Board at its next regularly scheduled quarterly meeting.

 

Various inputs are used in determining the value of the Fund’s investments, which are summarized in the three broad level hierarchies based on any observable inputs used as described in the table following the Fund’s Portfolio of Investments. The valuation methodologies and significant inputs used in determining the fair value of securities and other assets classified as Level 1, Level 2 and Level 3 of the hierarchy are as follows:

 

Common stocks, exchange-traded funds and financial derivative instruments (including futures contracts and certain options and swap contracts on securities), that

 

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are traded on a national securities exchange are valued at the last sale price as of the close of trading on the applicable exchange. Securities traded via NASDAQ are valued at the NASDAQ official closing price. To the extent these securities are valued at the last sale price or NASDAQ official closing price, they are classified as Level 1 of the fair value hierarchy.

 

In the event there is no sale or official closing price on such day, these securities are valued at the mean between the last reported bid and asked prices, or at the last bid price in the absence of an asked price. These securities are classified as Level 2 of the fair value hierarchy as these inputs are considered as significant other observable inputs to the valuation.

 

For common stocks traded on foreign securities exchanges, certain valuation adjustments will be applied when events occur after the close of the security’s foreign market and before the Fund’s normal pricing time. These securities are valued using pricing vendor services that provide model prices derived using adjustment factors based on information such as local closing price, relevant general and sector indices, currency fluctuations, depositary receipts, and futures, as applicable. Securities valued using such model prices are classified as Level 2 of the fair value hierarchy as the adjustment factors are considered as significant other observable inputs to the valuation.

 

Investments in open-end, non-exchange-traded mutual funds are valued at their net asset values as of the close of the NYSE on the date of valuation. These securities are classified as Level 1 as they have the ability to be purchased or sold at their net asset values on the date of valuation.

 

Fixed income securities traded in the over-the-counter market, such as corporate bonds, municipal bonds, U.S. Government agencies issues and guaranteed obligations, U.S. Treasury obligations and sovereign issues are usually valued at prices provided by approved independent pricing vendors. The pricing vendors provide these prices usually after evaluating observable inputs including yield curves, credit rating, yield spreads, default rates, cash flows as well as broker/dealer quotations and reported trades. Securities valued using such vendor prices are classified as Level 2 of the fair value hierarchy.

 

Asset-backed and mortgage-related securities are usually valued by approved independent pricing vendors. The pricing vendors provide the prices using their internal pricing model with input from deal terms, tranche level attributes, yield curves, prepayment speeds, default rates, and broker/dealer quotes. Securities valued using such vendor prices are classified as Level 2 of the fair value hierarchy.

 

Prudential International Value Fund     29   


 

Notes to Financial Statements

 

continued

 

 

Short-term debt securities of sufficient credit quality which mature in sixty days or less, are valued using amortized cost methods which approximates fair 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 the difference between the principal amount due at maturity and cost. These securities are categorized as Level 2 of the fair value hierarchy.

 

Over-the-counter financial derivative instruments, such as option contracts, foreign currency contracts and swaps agreements, are usually valued using pricing vendor services, which derive the valuation based on underlying asset prices, indices, spreads, interest rates, exchange rates and other inputs. These instruments are categorized as Level 2 of the fair value hierarchy.

 

Securities and other assets that cannot be priced using the methods described above are valued with pricing methodologies approved by the Valuation Committee. In the event there are unobservable inputs used when determining such valuations, the securities will be classified as Level 3 of the fair value hierarchy.

 

When determining the fair value of securities, some of the factors influencing the valuation include: the nature of any restrictions on disposition of the securities; assessment of the general liquidity of the securities; the issuer’s financial condition and the markets in which it does business; the cost of the investment; the size of the holding and the capitalization of the issuer; the prices of any recent transactions or bids/offers for such securities or any comparable securities; any available analyst media or other reports or information deemed reliable by the investment adviser regarding the issuer or the markets or industry in which it operates. Using fair value to price securities may result in a value that is different from a security’s most recent closing price and from the price used by other mutual funds to calculate their net asset values.

 

Securities Lending: The Series may lend its portfolio securities to banks and broker-dealers. The loans are secured by collateral at least equal to the market value of the securities loaned. Collateral pledged by each borrower is invested in a highly liquid short-term mutual fund and is marked to market daily, based on the previous day’s market value, such that the value of the collateral exceeds the value of the loaned securities. Loans are subject to termination at the option of the borrower or the Series. Upon termination of the loan, the borrower will return to the lender securities

 

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identical to the loaned securities. Should the borrower of the securities fail financially, the Series has the right to repurchase the securities using the collateral in the open market. The Series recognizes income, net of any rebate and securities lending agent fees, for lending its securities, and interest on the investment of any cash received as collateral. The Series also continues to receive interest and dividends or amounts equivalent thereto, on the securities loaned and recognizes any unrealized gain or loss in the market price of the securities loaned that may occur during the term of the loan.

 

Foreign Currency Translation: The books and records of the Series are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars on the following basis:

 

(i) market value of investment securities, other assets and liabilities—at the current rates of exchange.

 

(ii) Purchases and sales of investment securities, income and expenses—at the rates of exchange prevailing on the respective dates of such transactions.

 

Although the net assets of the Series are presented at the foreign exchange rates and market values at the close of the fiscal period, the Series does not isolate that portion of the results of operations arising as a result of changes in the foreign exchange rates from the fluctuations arising from changes in the market prices of long-term securities held at the end of the fiscal period. Similarly, the Series does not isolate the effect of changes in foreign exchange rates from the fluctuations arising from changes in the market prices of long-term portfolio securities sold during the fiscal period. Accordingly, realized foreign currency gains or losses are included in the reported net realized gains or losses on investment transactions.

 

Net realized gains or losses on foreign currency transactions represent net foreign exchange gains or losses from the holding of foreign currencies, currency gains or losses realized between the trade date and settlement date on securities transactions, and the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the Series’ books and the U.S. dollar equivalent amounts actually received or paid. Net unrealized currency gains or losses from valuing foreign currency denominated assets and liabilities (other than investments) at period end exchange rates are reflected as a component of net unrealized appreciation (depreciation) on investments and foreign currencies.

 

Foreign security and currency transactions may involve certain considerations and risks not typically associated with those of domestic origin as a result of, among other factors, the possibility of political and economic instability or the level of governmental supervision and regulation of foreign securities markets.

 

Prudential International Value Fund     31   


 

Notes to Financial Statements

 

continued

 

 

Foreign Currency Contracts: A forward currency contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated forward rate between two parties. The Series enters into forward currency contracts in order to hedge its exposure to changes in foreign currency exchange rates on its foreign portfolio holdings or specific receivables and payables denominated in a foreign currency. The contracts are valued daily at current forward exchange rates and any unrealized gain or loss is included in net unrealized appreciation or depreciation on foreign currencies. Gain or loss is realized on the settlement date of the contract equal to the difference between the settlement value of the original and negotiated forward contracts. This gain or loss, if any, is included in net realized gain (loss) on foreign currency transactions. Risks may arise upon entering into these contracts from the potential inability of the counterparties to meet the terms of their contracts. Forward currency contracts involve elements of both market and credit risk in excess of the amounts reflected on the Statement of Assets and Liabilities. The Series’ maximum risk of loss from counterparty credit risk is the net value of the cash flows to be received from the counterparty at the end of the contract’s life. A master netting agreement between the Series and the counterparty permits the Series to offset amounts payable by the Series to the same counterparty against amounts to be received; and by the receipt of collateral from the counterparty by the Series to cover the Series’ exposure to the counterparty. However, there is no assurance that such mitigating factors are easily enforceable.

 

Warrants and Rights: The Series may hold warrants and rights acquired either through a direct purchase, included as part of a private placement, or pursuant to corporate actions. Warrants and rights entitle the holder to buy a proportionate amount of common stock at a specific price and time through the expiration dates. Such warrants and rights are held as long positions by the Series until exercised, sold or expired. Warrants and rights are valued at fair value in accordance with the Board of Directors’ approved fair valuation procedures.

 

Securities Transactions and Net Investment Income: Securities transactions are recorded on the trade date. Realized and unrealized gains or losses from investment and currency transactions are calculated on the identified cost basis. Dividend income is recorded on the ex-dividend date. Interest income, including amortization of premium and accretion of discount on debt securities, as required, is recorded on an accrual basis. Expenses are recorded on the accrual basis, which may require the use of certain estimates by management, that may differ from actual.

 

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

 

Dividends and Distributions: The Series expects to pay dividends of net investment income and distributions of net realized capital gains, if any, annually. Dividends and distributions to shareholders, which are determined in accordance with federal income tax regulations and which may differ from generally accepted accounting principles, are recorded on the ex-dividend date. Permanent book/tax differences relating to income and gains are reclassified amongst undistributed net investment income, accumulated net realized gain or loss and paid-in capital in excess of par, as appropriate.

 

Taxes: For federal income tax purposes, each series in the Fund is treated as a separate taxpaying entity. It is the Series’ 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 shareholders. Therefore, no federal income tax provision is required.

 

Withholding taxes on foreign dividends are recorded, net of reclaimable amounts, at the time the related income is earned.

 

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 for the Series with Prudential Investments LLC (“PI”). Pursuant to this agreement, PI has responsibility for all investment advisory services and supervises the subadvisor’s performance of such services. PI has entered into subadvisory agreements with LSV Asset Management (“LSV”) and Thornburg Investment Management, Inc. (“Thornburg”) for the Series.

 

The subadvisory agreements provide that LSV and Thornburg furnish investment advisory services in connection with the management of the Series. In connection therewith, LSV and Thornburg are obligated to keep certain books and records of the Series. PI pays for the services of the subadvisors, the compensation of officers of the Series, occupancy and certain clerical and bookkeeping costs of the Series. The Series bears all other costs and expenses.

 

Prudential International Value Fund     33   


 

Notes to Financial Statements

 

continued

 

 

The management fee paid to PI is computed daily and payable monthly at an annual rate of 1% of the average daily net assets up to $300 million, .95% of the next $700 million of average daily net assets and .90% of average daily net assets in excess of $1 billion of the Series. The effective management fee rate as of October 31, 2012 was 1.00%.

 

The Fund has a distribution agreement with Prudential Investment Management Services LLC (“PIMS”), which acts as the distributor of the Class A, Class B, Class C and Class Z shares of the Series. The Series compensates PIMS for distributing and servicing the Series’ 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 PIMS. The distribution fees are accrued daily and payable monthly. No distribution or service fees are paid to PIMS as distributor of the Class Z shares of the Series.

 

Pursuant to the Class A, B and C Plans, the Series compensates PIMS for distribution related activities at an annual rate of up to .30%, 1% and 1% of the average daily net assets of the Class A, B and C shares, respectively. For the year ended October 31, 2012, PIMS contractually agreed to limit such fee to 0.25% of the average daily net assets of the Class A shares.

 

PIMS has advised the Series that it received $21,248 in front-end sales charges resulting from sales of Class A shares, during the year ended October 31, 2012. From these fees, PIMS paid such sales charges to broker-dealers, which in turn paid commissions to salespersons and incurred other distribution costs.

 

PIMS advised the Series that for the year ended October 31, 2012, it received $4, $2,710 and $1,235 in contingent deferred sales charges imposed upon certain redemptions by Class A, Class B and Class C shareholders, respectively.

 

PI and PIMS are indirect, wholly-owned subsidiaries of Prudential Financial, Inc. (“Prudential”).

 

Note 3. Other Transactions with Affiliates

 

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

 

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The Series invests in the Prudential Core Taxable Money Market Fund (the “Core Fund”), a portfolio of Prudential Investment Portfolios 2 registered under the 1940 Act, and managed by PI. Earnings from the Core Fund are disclosed on the Statement of Operations as affiliated dividend income.

 

Note 4. Portfolio Securities

 

Purchases and sales of investment securities, other than short-term investments, for the year ended October 31, 2012 were $14,599,748 and $18,982,991, respectively.

 

Note 5. Distributions and Tax Information

 

Distributions to shareholders, which are determined in accordance with federal income tax regulations, which may differ from generally accepted accounting principles, are recorded on the ex-dividend date. In order to present undistributed net investment income, accumulated net realized loss on investment and foreign currency transactions and paid-in capital in excess of par on the Statement of Assets and Liabilities that more closely represent their tax character, certain adjustments have been made to undistributed net investment income and accumulated net realized loss on investment and foreign currency transactions. For the tax year ended October 31, 2012 the adjustments were to increase undistributed net investment income and increase accumulated net realized loss on investment and foreign currency transactions by $310,746 due to the differences in the treatment for book and tax purposes of certain transactions involving foreign securities. Net investment income, net realized loss and net assets were not affected by this change.

 

For the years ended October 31, 2012 and October 31, 2011, the tax character of dividends paid as reflected in the Statement of Changes in Net Assets were $1,659,860 and $2,087,727 of ordinary income, respectively.

 

As of October 31, 2012, the accumulated undistributed earnings on a tax basis was $1,868,189 of ordinary income. This differs from the amount shown on the Statement of Assets and Liabilities primarily due to cumulative timing differences between financial and tax reporting.

 

The United States federal income tax basis of the Series’ investments and the net unrealized appreciation as of October 31, 2012 were as follows:

 

Tax Basis

 

Appreciation

 

Depreciation

 

Net
Unrealized
Appreciation

 

Other
Cost Basis
Adjustment

 

Total Net
Unrealized
Appreciation

$87,949,553   $18,843,629   $(10,946,248)   $7,897,381   $32,008   $7,929,389

 

Prudential International Value Fund     35   


 

Notes to Financial Statements

 

continued

 

 

The difference between book basis and tax basis was primarily attributable to deferred losses on wash sales and investments in passive foreign investment companies.

 

Under the Regulated Investment Company Modernization Act of 2010 (“the Act”), the Series is permitted to carryforward capital losses incurred in the fiscal year ended October 31, 2012 (“post-enactment losses”) for an unlimited period. Post-enactment losses are required to be utilized before the utilization of losses incurred prior to the effective date of the Act. As a result of this ordering rule, capital loss carryforwards related to taxable years ending before October 31, 2012 (“pre-enactment losses”) may have an increased likelihood to expire unused. Additionally, post-enactment capital losses that are carried forward will retain their character as either short-term or long-term capital losses rather than being considered all short-term as under previous law. No capital gains distributions are expected to be paid to shareholders until net gains have been realized in excess of such losses. As of October 31, 2012, the pre and post-enactment losses were approximately:

 

Post-Enactment Losses:

   $ 581,000   
  

 

 

 

Pre-Enactment Losses:

  

Expiring 2017

     24,486,000   

Expiring 2018

     978,000   
  

 

 

 
   $ 25,464,000   
  

 

 

 

 

Management has analyzed the Series’ tax positions taken on federal income tax returns for all open tax years and has concluded that no provision for income tax is required in the Series’ financial statements for the current reporting period. The Series’ federal and state income and federal excise tax returns for tax years for which the applicable statutes of limitations have not expired are subject to examination by the Internal Revenue Service and state departments of revenue.

 

Note 6. Capital

 

The Series offers Class A, Class B, Class C and Class Z shares. Class A shares are sold with a front-end sales charge of up to 5.50%. All investors who purchase Class A shares in an amount of $1 million or more and sell these shares within 12 months of purchase are subject to a contingent deferred sales charge (“CDSC”) of 1%, including investors who purchase their shares through broker-dealers affiliated with Prudential. Class B shares are sold with a CDSC which declines from 5% to zero depending upon

 

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the period of time the shares are held. Class C shares are sold with a CDSC of 1% during the first 12 months from the date of purchase. Class B shares will automatically convert to Class A shares on a quarterly basis approximately seven years after purchase. A special exchange privilege is also available for shareholders who qualify to purchase Class A shares at net asset value. Class Z shares are not subject to any sales or redemption charge and are offered exclusively for sale to a limited group of investors.

 

Under certain circumstances, an exchange may be made from specified share classes of the Fund to one or more other share classes of the Fund as presented in the table of transactions in shares of beneficial interest.

 

There are 250 million authorized shares of $.01 par value common stock, divided into four classes, designated Class A, Class B, Class C and Class Z common stock, each of which consists of 75 million, 50 million, 50 million and 75 million authorized shares, respectively.

 

Transactions in shares of common stock were as follows:

 

Class A

     Shares      Amount  

Year ended October 31, 2012:

       

Shares sold

       88,449       $ 1,631,363   

Shares issued in reinvestment of dividends and distributions

       32,651         585,430   

Shares reacquired

       (457,841      (8,354,606
    

 

 

    

 

 

 

Net increase (decrease) in shares outstanding before conversion

       (336,741      (6,137,813

Shares issued upon conversion from Class B

       20,082         366,930   

Shares reacquired upon conversion into Class Z

       (6,033      (107,215
    

 

 

    

 

 

 

Net increase (decrease) in shares outstanding

       (322,692    $ (5,878,098
    

 

 

    

 

 

 

Year ended October 31, 2011:

       

Shares sold

       174,148       $ 3,564,449   

Shares issued in reinvestment of dividends and distributions

       18,196         363,555   

Shares reacquired

       (405,920      (8,369,754
    

 

 

    

 

 

 

Net increase (decrease) in shares outstanding before conversion

       (213,576      (4,441,750

Shares issued upon conversion from Class B

       33,177         671,705   
    

 

 

    

 

 

 

Net increase (decrease) in shares outstanding

       (180,399    $ (3,770,045
    

 

 

    

 

 

 

 

Prudential International Value Fund     37   


 

Notes to Financial Statements

 

continued

 

Class B

     Shares      Amount  

Year ended October 31, 2012:

       

Shares sold

       8,208       $ 144,803   

Shares issued in reinvestment of dividends and distributions

       929         15,993   

Shares reacquired

       (19,508      (346,846
    

 

 

    

 

 

 

Net increase (decrease) in shares outstanding before conversion

       (10,371      (186,050

Shares reacquired upon conversion into Class A

       (20,816      (366,930
    

 

 

    

 

 

 

Net increase (decrease) in shares outstanding

       (31,187    $ (552,980
    

 

 

    

 

 

 

Year ended October 31, 2011:

       

Shares sold

       11,306       $ 223,306   

Shares issued in reinvestment of dividends and distributions

       281         5,390   

Shares reacquired

       (26,475      (519,188
    

 

 

    

 

 

 

Net increase (decrease) in shares outstanding before conversion

       (14,888      (290,492

Shares reacquired upon conversion into Class A

       (34,655      (671,705
    

 

 

    

 

 

 

Net increase (decrease) in shares outstanding

       (49,543    $ (962,197
    

 

 

    

 

 

 

Class C

               

Year ended October 31, 2012:

       

Shares sold

       20,549       $ 365,925   

Shares issued in reinvestment of dividends and distributions

       3,028         52,206   

Shares reacquired

       (95,948      (1,677,033
    

 

 

    

 

 

 

Net increase (decrease) in shares outstanding

       (72,371    $ (1,258,902
    

 

 

    

 

 

 

Year ended October 31, 2011:

       

Shares sold

       33,601       $ 667,489   

Shares issued in reinvestment of dividends and distributions

       649         12,462   

Shares reacquired

       (55,107      (1,085,844
    

 

 

    

 

 

 

Net increase (decrease) in shares outstanding

       (20,857    $ (405,893
    

 

 

    

 

 

 

Class Z

               

Year ended October 31, 2012:

       

Shares sold

       529,417       $ 9,694,608   

Shares issued in reinvestment of dividends and distributions

       53,865         970,103   

Shares reacquired

       (428,040      (8,030,219
    

 

 

    

 

 

 
       155,242         2,634,492   

Shares reacquired upon conversion into Class A

       6,006         107,215   
    

 

 

    

 

 

 

Net increase (decrease) in shares outstanding

       161,248       $ 2,741,707   
    

 

 

    

 

 

 

Year ended October 31, 2011:

       

Shares sold

       1,145,232       $ 23,097,614   

Shares issued in reinvestment of dividends and distributions

       84,356         1,692,191   

Shares reacquired

       (6,266,505      (132,914,086
    

 

 

    

 

 

 

Net increase (decrease) in shares outstanding

       (5,036,917    $ (108,124,281
    

 

 

    

 

 

 

 

38   Visit our website at www.prudentialfunds.com


Note 7. Borrowings

 

The Fund, along with other affiliated registered investment companies (the “Funds”), is a party to a Syndicated Credit Agreement (“SCA”) with a group of banks. The purpose of the SCA is to provide an alternative source of temporary funding for capital share redemptions. The SCA provides for a commitment of $900 million for the period December 16, 2011 through November 14, 2012. The SCA has been renewed effective November 15, 2012 at substantially similar terms through November 14, 2013. The Funds pay an annualized commitment fee of .08% of the unused portion of the SCA. Prior to December 16, 2011, the Funds had another Syndicated Credit Agreement of a $750 million commitment with an annualized commitment fee of .10% of the unused portion. Interest on any borrowings under the SCA is paid at contracted market rates. The commitment fee for the unused amount is accrued daily and paid quarterly.

 

The Series utilized the SCA during the year ended October 31, 2012. The balance for the one day the Series had loans outstanding during the period was approximately $1,571,000, borrowed at an interest rate of 1.49%. At October 31, 2012, the Series did not have an outstanding loan amount.

 

Note 9. Notice of Dividends to Shareholders

 

The Series declared ordinary income dividends on December 17, 2012 to shareholders of record on December 18, 2012. The ex-dividend date was December 19, 2012. The per share amounts declared were as follows:

 

     Ordinary Income  

Class A

   $ 0.3940   

Class B

   $ 0.2616   

Class C

   $ 0.2616   

Class Z

   $ 0.4408   

 

Note 10. New Accounting Pronouncement

 

In December 2011, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2011-11 regarding “Disclosures about Offsetting Assets and Liabilities.” The amendments, which will be effective for annual reporting periods beginning on or after January 1, 2013 and interim periods within those annual periods, require an entity to disclose information about offsetting and related arrangements for assets and liabilities, financial instruments and derivatives

 

Prudential International Value Fund     39   


 

Notes to Financial Statements

 

continued

 

that are either currently offset in accordance with current requirements or are subject to enforceable master netting arrangements or similar agreements. At this time, management is evaluating the implications of ASU No. 2011-11 and its impact on the financial statements has not yet been determined.

 

40   Visit our website at www.prudentialfunds.com


 

Financial Highlights

 

Class A Shares  
     Year Ended October 31,  
     2012(b)     2011(b)     2010(b)     2009(b)     2008(b)  
Per Share Operating Performance:                                        
Net Asset Value, Beginning of Year     $18.80        $20.29        $18.45        $15.28        $34.10   
Income (loss) from investment operations:                                        
Net investment income     .29        .32        .22        .20        .44   
Net realized and unrealized gain (loss) on investments     .57        (1.64     1.71        3.59        (14.93
Total from investment operations     .86        (1.32     1.93        3.79        (14.49
Less Dividends and Distributions:                                        
Dividends from net investment income     (.30     (.17     (.12     (.62     (.38
Distributions from net realized gains     -        -        -        -        (3.95
Total dividends and distributions     (.30     (.17     (.12     (.62     (4.33
Capital Contributions(e)     -        -        .03        -        -   
Net asset value, end of year     $19.36        $18.80        $20.29        $18.45        $15.28   
Total Return(a):     4.71%        (6.56)%        10.68%        26.03%        (48.33)%   
Ratios/Supplemental Data:  
Net assets, end of year (000)     $33,759        $38,858        $45,598        $45,945        $40,580   
Average net assets (000)     $34,669        $44,169        $44,626        $39,582        $71,618   
Ratios to average net assets(d):                                        
Expenses, including distribution and service (12b-1) fees(c)     1.79%        1.78%        1.66%        1.65%        1.56%   
Expenses, excluding distribution and service (12b-1) fees     1.54%        1.53%        1.41%        1.40%        1.31%   
Net investment income     1.59%        1.56%        1.17%        1.30%        1.79%   
Portfolio turnover rate     16%        25%        40%        40%        27%   

 

(a) Total return does not consider the effect of sales load. Total return is calculated assuming a purchase of a share on the first day and a sale on the last day of each year reported and includes reinvestment of dividends and distributions. Total returns may reflect adjustments to conform to generally accepted accounting principles.

(b) Calculations are based on the average daily number of shares outstanding.

(c) The distributor of the Fund has contractually agreed to limit its distribution and service (12b-1) fees to .25 of 1% of the average daily assets of the Class A shares.

(d) Does not include expenses of the underlying portfolio in which the Series invests.

(e) The Fund received payments related to a former affiliate’s settlement of regulatory proceedings involving allegations of improper trading in Fund shares during the fiscal year ended October 31, 2010. The Fund was not involved in the proceedings or in the calculations of the amount of settlement.

 

See Notes to Financial Statements.

 

Prudential International Value Fund     41   


 

Financial Highlights

 

continued

 

Class B Shares                                   
     Year Ended October 31,  
     2012(b)     2011(b)     2010(b)     2009(b)     2008(b)  
Per Share Operating Performance:                                        
Net Asset Value, Beginning of Year     $17.93        $19.37        $17.64        $14.58        $32.73   
Income (loss) from investment operations:                                        
Net investment income     .15        .16        .08        .08        .24   
Net realized and unrealized gain (loss) on
investments
    .54        (1.56     1.63        3.45        (14.29
Total from investment operations     .69        (1.40     1.71        3.53        (14.05
Less Dividends and Distributions:                                        
Dividends from net investment income     (.16     (.04     (.01     (.47     (.15
Distributions from net realized gains     -        -        -        -        (3.95
Total dividends and distributions     (.16     (.04     (.01     (.47     (4.10
Capital Contributions(d)     -        -        .03        -        -   
Net asset value, end of year     $18.46        $17.93        $19.37        $17.64        $14.58   
Total Return(a):     3.91%        (7.26)%        9.86%        25.11%        (48.74)%   
Ratios/Supplemental Data:                              
Net assets, end of year (000)     $1,457        $1,975        $3,093        $3,839        $5,143   
Average net assets (000)     $1,655        $2,651        $3,314        $3,985        $10,730   
Ratios to average net assets(c):                                        
Expenses, including distribution and service (12b-1) fees     2.54%        2.52%        2.41%        2.40%        2.31%   
Expenses, excluding distribution and service (12b-1) fees     1.54%        1.52%        1.41%        1.40%        1.31%   
Net investment income     .83%        .81%        .43%        .58%        1.01%   
Portfolio turnover rate     16%        25%        40%        40%        27%   

 

(a) Total return does not consider the effect of sales load. Total return is calculated assuming a purchase of a share on the first day and a sale on the last day of each year reported and includes reinvestment of dividends and distributions. Total returns may reflect adjustments to conform to generally accepted accounting principles.

(b) Calculations are based on the average daily number of shares outstanding.

(c) Does not include expenses of the underlying portfolio in which the Series invests.

(d) The Fund received payments related to a former affiliate’s settlement of regulatory proceedings involving allegations of improper trading in Fund shares during the fiscal year ended October 31, 2010. The Fund was not involved in the proceedings or in the calculations of the amount of settlement.

 

See Notes to Financial Statements.

 

42   Visit our website at www.prudentialfunds.com


Class C Shares                                   
     Year Ended October 31,  
     2012(b)     2011(b)     2010(b)     2009(b)     2008(b)  
Per Share Operating Performance:                                        
Net Asset Value, Beginning of Year     $17.96        $19.40        $17.66        $14.60        $32.77   
Income (loss) from investment operations:                                        
Net investment income     .15        .16        .07        .08        .24   
Net realized and unrealized gain (loss) on
investments
    .54        (1.56     1.65        3.45        (14.31
Total from investment operations     .69        (1.40     1.72        3.53        (14.07
Less Dividends and Distributions:                                        
Dividends from net investment income     (.16     (.04     (.01     (.47     (.15
Distributions from net realized gains     -        -        -        -        (3.95
Total dividends and distributions     (.16     (.04     (.01     (.47     (4.10
Capital Contributions(d)     -        -        .03        -        -   
Net asset value, end of year     $18.49        $17.96        $19.40        $17.66        $14.60   
Total Return(a):     3.90%        (7.25)%        9.91%        25.08%        (48.74)%   
Ratios/Supplemental Data:                              
Net assets, end of year (000)     $4,784        $5,947        $6,828        $7,507        $7,355   
Average net assets (000)     $5,132        $6,690        $6,760        $6,807        $13,571   
Ratios to average net assets(c):                                        
Expenses, including distribution and service (12b-1) fees     2.54%        2.53%        2.41%        2.40%        2.31%   
Expenses, excluding distribution and service (12b-1) fees     1.54%        1.53%        1.41%        1.40%        1.31%   
Net investment income     .83%        .81%        .42%        .58%        1.04%   
Portfolio turnover rate     16%        25%        40%        40%        27%   

 

(a) Total return is calculated assuming a purchase of a share on the first day and a sale on the last day of each year reported and includes reinvestment of dividends and distributions. Total returns may reflect adjustments to conform to generally accepted accounting principles.

(b) Calculations are based on the average daily number of shares outstanding.

(c) Does not include expenses of the underlying portfolio in which the Series invests.

(d) The Fund received payments related to a former affiliate’s settlement of regulatory proceedings involving allegations of improper trading in Fund shares during the fiscal year ended October 31, 2010. The Fund was not involved in the proceedings or in the calculations of the amount of settlement.

 

See Notes to Financial Statements.

 

Prudential International Value Fund     43   


 

Financial Highlights

 

continued

 

Class Z Shares  
     Year Ended October 31,  
     2012(b)     2011(b)     2010(b)     2009(b)     2008(b)  
Per Share Operating Performance:                                        
Net Asset Value, Beginning of Year     $18.93        $20.42        $18.55        $15.37        $34.30   
Income (loss) from investment operations:                                        
Net investment income     .34        .24        .26        .24        .50   
Net realized and unrealized gain (loss) on investments     .56        (1.51     1.74        3.62        (15.02
Total from investment operations     .90        (1.27     2.00        3.86        (14.52
Less Dividends and Distributions:                                        
Dividends from net investment income     (.35     (.22     (.16     (.68     (.46
Distributions from net realized gains     -        -        -        -        (3.95
Total dividends and distributions     (.35     (.22     (.16     (.68     (4.41
Capital Contributions(d)     -        -        .03        -        -   
Net asset value, end of year     $19.48        $18.93        $20.42        $18.55        $15.37   
Total Return(a):     4.92%        (6.30)%        11.01%        26.41%        (48.23)%   
Ratios/Supplemental Data:  
Net assets, end of year (000)     $56,753        $52,086        $159,020        $136,238        $115,710   
Average net assets (000)     $53,465        $79,550        $139,023        $115,310        $186,380   
Ratios to average net assets(c):                                        
Expenses, including distribution and service (12b-1) fees     1.54%        1.47%        1.41%        1.40%        1.31%   
Expenses, excluding distribution and service (12b-1) fees     1.54%        1.47%        1.41%        1.40%        1.31%   
Net investment income     1.86%        1.16%        1.41%        1.58%        2.06%   
Portfolio turnover rate     16%        25%        40%        40%        27%   

 

(a) Total return is calculated assuming a purchase of a share on the first day and a sale on the last day of each year reported and includes reinvestment of dividends and distributions. Total returns may reflect adjustments to conform to generally accepted accounting principles.

(b) Calculations are based on the average daily number of shares outstanding.

(c) Does not include expenses of the underlying portfolio in which the Series invests.

(d) The Fund received payments related to a former affiliate’s settlement of regulatory proceedings involving allegations of improper trading in Fund shares during the fiscal year ended October 31, 2010. The Fund was not involved in the proceedings or in the calculations of the amount of settlement.

 

See Notes to Financial Statements.

 

44   Visit our website at www.prudentialfunds.com


Report of Independent Registered Public

Accounting Firm

 

The Board of Directors and Shareholders

Prudential World Fund, Inc.:

 

We have audited the accompanying statement of assets and liabilities of Prudential International Value Fund (one of the series constituting Prudential World Fund, Inc., hereafter referred to as the “Fund”), including the portfolio of investments, as of October 31, 2012, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the years in the two-year period then ended and the financial highlights for each of the years in the five-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.

 

We conducted our audits 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 October 31, 2012, by correspondence with the custodian, transfer agent and brokers or by other appropriate auditing procedures when 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 audits provide 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 October 31, 2012, and the results of its operations for the year then ended, the changes in its net assets for each of the years in the two-year period then ended and the financial highlights for each of the years in the five-year period then ended, in conformity with U.S. generally accepted accounting principles.

 

LOGO

 

New York, New York

December 21, 2012

 

Prudential International Value Fund     45   


Tax Information

 

(Unaudited)

 

For the year ended October 31, 2012, the Series reports 100% of the ordinary income dividends paid during the year as qualified dividend income in accordance with Section 854 of the Internal Revenue Code.

 

For the fiscal year ended October 31, 2012, the Series made an election to pass through the maximum amount of the portion of the ordinary income dividends paid derived from foreign source income as well as any foreign taxes paid by the Series in accordance with Section 853 of the Internal Revenue Code of the following amounts: $218,325 foreign tax credit from recognized foreign source income of $3,460,494.

 

In January 2013, you will be advised on IRS Form 1099-DIV or substitute 1099-DIV as to the federal tax status of distributions received by you in calendar year 2012.

 

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INFORMATION ABOUT BOARD MEMBERS AND OFFICERS

(Unaudited)

Information about Board Members and Officers of the Fund is set forth below. Board Members who are not deemed to be “interested persons” of the Fund, as defined in the 1940 Act, are referred to as “Independent Board Members.” Board Members who are deemed to be “interested persons” of the Fund are referred to as “Interested Board Members.” The Board Members are responsible for the overall supervision of the operations of the Fund and perform the various duties imposed on the directors of investment companies by the 1940 Act. The Board in turn elects the Officers, who are responsible for administering the day-to-day operations of the Fund.

 

Independent Board Members(1)

 

Name, Address, Age

Position(s)

Portfolios Overseen

  

 

Principal Occupation(s) During Past Five

Years

  

 

Other Directorships Held

 

Kevin J. Bannon (60)

Board Member

Portfolios Overseen: 63

  

 

Managing Director (since April 2008) and Chief Investment Officer (since October 2008) of Highmount Capital LLC (registered investment adviser); formerly Executive Vice President and Chief Investment Officer (April 1993-August 2007) of Bank of New York Company; President (May 2003-May 2007) of BNY Hamilton Family of Mutual Funds.

  

 

Director of Urstadt Biddle Properties (since September 2008).

 

Linda W. Bynoe (60)

Board Member

Portfolios Overseen: 63

  

 

President and Chief Executive Officer (since March 1995) and formerly Chief Operating Officer (December 1989-February 1995) of Telemat Ltd. (management consulting); formerly Vice President (January 1985-June 1989) at Morgan Stanley & Co (broker-dealer).

  

 

Director of Simon Property Group, Inc. (retail real estate) (May 2003-May 2012); Director of Anixter International, Inc. (communication products distributor) (since January 2006); Director of Northern Trust Corporation (financial services) (since April 2006); Trustee of Equity Residential (residential real estate) (since December 2009).

 

Michael S. Hyland, CFA (67)

Board Member

Portfolios Overseen: 63

  

 

Independent Consultant (since February 2005); formerly Senior Managing Director (July 2001-February 2005) of Bear Stearns & Co, Inc.; Global Partner, INVESCO (1999-2001); Managing Director and President of Salomon Brothers Asset Management (1989-1999).

  

 

None.

 

Douglas H. McCorkindale (73)

Board Member

Portfolios Overseen: 63

  

 

Formerly Chairman (February 2001-June 2006), Chief Executive Officer (June 2000-July 2005), President (September 1997-July 2005) and Vice Chairman (March 1984-May 2000) of Gannett Co. Inc. (publishing and media).

  

 

Director of Lockheed Martin Corp. (aerospace and defense) (since May 2001).

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Independent Board Members(1)

 

Name, Address, Age

Position(s)

Portfolios Overseen

  

 

Principal Occupation(s) During Past Five Years

  

 

Other Directorships Held

 

Stephen P. Munn (70)

Board Member

Portfolios Overseen: 63

  

 

Lead Director (since 2007) and formerly Chairman (1993-2007) of Carlisle Companies Incorporated (manufacturer of industrial products).

  

 

Lead Director (since 2007) of Carlisle Companies Incorporated (manufacturer of industrial products).

 

Richard A. Redeker (69)

Board Member &

Independent Chair

Portfolios Overseen: 63

  

 

Retired Mutual Fund Senior Executive (44 years); Management Consultant; Independent Directors Council (organization of 2,800 Independent Mutual Fund Directors)-Executive Committee, Chair of Policy Steering Committee, Governing Council.

  

 

None.

 

Robin B. Smith (73)

Board Member

Portfolios Overseen: 63

  

 

Chairman of the Board (since January 2003) of Publishers Clearing House (direct marketing); Member of the Board of Directors of ADLPartner (marketing) (since December 2010); formerly Chairman and Chief Executive Officer (August 1996-January 2003) of Publishers Clearing House.

  

 

Formerly Director of BellSouth Corporation (telecommunications) (1992-2006).

 

Stephen G. Stoneburn (69) Board Member

Portfolios Overseen: 63

  

 

Chairman, (since July 2011), President and Chief Executive Officer (since June 1996) of Quadrant Media Corp. (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; Senior Vice President of Fairchild Publications, Inc. (1975-1989).

  

 

None.

 

Interested Board Members(1)

 

Name, Address, Age

Position(s)

Portfolios Overseen

  

 

Principal Occupation(s) During Past Five

Years

  

 

Other Directorships Held

 

Stuart S. Parker (50) Board Member & President Portfolios Overseen: 63

  

 

President of Prudential Investments LLC (since January 2012); Executive Vice President of Jennison Associates LLC and Head of Retail Distribution of Prudential Investments LLC (June 2005 - December 2011).

  

 

None.

Prudential International Value Fund


Interested Board Members(1)

 

Name, Address, Age

Position(s)

Portfolios Overseen

  

 

Principal Occupation(s) During Past Five

Years

  

 

Other Directorships Held

 

Scott E. Benjamin (39)

Board Member &

Vice President

Portfolios Overseen: 63

  

 

Executive Vice President (since June 2009) of Prudential Investments LLC; Executive Vice President (June 2009-June 2012) and Vice President (since June 2012) of Prudential Investment Management Services LLC; Executive Vice President (since September 2009) of AST Investment Services, Inc.; Senior Vice President of Product Development and Marketing, Prudential Investments (since February 2006); Vice President of Product Development and Product Management, Prudential Investments (2003-2006).

  

 

None.

(1) The year that each Board Member joined the Funds’ Board is as follows:

Kevin J. Bannon, 2008; Linda W. Bynoe, 2005; Michael S. Hyland, 2008; Douglas H. McCorkindale, 2003; Stephen P. Munn, 2008; Richard A. Redeker, 2003; Robin B. Smith, 1996; Stephen G. Stoneburn, 1996; Stuart S. Parker, Board Member and President since 2012; Scott E. Benjamin, Board Member since 2010 and Vice President since 2009.

 

Fund Officers(a)(1)

 

Name, Address and Age

Position with Fund

  

 

Principal Occupation(s) During Past Five Years

 

Judy A. Rice (64)

Vice President

  

 

Chairman of Prudential Investments LLC (since January 2012); President, Chief Executive Officer (May 2011-Present) and Executive Vice President (December 2008-May 2011) of Prudential Investment Management Services LLC; formerly President, Chief Executive Officer, Chief Operating Officer and Officer-In-Charge (February 2003-December 2011) of Prudential Investments LLC; formerly President, Chief Executive Officer and Officer-In-Charge (April 2003-December 2011) of Prudential Mutual Fund Services LLC (PMFS); formerly Member of the Board of Directors of Jennison Associates LLC (November 2010-December 2011); formerly Vice President (February 1999-April 2006) of Prudential Investment Management Services LLC; formerly President, COO, CEO and Manager of PIFM Holdco, LLC (April 2006-December 2011); formerly President, Chief Executive Officer, Chief Operating Officer and Officer-In-Charge (May 2003-June 2005) and Director (May 2003-March 2006) and Executive Vice President (June 2005-March 2006) of AST Investment Services, Inc.; Member of Board of Governors of the Investment Company Institute.

Visit our website at www.prudentialfunds.com


Fund Officers(a)(1)

 

Name, Address and Age

Position with Fund

  

 

Principal Occupation(s) During Past Five Years

 

Raymond A. O’Hara (57)

Chief Legal Officer

  

 

Vice President and Corporate Counsel (since July 2010) of Prudential Insurance Company of America (Prudential); Vice President (March 2011-Present) of Pruco Life Insurance Company and Pruco Life Insurance Company of New Jersey; Vice President and Corporate Counsel (March 2011-Present) of Prudential Annuities Life Assurance Corporation; Chief Legal Officer of Prudential Investments LLC (since June 2012); Chief Legal Officer of PMFS (since June 2012) and Corporate Counsel of AST Investment Services, Inc. (since June 2012); formerly Assistant Vice President and Corporate Counsel (September 2008-July 2010) of The Hartford Financial Services Group, Inc.; formerly Associate (September 1980-December 1987) and Partner (January 1988–August 2008) of Blazzard & Hasenauer, P.C. (formerly, Blazzard, Grodd & Hasenauer, P.C.).

 

Deborah A. Docs (54)

Secretary

  

 

Vice President and Corporate Counsel (since January 2001) of Prudential; Vice President (since December 1996) and Assistant Secretary (since March 1999) of Prudential Investments LLC; formerly Vice President and Assistant Secretary (May 2003-June 2005) of AST Investment Services, Inc.

 

Jonathan D. Shain (54)

Assistant Secretary

  

 

Vice President and Corporate Counsel (since August 1998) of Prudential; Vice President and Assistant Secretary (since May 2001) of Prudential Investments LLC; Vice President and Assistant Secretary (since February 2001) of PMFS; formerly Vice President and Assistant Secretary (May 2003-June 2005) of AST Investment Services, Inc.

 

Claudia DiGiacomo (38)

Assistant Secretary

  

 

Vice President and Corporate Counsel (since January 2005) of Prudential; Vice President and Assistant Secretary of Prudential Investments LLC (since December 2005); Associate at Sidley Austin Brown & Wood LLP (1999-2004).

 

Andrew R. French (50)

Assistant Secretary

  

 

Vice President and Corporate Counsel (since February 2010) of Prudential; formerly Director and Corporate Counsel (2006-2010) of Prudential; Vice President and Assistant Secretary (since January 2007) of Prudential Investments LLC; Vice President and Assistant Secretary (since January 2007) of PMFS.

 

Amanda S. Ryan (34)

Assistant Secretary

  

 

Director and Corporate Counsel (since March 2012) of Prudential; Director and Assistant Secretary (since June 2012) of Prudential Investments LLC; Associate at Ropes & Gray (2008-2012).

 

Timothy J. Knierim (53)

Chief Compliance Officer

  

 

Chief Compliance Officer of Prudential Investment Management, Inc. (since July 2007); formerly Chief Risk Officer of Prudential Investment Management, Inc. and Prudential Investments LLC (2002-2007) and formerly Chief Ethics Officer of Prudential Investment Management, Inc. and Prudential Investments LLC (2006-2007).

 

Valerie M. Simpson (54)

Deputy Chief Compliance Officer

  

 

Chief Compliance Officer (since April 2007) of Prudential Investments LLC and AST Investment Services, Inc.; formerly Vice President-Financial Reporting (June 1999-March 2006) for Prudential Life and Annuities Finance.

Prudential International Value Fund


Fund Officers(a)(1)     

 

Name, Address and Age

Position with Fund

  

 

Principal Occupation(s) During Past Five Years

 

Theresa C. Thompson (50)

Deputy Chief Compliance Officer

  

 

Vice President, Compliance, Prudential Investments LLC (since April 2004); and Director, Compliance, Prudential Investments LLC (2001-2004).

 

Richard W. Kinville (44)

Anti-Money Laundering

Compliance Officer

  

 

Vice President, Corporate Compliance, Anti-Money Laundering Unit (since January 2005) of Prudential; committee member of the American Council of Life Insurers Anti-Money Laundering and Critical Infrastructure Committee (since January 2007); formerly Investigator and Supervisor in the Special Investigations Unit for the New York Central Mutual Fire Insurance Company (August 1994-January 1999); Investigator in AXA Financial’s Internal Audit Department and Manager in AXA’s Anti-Money Laundering Office (January 1999-January 2005); first chair of the American Council of Life Insurers Anti-Money Laundering and Critical Infrastructure Committee (June 2007-December 2009).

 

Grace C. Torres (53)

Treasurer and Principal Financial and

Accounting Officer

  

 

Assistant Treasurer (since March 1999) and Senior Vice President (since September 1999) of Prudential Investments LLC; Assistant Treasurer (since May 2003) and Vice President (since June 2005) of AST Investment Services, Inc.; Senior Vice President and Assistant Treasurer (since May 2003) of Prudential Annuities Advisory Services, Inc.; formerly Senior Vice President (May 2003-June 2005) of AST Investment Services, Inc.

 

M. Sadiq Peshimam (48)

Assistant Treasurer

  

 

Vice President (since 2005) of Prudential Investments LLC.

 

Peter Parrella (54)

Assistant Treasurer

  

 

Vice President (since 2007) and Director (2004-2007) within Prudential Mutual Fund Administration; formerly Tax Manager at SSB Citi Fund Management LLC (1997-2004).

(a) Excludes Mr. Parker and Mr. Benjamin, interested Board Members who also serve as President and Vice President, respectively.

(1) The year that each individual became an officer of the Fund is as follows:

Judy A. Rice, 2012; Raymond A. O’Hara, 2012; Deborah A. Docs, 2005; Jonathan D. Shain, 2005; Claudia DiGiacomo, 2005; Andrew R. French, 2006; Amanda S. Ryan, 2012; Timothy J. Knierim, 2007; Valerie M. Simpson, 2007; Theresa C. Thompson, 2008; Richard W. Kinville, 2011; Grace C. Torres, 1995; Sadiq Peshimam, 2006; Peter Parrella, 2007.

Explanatory Notes to Tables:

 

  n Board Members are deemed to be “Interested,” as defined in the 1940 Act, by reason of their affiliation with Prudential Investments LLC and/or an affiliate of Prudential Investments LLC.
  n Unless otherwise noted, the address of all Board Members and Officers is c/o Prudential Investments LLC, Gateway Center Three, 100 Mulberry Street, Newark, New Jersey 07102-4077.
  n There is no set term of office for Board Members or Officers. The Board Members have adopted a retirement policy, which calls for the retirement of Board Members on December 31 of the year in which they reach the age of 75.
  n “Other Directorships Held” includes only directorships of companies required to register or file reports with the SEC under the 1934 Act (that is, “public companies”) or other investment companies registered under the 1940 Act.
  n “Portfolios Overseen” includes all investment companies managed by Prudential Investments LLC. The investment companies for which PI serves as manager include the Prudential Investments Mutual Funds, The Prudential Variable Contract Accounts, Target Mutual Funds, Prudential Short Duration High Yield Fund, Inc., The Prudential Series Fund, Prudential’s Gibraltar Fund, Inc. and the Advanced Series Trust.

Visit our website at www.prudentialfunds.com


Approval of Advisory Agreements

 

The Fund’s Board of Directors

 

The Board of Directors (the “Board”) of Prudential International Value Fund (the “Fund”)1 consists of ten individuals, eight of whom are not “interested persons” of the Fund, as defined in the Investment Company Act of 1940, as amended (the “1940 Act”) (the “Independent Directors”). The Board is responsible for the oversight of the Fund and its operations, and performs the various duties imposed on the directors of investment companies by the 1940 Act. The Independent Directors have retained independent legal counsel to assist them in connection with their duties. The Chair of the Board is an Independent Director. The Board has established three standing committees: the Audit Committee, the Nominating and Governance Committee, and the Investment Committee. Each committee is chaired by, and composed of, Independent Directors.

 

Annual Approval of the Fund’s Advisory Agreements

 

As required under the 1940 Act, the Board determines annually whether to renew the Fund’s management agreement with Prudential Investments LLC (“PI”) and the Fund’s subadvisory agreements with each of LSV Asset Management (“LSV”) and Thornburg Investment Management, Inc. (“Thornburg”). In considering the renewal of the agreements, the Board, including all of the Independent Directors, met on June 5-7, 2012 and approved the renewal of the agreements through July 31, 2013, after concluding that the renewal of the agreements was in the best interests of the Fund and its shareholders.

 

In advance of the meetings, the Board requested and received materials relating to the agreements, and had the opportunity to ask questions and request further information in connection with its consideration. Among other things, the Board considered comparative fee information from PI, LSV and Thornburg. Also, the Board considered comparisons with other mutual funds in relevant Peer Universes and Peer Groups, as is further discussed below.

 

In approving the agreements, the Board, including the Independent Directors advised by independent legal counsel, considered the factors it deemed relevant, including the nature, quality and extent of services provided by PI and each subadviser, the performance of the Fund, the profitability of PI and its affiliates, expenses and fees, and the potential for economies of scale that may be shared with the Fund and its shareholders as the Fund’s assets grow. In their deliberations, the Directors did not identify any single factor which alone was responsible for the Board’s decision to approve the agreements with respect to the Fund. In connection with its deliberations, the Board considered information provided by PI throughout the year at regular Board

 

 

1 

Prudential International Value Fund is a series of Prudential World Fund, Inc.

 

Prudential International Value Fund


Approval of Advisory Agreements (continued)

 

meetings, presentations from portfolio managers and other information, as well as information furnished at or in advance of the meetings on June 5-7, 2012.

 

The Directors determined that the overall arrangements between the Fund and PI, which serves as the Fund’s investment manager pursuant to a management agreement, and between PI and each of LSV and Thornburg, which serve as the Fund’s subadvisers pursuant to the terms of subadvisory agreements with PI, are in the best interests of the Fund and its shareholders in light of the services performed, fees charged and such other matters as the Directors considered relevant in the exercise of their business judgment.

 

The material factors and conclusions that formed the basis for the Directors’ reaching their determinations to approve the continuance of the agreements are separately discussed below.

 

Nature, Quality and Extent of Services

 

The Board received and considered information regarding the nature, quality and extent of services provided to the Fund by PI, LSV and Thornburg. The Board considered the services provided by PI, including but not limited to the oversight of the subadvisers for the Fund, as well as the provision of fund recordkeeping, compliance, and other services to the Fund. With respect to PI’s oversight of the subadvisers, the Board noted that PI’s Strategic Investment Research Group (“SIRG”), which is a business unit of PI, is responsible for screening and recommending new subadvisers when appropriate, as well as monitoring and reporting to the Board on the performance and operations of the subadvisers. The Board also considered that PI pays the salaries of all of the officers and non-independent Directors of the Fund. The Board also considered the investment subadvisory services provided by LSV and Thornburg, as well as adherence to the Fund’s investment restrictions and compliance with applicable Fund policies and procedures. The Board considered PI’s evaluations of the subadvisers, as well as PI’s recommendation, based on its review of each subadviser, to renew the subadvisory agreements.

 

The Board reviewed the qualifications, backgrounds and responsibilities of PI’s senior management responsible for the oversight of the Fund, LSV and Thornburg, and also reviewed the qualifications, backgrounds and responsibilities of the LSV and Thornburg portfolio managers who are responsible for the day-to-day management of the Fund’s portfolio. The Board was provided with information pertaining to PI’s, LSV’s and Thornburg’s organizational structure, senior management, investment operations, and other relevant information pertaining to PI, LSV and Thornburg. The Board also noted that it received favorable compliance reports from the Fund’s Chief Compliance Officer (“CCO”) as to each of PI, LSV and Thornburg.

 

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The Board concluded that it was satisfied with the nature, extent and quality of the investment management services provided by PI and the subadvisory services provided to the Fund by LSV and Thornburg, and that there was a reasonable basis on which to conclude that the Fund benefits from the services provided by PI, LSV and Thornburg under the management and subadvisory agreements.

 

Costs of Services and Profits Realized by PI

 

The Board was provided with information on the profitability of PI and its affiliates in serving as the Fund’s investment manager. The Board discussed with PI the methodology utilized in assembling the information regarding profitability and considered its reasonableness. The Board recognized that it is difficult to make comparisons of profitability from fund management contracts because comparative information is not generally publicly available and is affected by numerous factors, including the structure of the particular adviser, the types of funds it manages, its business mix, numerous assumptions regarding allocations and the adviser’s capital structure and cost of capital. Taking these factors into account, the Board concluded that the profitability of PI and its affiliates in relation to the services rendered was not unreasonable.

 

The Board considered information about the profitability of LSV or Thornburg, but concluded that the level of a subadviser’s profitability may not be as significant given the arm’s length nature of the process by which the subadvisory fee rates were negotiated by PI, LSV and Thornburg as well as the fact that PI compensates the subadvisers out of its management fee.

 

Economies of Scale

 

The Board received and discussed information concerning whether PI realizes economies of scale as the Fund’s assets grow beyond current levels. The Board noted that the management fee schedule for the Fund includes breakpoints, which have the effect of decreasing the fee rate as assets increase, but at the current level of assets the Fund does not realize the effect of those rate reductions. The Board took note that the Fund’s fee structure would result in benefits to Fund shareholders when (and if) assets reach the levels at which the fee rate is reduced. These benefits will accrue whether or not PI is then realizing any economies of scale. The Board also recognized the inherent limitations of any analysis of economies of scale, stemming largely from the Board’s understanding that most of PI’s costs are not specific to individual funds, but rather are incurred across a variety of products and services

 

Other Benefits to PI, LSV and Thornburg

 

The Board considered potential ancillary benefits that might be received by PI, LSV and Thornburg and their affiliates as a result of their relationship with the Fund. The

 

Prudential International Value Fund


Approval of Advisory Agreements (continued)

 

Board concluded that potential benefits to be derived by PI included fees received by affiliates of PI for serving as the Fund’s securities lending agent, transfer agency fees received by the Fund’s transfer agent (which is affiliated with PI), and benefits to its reputation as well as other intangible benefits resulting from PI’s association with the Fund. The Board concluded that the potential benefits to be derived by LSV and Thornburg included their ability to use soft dollar credits, brokerage commissions received by affiliates of LSV or Thornburg, as well as the potential benefits consistent with those generally resulting from an increase in assets under management, specifically, potential access to additional research resources and benefits to their reputations. The Board concluded that the benefits derived by PI, LSV and Thornburg were consistent with the types of benefits generally derived by investment managers and subadvisers to mutual funds.

 

Performance of the Fund / Fees and Expenses

 

The Board considered certain additional specific factors and made related conclusions relating to the historical performance of the Fund for the one-, three-, five- and ten-year periods ended December 31, 2011.

 

The Board also considered the Fund’s actual management fee, as well as the Fund’s net total expense ratio, for the fiscal year ended October 31, 2011. The Board considered the management fee for the Fund as compared to the management fee charged by PI to other funds and the fee charged by other advisers to comparable mutual funds in a Peer Group. The actual management fee represents the fee rate actually paid by Fund shareholders and includes any fee waivers or reimbursements. The net total expense ratio for the Fund represents the actual expense ratio incurred by Fund shareholders.

 

The mutual funds included in the Peer Universe (a blend of the Lipper International Large-Cap Core Funds and International Multi-Cap Core Funds Performance Universes)2 and the Peer Group were objectively determined by Lipper Inc. (“Lipper”), an independent provider of mutual fund data. To the extent that PI deemed appropriate, and for reasons addressed in detail with the Board, PI may have provided supplemental data compiled by Lipper for the Board’s consideration. The comparisons placed the Fund in various quartiles, with the first quartile being the best

 

 

2 

Although Lipper classifies the Fund in its International Large-Cap Core Funds Performance Universe, the International Large-Cap Core Funds and International Multi-Cap Core Funds Performance Universes were utilized because PI believes that the funds included in these Universes provide a more appropriate basis for Fund performance comparisons.

Note:   Lipper has since changed the Fund’s classification and now classifies the Fund in the International Multi-Cap Core Funds Performance Universe.

 

Visit our website at www.prudentialfunds.com


25% of the mutual funds (for performance, the best performing mutual funds and, for expenses, the lowest cost mutual funds).

 

The section below summarizes key factors considered by the Board and the Board’s conclusions regarding the Fund’s performance, fees and overall expenses. The table sets forth gross performance comparisons (which do not reflect the impact on performance of fund expenses, or any subsidies, expense caps or waivers that may be applicable) with the Peer Universe, actual management fees with the Peer Group (which reflect the impact of any subsidies or fee waivers), and net total expenses with the Peer Group, each of which were key factors considered by the Board.

 

Performance    1 Year    3 Years    5 Years    10 Years
    

2nd Quartile

   2nd Quartile    2nd Quartile    3rd Quartile
Actual Management Fees: 2nd Quartile
Net Total Expenses: 4th Quartile

 

   

The Board noted that the Fund outperformed its benchmark index over all periods.

   

The Board concluded that, in light of the Fund’s competitive performance, it would be in the best interests of the Fund and its shareholders to renew the agreements.

   

The Board concluded that the management fees (including subadvisory fees) and total expenses were reasonable in light of the services provided.

 

*    *    *

 

After full consideration of these factors, the Board concluded that approval of the agreements was in the best interests of the Fund and its shareholders.

 

Prudential International Value Fund


n    MAIL   n    TELEPHONE   n    WEBSITE

Gateway Center Three

100 Mulberry Street

Newark, NJ 07102

  (800) 225-1852   www.prudentialfunds.com

 

PROXY VOTING
The Board of Directors of the Fund has delegated to the Fund’s investment subadvisers 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 and on the Securities and Exchange Commission’s website.

 

DIRECTORS
Kevin J. Bannon Scott E. Benjamin Linda W. Bynoe Michael S. Hyland
Douglas H. McCorkindale Stephen P. Munn Stuart S. Parker Richard A. Redeker
Robin B. Smith Stephen G. Stoneburn

 

OFFICERS
Stuart S. Parker, President Judy A. Rice, Vice President Scott E. Benjamin, Vice President Grace C. Torres, Treasurer and Principal Financial and Accounting Officer Raymond A. O’Hara, Chief Legal Officer Deborah A. Docs, Secretary Timothy J. Knierim, Chief Compliance Officer  Valerie M. Simpson, Deputy Chief Compliance Officer Theresa C. Thompson, Deputy Chief Compliance Officer Richard W. Kinville, Anti-Money Laundering Compliance Officer  Jonathan D. Shain, Assistant Secretary Claudia DiGiacomo, Assistant Secretary Amanda S. Ryan, Assistant Secretary Andrew R. French, Assistant Secretary M. Sadiq Peshimam, Assistant Treasurer Peter Parrella, Assistant Treasurer

 

MANAGER   Prudential Investments LLC    Gateway Center Three
100 Mulberry Street
Newark, NJ 07102

 

INVESTMENT SUBADVISERS   LSV Asset Management
   155 North Wacker Drive

46th Floor

Chicago, IL 60606

 

  Thornburg Investment
Management, Inc.
   2300 North Ridgetop Road

Santa Fe, NM 87506

 

DISTRIBUTOR   Prudential Investment
Management Services LLC
   Gateway Center Three
100 Mulberry Street
Newark, NJ 07102

 

CUSTODIAN   The Bank of New York Mellon    One Wall Street

New York, NY 10286

 

TRANSFER AGENT   Prudential Mutual Fund
Services LLC
   PO Box 9658
Providence, RI 02940

 

INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM   KPMG LLP    345 Park Avenue
New York, NY 10154

 

FUND COUNSEL   Willkie Farr & Gallagher LLP    787 Seventh Avenue
New York, NY 10019


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

 

E-DELIVERY
To receive your mutual fund documents online, go to www.prudentialfunds.com/edelivery and enroll. Instead of receiving printed documents by mail, you will receive notification via email when new materials are available. You can cancel your enrollment or change your email address at any time by visiting the website address above.

 

SHAREHOLDER COMMUNICATIONS WITH DIRECTORS
Shareholders can communicate directly with the Board of Directors by writing to the Chair of the Board, Prudential International Value Fund, Prudential Investments, Attn: Board of Directors, 100 Mulberry Street, Gateway Center Three, Newark, NJ 07102. Shareholders can communicate directly with an individual Director by writing to the same address. Communications 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 (202) 551-8090. The Fund’s schedule of portfolio holdings is also available on the Fund’s website as of the end of 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

 

PRUDENTIAL INTERNATIONAL VALUE FUND

 

SHARE CLASS   A   B   C   Z
NASDAQ   PISAX   PISBX   PCISX   PISZX
CUSIP   743969503   743969602   743969701   743969800

 

MF115E    0236586-00001-00


LOGO

 

PRUDENTIAL INVESTMENTS»MUTUAL FUNDS

 

PRUDENTIAL EMERGING MARKETS DEBT LOCAL CURRENCY FUND

 

ANNUAL REPORT · OCTOBER 31, 2012

 

Fund Type

Emerging Market Bond

 

Objective

Total return, through a combination of current income and capital appreciation

 

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.

 

Prudential Investments, Prudential, the Prudential logo, the Rock symbol, and Bring Your Challenges are service marks of Prudential Financial, Inc. and its related entities, registered in many jurisdictions worldwide.

 

LOGO

 

LOGO

  LOGO


 

 

December 14, 2012

 

Dear Shareholder:

 

We hope you find the annual report for the Prudential Emerging Markets Debt Local Currency Fund informative and useful. The report covers performance for the 12-month period that ended October 31, 2012.

 

We recognize that ongoing market volatility may make it a difficult time to be an investor. We continue to believe a prudent response to uncertainty is to maintain a diversified portfolio of funds consistent with your tolerance for risk, time horizon, and financial goals.

 

Your financial advisor can help you create a diversified investment plan that may include funds covering all the basic asset classes and that reflects your personal investor profile and risk tolerance. Keep in mind, however, that diversification and asset allocation strategies do not assure a profit or protect against loss in declining markets.

 

Prudential Investments® is dedicated to helping you solve your toughest investment challenges—whether it’s capital growth, reliable income, or protection from market volatility and other risks. We offer the expertise of Prudential Financial’s affiliated asset managers* that strive to be leaders in a broad range of funds to help you stay on course to the future you envision. They also manage money for major corporations and pension funds around the world, which means you benefit from the same expertise, innovation, and attention to risk demanded by today’s most sophisticated investors.

 

Thank you for choosing the Prudential Investments family of funds.

 

Sincerely,

 

LOGO

 

Stuart S. Parker, President

Prudential Emerging Markets Debt Local Currency Fund

 

*Most of Prudential Investments’ equity funds are advised by Jennison Associates LLC, Quantitative Management Associates LLC (QMA), or Prudential Real Estate Investors. Prudential Investments’ fixed income and money market funds are advised by Prudential Investment Management, Inc. (PIM) through its Prudential Fixed Income unit. Jennison Associates, QMA, and PIM are registered investment advisers and Prudential Financial companies. Prudential Real Estate Investors is a unit of PIM.

 

Prudential Emerging Markets Debt Local Currency Fund     1   


Your Fund’s Performance

 

Performance data quoted represent past performance. Past performance does not guarantee future results. The investment return and principal value of an investment will fluctuate, so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the past performance data quoted. An investor may obtain performance data as of the most recent month-end by visiting our website at www.prudentialfunds.com or by calling (800) 225-1852. Class A shares have a maximum initial sales charge of 4.50%. Gross operating expenses: Class A, 2.09%; Class C, 2.78%; Class Q, 1.71%; Class Z, 1.81%. Net operating expenses: Class A, 1.30%; Class C, 2.05%; Class Q, 1.05%; Class Z, 1.05%, after contractual reduction through 2/28/2014.

 

Cumulative Total Returns (Without Sales Charges) as of 10/31/12

         One Year     Since Inception

Class A

         8.53     5.12% (3/30/2011)

Class C

         7.55        4.63    (3/30/2011)

Class Q

         9.31        5.87    (3/30/2011)

Class Z

         9.21        5.78    (3/30/2011)

JP Morgan Government Bond Index-Emerging Markets Global Diversified Index

         7.25        7.64

Lipper Emerging Markets Debt Funds Average

         7.28        6.97
      

Average Annual Total Returns (With Sales Charges) as of 9/30/12

         One Year     Since Inception

Class A

         8.54   –0.80% (3/30/2011)

Class C

         11.36        1.92    (3/30/2011)

Class Q

         14.35        2.67    (3/30/2011)

Class Z

         14.37        2.69    (3/30/2011)

JP Morgan Government Bond Index-Emerging Markets Global Diversified Index

         12.66        4.67

Lipper Emerging Markets Debt Funds Average

         12.64        4.19
      

Average Annual Total Returns (With Sales Charges) as of 10/31/12

         One Year     Since Inception

Class A

         3.65     0.25% (3/30/2011)

Class C

         6.55        2.88    (3/30/2011)

Class Q

         9.31        3.65    (3/30/2011)

Class Z

         9.21        3.59    (3/30/2011)
      

 

2   Visit our website at www.prudentialfunds.com


 

 

Average Annual Total Returns (Without Sales Charges) as of 10/31/12

         One Year     Since Inception

Class A

         8.53   3.19% (3/30/2011)

Class C

         7.55      2.88    (3/30/2011)

Class Q

         9.31      3.65    (3/30/2011)

Class Z

         9.21      3.59    (3/30/2011)

 

Growth of a $10,000 Investment

 

LOGO

 

The graph compares a $10,000 investment in the Prudential Emerging Markets Debt Local Currency Fund (Class A shares) with a similar investment in the JP Morgan Government Bond Index-Emerging Markets Global Diversified Index by portraying the initial account values at the commencement of operations for Class A shares (March 30, 2011) and the account values at the end of the current fiscal year (October 31, 2012), as measured on a quarterly basis. For purposes of the graph, and unless otherwise indicated, it has been assumed that (a) the maximum applicable front-end sales charge was deducted from the initial $10,000 investment in Class A shares; (b) all recurring fees (including management fees) were deducted; and (c) all dividends and distributions were reinvested. The line graph provides information for Class A shares only. As indicated in the tables provided earlier, performance for Class C, Class Q, and Class Z shares will vary due to the differing charges and expenses applicable to each share class (as indicated in the following paragraphs). Without waiver of fees and/or expense reimbursement, if any, the returns would have been lower.

 

Total returns and the ending account values in the graph include changes in share price and reinvestment of dividends and capital gains distributions in a hypothetical investment for the periods shown. The Fund’s total returns do not reflect the deduction of income taxes on an individual’s investment. Taxes may reduce your actual investment returns on income or gains paid by the Fund or any gains you may realize if you sell your shares.

 

Prudential Emerging Markets Debt Local Currency Fund     3   


Your Fund’s Performance (continued)

 

Source: Prudential Investments LLC and Lipper Inc.

 

Inception returns are provided for any share class with less than 10 calendar years of returns.

 

The average annual total returns take into account applicable sales charges. Class A shares are subject to a maximum front-end sales charge of 4.50% and a 12b-1 fee of up to 0.30% annually. All investors who purchase Class A shares in an amount of $1 million or more and sell these shares within 12 months of purchase are subject to a contingent deferred sales charge (CDSC) of 1%. Under certain circumstances, an exchange may be made from specified share classes of the Fund to one or more other share classes of the Fund. Class C shares are not subject to a front-end sales charge, but charge a CDSC of 1% for shares sold within 12 months from the date of purchase and an annual 12b-1 fee of 1%. Class Q and Class Z shares are not subject to a CDSC or 12b-1 fee. The returns in the tables and graph reflect the share class expense structure in effect at the close of the fiscal period. The returns in the tables and graph do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or following the redemption of Fund shares.

 

Benchmark Definitions

 

JP Morgan Government Bond Index-Emerging Markets Global Diversified Index

The JP Morgan Government Bond Index-Emerging Markets Global Diversified Index (GBI-EM Global Diversified), an unmanaged index, is a comprehensive emerging markets debt benchmark that tracks local currency bonds issued by emerging market governments.

 

Lipper Emerging Markets Debt Funds Average

Funds in the Lipper Emerging Markets Debt Funds Average seek either current income or total return by investing at least 65% of total assets in emerging market debt securities, where “emerging market” is defined by a country’s GNP per capita or other economic measure.

 

Investors cannot invest directly in an index or average. The returns for the Index would be lower if they included the effects of sales charges, operating expenses of a mutual fund, or taxes. Returns for the Lipper Average reflect the deduction of operating expenses, but not sales charges or taxes.

 

Distributions and Yields as of 10/31/12

  

     Total Distributions
Paid for 12 Months
     30-Day
SEC Yield
 

Class A

   $ 0.52         3.95

Class C

     0.45         3.37   

Class Q

     0.55         4.42   

Class Z

     0.54         4.36   

 

Five Largest Issues expressed as a percentage of net assets as of 10/31/12

  

Turkey Government Bond, Bonds, Ser. 5YR, 9.000%, 03/08/17

     5.9

Indonesia Treasury Bond, Sr. Unsec’d. Notes, Ser. FR61, 7.000%, 05/15/22

     3.8   

Hungary Government Bond, Bonds, Ser. 17/B, 6.750%, 02/24/17

     3.4   

Petroleos de Venezuela SA, Sr. Unsec’d. Notes, Ser. 2014, 4.900%, 10/28/14

     3.1   

South Africa Government Bond, Bonds, Ser. R186, 10.500%, 12/21/26

     3.1   

Issues reflect only long-term investments and are subject to change.

 

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Credit Quality* expressed as a percentage of net assets as of 10/31/12

  

A

     8.6

Baa

     59.2   

Ba

     16.8   

B

     2.5   

Not Rated**

     11.1   

Total Investments

     98.2   

Other assets in excess of liabilities

     1.8   

Net Assets

     100.0
  

 

 

 

*Source: Moody’s rating, defaulting to S&P when not rated by Moody’s.

**Approximately 6.4% of Not Rated is invested in affiliated money market mutual funds.

Credit Quality is subject to change.

 

Prudential Emerging Markets Debt Local Currency Fund     5   


Strategy and Performance Overview

 

How did the Fund perform?

The Prudential Emerging Markets Debt Local Currency Fund’s Class A shares gained 8.53% for the 12-month reporting period that ended October 31, 2012, significantly outperforming the 7.25% return of the JP Morgan GBI-EM Global Diversified Index (GBI-EM Global Diversified) and the 7.28% gain of the Lipper Emerging Markets Local Currency Debt Funds Average.

 

How did emerging market government bonds denominated in local currencies perform?

The reporting period that began November 1, 2011, saw pronounced changes in investor appetite for global risk assets such as emerging market bonds. However, local currency bonds issued by emerging market governments still delivered a 7.25% gain in U.S. dollar terms for the period without hedging for currency risk, according to the GBI-EM Global Diversified.

 

   

The market was sometimes dominated by a “risk off” sentiment that favored safe havens such as U.S. Treasury securities and German bunds, particularly when an ongoing European sovereign debt crisis threatened to spiral out of control.

 

   

The market was, at other times, dominated by a “risk on” sentiment that favored emerging market bonds and currencies as well as other global risk assets. But, during those periods, local currency emerging market government bonds gained less than emerging market government bonds denominated in the U.S. dollar. This occurred because the performance of the latter is more closely correlated with that of U.S. Treasury securities, which rallied during the period. Also a relatively limited supply of emerging market bonds denominated in the greenback and other hard currencies met with strong demand from investors seeking attractive yields.

 

   

Economic growth in emerging market nations as a whole was stronger than in developed nations, but growth slowed in several key emerging economies, including China and Brazil, primarily due to weaker global trade. Softer growth prompted some nations to cut short-term rates to help stimulate economic activity. The trend toward easier monetary policy was supportive of local currency-denominated bonds of emerging market governments.

 

   

Emerging market currencies were very volatile. Their performance is highly correlated to risk aversion (such as that caused by the European sovereign debt crisis) and weaker commodity prices. Not surprisingly, currencies of some riskier nations ended the period much weaker versus the U.S. dollar, particularly the Brazilian real, the Indian rupee, the Argentinian peso, and the South African rand. Yet the Mexican peso finished stronger against the

 

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greenback, reflecting the Mexican economy’s brisk growth and national election results that boosted expectations the Mexican government will implement needed structural reforms.

 

   

Returns of emerging market government local currency bonds in U.S. dollars without hedging for currency risk varied widely, ranging from a 27.8% gain for the Philippines to a 1.0% decline for Brazil, according to the GBI-EM Global Diversified.

 

Which strategy made the largest positive contribution to the Fund’s performance?

The Fund outperformed the GBI-EM Global Diversified by a significant amount for the period primarily due to its favorable security selection among emerging market bonds denominated in local currencies. Prudential Fixed Income, a unit of Prudential Investment Management, Inc., manages the Fund, which was well-diversified across a variety of emerging market countries, securities, and currencies. Its portfolio management team closely analyzes each country’s currency, local currency bonds, and hard currency bonds from three viewpoints—fundamental, technical, and relative value.

 

   

The Fund held positions in longer-term bonds of issuers located in Brazil. Prices of these bonds rallied as the Central Bank of Brazil aggressively cut short-term rates to stimulate economic growth, which had begun to slow in that nation. (Bond prices move inversely to interest rates.)

 

   

The Fund also owned other bonds that performed well, such as debt securities of issuers located in Turkey and sovereign and quasi-sovereign bonds of issuers from Russia.

 

   

The Fund also benefited from holding select positions in bonds denominated in hard currencies, which are not included in the GBI-EM Global Diversified. Most notably, it owned short-term bonds of issuers located in Venezuela that provided relatively high yields. These bonds performed well, particularly during periods when the market was dominated by “risk on” sentiment and after elections were held in Venezuela late in the period.

 

   

The Fund, compared to the GBI-EM Global Diversified, had underweight exposures to lower-yielding bonds of issuers located in higher-quality emerging market nations including Malaysia and Thailand, which also contributed to performance.

 

Prudential Emerging Markets Debt Local Currency Fund     7   


Strategy and Performance Overview (continued)

 

How did the Fund’s foreign exchange strategy affect its performance?

The Fund’s foreign exchange strategy had a mixed impact on its performance for the period.

 

   

The Fund benefited from having overweight exposures to the Russian ruble and certain other local currencies compared to the GBI-EM Global Diversified. Its trading in the Russian ruble was particularly well timed. Early in the year, the Fund owned rubles when high oil prices and stronger Russian growth prospects helped boost the value of the currency. Later, the Fund was short rubles when softening oil prices and a flare-up in the euro zone crisis caused the Russian currency to weaken.

 

   

Another positive for the Fund was its broad exposure to currencies of Asian nations, as that region benefited from lower commodity prices, relatively stronger economic growth, and the generally healthy balance of payment positions of many nations in Asia.

 

   

An overweight exposure to the Brazilian real hurt the Fund’s performance, as the previously mentioned aggressive rate cuts by the Central Bank of Brazil caused the real to weaken dramatically versus the U.S. dollar. Also the real softened as the Brazilian government bought U.S. dollars and sold the real to prevent the real from appreciating in value. The Fund underestimated the extent to which the Brazilian government would intervene to weaken its currency in order to keep Brazilian exports competitive.

 

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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 May 1, 2012, at the beginning of the period, and held through the six-month period ended October 31, 2012. The example is for illustrative purposes only; you should consult the Prospectus for information on initial and subsequent minimum investment requirements.

 

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 Prudential Investments 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

 

Prudential Emerging Markets Debt Local Currency Fund     9   


Fees and Expenses (continued)

 

expenses, which is not the Fund’s actual return. The hypothetical account values and 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.

 

Prudential 
Emerging Markets Debt
Local Currency Fund
  Beginning Account
Value
May 1, 2012
   

Ending Account
Value

October 31, 2012

    Annualized
Expense Ratio
Based on the
Six-Month Period
    Expenses Paid
During the
Six-Month Period*
 
         
Class A   Actual   $ 1,000.00      $ 1,039.60        1.30   $ 6.66   
    Hypothetical   $ 1,000.00      $ 1,018.60        1.30   $ 6.20   
         
Class C   Actual   $ 1,000.00      $ 1,037.80        2.05   $ 10.50   
    Hypothetical   $ 1,000.00      $ 1,014.83        2.05   $ 10.38   
         
Class Q   Actual   $ 1,000.00      $ 1,042.30        1.05   $ 5.39   
    Hypothetical   $ 1,000.00      $ 1,019.86        1.05   $ 5.33   
         
Class Z   Actual   $ 1,000.00      $ 1,040.70        1.05   $ 5.39   
    Hypothetical   $ 1,000.00      $ 1,019.86        1.05   $ 5.33   

*Fund expenses (net of fee waivers or subsidies, if any) for each share class are equal to the annualized expense ratio for each share class (provided in the table), multiplied by the average account value over the period, multiplied by the 184 days in the six-month period ended October 31, 2012, and divided by the 366 days in the Fund’s fiscal year ended October 31, 2012 (to reflect the six-month period). Expenses presented in the table include the expenses of any underlying portfolios in which the Fund may invest.

 

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Portfolio of Investments

 

as of October 31, 2012

 

Description   Moody’s
Ratings†
(Unaudited)
  Interest
Rate
  Maturity
Date
    Principal
Amount (000)#
    Value (Note 1)  

LONG-TERM INVESTMENTS    91.8%

  

FOREIGN BONDS

  

Barbados    0.5%

                       

Columbus International, Inc.,
Sr. Sec’d. Notes, RegS (original cost $188,913; purchased 09/18/12)(a)(b)

  B2   11.500%     11/20/14      $ 170      $ 190,400   

Brazil    11.5%

                               

Banco Votorantim Ltd.,
Sr. Unsec’d. Notes, MTN, RegS

  Baa2   10.625     04/10/14      BRL 415        213,134   

Brazil Notas Do Tesouro Nacional,
Bonds, Ser. NTN-B - Inflation Linked

  Baa2     6.000     08/15/14      BRL 52        60,037   

Bonds, Ser. NTN-B - Inflation Linked

  Baa2     6.000     08/15/18      BRL 510        634,823   

Notes, Ser. NTN-B -
Inflation Linked

  Baa2     6.000     05/15/15      BRL 335        394,389   

Notes, Ser. NTNF

  Baa2   10.000     01/01/14      BRL 740        374,077   

Notes, Ser. NTNF

  Baa2   10.000     01/01/15      BRL 775        397,263   

Notes, Ser. NTNF

  Baa2   10.000     01/01/17      BRL 1,910        987,823   

Notes, Ser. NTNF

  Baa2   10.000     01/01/21      BRL 2,273        1,177,620   

Brazilian Government International Bond,
Sr. Unsec’d. Notes

  Baa2     8.500     01/05/24      BRL 500        288,029   

Itau Unibanco Holding SA,

         

Sr. Unsec’d. Notes, RegS

  Baa1   10.500     11/23/15      BRL 300        162,108   
         

 

 

 
            4,689,303   

Colombia    2.8%

                               

Colombia Government International Bond,

         

Sr. Unsec’d. Notes

  Baa3     4.375     03/21/23      COP 389,000        211,302   

Sr. Unsec’d. Notes

  Baa3     7.750     04/14/21      COP 197,000        135,509   

Sr. Unsec’d. Notes

  Baa3     9.850     06/28/27      COP 180,000        153,049   

Sr. Unsec’d. Notes

  Baa3   12.000     10/22/15      COP 700,000        472,331   

 

See Notes to Financial Statements.

 

Prudential Emerging Markets Debt Local Currency Fund     11   


 

Portfolio of Investments

 

as of October 31, 2012 continued

 

Description   Moody’s
Ratings†
(Unaudited)
  Interest
Rate
  Maturity
Date
    Principal
Amount (000)#
    Value (Note 1)  

FOREIGN BONDS (Continued)

       

Colombia (cont’d.)

                               

Empresas Publicas de Medellin ESP,
Sr. Unsec’d. Notes, RegS

  Baa3     8.375%     02/01/21      COP 300,000      $ 184,985   
         

 

 

 
            1,157,176   

Costa Rica    1.3%

                               

Costa Rica Government International Bond,

         

Sr. Unsec’d. Notes, RegS

  Baa3     6.548     03/20/14      $ 500        525,000   

Dominican Republic    0.4%

                               

Dominican Republic International Bond,
Sr. Unsec’d. Notes, RegS

  B1     9.040     01/23/18        153        175,969   

Hungary    4.5%

                               

Hungary Government Bond, Bonds
Ser. 16/C

  Ba1     5.500     02/12/16      HUF 33,080        147,650   

Ser. 17/B

  Ba1     6.750     02/24/17      HUF 297,250        1,372,637   

Ser. 23/A

  Ba1     6.000     11/24/23      HUF 74,740        313,770   
         

 

 

 
            1,834,057   

Indonesia    10.8%

                               

Indonesia Treasury Bond,
Sr. Unsec’d. Notes, Ser. FR36

  Baa3   11.500     09/15/19      IDR 2,200,000        305,670   

Ser. FR51

  Baa3   11.250     05/15/14      IDR 2,950,000        334,623   

Ser. FR53

  Baa3     8.250     07/15/21      IDR 4,970,000        606,634   

Ser. FR54

  Baa3     9.500     07/15/31      IDR 4,000,000        551,315   

Ser. FR55

  Baa3     7.375     09/15/16      IDR 3,000,000        334,001   

Ser. FR56

  Baa3     8.375     09/15/26      IDR 1,000,000        124,940   

Ser. FR58

  Baa3     8.250     06/15/32      IDR 3,000,000        372,308   

Ser. FR61

  Baa3     7.000     05/15/22      IDR 13,394,000        1,526,664   

Ser. FR65

  Baa3     6.625     05/15/33      IDR 2,000,000        211,822   
         

 

 

 
            4,367,977   

 

See Notes to Financial Statements.

 

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Description   Moody’s
Ratings†
(Unaudited)
  Interest
Rate
  Maturity
Date
    Principal
Amount (000)#
    Value (Note 1)  

FOREIGN BONDS (Continued)

       

Malaysia    4.5%

                               

Malaysia Government Bond,
Bonds, Ser. 0111

  A3     4.160%     07/15/21      MYR 1,740      $ 598,381   

Bonds, Ser. 0311

  A3     4.392     04/15/26      MYR 440        156,115   

Unsec’d. Notes, Ser. 0112

  A3     3.418     08/15/22      MYR 580        189,577   

Unsec’d. Notes, Ser. 0412

  A3     4.127     04/15/32      MYR 2,600        880,982   
         

 

 

 
            1,825,055   

Mexico    7.9%

                               

Mexican Bonos, Bonds,
Ser. M

  Baa1     6.500     06/10/21      MXN 8,000        651,464   

Ser. M

  Baa1     6.500     06/09/22      MXN 4,850        396,558   

Ser. M20

  Baa1     7.750     05/29/31      MXN 4,400        387,280   

Ser. M20

  Baa1     8.500     05/31/29      MXN 1,400        132,661   

Petroleos Mexicanos,
Gtd. Notes, 144A

  Baa1     7.650     11/24/21      MXN 4,120        343,186   

Gtd. Notes(c)

  Baa1     5.260     05/12/14      MXN 6,000        458,225   

Gtd. Notes

  Baa1     9.100     01/27/20      MXN 9,650        855,478   
         

 

 

 
            3,224,852   

Netherlands    0.5%

                               

VimpelCom Holdings BV,
Gtd. Notes, 144A(c)

  Ba3     4.362     06/29/14      $ 200        201,314   

Nigeria    1.1%

                               

Nigeria Treasury Bond,
Bonds

  B+(d)     7.000     10/23/19      NGN 5,875        26,865   

Unsec’d. Notes

  B+(d)   16.390     01/27/22      NGN 54,965        410,400   
         

 

 

 
            437,265   

Peru    4.4%

                               

Peru Government Bond,
Sr. Unsec’d. Notes

  Baa2     6.950     08/12/31      PEN 190        89,322   

Peruvian Government International Bond,
Sr. Unsec’d. Notes, 144A

  Baa2     7.840     08/12/20      PEN 650        310,390   

Sr. Unsec’d. Notes, RegS

  Baa2     6.950     08/12/31      PEN 1,085        510,073   

Sr. Unsec’d. Notes, RegS

  Baa2     7.840     08/12/20      PEN 355        169,520   

Sr. Unsec’d. Notes, RegS

  Baa2     8.200     08/12/26      PEN 880        464,059   

Sr. Unsec’d. Notes, RegS

  Baa2     9.910     05/05/15      PEN 550        246,593   
         

 

 

 
            1,789,957   

 

See Notes to Financial Statements.

 

Prudential Emerging Markets Debt Local Currency Fund     13   


 

Portfolio of Investments

 

as of October 31, 2012 continued

 

Description   Moody’s
Ratings†
(Unaudited)
  Interest
Rate
  Maturity
Date
    Principal
Amount (000)#
    Value (Note 1)  

FOREIGN BONDS (Continued)

       

Philippines    2.2%

                               

Philippine Government International Bond,
Sr. Unsec’d. Notes

  Ba1     4.950%     01/15/21      PHP 23,000      $ 614,059   

Sr. Unsec’d. Notes

  Ba1     6.250     01/14/36      PHP 10,000        283,894   
         

 

 

 
            897,953   

Poland    4.1%

                               

Poland Government Bond, Bonds,
Ser. 0415

  A2     5.500     04/25/15      PLN 1,705        553,905   

Ser. 1019

  A2     5.500     10/25/19      PLN 2,475        832,197   

Ser. 1020

  A2     5.250     10/25/20      PLN 840        277,428   
         

 

 

 
            1,663,530   

Russia    7.9%

                               

Home Credit & Finance Bank Via Eurasia, Capital SA,
Unsec’d. Notes

  Ba3     7.000     03/18/14      $ 250        258,437   

Russian Agricultural Bank OJSC Via RSHB Capital SA,
Sr. Unsec’d. Notes, 144A

  Baa1     8.625     02/17/17      RUB 3,000        98,277   

Sr. Unsec’d. Notes, RegS

  Baa1     8.625     02/17/17      RUB 32,600        1,067,941   

Sr. Unsec’d. Notes, Ser. E, MTN, RegS

  Baa1     8.700     03/17/16      RUB 18,000        589,230   

Russian Foreign Bond - Eurobond,
Sr. Unsec’d. Notes, 144A,

  Baa1     7.850     03/10/18      RUB 10,000        341,378   

Sr. Unsec’d. Notes, RegS

  Baa1     7.850     03/10/18      RUB 15,000        512,068   

RZD Capital Ltd.,
Sr. Unsec’d. Notes, RegS

  Baa1     8.300     04/02/19      RUB 10,100        327,645   
         

 

 

 
            3,194,976   

Singapore    0.4%

                               

Berau Capital Resources Pte Ltd., Gtd. Notes, RegS

  B1   12.500     07/08/15      $ 145        152,431   

 

See Notes to Financial Statements.

 

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Description   Moody’s
Ratings†
(Unaudited)
  Interest
Rate
  Maturity
Date
    Principal
Amount (000)#
    Value (Note 1)  

FOREIGN BONDS (Continued)

       

South Africa    9.1%

                               

Eskom Holdings Ltd., Notes, MTN

  Baa2   10.000%     01/25/33      ZAR 7,500      $ 1,007,218   

South Africa Government Bond,
Bonds, Ser. R157

  Baa1   13.500     09/15/15      ZAR 258        35,994   

Bonds, Ser. R186

  Baa1   10.500     12/21/26      ZAR 8,703        1,240,459   

Bonds, Ser. R209

  Baa1     6.250     03/31/36      ZAR 11,125        990,683   

Sr. Unsec’d Notes, Ser. R204

  Baa1     8.000     12/21/18      ZAR 3,165        399,085   
         

 

 

 
            3,673,439   

Spain    1.0%

                               

Spain Government International Bond,
Sr. Unsec’d. Notes, Ser. E, MTN

  Baa3     3.625     06/17/13      $ 400        399,880   

Thailand    2.6%

                               

Thailand Government Bond,
Bonds

  Baa1     3.580     12/17/27      THB 5,000        163,219   

Sr. Unsec’d. Notes

  Baa1     3.625     06/16/23      THB 4,177        138,124   

Sr. Unsec’d. Notes

  Baa1     3.650     12/17/21      THB 12,900        432,126   

Sr. Unsec’d. Notes

  Baa1     3.850     12/12/25      THB 2,000        67,041   

Sr. Unsec’d. Notes

  Baa1     5.670     03/13/28      THB 5,000        202,362   

Sr. Unsec’d. Notes -
Inflation Linked

  Baa1     1.200     07/14/21      THB 1,762        58,723   
         

 

 

 
            1,061,595   

Turkey    9.0%

                               

Turkey Government Bond,
Bonds

  Ba1     9.000     01/27/16      TRY 1,080        632,636   

Bonds

  Ba1   10.500     01/15/20      TRY 775        496,779   

Bonds - Inflation Linked

  Ba1     3.000     07/21/21      TRY 205        124,653   

Bonds, Ser. 5YR

  Ba1     9.000     03/08/17      TRY 4,030        2,384,276   
         

 

 

 
            3,638,344   

Ukraine    0.6%

                               

NAK Naftogaz Ukraine,
Gtd. Notes

  NR     9.500     09/30/14      $ 230        234,324   

 

See Notes to Financial Statements.

 

Prudential Emerging Markets Debt Local Currency Fund     15   


 

Portfolio of Investments

 

as of October 31, 2012 continued

 

Description   Moody’s
Ratings†
(Unaudited)
  Interest
Rate
  Maturity
Date
    Principal
Amount (000)#
    Value (Note 1)  

FOREIGN BONDS (Continued)

       

United Arab Emirates    1.1%

                               

Dubai DOF Sukuk Ltd.,
Sr. Unsec’d. Notes, Ser. E, MTN

  NR   6.396%     11/03/14      $ 155      $ 166,392   

Emirate of Dubai Government International Bonds,
Sr. Notes, Ser. E, MTN, RegS

  NR   6.700     10/05/15        250        276,250   
         

 

 

 
            442,642   

Uruguay    0.4%

                               

Uruguay Government International Bond,
Sr. Unsec’d. Notes

  Baa3   5.000     09/14/18      UYU 3,143        181,980   

Venezuela    3.2%

                               

Petroleos de Venezuela SA,
Sr. Unsec’d. Notes

  B1   8.000     11/17/13      $ 40        40,200   

Sr. Unsec’d. Notes,
Ser. 2014

  NR   4.900     10/28/14        1,340        1,242,850   
         

 

 

 
            1,283,050   
         

 

 

 

Total long-term investments
(cost $37,016,519)

            37,242,469   
         

 

 

 
                 

Shares

       

SHORT-TERM INVESTMENT    6.4%

       

Affiliated Money Market Mutual Fund

                           

Prudential Investment Portfolios 2 - Prudential Core Taxable Money Market Fund
(cost $2,597,500)(e)

          2,597,500        2,597,500   
         

 

 

 

Total Investments    98.2%
(cost $39,614,019; Note 5)

            39,839,969   

Other assets in excess of liabilities(f)    1.8%

            730,884   
         

 

 

 

Net Assets    100.0%

          $ 40,570,853   
         

 

 

 

 

See Notes to Financial Statements.

 

16   Visit our website at www.prudentialfunds.com


 

 

 

 

The following abbreviations are used in the portfolio descriptions:

144A—Security was purchased pursuant to Rule 144A under the Securities Act of 1933 and may not be resold subject to that rule except to qualified institutional buyers. Unless otherwise noted, 144A securities are deemed to be liquid.

RegS—Regulation S. Security was purchased pursuant to Regulation S and may not be offered, sold or delivered within the United States or to, or for the account or benefit of, U.S. persons, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act of 1933.

BRL—Brazilian Real

CLP—Chilean Peso

CNY—Chinese Yuan Renminbi

COP—Colombian Peso

EUR—Euro

HUF—Hungarian Forint

IDR—Indonesian Rupiah

INR—Indian Rupee

ILS—Israeli New Shekel

KRW—South Korean Won

MTN—Medium Term Note

MXN—Mexican Peso

MYR—Malaysian Ringgit

NGN—Nigerian Naira

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

PEN—Peruvian Nuevo Sol

PHP—Philippine Peso

PLN—Polish Zloty

RON—Romanian Leu

RUB—Russian Ruble

SGD—Singapore Dollar

THB—Thailand Baht

TRY—Turkish Lira

UYU—Uruguayan Peso

ZAR—South African Rand

The ratings reflected are as of October 31, 2012. Ratings of certain bonds may have changed subsequent to that date. The Portfolio’s current Statement of Additional Information contains a description of Moody’s and Standard & Poor’s ratings.
# Principal amount shown in U.S. dollars unless otherwise stated.
(a) Indicates a security that has been deemed illiquid.
(b) Indicates a restricted security, the aggregate original cost of such securities is $188,913. The aggregate value of $190,400 is approximately 0.5% of net assets.
(c) Variable rate instrument. The interest rate shown reflects the rate in effect at October 31, 2012.
(d) Standard & Poor’s Rating.
(e) Prudential Investments LLC, the manager of the Series, also serves as manager of the Prudential Investment Portfolio 2 - Prudential Core Taxable Money Market Fund.
(f) Includes net unrealized appreciation (depreciation) on the following derivative contracts held at reporting period end:

 

See Notes to Financial Statements.

 

Prudential Emerging Markets Debt Local Currency Fund     17   


 

Portfolio of Investments

 

as of October 31, 2012 continued

 

 

Forward foreign currency exchange contracts outstanding at October 31, 2012:

 

Purchase Contracts

 

Counterparty

  Notional
Amount
    Value at
Settlement
Date
Payable
    Value at
October 31,
2012
    Unrealized
Appreciation/
(Depreciation)
 

Brazilian Real

         

Expiring 01/18/13

  Citibank NA   BRL  257,875      $ 126,100      $ 125,572      $ (528

Chilean Peso

         

Expiring 12/11/12

  Citibank NA   CLP  81,122,502        166,473        167,596        1,123   

Expiring 12/11/12

  Citibank NA   CLP  28,492,960        59,200        58,865        (335

Chinese Yuan Renminbi

         

Expiring 01/04/13

  Citibank NA   CNY  1,794,240        283,280        285,890        2,610   

Expiring 03/20/13

  Goldman Sachs Group LP   CNY  2,527,000        400,000        400,276        276   

Expiring 03/21/13

  Barclays Capital, Inc.   CNY  1,674,005        265,000        265,144        144   

Colombian Peso

         

Expiring 01/18/13

  Citibank NA   COP  366,682,007        199,577        198,352        (1,225

Euro

         

Expiring 01/25/13

  Citibank NA   EUR  5,895,000        7,678,060        7,647,693        (30,367

Expiring 01/25/13

  Citibank NA   EUR  5,895,000        7,649,729        7,647,693        (2,036

Expiring 01/25/13

  Citibank NA   EUR  325,000        422,066        421,629        (437

Expiring 01/25/13

  Citibank NA   EUR  180,000        234,857        233,517        (1,340

Expiring 01/25/13

  Citibank NA   EUR  165,000        215,851        214,058        (1,793

Expiring 01/25/13

  Citibank NA   EUR  95,000        124,621        123,245        (1,376

Expiring 01/25/13

  Citibank NA   EUR  90,000        116,212        116,759        547   

Expiring 01/25/13

  Citibank NA   EUR  90,000        117,066        116,759        (307

Expiring 01/25/13

  Citibank NA   EUR  90,000        118,230        116,759        (1,471

Expiring 01/25/13

  Citibank NA   EUR  45,000        58,753        58,379        (374

Expiring 01/25/13

  Citibank NA   EUR  35,000        45,930        45,406        (524

Expiring 01/25/13

  JPMorgan Chase Bank   EUR  85,000        111,107        110,272        (835

Hungarian Forint

         

Expiring 01/24/13

  Citibank NA   HUF  179,743,327        814,950        813,461        (1,489

Expiring 01/24/13

  Citibank NA   HUF  15,482,544        70,800        70,069        (731

Expiring 01/24/13

  Credit Suisse International   HUF  14,122,550        65,000        63,914        (1,086

Expiring 01/24/13

  Morgan Stanley & Co., Inc.   HUF  11,757,384        53,700        53,210        (490

Indian Rupee

         

Expiring 01/14/13

  Citibank NA   INR  19,389,547        360,736        355,367        (5,369

Expiring 01/14/13

  Citibank NA   INR  11,608,475        216,285        212,757        (3,528

Expiring 01/14/13

  Credit Suisse International   INR  5,092,950        95,000        93,342        (1,658

 

See Notes to Financial Statements.

 

18   Visit our website at www.prudentialfunds.com


 

 

 

Purchase Contracts

 

Counterparty

  Notional
Amount
    Value at
Settlement
Date
Payable
    Value at
October 31,
2012
    Unrealized
Appreciation/
(Depreciation)
 

Indonesian Rupiah

         

Expiring 02/06/13

  Citibank NA   IDR  2,790,985,600      $ 291,700      $ 286,760      $ (4,940

Expiring 02/06/13

  Citibank NA   IDR  1,090,084,800        112,000        112,001        1   

Expiring 02/06/13

  Citibank NA   IDR  939,881,250        96,250        96,568        318   

Expiring 02/06/13

  Citibank NA   IDR  699,618,000        72,200        71,882        (318

Expiring 02/06/13

  Citibank NA   IDR  501,105,000        51,586        51,486        (100

Israeli New Shekel

         

Expiring 01/24/13

  Citibank NA   ILS  370,172        94,860        94,996        136   

Expiring 01/24/13

  Goldman Sachs Group LP   ILS  375,327        96,250        96,318        68   

Expiring 01/24/13

  Goldman Sachs Group LP   ILS  370,766        95,000        95,148        148   

Malaysian Ringgit

         

Expiring 01/14/13

  Citibank NA   MYR  9,383,985        3,048,728        3,063,612        14,884   

Expiring 01/14/13

  Citibank NA   MYR  1,770,002        573,931        577,857        3,926   

Expiring 01/14/13

  Citibank NA   MYR  396,477        129,500        129,439        (61

Expiring 01/14/13

  Citibank NA   MYR  70,121        22,800        22,893        93   

Mexican Peso

         

Expiring 11/21/12

  Citibank NA   MXN  13,802,746        1,032,908        1,051,880        18,972   

Expiring 01/22/13

  Citibank NA   MXN  8,691,225        670,028        658,064        (11,964

Expiring 01/22/13

  Citibank NA   MXN  1,629,005        124,300        123,342        (958

Expiring 01/22/13

  Citibank NA   MXN  1,207,567        92,504        91,432        (1,072

Expiring 01/22/13

  Citibank NA   MXN  778,569        59,200        58,950        (250

Expiring 01/22/13

  Citibank NA   MXN  15,225        1,169        1,153        (16

Philippine Peso

         

Expiring 11/05/12

  Citibank NA   PHP  24,124,561        584,413        585,581        1,168   

Expiring 12/11/12

  Citibank NA   PHP  7,702,970        183,369        186,904        3,535   

Expiring 12/11/12

  Citibank NA   PHP  2,438,166        58,100        59,160        1,060   

Polish Zloty

         

Expiring 01/24/13

  Barclays Capital, Inc.   PLN  426,723        131,290        132,363        1,073   

Expiring 01/24/13

  Citibank NA   PLN  7,881,542        2,447,456        2,444,740        (2,716

Expiring 01/24/13

  Citibank NA   PLN  451,515        143,900        140,053        (3,847

Expiring 01/24/13

  Citibank NA   PLN  286,912        90,000        88,996        (1,004

Expiring 01/24/13

  Citibank NA   PLN  193,161        59,200        59,916        716   

Romanian Leu

         

Expiring 01/24/13

  Barclays Capital, Inc.   RON  352,738        100,000        99,466        (534

Expiring 01/24/13

  Barclays Capital, Inc.   RON  338,836        95,000        95,546        546   

 

See Notes to Financial Statements.

 

Prudential Emerging Markets Debt Local Currency Fund     19   


 

Portfolio of Investments

 

as of October 31, 2012 continued

 

Purchase Contracts

 

Counterparty

  Notional
Amount
    Value at
Settlement
Date
Payable
    Value at
October 31,
2012
    Unrealized
Appreciation/
(Depreciation)
 

Expiring 01/24/13

  Goldman Sachs Group LP   RON  346,223      $ 97,500      $ 97,628      $ 128   

Russian Ruble

         

Expiring 01/17/13

  Citibank NA   RUB  48,737,015        1,541,920        1,533,113        (8,807

Expiring 01/17/13

  Citibank NA   RUB  7,705,038        243,584        242,376        (1,208

Expiring 01/17/13

  Citibank NA   RUB  5,381,618        170,256        169,289        (967

Expiring 01/17/13

  Citibank NA   RUB  4,225,663        133,200        132,926        (274

Expiring 01/17/13

  Citibank NA   RUB  3,358,388        106,400        105,644        (756

Singapore Dollar

         

Expiring 01/23/13

  Citibank NA   SGD  72,270        58,976        59,247        271   

South African Rand

         

Expiring 01/30/13

  Barclays Capital, Inc.   ZAR  1,231,843        147,563        140,109        (7,454

Expiring 01/30/13

  Citibank NA   ZAR  1,004,864        120,000        114,293        (5,707

Expiring 01/30/13

  Citibank NA   ZAR  966,301        108,500        109,906        1,406   

Expiring 01/30/13

  Citibank NA   ZAR  491,993        59,200        55,959        (3,241

Expiring 01/30/13

  Citibank NA   ZAR  374,422        45,000        42,586        (2,414

Expiring 01/30/13

  Citibank NA   ZAR  347,656        40,818        39,542        (1,276

Expiring 01/30/13

  Goldman Sachs Group LP   ZAR  626,970        75,000        71,311        (3,689

Expiring 01/30/13

  HSBC   ZAR  761,940        90,000        86,663        (3,337

Expiring 01/30/13

  JPMorgan Chase Bank   ZAR  623,700        70,000        70,939        939   

South Korean Won

         

Expiring 01/14/13

  Citibank NA   KRW  731,173,763        653,709        667,708        13,999   

Expiring 01/17/13

  Citibank NA   KRW  38,815,000        35,000        35,440        440   

Expiring 01/17/13

  Citibank NA   KRW  22,128,400        20,000        20,204        204   

Thai Baht

         

Expiring 11/30/12

  Citibank NA   THB  24,821,698        775,097        808,235        33,138   

Expiring 11/30/12

  Citibank NA   THB  10,968,281        345,400        357,145        11,745   

Expiring 11/30/12

  Citibank NA   THB  7,138,183        229,001        232,431        3,430   

Expiring 11/30/12

  Citibank NA   THB  6,008,790        191,772        195,656        3,884   

Expiring 11/30/12

  Citibank NA   THB  2,431,534        79,100        79,175        75   

Expiring 11/30/12

  Citibank NA   THB  1,530,946        48,100        49,850        1,750   

Expiring 11/30/12

  Citibank NA   THB  1,413,017        44,600        46,010        1,410   

Expiring 11/30/12

  Citibank NA   THB  1,162,416        36,571        37,850        1,279   

Expiring 11/30/12

  Citibank NA   THB  341,039        10,714        11,105        391   

Expiring 11/30/12

  HSBC   THB  6,149,600        200,000        200,241        241   

Expiring 11/30/12

  JPMorgan Chase Bank   THB  1,000,608        32,313        32,581        268   

 

See Notes to Financial Statements.

 

20   Visit our website at www.prudentialfunds.com


 

 

 

Purchase Contracts

 

Counterparty

  Notional
Amount
    Value at
Settlement
Date
Payable
    Value at
October 31,
2012
    Unrealized
Appreciation/
(Depreciation)
 

Expiring 11/30/12

  Morgan Stanley & Co., Inc.   THB  1,319,524      $ 42,800      $ 42,966      $ 166   

Expiring 11/30/12

  UBS AG   THB  158,845        5,000        5,172        172   

Turkish Lira

         

Expiring 01/30/13

  Citibank NA   TRY  3,050,112        1,672,485        1,681,121        8,636   

Expiring 01/30/13

  Citibank NA   TRY  491,001        265,772        270,623        4,851   

Expiring 01/30/13

  Citibank NA   TRY  255,756        140,000        140,964        964   

Expiring 01/30/13

  Citibank NA   TRY  231,321        126,800        127,497        697   

Expiring 01/30/13

  Citibank NA   TRY  183,140        100,000        100,941        941   

Expiring 01/30/13

  Citibank NA   TRY  163,618        90,000        90,181        181   

Expiring 01/30/13

  Citibank NA   TRY  55,299        30,400        30,479        79   

Expiring 01/30/13

  Citibank NA   TRY  20,235        11,039        11,153        114   
     

 

 

   

 

 

   

 

 

 
      $ 38,919,815      $ 38,938,749      $ 18,934   
     

 

 

   

 

 

   

 

 

 

Sales Contracts

 

Counterparty

  Notional
Amount
    Value at
Settlement
Date
Receivable
    Value at
October 31,
2012
    Unrealized
Appreciation/
(Depreciation)
 

Brazilian Real

         

Expiring 01/18/13

  Citibank NA   BRL 897,652      $ 434,383      $ 437,112      $ (2,729

Chilean Peso

         

Expiring 12/11/12

  Citibank NA   CLP 47,977,930        100,100        99,120        980   

Expiring 12/11/12

  Citibank NA   CLP 28,122,735        59,100        58,100        1,000   

Chinese Yuan Renminbi

         

Expiring 01/04/13

  Morgan Stanley & Co., Inc.   CNY 1,794,240        280,000        285,890        (5,890

Colombian Peso

         

Expiring 01/18/13

  Citibank NA   COP  396,831,600        217,800        214,660        3,140   

Euro

         

Expiring 01/25/13

  Citibank NA   EUR 5,895,000        7,711,809        7,647,693        64,116   

Expiring 01/25/13

  Citibank NA   EUR 3,535,000        4,606,176        4,586,021        20,155   

Expiring 01/25/13

  Citibank NA   EUR 2,355,000        3,062,070        3,055,186        6,884   

Expiring 01/25/13

  Citibank NA   EUR 603,515        780,101        782,951        (2,850

Expiring 01/25/13

  Citibank NA   EUR 325,000        423,625        421,629        1,996   

Expiring 01/25/13

  Citibank NA   EUR 150,000        193,724        194,598        (874

Expiring 01/25/13

  Citibank NA   EUR 45,000        58,117        58,379        (262

Expiring 01/25/13

  Citibank NA   EUR 35,000        45,318        45,406        (88

Hungarian Forint

         

Expiring 01/24/13

  Citibank NA   HUF 42,177,895        195,851        190,884        4,967   

 

See Notes to Financial Statements.

 

Prudential Emerging Markets Debt Local Currency Fund     21   


 

Portfolio of Investments

 

as of October 31, 2012 continued

 

Sales Contracts

 

Counterparty

  Notional
Amount
    Value at
Settlement
Date
Receivable
    Value at
October 31,
2012
   

Unrealized
Appreciation/
(Depreciation)

 

Expiring 01/24/13

  Citibank NA   HUF 41,777,135      $ 186,200      $ 189,070      $ (2,870

Expiring 01/24/13

  Citibank NA   HUF 12,781,513        57,441        57,845        (404

Indian Rupee

         

Expiring 01/14/13

  Barclays Capital, Inc.   INR 5,043,500        96,250        92,436        3,814   

Indonesian Rupiah

         

Expiring 02/06/13

  Citibank NA   IDR 7,556,372,955        774,774        776,380        (1,606

Expiring 02/06/13

  Citibank NA   IDR 1,812,570,000        186,000        186,232        (232

Israeli New Shekel

         

Expiring 01/24/13

  Citibank NA   ILS 348,278        90,000        89,377        623   

Expiring 01/24/13

  UBS AG   ILS 791,649        205,000        203,157        1,843   

Malaysian Ringgit

         

Expiring 01/14/13

  Barclays Capital, Inc.   MYR 203,574        66,300        66,462        (162

Expiring 01/14/13

  Citibank NA   MYR 3,049,107        987,725        995,449        (7,724

Mexican Peso

         

Expiring 01/22/13

  Citibank NA   MXN 4,123,117        313,560        312,186        1,374   

Expiring 01/22/13

  Citibank NA   MXN 1,719,346        132,400        130,182        2,218   

Expiring 01/22/13

  Citibank NA   MXN 1,233,330        95,000        93,383        1,617   

Expiring 01/22/13

  Citibank NA   MXN 1,170,511        90,000        88,626        1,374   

Expiring 01/22/13

  Citibank NA   MXN 908,316        70,000        68,774        1,226   

Expiring 01/22/13

  Citibank NA   MXN 776,560        59,675        58,798        877   

Expiring 01/22/13

  Citibank NA   MXN 591,238        45,600        44,766        834   

Expiring 01/22/13

  Citibank NA   MXN 519,572        40,000        39,340        660   

Expiring 01/22/13

  Morgan Stanley & Co., Inc.   MXN 1,181,954        91,000        89,493        1,507   

Peruvian Nuevo Sol

         

Expiring 01/10/13

  Citibank NA   PEN 2,145,199        820,407        824,355        (3,948

Expiring 01/10/13

  Citibank NA   PEN 374,472        144,000        143,902        98   

Philippine Peso

         

Expiring 11/05/12

  UBS AG   PHP 24,124,561        570,523        585,581        (15,058

Expiring 01/22/13

  Citibank NA   PHP 24,124,561        584,413        585,163        (750

Expiring 01/22/13

  Citibank NA   PHP 15,955,488        381,710        387,015        (5,305

Expiring 01/22/13

  HSBC   PHP 16,550,000        400,000        401,435        (1,435

Polish Zloty

         

Expiring 01/24/13

  Citibank NA   PLN 454,435        141,200        140,959        241   

Expiring 01/24/13

  Citibank NA   PLN 302,553        95,000        93,847        1,153   

Expiring 01/24/13

  Citibank NA   PLN 280,825        87,400        87,108        292   

Expiring 01/24/13

  Citibank NA   PLN 224,556        70,000        69,654        346   

Expiring 01/24/13

  Citibank NA   PLN 193,057        60,000        59,884        116   

 

See Notes to Financial Statements.

 

22   Visit our website at www.prudentialfunds.com


 

 

 

Sales Contracts

 

Counterparty

  Notional
Amount
    Value at
Settlement
Date
Receivable
    Value at
October 31,
2012
   

Unrealized
Appreciation/
(Depreciation)

 

Russian Ruble

         

Expiring 01/17/13

  Citibank NA   RUB 3,618,532      $ 115,000      $ 113,828      $ 1,172   

Expiring 01/17/13

  Citibank NA   RUB 2,848,365        90,000        89,600        400   

Expiring 01/17/13

  Citibank NA   RUB 2,363,355        75,000        74,344        656   

Expiring 01/17/13

  Citibank NA   RUB 1,901,700        60,000        59,952        48   

Expiring 01/17/13

  Citibank NA   RUB 1,889,997        59,675        59,453        222   

Expiring 01/17/13

  Goldman Sachs Group LP   RUB 2,994,638        95,000        94,202        798   

South African Rand

         

Expiring 01/30/13

  Citibank NA   ZAR 3,406,188        406,726        387,417        19,309   

Expiring 01/30/13

  Citibank NA   ZAR 659,268        75,000        74,985        15   

Expiring 01/30/13

  Citibank NA   ZAR 536,130        60,000        60,979        (979

Expiring 01/30/13

  Citibank NA   ZAR 507,405        59,675        57,712        1,963   

South Korean Won

         

Expiring 01/14/13

  Citibank NA   KRW  237,112,750        215,000        216,531        (1,531

Thai Baht

         

Expiring 11/30/12

  Citibank NA   THB 1,990,695        62,174        64,820        (2,646

Expiring 11/30/12

  Citibank NA   THB 1,908,678        60,000        62,150        (2,150

Expiring 11/30/12

  Citibank NA   THB 1,597,875        50,000        52,029        (2,029

Expiring 11/30/12

  Morgan Stanley & Co., Inc.   THB 1,559,376        50,400        50,776        (376

Expiring 11/30/12

  UBS AG   THB 2,926,114        91,250        95,279        (4,029

Turkish Lira

         

Expiring 01/30/13

  Barclays Capital, Inc.   TRY 39,256        21,312        21,637        (325

Expiring 01/30/13

  Citibank NA   TRY 1,167,265        638,050        643,358        (5,308

Expiring 01/30/13

  Citibank NA   TRY 1,136,657        624,326        626,488        (2,162

Expiring 01/30/13

  Citibank NA   TRY 229,713        125,000        126,610        (1,610

Expiring 01/30/13

  Citibank NA   TRY 122,926        66,776        67,753        (977

Expiring 01/30/13

  Morgan Stanley & Co., Inc.   TRY 147,068        80,400        81,059        (659
     

 

 

   

 

 

   

 

 

 
      $ 28,290,516      $ 28,219,450        71,066   
     

 

 

   

 

 

   

 

 

 
          $ 90,000   
         

 

 

 

 

See Notes to Financial Statements.

 

Prudential Emerging Markets Debt Local Currency Fund     23   


 

Portfolio of Investments

 

as of October 31, 2012 continued

 

 

Interest rate swap agreements outstanding as of October 31, 2012:

 

Notional
Amount
(000)#

    Termination
Date
    Fixed
Rate
   

Floating
Rate

  Fair
Value
    Upfront
Premiums
Paid/
(Received)
    Unrealized
Appreciation
   

Counterparty

MXN 8,000        02/21/22        6.620%      28 Day Mexican Interbank Rate(1)   $ 35,387      $   —      $ 35,387     

Barclays Bank PLC

MXN  3,000        02/28/22        6.440%      28 Day Mexican
Interbank Rate(1)
    10,696               10,696     

Barclays Bank PLC

       

 

 

   

 

 

   

 

 

   
        $ 46,083      $      $ 46,083     
       

 

 

   

 

 

   

 

 

   

 

(1) Fund pays the floating rate and receives the fixed rate.
# Notional amount is shown in U.S. dollars unless otherwise stated.

 

Various inputs are used in determining the value of the Series’ investments. These inputs are summarized in the three broad levels listed below.

 

Level 1—quoted prices generally in active markets for identical securities.

 

Level 2—other significant observable inputs including, but not limited to, quoted prices for similar securities, interest rates and yield curves, prepayment speeds, foreign currency exchange rates, and amortized cost.

 

Level 3—significant unobservable inputs for securities valued in accordance with Board approved fair valuation procedures.

 

The following is a summary of the inputs used as of October 31, 2012 in valuing such portfolio securities:

 

      Level 1       Level 2      Level 3  

Investments in Securities

        

Foreign Bonds:

        

Barbados

   $   —       $ 190,400       $   

Brazil

             4,689,303           

Colombia

             1,157,176           

Costa Rica

             525,000           

Dominican Republic

             175,969           

Hungary

             1,834,057           

Indonesia

             4,367,977           

Malaysia

             1,825,055           

Mexico

             2,766,627         458,225   

Netherlands

             201,314           

Nigeria

             437,265           

 

See Notes to Financial Statements.

 

24   Visit our website at www.prudentialfunds.com


 

 

 

     Level 1      Level 2      Level 3  

Foreign Bonds (continued):

        

Peru

   $       $ 1,789,957       $   

Philippines

             897,953           

Poland

             1,663,530           

Russia

             3,194,976           

Singapore

             152,431           

South Africa

             3,673,439           

Spain

             399,880           

Thailand

             1,061,595           

Turkey

             3,638,344           

Ukraine

             234,324           

United Arab Emirates

             442,642           

Uruguay

             181,980           

Venezuela

             1,283,050           

Affiliated Money Market Mutual Fund

     2,597,500                   

Other Financial Instruments*

        

Forward Foreign Currency Exchange Contracts

             90,000           

Interest Rate Swap Agreements

             46,083           
  

 

 

    

 

 

    

 

 

 

Total

   $ 2,597,500       $ 36,920,327       $ 458,225   
  

 

 

    

 

 

    

 

 

 

 

The following is a reconciliation of assets in which significant unobservable inputs (Level 3) were used in determining fair value:

 

     Foreign Bonds  

Balance as of 10/31/11

   $ 1,275,437   

Realized gain (loss)

       

Change in unrealized appreciation (depreciation)**

     4,635   

Purchases

       

Sales

       

Accrued discount/premium

       

Transfers into Level 3

       

Transfers out of Level 3

     (821,847
  

 

 

 

Balance as of 10/31/12

   $ 458,225   
  

 

 

 

 

* Other financial instruments are derivative instruments not reflected in the Portfolio of Investments, such as futures, forwards and swap contracts, which are recorded at the unrealized appreciation/depreciation on the instrument.
** Of which, $4,635 was included in Net Assets relating to securities held at the reporting period end.

 

See Notes to Financial Statements.

 

Prudential Emerging Markets Debt Local Currency Fund     25   


 

Portfolio of Investments

 

as of October 31, 2012 continued

 

 

It is the Series’ policy to recognize transfers in and transfers out at the fair value as of the beginning of period. At the reporting period end, there was one foreign bond that transferred out of Level 3 as a result of being priced by a vendor.

 

Included in the table above, under Level 3 securities are foreign bonds being fair valued using pricing methodologies approved by the Valuation Committee, which contain unobservable inputs. Such methodologies include, but not limited to, using prices provided by a single broker/dealer, the cost of the investment, and prices of any recent transactions or bids/offers for such securities or any comparable securities using fixed income securities valuation model.

 

The industry classification of portfolio holdings and other assets in excess of liabilities shown as a percentage of net assets as of October 31, 2012 was as follows:

 

Foreign Government Obligations

     72.6

Foreign Agencies

     15.8   

Foreign Corporations

     3.4   

Affiliated Money Market Mutual Fund

     6.4   
  

 

 

 
     98.2   

Other assets in excess of liabilities

     1.8   
  

 

 

 

Net Assets

     100.0
  

 

 

 

 

Prudential Emerging Markets Debt Local Currency Fund (the “Series”) invested in derivative instruments during the reporting period. The primary types of risk associated with these derivative instruments is foreign exchange risk and interest rate risk. The effect of such derivative instruments on the Series’ financial position and financial performance as reflected in the Statement of Assets and Liabilities and Statement of Operations is presented in the summary below.

 

Fair values of derivative instruments as of October 31, 2012 as presented in the Statement of Assets and Liabilities:

 

Derivatives not designated
as hedging instruments,
carried at fair value

  

Asset Derivatives

    

Liability Derivatives

 
  

Balance

Sheet Location

   Fair
Value
    

Balance

Sheet Location

   Fair
Value
 
Foreign exchange contracts    Unrealized appreciation on forward foreign currency contracts    $ 291,177       Unrealized depreciation on forward foreign currency contracts    $ 201,177   
Interest rate contracts    Unrealized appreciation on swap agreements      46,083              
     

 

 

       

 

 

 
      $ 337,260          $ 201,177   
     

 

 

       

 

 

 

 

See Notes to Financial Statements.

 

26   Visit our website at www.prudentialfunds.com


 

 

 

 

The effects of derivative instruments on the Statement of Operations for the year ended October 31, 2012 are as follows:

 

Amount of Realized Gain or (Loss) on Derivatives Recognized in Income

 

Derivatives not designated as hedging
instruments, carried at fair value

  Purchased
Options
    Futures     Forward
Contracts
    Swaps     Total  

Foreign exchange contracts

  $ (7,780   $      $ 168,756      $      $ 160,976   

Interest rate contracts

           (19,889            7,204        (12,685
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

  $ (7,780   $ (19,889   $ 168,756      $ 7,204      $ 148,291   
 

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

Change in Unrealized Appreciation or (Depreciation) on Derivatives Recognized in Income

 

Derivatives not designated as hedging
instruments, carried at fair value

     Forward
Contracts
       Swaps        Total  

Interest rate contracts

     $         $ 46,083         $ 46,083   

Foreign exchange contracts

       158,067                     158,067   
    

 

 

      

 

 

      

 

 

 

Total

     $ 158,067         $ 46,083         $ 204,150   
    

 

 

      

 

 

      

 

 

 

 

As of October 31, 2012, the Series’ average volume of derivative activities is as follows:

 

Forward
Currency
Contracts—Purchased
(Value at Settlement Date  Payable)
    Forward
Currency
Contracts—Sold
(Value at Settlement Date Receivable)
    Interest Rate Swaps
(Notional

amount in
USD (000)
 
$ 25,015,607      $ 16,450,296      $ 503   

 

In addition, interest rate futures contracts were bought and sold/closed with an aggregate value at trade date of $1,314,398 and $1,294,509, respectively.

 

See Notes to Financial Statements.

 

Prudential Emerging Markets Debt Local Currency Fund     27   


 

Statement of Assets and Liabilities

 

as of October 31, 2012

 

Assets

        

Investments at value:

  

Unaffiliated Investments (cost $37,016,519)

   $ 37,242,469   

Affiliated Investments (cost $2,597,500)

     2,597,500   

Foreign currency, at value (cost $102,774)

     103,124   

Dividends and interest receivable

     684,117   

Receivable for investments sold

     656,709   

Unrealized appreciation on forward foreign currency contracts

     291,177   

Unrealized appreciation on swap agreements

     46,083   

Receivable for Series shares sold

     17,201   

Foreign tax reclaim receivable

     11,290   

Prepaid expenses

     837   
  

 

 

 

Total assets

     41,650,507   
  

 

 

 

Liabilities

        

Payable for investments purchased

     655,866   

Unrealized depreciation on forward foreign currency contracts

     201,177   

Accrued expenses

     165,288   

Payable for Series shares reacquired

     43,180   

Management fee payable

     9,081   

Dividends payable

     2,733   

Distribution fee payable

     1,895   

Affiliated transfer agent fee payable

     434   
  

 

 

 

Total liabilities

     1,079,654   
  

 

 

 

Net Assets

   $ 40,570,853   
  

 

 

 
          

Net assets were comprised of:

  

Common stock, at par

   $ 42,019   

Paid-in capital in excess of par

     40,777,308   
  

 

 

 
     40,819,327   

Distributions in excess of net investment income

     (492,156

Accumulated net realized loss on investment and foreign currency transactions

     (63,128

Net unrealized appreciation on investments and foreign currencies (net of capital gains tax)

     306,810   
  

 

 

 

Net assets, October 31, 2012

   $ 40,570,853   
  

 

 

 

 

See Notes to Financial Statements.

 

28   Visit our website at www.prudentialfunds.com


 

 

 

 

Class A

        

Net asset value and redemption price per share
($5,985,202 ÷ 622,535 shares of common stock issued and outstanding)

   $ 9.61   

Maximum sales charge (4.50% of offering price)

     0.45   
  

 

 

 

Maximum offering price to public

   $ 10.06   
  

 

 

 

Class C

        

Net asset value, offering price and redemption price per share
($1,025,449 ÷ 106,264 shares of common stock issued and outstanding)

   $ 9.65   
  

 

 

 

Class Q

        

Net asset value, offering price and redemption price per share
($1,058 ÷ 109.5 shares of common stock issued and outstanding)

   $ 9.66   
  

 

 

 

Class Z

        

Net asset value, offering price and redemption price per share
($33,559,144 ÷ 3,472,994 shares of common stock issued and outstanding)

   $ 9.66   
  

 

 

 

 

See Notes to Financial Statements.

 

Prudential Emerging Markets Debt Local Currency Fund     29   


 

Statement of Operations

 

Year Ended October 31, 2012

 

Net Investment Income

        

Income

  

Unaffiliated interest income (net of foreign withholding taxes of $93,630)

   $ 2,038,218   

Affiliated dividend income

     3,707   
  

 

 

 

Total income

     2,041,925   
  

 

 

 

Expenses

  

Management fee

     271,577   

Distribution fee—Class A

     6,803   

Distribution fee—Class C

     7,858   

Custodian’s fees and expenses

     150,000   

Audit fee

     60,000   

Registration fees

     50,000   

Reports to shareholders

     21,000   

Legal fees and expenses

     14,000   

Transfer agent’s fees and expenses (including affiliated expense of $2,400) (Note 3)

     12,000   

Directors’ fees

     11,000   

Insurance

     1,000   

Miscellaneous

     23,729   
  

 

 

 

Total expenses

     628,967   

Expense reimbursement (Note 2)

     (257,440
  

 

 

 

Net expenses

     371,527   
  

 

 

 

Net investment income

     1,670,398   
  

 

 

 

Realized And Unrealized Gain (Loss) On Investment And Foreign Currency Transactions

        

Net realized gain (loss) on:

  

Investment transactions

     (523,072

Foreign currency transactions

     306,542   

Financial futures transactions

     (19,889

Swap agreement transactions

     7,204   
  

 

 

 
     (229,215
  

 

 

 

Net change in unrealized appreciation (depreciation) on:

  

Investments (net of capital gains tax)

     1,401,933   

Foreign currencies

     171,120   

Swap agreements

     46,083   
  

 

 

 
     1,619,136   
  

 

 

 

Net gain on investment and foreign currency transactions

     1,389,921   
  

 

 

 

Net Increase In Net Assets Resulting From Operations

   $ 3,060,319   
  

 

 

 

 

See Notes to Financial Statements.

 

30   Visit our website at www.prudentialfunds.com


 

Statement of Changes in Net Assets

 

 

    

Year

Ended

October 31, 2012

    

March 30, 2011*
through

October 31, 2011

 

Increase (Decrease) In Net Assets

                 

Operations

     

Net investment income

   $ 1,670,398       $ 810,330   

Net realized loss on investment and foreign currency transactions

     (229,215      (537,861

Net change in unrealized appreciation (depreciation) on
investments and foreign currencies

     1,619,136         (1,312,326
  

 

 

    

 

 

 

Net increase (decrease) in net assets resulting from operations

     3,060,319         (1,039,857
  

 

 

    

 

 

 

Dividends and Distributions (Note 1)

     

Dividends from net investment income

     

Class A

     (150,328      (19,533

Class C

     (36,880      (2,172

Class Q

     (58      (12

Class Z

     (1,755,165      (314,913
  

 

 

    

 

 

 
     (1,942,431      (336,630
  

 

 

    

 

 

 

Tax return of capital

     

Class A

             (33,363 )

Class C

             (3,710 )

Class Q

             (21 )

Class Z

             (537,863 )
  

 

 

    

 

 

 
             (574,957 )
  

 

 

    

 

 

 

Series share transactions (Note 6)

     

Net proceeds from shares sold

     12,318,655         32,459,449   

Net asset value of shares issued in reinvestment of dividends and tax return of capital

     1,894,634         894,161   

Cost of shares reacquired

     (4,310,811      (1,851,679
  

 

 

    

 

 

 

Net increase in net assets from Series share transactions

     9,902,478         31,501,931   
  

 

 

    

 

 

 

Total increase

     11,020,366         29,550,487   

Net Assets:

                 

Beginning of period

     29,550,487           
  

 

 

    

 

 

 

End of period

   $ 40,570,853       $ 29,550,487   
  

 

 

    

 

 

 

 

* Commencement of operations.

 

See Notes to Financial Statements.

 

Prudential Emerging Markets Debt Local Currency Fund     31   


 

Notes to Financial Statements

 

Prudential World Fund, Inc. (the “Fund”) is an open-end management investment company, registered under the Investment Company Act of 1940, as amended, (“1940 Act”) and currently consists of five series: Prudential International Equity Fund, Prudential International Value Fund, Prudential Jennison Global Opportunities Fund, Prudential Jennison International Opportunities Fund, and Prudential Emerging Markets Debt Local Currency Fund (the “Series”). These financial statements relate to the Prudential Emerging Markets Debt Local Currency Fund. The financial statements of the other series are not presented herein. The Series commenced investment operations on March 30, 2011. The Series is non-diversified.

 

The investment objective of the Series is to seek total return, through a combination of current income and capital appreciation.

 

Note 1. Accounting Policies

 

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

 

Securities Valuation: The Series holds portfolio securities and other assets that are fair valued at the close of each day the New York Stock Exchange (“NYSE”) is open for trading. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants on the measurement date. The Board of Directors (the “Board”) has delegated fair valuation responsibilities to Prudential Investments LLC (“PI” or “Manager”) through the adoption of Valuation Procedures for valuation of the Series’ securities. Under the current Valuation Procedures, a Valuation Committee is established and responsible for supervising the valuation of portfolio securities and other assets. The Valuation Procedures allow the Series to utilize independent pricing vendor services, quotations from market makers and other valuation methods in events when market quotations are not readily available or not representative of the fair values of the securities. A record of the Valuation Committee’s actions is subject to review, approval and ratification by the Board at its next regularly scheduled quarterly meeting.

 

Various inputs are used in determining the value of the Series’ investments, which are summarized in the three broad level hierarchies based on any observable inputs used as described in the table following the Portfolio of Investments. The valuation

 

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methodologies and significant inputs used in determining the fair value of securities and other assets classified as Level 1, Level 2 and Level 3 of the hierarchy are as follows:

 

Common stocks, exchange-traded funds and financial derivative instruments (including futures contracts and certain options and swap contracts on securities), that are traded on a national securities exchange are valued at the last sale price as of the close of trading on the applicable exchange. Securities traded via NASDAQ are valued at the NASDAQ official closing price. To the extent these securities are valued at the last sale price or NASDAQ official closing price, they are classified as Level 1 of the fair value hierarchy.

 

In the event there is no sale or official closing price on such day, these securities are valued at the mean between the last reported bid and asked prices, or at the last bid price in absence of an asked price. These securities are classified as Level 2 of the fair value hierarchy as these inputs are considered as significant other observable inputs to the valuation.

 

For common stocks traded on foreign securities exchanges, certain valuation adjustments will be applied when events occur after the close of the security’s foreign market and before the Series’ normal pricing time. These securities are valued using pricing vendor services that provide model prices derived using adjustment factors based on information such as local closing price, relevant general and sector indices, currency fluctuations, depositary receipts, and futures, as applicable. Securities valued using model prices are classified as Level 2 of the fair value hierarchy as the adjustment factors are considered as significant other observable inputs to the valuation.

 

Investments in open-end, non-exchange-traded mutual funds are valued at their net asset value as of the close of the NYSE on the date of valuation. These securities are classified as Level 1 as they have the ability to be purchased or sold at their net asset value on the date of valuation.

 

Fixed income securities traded in the over-the-counter market, such as corporate bonds, municipal bonds, U.S. Government agencies, issued and guaranteed obligations, U.S. Treasury obligations, and sovereign issues are usually valued at prices provided by approved independent pricing vendors. The pricing vendors provide these prices usually after evaluating observable inputs including yield curves, credit rating, yield spreads, default rates, cash flows as well as broker/dealer quotations and reported trades. Securities valued using such vendor prices are classified as Level 2 of the fair value hierarchy.

 

Prudential Emerging Markets Debt Local Currency Fund     33   


 

Notes to Financial Statements

 

continued

 

 

Asset-backed and mortgage-related securities are usually valued by approved independent pricing vendors. The pricing vendors provide the prices using their internal pricing models with input from deal term, tranche level attributes, yield curves, prepayment speeds, default rates and broker/dealer quotes. Securities valued using such vendor prices are classified as Level 2 of the fair value hierarchy.

 

Short-term debt securities of sufficient credit quality which mature in sixty days or less, are valued at amortized cost, which approximates fair 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 the difference between the principal amount due at maturity and cost. These securities are categorized as Level 2 of the fair value hierarchy.

 

Over-the-counter financial derivative instruments, such as option contracts, foreign currency contracts and swaps agreements, are usually valued using pricing vendor services, which derive the valuation based on underlying asset prices, indices, spreads, interest rates, exchange rates and other inputs. These instruments are categorized as Level 2 of the fair value hierarchy.

 

Securities and other assets that cannot be priced using the methods described above are valued with pricing methodologies approved by the Valuation Committee. In the event there are unobservable inputs used when determining such valuations, the securities will be classified as Level 3 of the fair value hierarchy.

 

When determining the fair value of securities, some of the factors influencing the valuation include: the nature of any restrictions on disposition of the securities; assessment of the general liquidity of the securities; the issuer’s financial condition and the markets in which it does business; the cost of the investment; the size of the holding and the capitalization of the issuer; the prices of any recent transactions or bids/offers for such securities or any comparable securities; any available analyst media or other reports or information deemed reliable by the investment adviser regarding the issuer or the markets or industry in which it operates. Using fair value to price securities may result in a value that is different from a security’s most recent closing price and from the price used by other mutual funds to calculate their net asset values.

 

Foreign Currency Translation: The books and records of the Series are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars on the following basis:

 

(i) market value of investment securities, other assets and liabilities at the current rates of exchange;

 

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(ii) purchases and sales of investment securities, income and expenses at the rates of exchange prevailing on the respective dates of such transactions.

 

Although the net assets of the Series are presented at the foreign exchange rates and market values at the close of the period, the Series does not isolate that portion of the results of operations arising as a result of changes in the foreign exchange rates from the fluctuations arising from changes in the market prices of long-term portfolio securities held at the end of the period. Similarly, the Series does not isolate the effect of changes in foreign exchange rates from the fluctuations arising from changes in the market prices of long-term portfolio securities sold during the period. Accordingly, these realized foreign currency gains or losses are included in the reported net realized gains or losses on investment transactions.

 

Net realized gains or losses on foreign currency transactions represent net foreign exchange gains or losses from holdings of foreign currencies, currency gains or losses realized between the trade and settlement dates on security transactions, and the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the Series’ books and the U.S. dollar equivalent amounts actually received or paid. Net unrealized currency gains or losses from valuing foreign currency denominated assets and liabilities (other than investments) at period end exchange rates are reflected as a component of net unrealized appreciation (depreciation) on foreign currencies. Foreign security and currency transactions may involve certain considerations and risks not typically associated with those of domestic origin as a result of, among other factors, the possibility of political and economic instability, or the level of governmental supervision and regulation of foreign securities markets.

 

Forward Currency Contracts: A forward currency contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated forward rate between two parties. The Series entered into forward currency contracts in order to hedge its exposure to changes in foreign currency exchange rates on its foreign portfolio holdings or specific receivables and payables denominated in a foreign currency. The contracts are valued daily at current exchange rates and any unrealized gain or loss is included in net unrealized appreciation or depreciation on foreign currencies. Gain or loss is realized on the settlement date of the contract equal to the difference between the settlement value of the original and negotiated forward contracts. This gain or loss, if any, is included in net realized gain (loss) on foreign currency transactions. Risks may arise upon entering into these contracts from the potential inability of the counterparties to meet the terms of their contracts. Forward currency contracts involve risks from currency exchange rate and credit risk in excess of the amounts reflected on the Statement of Assets and Liabilities. The Series’

 

Prudential Emerging Markets Debt Local Currency Fund     35   


 

Notes to Financial Statements

 

continued

 

maximum risk of loss from counterparty credit risk is the net value of the cash flows to be received from the counterparty at the end of the contract’s life. Such credit risk may be mitigated by entering into a master netting arrangement between the Series and the counterparty which may permit the Series to offset amounts payable by the Series to the same counterparty against amounts to be received; and by the receipt of collateral from the counterparty by the Series to cover the Series’ exposure to the counterparty. However, there are no assurances that such mitigating factors are easily enforceable.

 

Financial Futures Contracts: A financial futures contract is an agreement to purchase (long) or sell (short) an agreed amount of securities at a set price for delivery on a future date. Upon entering into a financial futures contract, the Series is required to pledge to the broker an amount of cash and/or other assets equal to a certain percentage of the contract amount. This amount is known as the “initial margin.” Subsequent payments, known as “variation margin,” are made or received by the Series each day, depending on the daily fluctuations in the value of the underlying security. Such variation margin is recorded for financial statement purposes on a daily basis as unrealized gain (loss). When the contract expires or is closed, the gain (loss) is realized and is presented in the Statement of Operations as net realized gain (loss) on financial futures transactions. Financial futures contracts involve elements of risk in excess of the amounts reflected on the Statement of Assets and Liabilities.

 

The Series invests in financial futures contracts in order to hedge its existing portfolio securities, or securities the Series intends to purchase, against fluctuations in value caused by changes in prevailing interest rates, value of equities or foreign currency exchange rates. Should interest rates move unexpectedly, the Series may not achieve the anticipated benefits of the financial futures contracts and may realize a loss. The use of futures transactions involves the risk of imperfect correlation in movements in the price of futures contracts, interest rates and the underlying hedged assets.

 

Options: The Series purchased options and may write options in order to hedge against adverse market movements or fluctuations in value caused by changes in prevailing interest rates with respect to securities which the Series currently owns or intends to purchase. The Series’ principal reason for writing options would be to realize, through receipt of premiums, a greater current return than would be realized on the underlying security alone. When the Series purchases an option, it pays a premium and an amount equal to that premium is recorded as an asset. When the Series writes an option, it receives a premium and an amount equal to that premium

 

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is recorded as a liability. The asset or liability is adjusted daily to reflect the current market value of the option. If an option expires unexercised, the Series realizes a gain or loss to the extent of the premium received or paid. If an option is exercised, the premium received or paid is recorded as an adjustment to the proceeds from the sale or the cost of the purchase in determining whether the Series has realized a gain or loss. The difference between the premium and the amount received or paid on effecting a closing purchase or sale transaction is also treated as a realized gain or loss. Gain or loss on purchased options is included in net realized gain or loss on investment transactions. Gain or loss on written options is presented separately as net realized gain or loss on options written. The Series, as writer of an option, may have no control over whether the underlying securities may be sold (called) or purchased (put). As a result, the Series bears the market risk of an unfavorable change in the price of the security underlying the written option. Over-the-counter options involve the risk of the potential inability of the counterparties to meet the terms of their contracts.

 

With exchange-traded futures and options contracts, there is minimal counterparty credit risk to the Fund since the exchanges’ clearinghouse acts as counterparty to all exchange traded futures and options and guarantees the futures and options contracts against default.

 

Swap Agreements: The Series entered into interest rate swap agreements. A swap agreement is an agreement to exchange the return generated by one instrument for the return generated by another instrument. Swap agreements are negotiated in the over-the-counter market and may be executed either directly with counterparty (“OTC Traded”) or through a central clearing facility, such as a registered commodities exchange (“Exchange Traded”). The swap agreements are valued daily at current market value and any change in value is included in the net unrealized appreciation or depreciation on investments. Payments received or paid by the Series are recorded as realized gains or losses upon termination or maturity of the swap. Risk of loss may exceed amounts recognized on the statements of assets and liabilities. Swap agreements outstanding at period end, if any, are listed on the Portfolio of Investments.

 

Interest Rate Swaps: Interest rate swaps represent an agreement between counterparties to exchange cash flows based on the difference between two interest rates, applied to a notional principal amount for a specified period. The Series is subject to interest rate risk exposure in the normal course of pursuing its investment objectives. The Series used interest rate swaps to maintain its ability to generate steady cash flow by receiving a stream of fixed rate payments and to increase exposure to prevailing market rates by receiving floating rate payments using interest

 

Prudential Emerging Markets Debt Local Currency Fund     37   


 

Notes to Financial Statements

 

continued

 

rate swap contracts. The Series’ maximum risk of loss from counterparty credit risk is the discounted net value of the cash flows to be received from the counterparty over the contract’s remaining life. Such credit risk may be mitigated by entering into a master netting arrangement between the Series and the counterparty which may permit the Series to offset amounts payable by the Series to the same counterparty against amounts to be received; and by the receipt of collateral from the counterparty by the Series to cover the Series’ exposure to the counterparty. However, there are no assurances that such mitigating factors are easily enforceable.

 

In addition to each instrument’s primary underlying risk exposure (e.g. interest rate), swap agreements involve, to varying degrees, elements of credit, market risk and documentation risk. Such risks involve the possibility that there will be no liquid market for these agreements, that the counterparty to the agreement may default on its obligation to perform or disagree as to the meaning of the contractual terms in the agreement, that there will be unfavorable changes in net interest rates. In connection with these agreements, securities in the portfolio may be identified as collateral or received as collateral from the counterparty in accordance with the terms of the respective swap agreements to provide or receive assets of value and serve as recourse in the event of default or bankruptcy/insolvency of either party.

 

Such over-the-counter derivative agreements include conditions which when materialized, give the counterparty the right to cause an early termination of the transactions under those agreements. Any election by the counterparty for early termination of the contract(s) may impact the amounts reported on financial statements.

 

As of October 31, 2012, the Series has not met conditions under such agreements that give the counterparty the right to call for an early termination.

 

Concentration of Risk: The ability of issuers of debt securities (other than those issued or guaranteed by the U.S. Government), held by the Series, to meet their obligations may be affected by the economic or political developments in a specific industry, region or country. Foreign security and currency transactions may involve certain considerations and risks not typically associated with those of domestic origin as a result of, among other factors, the possibility of political or economic instability, or the level of governmental supervision and regulation of foreign securities markets.

 

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Securities Transactions and Net Investment Income: Securities transactions are recorded on the trade date. Realized gains or losses from investment and currency transactions are calculated on the identified cost basis. Dividend income is recorded on the ex-dividend date. Interest income, including amortization of premium and accretion of discount on debt securities, as required, is recorded on an accrual basis. Expenses are recorded on the accrual basis, which may require the use of certain estimates by management, that may differ from actual.

 

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

 

Dividends and Distributions: The Series declares dividends of net investment income daily and payment is made monthly. Distributions of net realized capital and currency gains, if any, are made annually. Dividends and distributions are recorded on the ex-dividend date. Dividends and distributions are determined in accordance with federal income tax regulations which may differ from generally accepted accounting principles. Permanent book/tax differences relating to income and gains are reclassified amongst distribution in excess of net investment income, accumulated net realized gain or loss and paid-in-capital in excess of par, as appropriate.

 

Taxes: For federal income tax purposes, each series in the Fund is treated as a separate taxpaying entity. It is each series’ 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 investment income and capital gains, if any, to its shareholders. Therefore, no federal income tax provision is required.

 

Withholding taxes on foreign interest are recorded, net of reclaimable amounts, at the time the related income is earned.

 

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 amounts.

 

Note 2. Agreements

 

The Series has a management agreement with PI. Pursuant to this agreement, PI has responsibility for all investment advisory services and supervises the subadvisor’s performance of such services. PI has entered into a subadvisory agreement with

 

Prudential Emerging Markets Debt Local Currency Fund     39   


 

Notes to Financial Statements

 

continued

 

Prudential Investment Management, Inc. (“PIM”). The subadvisory agreement provides that PIM will furnish investment advisory services in connection with the management of the Series. In connection therewith, PIM is obligated to keep certain books and records of the Series. PI pays for the services of PIM, the cost of compensation of officers of the Series, occupancy and certain clerical and bookkeeping costs of the Series. The Series bears all other costs and expenses.

 

The management fee paid to PI is computed daily and payable monthly at an annual rate of .80% of the average daily net assets of the Series.

 

PI has contractually agreed through February 28, 2014 to limit net annual Series operating expenses (excluding distribution and service (12b-1) fees, extraordinary and certain other expenses such as taxes, interest and brokerage commissions) to each class of shares to 1.05% of the Series’ average daily net assets.

 

The Series has a distribution agreement with Prudential Investment Management Services LLC (“PIMS”) who acts as the distributor of the Class A, Class C, Class Q and Class Z shares. The Series compensates PIMS for distributing and servicing the Series’ Class A and Class C, pursuant to plans of distribution (the “Class A and C Plans”), regardless of expenses actually incurred by PIMS. The distribution fees are accrued daily and payable monthly. No distribution or service fees are paid to PIMS as distributor of the Class Q and Z shares of the Series.

 

Pursuant to the Class A and C Plans, the Series compensates PIMS for distribution related activities at an annual rate of up to .30% and 1% of the average daily net assets of the Class A and C shares, respectively. PIMS has contractually agreed through February 28, 2014, to limit such expenses to .25% of the average daily net assets of the Class A shares.

 

PIMS has advised the Series that it received $24,141 in front-end sales charges resulting from sales of Class A shares during the year ended October 31, 2012. From these fees, PIMS paid such sales charges to affiliated broker-dealers, which in turn paid commissions to salespersons and incurred other distribution costs.

 

PIMS has advised the Series that it has received $685 in contingent deferred sales charges imposed upon certain redemptions by Class C Shareholders for the year ended October 31, 2012.

 

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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”), an affiliate of PI and an indirect, wholly-owned subsidiary of Prudential, serves as the Series’ transfer agent. Transfer agent fees and expenses in the Statement of Operations include certain out-of-pocket expenses paid to non-affiliates, where applicable.

 

The Series invests in the Prudential Core Taxable Money Market Fund (the “Core Fund”), a Series of the Prudential Investment Portfolios 2 registered under the 1940 Act, and managed by PI. Earnings from the Core Fund are disclosed on the Statement of Operations as affiliated dividend income.

 

Note 4. Portfolio Securities

 

Purchases and sales of portfolio securities, other than short-term investments, for the year ended October 31, 2012, were $32,179,208 and $22,265,590, respectively.

 

Note 5. Distributions and Tax Information

 

Distributions to shareholders, which are determined in accordance with federal income tax regulations and which may differ from generally accepted accounting principles, are recorded on the ex-dividend date. In order to present distributions in excess of net investment income, accumulated net realized loss on investment and foreign currency transactions and paid-in capital in excess of par on the Statement of Assets and Liabilities that more closely represent their tax character, certain adjustments have been made to distributions in excess of net investment income and accumulated net realized loss on investment and foreign currency transactions. For the year ended October 31, 2012, the adjustments were to increase distributions in excess of net investment income and decrease accumulated net realized loss on investment and foreign currency transactions by $183,845 due to the differences in the treatment for book and tax purposes of certain transactions involving foreign currencies, swaps, paydown gains/losses and other book to tax adjustments. Net investment income, net realized loss on investment and foreign currency transactions and net assets were not affected by this change.

 

For the years ended October 31, 2012, the tax character of dividends paid as reflected in the Statement of Changes in Net Assets was $1,942,431 of ordinary

 

Prudential Emerging Markets Debt Local Currency Fund     41   


 

Notes to Financial Statements

 

continued

 

income. For the period ended October 31, 2011, the tax character of dividends paid as reflected in the Statement of Changes in Net Assets were $336,630 of ordinary income and $574,957 of tax return of capital.

 

As of October 31, 2012, the Fund had accumulated undistributed earnings on a tax basis of $330,673 of ordinary income and $91,800 of long-term capital gains. This differs from the amount shown on the Statement of Assets and Liabilities primarily due to cumulative timing differences between financial and tax reporting.

 

The United States federal income tax basis of the Series’ investments and the net unrealized depreciation as of October 31, 2012 were as follows:

 

Tax Basis

 

Appreciation

 

Depreciation

 

Net
Unrealized
Depreciation

 

Other Cost
Basis
Adjustments

 

Total Net
Unrealized
Depreciation

$40,520,247   $489,437   $(1,169,715)   $(680,278)   $70,143   $(610,135)

 

The difference between book basis and tax basis is primarily attributable to the difference in the treatment of amortization of premiums, wash sales and straddle loss deferrals. The other cost basis adjustments are primarily attributable to appreciation (depreciation) of foreign currencies, swaps and mark-to-market of receivables and payables.

 

Management has analyzed the Series’ tax positions taken on federal income tax returns for all open tax years and has concluded that no provision for income tax is required in the Series’ financial statements for the current reporting period. The Series’ federal and state income and federal excise tax returns for tax years for which the applicable statutes of limitations have not expired are subject to examination by the Internal Revenue Service and state departments of revenue.

 

Note 6. Capital

 

The Series offers Class A, Class C, Class Q and Class Z shares. Class A shares are sold with a front-end sales charge of up to 4.50%. All Investors who purchase Class A shares in an amount of $1 million or more and sell these shares within 12 months of purchase are subject to a contingent deferred sales charge (CDSC) of 1%. The Class A CDSC is waived for purchases by certain retirement and/or benefit plans. Class C shares are sold with a contingent deferred sales charge of 1% on shares redeemed

 

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within the first 12 months after purchase. A special exchange privilege is also available for shareholders who qualified to purchase Class A shares at net asset value. Class Q and Z shares are not subject to any sales or redemption charge and are offered exclusively for sale to a limited group of investors.

 

Under certain circumstances, an exchange may be made from specified share classes of the Series to one or more other share classes of the Series as presented in the table of transactions in shares of common stock. For the fiscal year ended October 31, 2012, no such exchanges were made.

 

As of October 31, 2012, Prudential Financial, Inc. through its affiliates owned 109 Class A shares, 108 Class C shares, 109 Class Q shares and 110 Class Z shares of the Series.

 

There are 275 million shares of common stock at $0.01 par value per share, designated Class A, Class C, Class Q and Class Z common stock, each of which consists of 75 million, 75 million, 50 million and 75 million authorized shares, respectively.

 

Transactions in shares of common stock were as follows:

 

Class A

     Shares      Amount  

Year ended October 31, 2012:

       

Shares sold

       507,223      $ 4,807,892  

Shares issued in reinvestment of dividends

       13,747        128,087  

Shares reacquired

       (178,210      (1,655,069
    

 

 

    

 

 

 

Net increase (decrease) in shares outstanding

       342,760      $ 3,280,910  
    

 

 

    

 

 

 

Period ended October 31, 2011:*

       

Shares sold

       415,348      $ 4,173,929  

Shares issued in reinvestment of dividends and tax return of capital

       4,853        46,027  

Shares reacquired

       (140,426      (1,355,681
    

 

 

    

 

 

 

Net increase (decrease) in shares outstanding

       279,775      $ 2,864,275  
    

 

 

    

 

 

 

 

Prudential Emerging Markets Debt Local Currency Fund     43   


 

Notes to Financial Statements

 

continued

 

Class C

     Shares      Amount  

Year ended October 31, 2012:

       

Shares sold

       76,112      $ 714,307  

Shares issued in reinvestment of dividends

       3,789        35,467  

Shares reacquired

       (15,867      (147,837
    

 

 

    

 

 

 

Net increase (decrease) in shares outstanding

       64,034      $ 601,937  
    

 

 

    

 

 

 

Period ended October 31, 2011:*

       

Shares sold

       50,542      $ 505,520  

Shares issued in reinvestment of dividends and tax return of capital

       571        5,479  

Shares reacquired

       (8,883      (82,126
    

 

 

    

 

 

 

Net increase (decrease) in shares outstanding

       42,230      $ 428,873  
    

 

 

    

 

 

 

Class Q

               

Year ended October 31, 2012:

       

Shares issued in reinvestment of dividends

       6.1      $ 58  
    

 

 

    

 

 

 

Net increase (decrease) in shares outstanding

       6.1      $ 58  
    

 

 

    

 

 

 

Period ended October 31, 2011:*

       

Shares sold

       100.0      $ 1,000  

Shares issued in reinvestment of dividends and tax return of capital

       3.4        33  
    

 

 

    

 

 

 

Net increase (decrease) in shares outstanding

       103.4      $ 1,033  
    

 

 

    

 

 

 

Class Z

               

Year ended October 31, 2012:

       

Shares sold

       721,461      $ 6,796,456  

Shares issued in reinvestment of dividends

       185,266        1,731,022  

Shares reacquired

       (264,332      (2,507,905
    

 

 

    

 

 

 

Net increase (decrease) in shares outstanding

       642,395      $ 6,019,573  
    

 

 

    

 

 

 

Period ended October 31, 2011:*

       

Shares sold

       2,790,861      $ 27,779,000  

Shares issued in reinvestment of dividends and tax return of capital

       85,813        842,622  

Shares reacquired

       (46,075      (413,872
    

 

 

    

 

 

 

Net increase (decrease) in shares outstanding

       2,830,599      $ 28,207,750  
    

 

 

    

 

 

 

 

* Commencement of operations on March 30, 2011.

 

Note 7. Borrowing

 

The Series, along with other affiliated registered investment companies (the “Funds”), is a party to a Syndicated Credit Agreement (“SCA”) with a group of banks. The purpose of the SCA is to provide an alternative source of temporary funding for capital share

 

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redemptions. The SCA provides for a commitment of $900 million for the period December 16, 2011 through November 14, 2012. The SCA has been renewed effective November 15, 2012 at substantially similar terms through November 14, 2013. The Funds pay an annualized commitment fee of 0.08% of the unused portion of the SCA. Prior to December 16, 2011, the Funds had another SCA of a $750 million commitment with an annualized commitment fee of 0.10% of the unused portion. Interest on any borrowings under the SCA is paid at contracted market rates. The commitment fee for the unused amount is accrued daily and paid quarterly.

 

The Series did not utilize the SCA during the year ended October 31, 2012.

 

Note 8. Dividends and Distributions to Shareholders

 

Subsequent to the fiscal year end, in addition to the monthly dividend paid by the Series, the Series declared an ordinary income dividend on December 19, 2012 to shareholders of record on December 20, 2012. The ex-dividend date was December 21, 2012. The per share amounts declared were as follows:

 

     Ordinary Income  

Class A

   $ 0.04746   

Class C

   $ 0.04746   

Class Q

   $ 0.04746   

Class Z

   $ 0.04746   

 

The Series declared capital gain distributions on December 19, 2012 to shareholders of record on December 24, 2012. The ex-dividend date was December 26, 2012. The per share amounts declared were as follows:

 

     Short-Term
Capital Gains
     Long-Term
Capital Gains
 

Class A

   $ 0.02784       $ 0.02090   

Class C

   $ 0.02784       $ 0.02090   

Class Q

   $ 0.02784       $ 0.02090   

Class Z

   $ 0.02784       $ 0.02090   

 

Note 9. New Accounting Pronouncement

 

In December 2011, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2011-11 regarding “Disclosures about Offsetting Assets and Liabilities”. The amendments, which will be effective for annual reporting periods beginning on or after January 1, 2013 and interim periods within

 

Prudential Emerging Markets Debt Local Currency Fund     45   


 

Notes to Financial Statements

 

continued

 

those annual periods, require an entity to disclose information about offsetting and related arrangements for assets and liabilities, financial instruments and derivatives that are either currently offset in accordance with current requirements or are subject to enforceable master netting arrangements or similar agreements. At this time, management is evaluating the implications of ASU No. 2011-11 and its impact on the financial statements has not yet been determined.

 

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Financial Highlights

 

Class A Shares  
     Year Ended
October 31,
2012(b)
        March 30,
2011(a)
through
October 31,
2011
 
Per Share Operating Performance:                    
Net Asset Value, Beginning Of Period     $9.36            $10.00   
Income (loss) from investment operations:                    
Net investment income     .42            .32   
Net realized and unrealized gain (loss) on
investment and foreign currency transactions
    .35            (.62
Total from investment operations     .77            (.30
Less Dividends and Distributions:                    
Dividends from net investment income     (.52         (.13
Tax return of capital     -            (.21
Total dividends and distributions     (.52         (.34
Net asset value, end of period     $9.61            $9.36   
Total Return(c):     8.53%            (3.14)%   
Ratios/Supplemental Data:                
Net assets, end of period (000)     $5,985           $2,620  
Average net assets (000)     $2,721           $1,634  
Ratios to average net assets(d)(e):                    
Expenses, including distribution and service (12b-1) fees(f)     1.30%            1.30% (g) 
Expenses, excluding distribution and service (12b-1) fees     1.05%            1.05% (g) 
Net investment income     4.73%            4.85% (g) 
Portfolio turnover rate     70%            60% (h) 

 

(a) Commencement of operations.

(b) Calculated based on average shares outstanding during the period.

(c) Total return does not consider the effects of sales loads. Total return is calculated assuming a purchase of a share on the first day and a sale on the last day of the reporting period, and includes reinvestment of dividends and distributions. Total return may reflect adjustments to conform to generally accepted accounting principles. Total return for a period less than a full year is not annualized.

(d) Does not include expenses of the underlying fund in which the Series invests.

(e) Net of expense waiver/reimbursement. If the investment manager had not waived/reimbursed expenses, the expense ratios including and excluding distribution and services (12b-1) fees and net investment income ratio would be 2.04%, 1.79% and 3.99%, respectively, for the year ended October 31, 2012 and 2.76%, 2.51% and 3.39%, respectively, for the period ended October 31, 2011.

(f) The distributor of the Series has contractually agreed to limit its distribution and service (12b-1) fees to .25% of the average daily net assets of the Class A shares.

(g) Annualized.

(h) Not annualized.

 

See Notes to Financial Statements.

 

Prudential Emerging Markets Debt Local Currency Fund     47   


 

Financial Highlights

 

continued

 

Class C Shares  
     Year Ended
October 31,
2012(b)
        March 30,
2011(a)
through
October 31,
2011
 
Per Share Operating Performance:                    
Net Asset Value, Beginning Of Period     $9.41            $10.00   
Income (loss) from investment operations:                    
Net investment income     .37            .31   
Net realized and unrealized gain (loss) on
investment and foreign currency transactions
    .32            (.57
Total from investment operations     .69            (.26
Less Dividends and Distributions:                    
Dividends from net investment income     (.45         (.12
Tax return of capital     -            (.21
Total dividends and distributions     (.45         (.33
Net asset value, end of period     $9.65            $9.41   
Total Return(c):     7.55%            (2.72)%   
Ratios/Supplemental Data:                
Net assets, end of period (000)     $1,025           $398  
Average net assets (000)     $786           $211  
Ratios to average net assets(d)(e):                    
Expenses, including distribution and service (12b-1) fees     2.05%            2.05% (f) 
Expenses, excluding distribution and service (12b-1) fees     1.05%            1.05% (f) 
Net investment income     3.89%            4.09% (f) 
Portfolio turnover rate     70%            60% (g) 

 

(a) Commencement of operations.

(b) Calculated based on average shares outstanding during the period.

(c) Total return does not consider the effects of sales loads. Total return is calculated assuming a purchase of a share on the first day and a sale on the last day of the reporting period, and includes reinvestment of dividends and distributions. Total return may reflect adjustments to conform to generally accepted accounting principles. Total return for a period less than a full year is not annualized.

(d) Does not include expenses of the underlying fund in which the Series invests.

(e) Net of expense waiver/reimbursement. If the investment manager had not waived/reimbursed expenses, the expense ratios including and excluding distribution and services (12b-1) fees and net investment income ratio would be 2.78%, 1.78% and 3.16%, respectively, for the year ended October 31, 2012 and 3.52%, 2.52% and 2.62%, respectively, for the period ended October 31, 2011.

(f) Annualized.

(g) Not annualized.

 

See Notes to Financial Statements.

 

48   Visit our website at www.prudentialfunds.com


Class Q Shares                   
     Year Ended
October 31,
2012(b)
        March 30,
2011(a)
through
October 31,
2011
 
Per Share Operating Performance:                    
Net Asset Value, Beginning Of Period     $9.37            $10.00   
Income (loss) from investment operations:                    
Net investment income     .47            .29   
Net realized and unrealized gain (loss) on
investment and foreign currency transactions
    .37            (.59
Total from investment operations     .84            (.30
Less Dividends and Distributions:                    
Dividends from net investment income     (.55         (.12
Tax return of capital     -            (.21
Total dividends and distributions     (.55         (.33
Net asset value, end of period     $9.66            $9.37   
Total Return(c):     9.31%            (3.14)%   
Ratios/Supplemental Data:                
Net assets, end of period (000)     $1           $1  
Average net assets (000)     $1           $1  
Ratios to average net assets(d)(e):                    
Expenses, including distribution and service (12b-1) fees     1.05%            1.05% (f) 
Expenses, excluding distribution and service (12b-1) fees     1.05%            1.05% (f) 
Net investment income     5.06%            4.98% (f) 
Portfolio turnover rate     70%            60% (g) 

 

(a) Commencement of operations.

(b) Calculated based on average shares outstanding during the period.

(c) Total return is calculated assuming a purchase of a share on the first day and a sale on the last day of the reporting period, and includes reinvestment of dividends and distributions. Total return may reflect adjustments to conform to generally accepted accounting principles. Total return for a period less than a full year is not annualized.

(d) Does not include expenses of the underlying fund in which the Series invests.

(e) Net of expense waiver/reimbursement. If the investment manager had not waived/reimbursed expenses, the expense ratios including and excluding distribution and services (12b-1) fees and net investment income ratio would be 1.71%, 1.71% and 4.40%, respectively, for the year ended October 31, 2012 and 2.67%, 2.67% and 3.36%, respectively, for the period ended October 31, 2011.

(f) Annualized.

(g) Not annualized.

 

See Notes to Financial Statements.

 

Prudential Emerging Markets Debt Local Currency Fund     49   


 

Financial Highlights

 

continued

 

Class Z Shares                   
     Year Ended
October 31,
2012(b)
         March 30,
2011(a)
through
October 31,
2011
 
Per Share Operating Performance:                    
Net Asset Value, Beginning Of Period     $9.37            $10.00   
Income (loss) from investment operations:                    
Net investment income     .47            .29   
Net realized and unrealized gain (loss) on
investment and foreign currency transactions
    .36            (.59
Total from investment operations     .83            (.30
Less Dividends and Distributions:                    
Dividends from net investment income     (.54         (.12
Tax return of capital     -            (.21
Total dividends and distributions     (.54         (.33
Net asset value, end of period     $9.66            $9.37   
Total Return(c):     9.21%            (3.14)%   
Ratios/Supplemental Data:                
Net assets, end of period (000)     $33,559           $26,532  
Average net assets (000)     $30,441           $25,697  
Ratios to average net assets(d)(e):                    
Expenses, including distribution and
service (12b-1) fees
    1.05%            1.05% (f) 
Expenses, excluding distribution and
service (12b-1) fees
    1.05%            1.05% (f) 
Net investment income     4.96%            4.99% (f) 
Portfolio turnover rate     70%            60% (g) 

 

(a) Commencement of operations.

(b) Calculated based on average shares outstanding during the period.

(c) Total return is calculated assuming a purchase of a share on the first day and a sale on the last day of the reporting period, and includes reinvestment of dividends and distributions. Total return may reflect adjustments to conform to generally accepted accounting principles. Total return for a period less than a full year is not annualized.

(d) Does not include expenses of the underlying portfolios in which the Series invests.

(e) Net of expense waiver/reimbursement. If the investment manager had not waived/reimbursed expenses, the expense ratios including and excluding distribution and services (12b-1) fees and net investment income ratio would be 1.81%, 1.81% and 4.20%,respectively, for the year ended October 31, 2012 and 2.72%, 2.72% and 3.32%, respectively, for the period ended October 31, 2011.

(f) Annualized.

(g) Not annualized.

 

See Notes to Financial Statements.

 

50   Visit our website at www.prudentialfunds.com


Report of Independent Registered Public

Accounting Firm

 

The Board of Trustees and Shareholders

Prudential World Fund, Inc.:

 

We have audited the accompanying statement of assets and liabilities of Prudential Emerging Markets Debt Local Currency Fund (one of the series constituting Prudential World Fund, Inc., hereafter referred to as the “Fund”), including the portfolio of investments, as of October 31, 2012, and the related statements of operations for the year then ended, the statement of changes in net assets and financial highlights for the year then ended and for the period March 30, 2011 (commencement of operations) to October 31, 2011. 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.

 

We conducted our audits 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 October 31, 2012, by correspondence with the custodian, transfer agent and brokers or by other appropriate auditing procedures when 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 audits provide 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 October 31, 2012, and the results of its operations for the year then ended, the changes in its net assets and the financial highlights for the year then ended and for the period March 30, 2011 to October 31, 2011, in conformity with U.S. generally accepted accounting principles.

 

LOGO

 

New York, New York

December 21, 2012

 

Prudential Emerging Markets Debt Local Currency Fund     51   


Tax Information

 

(Unaudited)

 

For the year ended October 31, 2012, the Fund reports the maximum amount allowable but not less than 4.84% as interest related dividends in accordance with Section 871(k)(1) and 881(e)(1) of the Internal Revenue Code.

 

Interest-related dividends do not include any distributions paid by a fund with respect to Fund tax years beginning after October 31, 2012. Consequently, this provision expires with respect to such distributions paid after the Fund’s fiscal year end.

 

In January 2013, you will be advised on IRS Form 1099-DIV or substitute 1099-DIV, as to the federal tax status of distributions received by you in calendar year 2012.

 

52   Visit our website at www.prudentialfunds.com


INFORMATION ABOUT BOARD MEMBERS AND OFFICERS

(Unaudited)

Information about Board Members and Officers of the Fund is set forth below. Board Members who are not deemed to be “interested persons” of the Fund, as defined in the 1940 Act, are referred to as “Independent Board Members.” Board Members who are deemed to be “interested persons” of the Fund are referred to as “Interested Board Members.” The Board Members are responsible for the overall supervision of the operations of the Fund and perform the various duties imposed on the directors of investment companies by the 1940 Act. The Board in turn elects the Officers, who are responsible for administering the day-to-day operations of the Fund.

 

Independent Board Members(1)

 

Name, Address, Age

Position(s)

Portfolios Overseen

  

 

Principal Occupation(s) During Past Five

Years

  

 

Other Directorships Held

 

Kevin J. Bannon (60)

Board Member

Portfolios Overseen: 63

  

 

Managing Director (since April 2008) and Chief Investment Officer (since October 2008) of Highmount Capital LLC (registered investment adviser); formerly Executive Vice President and Chief Investment Officer (April 1993-August 2007) of Bank of New York Company; President (May 2003-May 2007) of BNY Hamilton Family of Mutual Funds.

  

 

Director of Urstadt Biddle Properties (since September 2008).

 

Linda W. Bynoe (60)

Board Member

Portfolios Overseen: 63

  

 

President and Chief Executive Officer (since March 1995) and formerly Chief Operating Officer (December 1989-February 1995) of Telemat Ltd. (management consulting); formerly Vice President (January 1985-June 1989) at Morgan Stanley & Co (broker-dealer).

  

 

Director of Simon Property Group, Inc. (retail real estate) (May 2003-May 2012); Director of Anixter International, Inc. (communication products distributor) (since January 2006); Director of Northern Trust Corporation (financial services) (since April 2006); Trustee of Equity Residential (residential real estate) (since December 2009).

 

Michael S. Hyland, CFA (67)

Board Member

Portfolios Overseen: 63

  

 

Independent Consultant (since February 2005); formerly Senior Managing Director (July 2001-February 2005) of Bear Stearns & Co, Inc.; Global Partner, INVESCO (1999-2001); Managing Director and President of Salomon Brothers Asset Management (1989-1999).

  

 

None.

 

Douglas H. McCorkindale (73)

Board Member

Portfolios Overseen: 63

  

 

Formerly Chairman (February 2001-June 2006), Chief Executive Officer (June 2000-July 2005), President (September 1997-July 2005) and Vice Chairman (March 1984-May 2000) of Gannett Co. Inc. (publishing and media).

  

 

Director of Lockheed Martin Corp. (aerospace and defense) (since May 2001).

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Independent Board Members(1)

 

Name, Address, Age

Position(s)

Portfolios Overseen

  

 

Principal Occupation(s) During Past Five

Years

  

 

Other Directorships Held

 

Stephen P. Munn (70)

Board Member

Portfolios Overseen: 63

  

 

Lead Director (since 2007) and formerly Chairman (1993-2007) of Carlisle Companies Incorporated (manufacturer of industrial products).

  

 

Lead Director (since 2007) of Carlisle Companies Incorporated (manufacturer of industrial products).

 

Richard A. Redeker (69)

Board Member & Independent Chair

Portfolios Overseen: 63

  

 

Retired Mutual Fund Senior Executive (44 years); Management Consultant; Independent Directors Council (organization of 2,800 Independent Mutual Fund Directors)-Executive Committee, Chair of Policy Steering Committee, Governing Council.

  

 

None.

 

Robin B. Smith (73)

Board Member

Portfolios Overseen: 63

  

 

Chairman of the Board (since January 2003) of Publishers Clearing House (direct marketing); Member of the Board of Directors of ADLPartner (marketing) (since December 2010); formerly Chairman and Chief Executive Officer (August 1996-January 2003) of Publishers Clearing House.

  

 

Formerly Director of BellSouth Corporation (telecommunications) (1992-2006).

 

Stephen G. Stoneburn (69)

Board Member

Portfolios Overseen: 63

  

 

Chairman, (since July 2011), President and Chief Executive Officer (since June 1996) of Quadrant Media Corp. (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; Senior Vice President of Fairchild Publications, Inc. (1975-1989).

  

 

None.

 

Interested Board Members(1)

 

Name, Address, Age

Position(s)

Portfolios Overseen

  

 

Principal Occupation(s) During Past Five

Years

  

 

Other Directorships Held

 

Stuart S. Parker (50)

Board Member & President

Portfolios Overseen: 63

  

 

President of Prudential Investments LLC (since January 2012); Executive Vice President of Jennison Associates LLC and Head of Retail Distribution of Prudential Investments LLC (June 2005 - December 2011).

  

 

None.

Prudential Emerging Markets Debt Local Currency Fund


Interested Board Members(1)

 

Name, Address, Age

Position(s)

Portfolios Overseen

  

 

Principal Occupation(s) During Past Five

Years

  

 

Other Directorships Held

 

Scott E. Benjamin (39)

Board Member & Vice President

Portfolios Overseen: 63

  

 

Executive Vice President (since June 2009) of Prudential Investments LLC; Executive Vice President (June 2009-June 2012) and Vice President (since June 2012) of Prudential Investment Management Services LLC; Executive Vice President (since September 2009) of AST Investment Services, Inc.; Senior Vice President of Product Development and Marketing, Prudential Investments (since February 2006); Vice President of Product Development and Product Management, Prudential Investments (2003-2006).

  

 

None.

 

(1) 

The year that each Board Member joined the Funds’ Board is as follows:

Kevin J. Bannon, 2008; Linda W. Bynoe, 2005; Michael S. Hyland, 2008; Douglas H. McCorkindale, 2003; Stephen P. Munn, 2008; Richard A. Redeker, 2003; Robin B. Smith, 1996; Stephen G. Stoneburn, 1996; Stuart S. Parker, Board Member and President since 2012; Scott E. Benjamin, Board Member since 2010 and Vice President since 2009.

 

Fund Officers(a)(1)

 

Name, Address and Age

Position with Fund

  

 

Principal Occupation(s) During Past Five Years

 

Judy A. Rice (64)

Vice President

  

 

Chairman of Prudential Investments LLC (since January 2012); President, Chief Executive Officer (May 2011-Present) and Executive Vice President (December 2008-May 2011) of Prudential Investment Management Services LLC; formerly President, Chief Executive Officer, Chief Operating Officer and Officer-In-Charge (February 2003-December 2011) of Prudential Investments LLC; formerly President, Chief Executive Officer and Officer-In-Charge (April 2003-December 2011) of Prudential Mutual Fund Services LLC (PMFS); formerly Member of the Board of Directors of Jennison Associates LLC (November 2010-December 2011); formerly Vice President (February 1999-April 2006) of Prudential Investment Management Services LLC; formerly President, COO, CEO and Manager of PIFM Holdco, LLC (April 2006-December 2011); formerly President, Chief Executive Officer, Chief Operating Officer and Officer-In-Charge (May 2003-June 2005) and Director (May 2003-March 2006) and Executive Vice President (June 2005-March 2006) of AST Investment Services, Inc.; Member of Board of Governors of the Investment Company Institute.

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Fund Officers(a)(1)

 

Name, Address and Age

Position with Fund

  

 

Principal Occupation(s) During Past Five Years

 

Raymond A. O’Hara (57)

Chief Legal Officer

  

 

Vice President and Corporate Counsel (since July 2010) of Prudential Insurance Company of America (Prudential); Vice President (March 2011-Present) of Pruco Life Insurance Company and Pruco Life Insurance Company of New Jersey; Vice President and Corporate Counsel (March 2011-Present) of Prudential Annuities Life Assurance Corporation; Chief Legal Officer of Prudential Investments LLC (since June 2012); Chief Legal Officer of PMFS (since June 2012) and Corporate Counsel of AST Investment Services, Inc. (since June 2012); formerly Assistant Vice President and Corporate Counsel (September 2008-July 2010) of The Hartford Financial Services Group, Inc.; formerly Associate (September 1980-December 1987) and Partner (January 1988– August 2008) of Blazzard & Hasenauer, P.C. (formerly, Blazzard, Grodd & Hasenauer, P.C.).

 

Deborah A. Docs (54)

Secretary

  

 

Vice President and Corporate Counsel (since January 2001) of Prudential; Vice President (since December 1996) and Assistant Secretary (since March 1999) of Prudential Investments LLC; formerly Vice President and Assistant Secretary (May 2003-June 2005) of AST Investment Services, Inc.

 

Jonathan D. Shain (54)

Assistant Secretary

  

 

Vice President and Corporate Counsel (since August 1998) of Prudential; Vice President and Assistant Secretary (since May 2001) of Prudential Investments LLC; Vice President and Assistant Secretary (since February 2001) of PMFS; formerly Vice President and Assistant Secretary (May 2003-June 2005) of AST Investment Services, Inc.

 

Claudia DiGiacomo (38)

Assistant Secretary

  

 

Vice President and Corporate Counsel (since January 2005) of Prudential; Vice President and Assistant Secretary of Prudential Investments LLC (since December 2005); Associate at Sidley Austin Brown & Wood LLP (1999-2004).

 

Andrew R. French (50)

Assistant Secretary

  

 

Vice President and Corporate Counsel (since February 2010) of Prudential; formerly Director and Corporate Counsel (2006-2010) of Prudential; Vice President and Assistant Secretary (since January 2007) of Prudential Investments LLC; Vice President and Assistant Secretary (since January 2007) of PMFS.

 

Amanda S. Ryan (34)

Assistant Secretary

  

 

Director and Corporate Counsel (since March 2012) of Prudential; Director and Assistant Secretary (since June 2012) of Prudential Investments LLC; Associate at Ropes & Gray (2008-2012).

 

Timothy J. Knierim (53)

Chief Compliance Officer

  

 

Chief Compliance Officer of Prudential Investment Management, Inc. (since July 2007); formerly Chief Risk Officer of Prudential Investment Management, Inc. and Prudential Investments LLC (2002-2007) and formerly Chief Ethics Officer of Prudential Investment Management, Inc. and Prudential Investments LLC (2006-2007).

 

Valerie M. Simpson (54)

Deputy Chief Compliance Officer

  

 

Chief Compliance Officer (since April 2007) of Prudential Investments LLC and AST Investment Services, Inc.; formerly Vice President-Financial Reporting (June 1999-March 2006) for Prudential Life and Annuities Finance.

Prudential Emerging Markets Debt Local Currency Fund


Fund Officers(a)(1)

 

Name, Address and Age

Position with Fund

  

 

Principal Occupation(s) During Past Five Years

 

Theresa C. Thompson (50)

Deputy Chief Compliance Officer

  

 

Vice President, Compliance, Prudential Investments LLC (since April 2004); and Director, Compliance, Prudential Investments LLC (2001-2004).

 

Richard W. Kinville (44)

Anti-Money Laundering Compliance Officer

  

 

Vice President, Corporate Compliance, Anti-Money Laundering Unit (since January 2005) of Prudential; committee member of the American Council of Life Insurers Anti-Money Laundering and Critical Infrastructure Committee (since January 2007); formerly Investigator and Supervisor in the Special Investigations Unit for the New York Central Mutual Fire Insurance Company (August 1994-January 1999); Investigator in AXA Financial’s Internal Audit Department and Manager in AXA’s Anti-Money Laundering Office (January 1999-January 2005); first chair of the American Council of Life Insurers Anti-Money Laundering and Critical Infrastructure Committee (June 2007-December 2009).

 

Grace C. Torres (53)

Treasurer and Principal Financial and Accounting Officer

  

 

Assistant Treasurer (since March 1999) and Senior Vice President (since September 1999) of Prudential Investments LLC; Assistant Treasurer (since May 2003) and Vice President (since June 2005) of AST Investment Services, Inc.; Senior Vice President and Assistant Treasurer (since May 2003) of Prudential Annuities Advisory Services, Inc.; formerly Senior Vice President (May 2003-June 2005) of AST Investment Services, Inc.

 

M. Sadiq Peshimam (48)

Assistant Treasurer

  

 

Vice President (since 2005) of Prudential Investments LLC.

 

Peter Parrella (54)

Assistant Treasurer

  

 

Vice President (since 2007) and Director (2004-2007) within Prudential Mutual Fund Administration; formerly Tax Manager at SSB Citi Fund Management LLC (1997-2004).

(a) Excludes Mr. Parker and Mr. Benjamin, interested Board Members who also serve as President and Vice President, respectively.

(1) The year that each individual became an officer of the Fund is as follows:

Judy A. Rice, 2012; Raymond A. O’Hara, 2012; Deborah A. Docs, 2005; Jonathan D. Shain, 2005; Claudia DiGiacomo, 2005; Andrew R. French, 2006; Amanda S. Ryan, 2012; Timothy J. Knierim, 2007; Valerie M. Simpson, 2007; Theresa C. Thompson, 2008; Richard W. Kinville, 2011; Grace C. Torres, 1995; Sadiq Peshimam, 2006; Peter Parrella, 2007.

Explanatory Notes to Tables:

n Board Members are deemed to be “Interested,” as defined in the 1940 Act, by reason of their affiliation with Prudential Investments LLC and/or an affiliate of Prudential Investments LLC.
n Unless otherwise noted, the address of all Board Members and Officers is c/o Prudential Investments LLC, Gateway Center Three, 100 Mulberry Street, Newark, New Jersey 07102-4077.
n There is no set term of office for Board Members or Officers. The Board Members have adopted a retirement policy, which calls for the retirement of Board Members on December 31 of the year in which they reach the age of 75.
n “Other Directorships Held” includes only directorships of companies required to register or file reports with the SEC under the 1934 Act (that is, “public companies”) or other investment companies registered under the 1940 Act.
n “Portfolios Overseen” includes all investment companies managed by Prudential Investments LLC. The investment companies for which PI serves as manager include the Prudential Investments Mutual Funds, The Prudential Variable Contract Accounts, Target Mutual Funds, Prudential Short Duration High Yield Fund, Inc., The Prudential Series Fund, Prudential’s Gibraltar Fund, Inc. and the Advanced Series Trust.

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Approval of Advisory Agreements

 

The Fund’s Board of Directors

 

The Board of Directors (the “Board”) of Prudential Emerging Markets Debt Local Currency Fund (the “Fund”)1 consists of ten individuals, eight of whom are not “interested persons” of the Fund, as defined in the Investment Company Act of 1940, as amended (the “1940 Act”) (the “Independent Trustees”). The Board is responsible for the oversight of the Fund and its operations, and performs the various duties imposed on the Trustees of investment companies by the 1940 Act. The Independent Trustees have retained independent legal counsel to assist them in connection with their duties. The Chair of the Board is an Independent Director. The Board has established three standing committees: the Audit Committee, the Nominating and Governance Committee, and the Investment Committee. Each committee is chaired by, and composed of, Independent Trustees.

 

Annual Approval of the Fund’s Advisory Agreements

 

As required under the 1940 Act, the Board determines annually whether to renew the Fund’s management agreement with Prudential Investments LLC (“PI”) and the Fund’s subadvisory agreement with Prudential Investment Management, Inc. (“PIM”). In considering the renewal of the agreements, the Board, including all of the Independent Trustees, met on June 5-7, 2012 and approved the renewal of the agreements through July 31, 2013, after concluding that the renewal of the agreements was in the best interests of the Fund and its shareholders.

 

In advance of the meetings, the Board requested and received materials relating to the agreements, and had the opportunity to ask questions and request further information in connection with its consideration. Among other things, the Board considered comparative fee information from PI and PIM. Also, the Board considered comparisons with other mutual funds in relevant Peer Universes and Peer Groups, as is further discussed below.

 

In approving the agreements, the Board, including the Independent Trustees advised by independent legal counsel, considered the factors it deemed relevant, including the nature, quality and extent of services provided by PI and the subadviser, the performance of the Fund, the profitability of PI and its affiliates, expenses and fees, and the potential for economies of scale that may be shared with the Fund and its shareholders as the Fund’s assets grow. In their deliberations, the Trustees did not identify any single factor which alone was responsible for the Board’s decision to approve the agreements with respect to the Fund. In connection with its deliberations, the Board considered information provided by PI throughout the year at regular Board

 

 

1 

Prudential Emerging Markets Debt Local Currency Fund is a series of Prudential World Fund, Inc.

 

Prudential Emerging Markets Debt Local Currency Fund


Approval of Advisory Agreements (continued)

 

meetings, presentations from portfolio managers and other information, as well as information furnished at or in advance of the meetings on June 5-7, 2012.

 

The Trustees determined that the overall arrangements between the Fund and PI, which serves as the Fund’s investment manager pursuant to a management agreement, and between PI and PIM, which serves as the Fund’s subadviser pursuant to the terms of a subadvisory agreement with PI, are in the best interests of the Fund and its shareholders in light of the services performed, fees charged and such other matters as the Trustees considered relevant in the exercise of their business judgment.

 

The material factors and conclusions that formed the basis for the Trustees’ reaching their determinations to approve the continuance of the agreements are separately discussed below.

 

Nature, Quality and Extent of Services

 

The Board received and considered information regarding the nature, quality and extent of services provided to the Fund by PI and PIM. The Board considered the services provided by PI, including but not limited to the oversight of the subadviser for the Fund, as well as the provision of fund recordkeeping, compliance, and other services to the Fund. With respect to PI’s oversight of the subadviser, the Board noted that PI’s Strategic Investment Research Group (“SIRG”), which is a business unit of PI, is responsible for monitoring and reporting to PI’s senior management on the performance and operations of the subadviser. The Board also considered that PI pays the salaries of all of the officers and non-independent Trustees of the Fund. The Board also considered the investment subadvisory services provided by PIM, including investment research and security selection, as well as adherence to the Fund’s investment restrictions and compliance with applicable Fund policies and procedures. The Board considered PI’s evaluation of the subadviser, as well as PI’s recommendation, based on its review of the subadviser, to renew the subadvisory agreement.

 

The Board reviewed the qualifications, backgrounds and responsibilities of PI’s senior management responsible for the oversight of the Fund and PIM, and also reviewed the qualifications, backgrounds and responsibilities of PIM’s portfolio managers who are responsible for the day-to-day management of the Fund’s portfolio. The Board was provided with information pertaining to PI’s and PIM’s organizational structure, senior management, investment operations, and other relevant information pertaining to both PI and PIM. The Board also noted that it received favorable compliance reports from the Fund’s Chief Compliance Officer (“CCO”) as to both PI and PIM. The Board noted that PIM is affiliated with PI.

 

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The Board concluded that it was satisfied with the nature, extent and quality of the investment management services provided by PI and the subadvisory services provided to the Fund by PIM, and that there was a reasonable basis on which to conclude that the Fund benefits from the services provided by PI and PIM under the management and subadvisory agreements.

 

Costs of Services and Profits Realized by PI

 

The Board was provided with information on the profitability of PI and its affiliates in serving as the Fund’s investment manager. The Board discussed with PI the methodology utilized in assembling the information regarding profitability and considered its reasonableness. The Board recognized that it is difficult to make comparisons of profitability from fund management contracts because comparative information is not generally publicly available and is affected by numerous factors, including the structure of the particular adviser, the types of funds it manages, its business mix, numerous assumptions regarding allocations and the adviser’s capital structure and cost of capital. However, the Board considered that the cost of services provided by PI for the year ended December 31, 2011 exceeded the management fees received by PI, resulting in an operating loss to PI. The Board did not separately consider the profitability of the subadviser, an affiliate of PI, as its profitability was reflected in the profitability report for PI. Taking these factors into account, the Board concluded that the profitability of PI and its affiliates in relation to the services rendered was not unreasonable.

 

Economies of Scale

 

The Board noted that the management fee schedule for the Fund does not contain breakpoints that would reduce the fee rate on assets above specified levels. The Board received and discussed information concerning whether PI realizes economies of scale as the Fund’s assets grow beyond current levels. The Board recognized the inherent limitations of any analysis of economies of scale, stemming largely from the Board’s understanding that most of PI’s costs are not specific to any individual funds, but rather are incurred across a variety of products and services. In light of the Fund’s current size, performance and expense structure, the Board concluded that the absence of breakpoints in the Fund’s fee schedule is acceptable at this time.

 

Other Benefits to PI and PIM

 

The Board considered potential ancillary benefits that might be received by PI and PIM and their affiliates as a result of their relationship with the Fund. The Board concluded that potential benefits to be derived by PI included fees received by affiliates of PI for serving as the Fund’s securities lending agent, transfer agency fees received by the Fund’s transfer agent (which is affiliated with PI), as well as benefits to its reputation or other intangible benefits resulting from PI’s association with the Fund. The Board

 

Prudential Emerging Markets Debt Local Currency Fund


Approval of Advisory Agreements (continued)

 

concluded that the potential benefits to be derived by PIM included the ability to use soft dollar credits, as well as the potential benefits consistent with those generally resulting from an increase in assets under management, specifically, potential access to additional research resources and benefits to its reputation. The Board concluded that the benefits derived by PI and PIM were consistent with the types of benefits generally derived by investment managers and subadvisers to mutual funds.

 

Performance of the Fund / Fees and Expenses

 

The Board considered certain additional specific factors and made related conclusions relating to the historical performance of the Fund for the fourth calendar quarter ended December 31, 2011. The Board considered that the Fund commenced operations on March 30, 2011, and that longer-term performance was not yet available.

 

The Board also considered the Fund’s actual management fee, as well as the Fund’s net total expense ratio, for the fiscal year ended October 31, 2011. The Board considered the management fee for the Fund as compared to the management fee charged by PI to other funds and the fee charged by other advisers to comparable mutual funds in a Peer Group. The actual management fee represents the fee rate actually paid by Fund shareholders and includes any fee waivers or reimbursements. The net total expense ratio for the Fund represents the actual expense ratio incurred by Fund shareholders.

 

The mutual funds included in the Peer Universe (the Lipper Emerging Markets Debt Funds Performance Universe) and the Peer Group were objectively determined by Lipper Inc. (“Lipper”), an independent provider of mutual fund data. The comparisons placed the Fund in various quartiles, with the first quartile being the best 25% of the mutual funds (for performance, the best performing mutual funds and, for expenses, the lowest cost mutual funds).

 

The section below summarizes key factors considered by the Board and the Board’s conclusions regarding the Fund’s performance, fees and overall expenses. The table sets forth gross performance comparisons (which do not reflect the impact on performance of fund expenses, or any subsidies, expense caps or waivers that may be applicable) with the Peer Universe, actual management fees with the Peer Group (which reflect the impact of any subsidies or fee waivers), and net total expenses with the Peer Group, each of which were key factors considered by the Board.

 

Performance   Q4 2011   1 Year   3 Years   5 Years   10 Years
 

4th Quartile

  N/A   N/A   N/A   N/A
Actual Management Fees: 1st Quartile
Net Total Expenses: 4th Quartile

 

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The Board noted that the Fund outperformed its benchmark index for the fourth quarter of 2011.

   

The Board accepted PI’s recommendation to continue the existing expense cap of 1.05% (exclusive of 12b-1 fees and certain other fees) through February 28, 2014.

   

The Board concluded that, in light of the Fund’s recent inception date and strong short-term performance against its benchmark index at the end of 2011, it would be in the best interests of the Fund and its shareholders to renew the agreements.

   

The Board concluded that the management fees (including subadvisory fees) and total expenses were reasonable in light of the services provided.

 

*     *     *

 

After full consideration of these factors, the Board concluded that the approval of the agreements was in the best interests of the Fund and its shareholders.

 

Prudential Emerging Markets Debt Local Currency Fund


n    MAIL   n    TELEPHONE   n    WEBSITE

Gateway Center Three

100 Mulberry Street

Newark, NJ 07102

  (800) 225-1852   www.prudentialfunds.com

 

PROXY VOTING
The Board of Directors of the Fund has delegated to the Fund’s investment subadviser 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 and on the Securities and Exchange Commission’s website.

 

DIRECTORS
Kevin J. Bannon Scott E. Benjamin Linda W. Bynoe  Michael S. Hyland Douglas H. McCorkindale Stephen P. Munn Stuart S. Parker Richard A. Redeker
Robin B. Smith Stephen G. Stoneburn

 

OFFICERS
Stuart S. Parker, President Judy A. Rice, Vice President Scott E. Benjamin, Vice President Grace C. Torres, Treasurer and Principal Financial and Accounting Officer Raymond A. O’Hara, Chief Legal Officer Deborah A. Docs, Secretary Timothy J. Knierim, Chief Compliance Officer  Valerie M. Simpson, Deputy Chief Compliance Officer Theresa C. Thompson, Deputy Chief Compliance Officer Richard W. Kinville, Anti-Money Laundering Compliance Officer Jonathan D. Shain, Assistant Secretary Claudia DiGiacomo, Assistant Secretary Amanda S. Ryan, Assistant Secretary Andrew R. French, Assistant Secretary M. Sadiq Peshimam, Assistant Treasurer Peter Parrella, Assistant Treasurer

 

MANAGER   Prudential Investments LLC    Gateway Center Three
100 Mulberry Street
Newark, NJ 07102

 

INVESTMENT SUBADVISER   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 Mellon    One Wall Street
New York, NY 10286

 

TRANSFER AGENT   Prudential Mutual Fund
Services LLC
   PO Box 9658
Providence, RI 02940

 

INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM   KPMG LLP    345 Park Avenue

New York, NY 10154

 

FUND COUNSEL   Willkie Farr & Gallagher LLP    787 Seventh Avenue
New York, NY 10019


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

 

E-DELIVERY
To receive your mutual fund documents online, go to www.prudentialfunds.com/edelivery and enroll. Instead of receiving printed documents by mail, you will receive notification via email when new materials are available. You can cancel your enrollment or change your email address at any time by visiting the website address above.

 

SHAREHOLDER COMMUNICATIONS WITH DIRECTORS
Shareholders can communicate directly with the Board of Directors by writing to the Chair of the Board, Prudential Emerging Markets Debt Local Currency Fund, Prudential Investments, Attn: Board of Directors, 100 Mulberry Street, Gateway Center Three, Newark, NJ 07102. Shareholders can communicate directly with an individual Director by writing to the same address. Communications 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 (202) 551-8090. The Fund’s schedule of portfolio holdings is also available on the Fund’s website as of the end of 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


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PRUDENTIAL EMERGING MARKETS DEBT LOCAL CURRENCY FUND

 

SHARE CLASS    A   C   Q   Z
NASDAQ    EMDAX   EMDCX   EMDQX   EMDZX
CUSIP    743969750   743969743   743969735   743969727

 

MF212E    0236589-00001-00


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PRUDENTIAL INVESTMENTS»MUTUAL FUNDS

 

PRUDENTIAL JENNISON GLOBAL OPPORTUNITIES FUND

 

ANNUAL REPORT · OCTOBER 31, 2012

 

Fund Type

Global Stock

 

Objective

To seek long-term growth 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.

 

Prudential Investments, Prudential, Jennison, the Prudential logo, the Rock symbol, and Bring Your Challenges are service marks of Prudential Financial, Inc. and its related entities, registered in many jurisdictions worldwide.

 

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December 14, 2012

 

Dear Shareholder:

 

We hope you find the annual report for the Prudential Jennison Global Opportunities Fund informative and useful. The report covers performance for the seven-month period that ended October 31, 2012.

 

We recognize that ongoing market volatility may make it a difficult time to be an investor. We continue to believe a prudent response to uncertainty is to maintain a diversified portfolio of funds consistent with your tolerance for risk, time horizon, and financial goals.

 

Your financial advisor can help you create a diversified investment plan that may include funds covering all the basic asset classes and that reflects your personal investor profile and risk tolerance. Keep in mind, however, that diversification and asset allocation strategies do not assure a profit or protect against loss in declining markets.

 

Prudential Investments® is dedicated to helping you solve your toughest investment challenges—whether it’s capital growth, reliable income, or protection from market volatility and other risks. We offer the expertise of Prudential Financial’s affiliated asset managers* that strive to be leaders in a broad range of funds to help you stay on course to the future you envision. They also manage money for major corporations and pension funds around the world, which means you benefit from the same expertise, innovation, and attention to risk demanded by today’s most sophisticated investors.

 

Thank you for choosing the Prudential Investments family of funds.

 

Sincerely,

 

LOGO

 

Stuart S. Parker, President

Prudential Jennison Global Opportunities Fund

 

*Most of Prudential Investments’ equity funds are advised by Jennison Associates LLC, Quantitative Management Associates LLC (QMA), or Prudential Real Estate Investors. Prudential Investments’ fixed income and money market funds are advised by Prudential Investment Management, Inc. (PIM) through its Prudential Fixed Income unit. Jennison Associates LLC, QMA, and PIM are registered investment advisers and Prudential Financial companies. Prudential Real Estate Investors is a unit of PIM.

 

Prudential Jennison Global Opportunities Fund     1   


Your Fund’s Performance

 

Performance data quoted represent past performance. Past performance does not guarantee future results. The investment return and principal value of an investment will fluctuate, so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the past performance data quoted. An investor may obtain performance data as of the most recent month-end by visiting our website at www.prudentialfunds.com or by calling (800) 225-1852. Class A shares have a maximum initial sales charge of 5.50%. Gross operating expenses: Class A, 3.10%; Class C, 3.85%; Class Z, 2.72%. Net operating expenses: Class A, 1.60%; Class C, 2.35%; Class Z, 1.35%, after contractual reduction through 2/28/2014.

 

Cumulative Total Returns (Without Sales Charges) as of 10/31/12

                    Since Inception

Class A

                  -1.40%   (3/14/2012)

Class C

                  -1.90     (3/14/2012)

Class Z

                  -1.30     (3/14/2012)

MSCI AC World ND Index

                  0.89

Lipper Global Multi-Cap Core Funds Average

                  0.21

Lipper Global Multi-Cap Growth Funds Average

                  -0.96
           

Average Annual Total Returns (With Sales Charges) as of 9/30/12

                    Since Inception

Class A

                  N/A (3/14/2012)

Class C

                  N/A (3/14/2012)

Class Z

                  N/A (3/14/2012)

MSCI AC World ND Index

                  N/A

Lipper Global Multi-Cap Core Funds Average

                  N/A

Lipper Global Multi-Cap Growth Funds Average

                  N/A
           

Average Annual Total Returns (With Sales Charges) as of 10/31/12

                    Since Inception

Class A

                  N/A (3/14/2012)

Class C

                  N/A (3/14/2012)

Class Z

                  N/A (3/14/2012)
           

Average Annual Total Returns (Without Sales Charges) as of 10/31/12

                    Since Inception

Class A

                  N/A (3/14/2012)

Class C

                  N/A (3/14/2012)

Class Z

                  N/A (3/14/2012)

 

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Growth of a $10,000 Investment

 

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The graph compares a $10,000 investment in the Prudential Jennison Global Opportunities Fund (Class A shares) with a similar investment in the MSCI AC World ND Index by portraying the initial account values at the commencement of operations for Class A shares (March 14, 2012) and the account values at the end of the current fiscal year (October 31, 2012), as measured on a quarterly basis. For purposes of the graph, and unless otherwise indicated, it has been assumed that (a) the maximum applicable front-end sales charge was deducted from the initial $10,000 investment in Class A shares; (b) all recurring fees (including management fees) were deducted; and (c) all dividends and distributions were reinvested. The line graph provides information for Class A shares only. As indicated in the tables provided earlier, performance for Class C and Class Z shares will vary due to the differing charges and expenses applicable to each share class (as indicated in the following paragraphs). Without waiver of fees and/or expense reimbursement, if any, the returns would have been lower.

 

Total returns and the ending account values in the graph include changes in share price and reinvestment of dividends and capital gains distributions in a hypothetical investment for the periods shown. The Fund’s total returns do not reflect the deduction of income taxes on an individual’s investment. Taxes may reduce your actual investment returns on income or gains paid by the Fund or any gains you may realize if you sell your shares.

 

Source: Prudential Investments LLC and Lipper Inc.

 

Inception returns are provided for any share class with less than 10 calendar years of returns.

 

The average annual total returns take into account applicable sales charges. Class A shares are subject to a maximum front-end sales charge of 5.50% and a 12b-1 fee of 0.30% annually. All investors who purchase Class A shares in an amount of $1 million or more and sell these shares within 12 months of purchase are subject to a contingent deferred sales charge (CDSC) of 1%. Under certain circumstances, an exchange may be made from specified share classes of the Fund to one or more other share classes of the Fund. Class C shares are not subject to a front-end sales charge, but charge a CDSC of 1% for shares sold within 12 months from the date of purchase and an annual 12b-1 fee of 1%. Class Z shares are not subject to a CDSC or 12b-1 fee. The

 

Prudential Jennison Global Opportunities Fund     3   


Your Fund’s Performance (continued)

 

returns in the tables and graph reflect the share class expense structure in effect at the close of the fiscal period. The returns in the tables and graph do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or following the redemption of Fund shares.

 

Benchmark Definitions

 

MSCI AC World ND Index

The MSCI All Country World Index (MSCI ACWI) is an unmanaged free-float-adjusted, market-capitalization-weighted index designed to measure the equity market performance of developed and emerging markets. The MSCI ACWI comprises 24 developed market country indexes and 21 emerging market country indexes. The developed market country indexes include Australia, Austria, Belgium, Canada, Denmark, Finland, France, Germany, Greece, Hong Kong, Ireland, Israel, Italy, Japan, Netherlands, New Zealand, Norway, Portugal, Singapore, Spain, Sweden, Switzerland, the United Kingdom, and the United States. The emerging market country indexes include Brazil, Chile, China, Colombia, Czech Republic, Egypt, Hungary, India, Indonesia, Korea, Malaysia, Mexico, Morocco, Peru, Philippines, Poland, Russia, South Africa, Taiwan, Thailand, and Turkey.

 

Lipper Global Multi-Cap Core Funds Average

Funds in the Lipper Global Multi-Cap Core Funds Average are funds that, by portfolio practice, invest in a variety of market capitalization ranges without concentrating 75% of their equity assets in any one market capitalization range over an extended period of time. Global multi-cap core funds typically have average characteristics compared to the MSCI World Index.

 

Lipper Global Multi-Cap Growth Funds Average

Funds in the Lipper Global Multi-Cap Growth Funds Average are funds that, by portfolio practice, invest in a variety of market capitalization ranges without concentrating 75% of their equity assets in any one market capitalization range over an extended period of time. Global multi-cap growth funds typically have above-average characteristics compared to the MSCI World Index.

 

Note: Although the Fund is classified by Lipper in its Multi-Cap Core Funds Performance Universe, the Multi-Cap Growth Funds Performance Universe was utilized for performance comparisons, because the Fund’s investment manager believes that the Multi-Cap Growth Funds Performance Universe provides a more appropriate basis for Fund performance comparisons.

 

Investors cannot invest directly in an index or average. The returns for the Index would be lower if they included the effects of sales charges, operating expenses of a mutual fund, or taxes. Returns for the Lipper Averages reflect the deduction of operating expenses, but not sales charges or taxes.

 

Five Largest Holdings expressed as a percentage of net assets as of 10/31/12

  

Apple, Inc., United States

     8.4

Michael Kors Holdings Ltd., United States

     3.8   

Inditex SA, Spain

     3.6   

MasterCard, Inc. (Class A Stock), United States

     3.5   

Home Depot, Inc. (The), United States

     3.5   

 

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Five Largest Industries expressed as a percentage of net assets as of 10/31/12

  

Specialty Retail

     10.1

Textiles, Apparel & Luxury Goods

     9.9   

Internet Software & Services

     9.7   

Computers & Peripherals

     8.4   

Internet & Catalog Retail

     6.4   

 

Prudential Jennison Global Opportunities Fund     5   


Strategy and Performance Overview

 

How did the Fund perform?

From its inception on March 14, 2012, through October 31, 2012, the Prudential Jennison Global Opportunities Fund’s Class A shares declined by 1.40%. Over the same period, the MSCI All Country World Net Dividend Index rose 0.89% and the Lipper Global Multi-Cap Growth Average declined –0.96%.

 

What was the market environment?

Global equity markets were highly volatile in the period, reflecting swings in sentiment around European sovereign debt issues and uncertainty about global growth. Stock prices rose and fell as sentiment veered between optimism and pessimism, often based on short-term data. U.S. economic growth proceeded at a subpar pace, and unemployment remained high as the job market expanded at a meager pace. Personal income and spending increased at generally lackluster rates, and business and housing indicators were inconsistent.

 

With the implementation of austerity measures, many European economies contracted. Emerging markets offered mixed opportunities: some domestically focused companies in certain countries showed solid growth, while companies with large export exposure to developed markets felt the impact of slower growth. Growth in China, a key engine of global economic expansion, slowed. Volatile raw materials, commodities, food, and energy prices reflected shifts in economic expectations.

 

Which holdings made the largest positive contributions to the Fund’s return?

Consumer staples stocks contributed significantly to Fund performance.

 

   

Raia Drogasil is Brazil’s largest drugstore chain. Jennison believes the company’s strong balance sheet, operational structure, and experienced management team position Raia for market share gains as Brazil’s highly fragmented retail drugstore market consolidates.

 

   

Orion is Korea’s second-largest confectionery company. It sells in 75 different countries, with main operations in China, Russia, Vietnam, and Japan. Jennison expects Orion’s operations in China to expand at a compound annual rate of 30% over the next few years as it diversifies its product offerings, expands its production capacity, and broadens its high-margin distribution channels.

 

In consumer discretionary, Inditex, Home Depot, Prada, Michael Kors, and Mr Price Group were key contributors.

 

   

Jennison believes Italian luxury retailer Prada’s strong brand, cutting-edge design, and growing scale present an opportunity to generate above-average sales and earnings growth. Jennison expects the company to benefit from the demand for upscale consumer goods in Asia, where millions of newly affluent consumers purchase branded bags, clothes, and jewelry.

 

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Based in Durban, Mr Price Group operates and franchises almost 1,000 apparel and home products stores, primarily in South Africa. Jennison likes the company’s exposure to Southern Africa’s growing middle class, its solid balance sheet, and strong earnings growth potential.

 

   

Please see the “Comments on Largest Holdings” section for a discussion of Inditex, Home Depot, and Michael Kors.

 

Tencent Holdings was a notable performer in information technology.

 

   

Tencent is China’s largest and most visited Internet service portal. Its messaging app has the potential to extend Tencent’s dominance from desktop computers to mobile devices, in Jennison’s view. It could also drive interest in revenue-generating mobile games, apps, and fee-based services.

 

Which holdings detracted most from the Fund’s return?

Energy positions detracted most from Fund return.

 

   

FMC Technologies, which provides subsea oil and gas production systems, fell on lower-than-expected revenue and earnings. The subsea sector offers compelling growth prospects over the long term, in Jennison’s view, given increasing ultra-deepwater drilling activity and the rapid expansion of deepwater rig fleets.

 

Some consumer names also hurt performance.

 

   

London-based apparel and accessories retailer Burberry Group fell on indications of decelerating sales and store traffic.

 

   

Watch retailer Fossil declined after reporting lighter-than-projected revenue, partly due to weakness in Europe.

 

In information technology, VMware and Cognizant Technology Solutions lost ground.

 

   

Cloud computing pioneer VMware was hurt by concerns about information technology spending.

 

   

Technology outsourcing company Cognizant Technology reduced its revenue guidance, as business from the company’s North American banking clients was not as strong as expected.

 

Jennison eliminated the Fund’s positions in Burberry, Fossil, VMware, and Cognizant Technology.

 

Prudential Jennison Global Opportunities Fund     7   


Strategy and Performance Overview (continued)

 

 

Were there significant changes to the portfolio?

Over the period, the Fund’s sector weights were largely stable. Relative to the MSCI All Country World NDR Index, the Fund was heavily invested in technology and consumer discretionary stocks, while financials, industrials, and materials exposures were small.

 

Comments on Largest Holdings

 

8.4% Apple, Inc., Computers & Peripherals: Apple designs, manufactures, and markets personal computers, mobile communication devices (iPhone, iPad), and portable digital music and video players (iPod). Jennison believes Apple’s creativity and innovation in product design and marketing will continue to drive share gains.

 

3.8% Michael Kors Holdings Ltd., Textiles, Apparel, and Luxury Goods: Michael Kors designs, markets, distributes, and sells branded apparel and accessories. Jennison considers Kors a rapidly growing luxury lifestyle brand with strong revenue, margin, and earnings upside potential. The company’s opportunities to open more stores, increase square footage, and expand into new international markets could result in higher operating margins.

 

3.6% Inditex S.A., Specialty Retail: Industria de Diseño Textil, or Inditex, is one of the world’s largest fashion retailers. Best known globally for its brand, Zara, the Spain-based company is engaged in a range of activities in the textile and fashion design, manufacturing, and distribution businesses. Jennison believes Inditex’s vertical integration is a competitive advantage as it allows the company to shorten turnaround times and achieve greater flexibility, reducing merchandise stock and fashion risk.

 

3.5% MasterCard, Inc. (Class A Stock), Information Technology Services: MasterCard is the No. 2 payment system in the U.S. Jennison’s long-term decision on MasterCard is based on projected growth in the total value of its cardholders’ transactions, as consumers continue their ongoing shift from paper money to electronic credit/debit transactions (retailers and banks pay MasterCard each time consumers use MasterCard-branded payment cards).

 

3.5% Home Depot, Inc. (The), Specialty Retail: Home Depot, the world’s largest home improvement chain, is benefiting from an improving U.S. housing market and strong execution. Jennison likes the company’s margin improvement opportunities and aggressive return of cash to shareholders through share buybacks and dividend payouts.

 

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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 May 1, 2012, at the beginning of the period, and held through the six-month period ended October 31, 2012. The example is for illustrative purposes only; you should consult the Prospectus for information on initial and subsequent minimum investment requirements.

 

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 Prudential Investments 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

 

Prudential Jennison Global Opportunities Fund     9   


 

 

expenses, which is not the Fund’s actual return. The hypothetical account values and 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.

 

Prudential 
Jennison Global
Opportunities Fund
  Beginning Account
Value
May 1, 2012
   

Ending Account
Value

October 31, 2012

    Annualized
Expense Ratio
Based on the
Six-Month Period
    Expenses Paid
During the
Six-Month Period*
 
         
Class A   Actual   $ 1,000.00      $ 974.30        1.60   $ 7.94   
    Hypothetical   $ 1,000.00      $ 1,017.09        1.60   $ 8.11   
         
Class C   Actual   $ 1,000.00      $ 971.30        2.35   $ 11.64   
    Hypothetical   $ 1,000.00      $ 1,013.32        2.35   $ 11.89   
         
Class Z   Actual   $ 1,000.00      $ 975.30        1.35   $ 6.70   
    Hypothetical   $ 1,000.00      $ 1,018.35        1.35   $ 6.85   

*Fund expenses (net of fee waivers or subsidies, if any) for each share class are equal to the annualized expense ratio for each share class (provided in the table), multiplied by the average account value over the period, multiplied by the 184 days in the six-month period ended October 31, 2012, and divided by the 366 days in the Fund's fiscal year ended October 31, 2012 (to reflect the six-month period). Expenses presented in the table include the expenses of any underlying funds in which the Fund may invest.

 

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Portfolio of Investments

 

as of October 31, 2012

 

Shares      Description    Value (Note 1)  

LONG-TERM INVESTMENTS    99.1%

  

COMMON STOCKS    97.7%

  

Brazil    7.0%

  

18,621     

Arezzo Industria e Comercio SA

   $ 332,346   
19,233     

BR Properties SA

     251,888  
7,800     

BTG Pactual Participations Ltd., 144A

     122,892   
18,121     

BTG Pactual Participations Ltd.

     285,504  
33,478     

Raia Drogasil SA

     368,397  
       

 

 

 
          1,361,027  

China    3.7%

  

1,275     

Baidu, Inc., ADR*

     135,941  
16,345     

Tencent Holdings Ltd.

     577,871  
       

 

 

 
          713,812  

Denmark    3.1%

  

3,790     

Novo Nordisk A/S (Class B Stock)

     610,775  

France    3.1%

  

2,650     

Remy Cointreau SA

     274,851  
2,882     

Technip SA

     324,614  
       

 

 

 
          599,465  

Germany    2.0%

  

5,323     

SAP AG

     387,744  

Hong Kong    2.4%

  

181,945     

China Overseas Land & Investment Ltd.

     476,576  

Italy    4.4%

  

9,591     

Luxottica Group SpA

     364,859  
61,206     

Prada SpA

     499,122  
       

 

 

 
          863,981  

Macau    1.3%

  

68,967     

Sands China Ltd.

     259,403  

Mexico    1.3%

  

24,821     

Mexichem SAB de CV, 144A

     123,024  
27,617     

Mexichem SAB de CV

     136,883  
       

 

 

 
          259,907   

 

See Notes to Financial Statements.

 

Prudential Jennison Global Opportunities Fund     11   


 

Portfolio of Investments

 

as of October 31, 2012 continued

 

Shares      Description    Value (Note 1)  

COMMON STOCKS (Continued)

  

South Africa    1.2%

  

15,373     

Mr Price Group Ltd.

   $ 237,492  

South Korea    3.8%

  

390     

Orion Corp.

     366,184  
311     

Samsung Electronics Co. Ltd.

     373,565  
       

 

 

 
          739,749  

Spain    3.6%

  

5,452     

Inditex SA

     695,633  

Thailand    1.9%

  

283,304     

CP ALL PCL

     367,417  

United Kingdom    7.3%

  

6,629     

Aggreko PLC

     229,999  
41,606     

ARM Holdings PLC

     446,495  
5,351     

ASOS PLC*

     194,725  
9,440     

Diageo PLC

     269,793  
19,681     

Rolls-Royce Holdings PLC

     271,393  
       

 

 

 
          1,412,405  

United States    51.6%

  

5,379     

Alexion Pharmaceuticals, Inc.*

     486,154  
2,166     

Amazon.com, Inc.*

     504,288  
2,749     

Apple, Inc.

     1,635,930  
2,009     

Biogen Idec, Inc.*

     277,684  
10,376     

eBay, Inc.*

     501,057  
5,582     

Estee Lauder Cos., Inc. (The) (Class A Stock)

     343,963  
4,347     

Facebook, Inc. (Class A Stock)*

     91,787  
4,898     

FMC Technologies, Inc.*

     200,328  
3,831     

Gilead Sciences, Inc.*

     257,290  
4,102     

Goldman Sachs Group, Inc. (The)

     502,044  
11,096     

Home Depot, Inc. (The)

     681,073  
3,793     

LinkedIn Corp. (Class A Stock)*

     405,585  
1,481     

MasterCard, Inc. (Class A Stock)

     682,637  
2,190     

MercadoLibre, Inc.

     183,894  
13,453     

Michael Kors Holdings Ltd.*

     735,744  
3,645     

Monsanto Co.

     313,725  
4,499     

National Oilwell Varco, Inc.

     331,576  
945     

priceline.com, Inc.*

     542,213  

 

See Notes to Financial Statements.

 

12   Visit our website at www.prudentialfunds.com


 

 

 

Shares      Description    Value (Note 1)  

COMMON STOCKS (Continued)

  

United States (cont’d.)

  

2,697     

Salesforce.com, Inc.*

   $ 393,708  
3,011     

Teradata Corp.*

     205,682  
3,590     

Tesla Motors, Inc.*

     100,987  
8,702     

TJX Cos., Inc.

     362,264  
2,105     

TransDigm Group, Inc.

     280,407  
688     

Workday, Inc. (Class A Stock)*

     33,368   
       

 

 

 
          10,053,388   
       

 

 

 
    

Total common stocks
(cost $18,002,352)

     19,038,774   
       

 

 

 

PREFERRED STOCKS    1.4%

  

Germany    1.4%

        
1,313     

Volkswagen AG

     271,613  

United Kingdom

        
1,495,756     

Rolls-Royce Holdings PLC (Class C Stock)*

     2,414  
       

 

 

 
    

Total preferred stocks
(cost $265,470)

     274,027  
       

 

 

 
    

Total long-term investments
(cost $18,267,822)

     19,312,801  
       

 

 

 

SHORT-TERM INVESTMENT    1.1%

  

Affiliated Money Market Mutual Fund

        
209,465     

Prudential Investment Portfolios 2 - Prudential Core Taxable Money Market Fund
(cost $209,465; Note 3)(a)

     209,465  
       

 

 

 
    

Total Investments    100.2%
(cost $18,477,287; Note 5)

     19,522,266  
    

Liabilities in excess of other assets    (0.2%)

     (29,229
       

 

 

 
    

Net Assets    100.0%

   $ 19,493,037  
       

 

 

 

 

The following abbreviations are used in the Portfolio descriptions:

144A—Security was purchased pursuant to Rule 144A under the Securities Act of 1933 and may not be resold subject to that rule except to qualified institutional buyers. Unless otherwise noted, 144A securities are deemed to be liquid.

ADR—American Depositary Receipt

* Non-income producing security.
(a) Prudential Investments LLC, the manager of the Series, also serves as manager of the Prudential Investment Portfolios 2 - Prudential Core Taxable Money Market Fund.

 

See Notes to Financial Statements.

 

Prudential Jennison Global Opportunities Fund     13   


 

Portfolio of Investments

 

as of October 31, 2012 continued

 

 

Various inputs are used in determining the value of the Series’ investments. These inputs are summarized in the three broad levels listed below.

 

Level 1—quoted prices generally in active markets for identical securities.

 

Level 2—other significant observable inputs including, but not limited to, quoted prices for similar securities, interest rates and yield curves, prepayment speeds, foreign currency exchange rates, and amortized cost.

 

Level 3—significant unobservable inputs for securities valued in accordance with Board approved fair valuation procedures.

 

The following is a summary of the inputs used as of October 31, 2012 in valuing such portfolio securities:

 

     Level 1          Level 2              Level 3      

Investments in Securities

        

Common Stocks:

        

Brazil

   $ 1,361,027       $       $   —   

China

     713,812                   

Denmark

     610,775                   

France

     599,465                   

Germany

     387,744                   

Hong Kong

     476,576                   

Italy

     863,981                   

Macau

     259,403                   

Mexico

     259,907                   

South Africa

     237,492                   

South Korea

     739,749                   

Spain

     695,633                   

Thailand

             367,417           

United Kingdom

     1,412,405                   

United States

     10,053,388                   

Preferred Stocks:

        

Germany

     271,613                   

United Kingdom

             2,414           

Affiliated Money Market Mutual Fund

     209,465                   
  

 

 

    

 

 

    

 

 

 

Total

   $ 19,152,435       $ 369,831       $   —   
  

 

 

    

 

 

    

 

 

 

 

See Notes to Financial Statements.

 

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The industry classification of portfolio holdings and liabilities in excess of other assets shown as a percentage of net assets as of October 31, 2012 were as follows:

 

Specialty Retail

     10.1

Textiles, Apparel & Luxury Goods

     9.9   

Internet Software & Services

     9.7   

Computers & Peripherals

     8.4   

Internet & Catalog Retail

     6.4   

Biotechnology

     5.3   

IT Services

     4.6   

Energy Equipment & Services

     4.4   

Semiconductors & Semiconductor Equipment

     4.2   

Software

     4.2   

Food & Staples Retailing

     3.8   

Real Estate Management & Development

     3.7   

Pharmaceuticals

     3.1   

Chemicals

     2.9   

Aerospace & Defense

     2.8

Beverages

     2.8   

Capital Markets

     2.6   

Diversified Financial Services

     2.1   

Automobiles

     1.9   

Food Products

     1.9   

Personal Products

     1.8   

Hotels, Restaurants & Leisure

     1.3   

Commercial Services & Supplies

     1.2   

Affiliated Money Market Mutual Fund

     1.1   
  

 

 

 
     100.2   

Liabilities in excess of other assets

     (0.2
  

 

 

 
     100.0
  

 

 

 

 

See Notes to Financial Statements.

 

Prudential Jennison Global Opportunities Fund     15   


 

Statement of Assets and Liabilities

 

as of October 31, 2012

 

Assets

        

Investments at value:

  

Unaffiliated Investments (cost $18,267,822)

   $ 19,312,801  

Affiliated Investments (cost $209,465)

     209,465  

Receivable for investments sold

     193,100  

Dividends receivable

     29,159  

Due from Manager

     13,206  

Receivable for Series shares sold

     3,309  

Foreign tax reclaim receivable

     2,596  

Prepaid expenses

     607  
  

 

 

 

Total assets

     19,764,243  
  

 

 

 

Liabilities

        

Payable for investments purchased

     201,995  

Accrued expenses

     67,746   

Distribution fee payable

     1,346  

Affiliated transfer agent fee payable

     119   
  

 

 

 

Total liabilities

     271,206  
  

 

 

 

Net Assets

   $ 19,493,037  
  

 

 

 
          

Net assets were comprised of:

  

Common stock, at par

   $ 19,749  

Paid-in capital in excess of par

     19,613,186   
  

 

 

 
     19,632,935  

Net investment loss

     (12,187

Accumulated net realized loss on investment and foreign currency transactions

     (1,172,568

Net unrealized appreciation on investments and foreign currencies

     1,044,857  
  

 

 

 

Net assets, October 31, 2012

   $ 19,493,037   
  

 

 

 

 

See Notes to Financial Statements.

 

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Class A

        

Net asset value and redemption price per share
($3,897,573 ÷ 395,198 shares of common stock issued and outstanding)

   $ 9.86   

Maximum sales charge (5.50% of offering price)

     .57   
  

 

 

 

Maximum offering price to public

   $ 10.43   
  

 

 

 

Class C

        

Net asset value, offering price and redemption price per share
($593,362 ÷ 60,499 shares of common stock issued and outstanding)

   $ 9.81   
  

 

 

 

Class Z

        

Net asset value, offering price and redemption price per share
($15,002,102 ÷ 1,519,236 shares of common stock issued and outstanding)

   $ 9.87   
  

 

 

 

 

See Notes to Financial Statements.

 

Prudential Jennison Global Opportunities Fund     17   


 

Statement of Operations

 

For the Period March 14, 2012* through October 31, 2012

 

Net Investment Loss

        

Income

  

Unaffiliated dividend income (net of foreign withholding taxes of $7,820)

   $ 146,307  

Unaffiliated interest income

     2,018  

Affiliated dividend income

     1,015  
  

 

 

 

Total income

     149,340  
  

 

 

 

Expenses

  

Management fee

     101,872  

Distribution fee—Class A

     4,702  

Distribution fee—Class C

     1,903  

Registration fees

     54,000  

Custodian’s fees and expenses

     51,000  

Legal fees and expenses

     31,000  

Audit fee

     30,000  

Reports to shareholders

     24,000  

Directors’ fees

     6,000  

Transfer agent’s fees and expenses (including affiliated expense of $300) (Note 3)

     1,000  

Miscellaneous

     11,656  
  

 

 

 

Total expenses

     317,133  

Expense reimbursement (Note 2)

     (157,139
  

 

 

 

Net expenses

     159,994  
  

 

 

 

Net investment loss

     (10,654
  

 

 

 

Realized And Unrealized Gain (Loss) On Investment And Foreign Currency Transactions

        

Net realized loss on:

  

Investment transactions

     (1,172,568

Foreign currency transactions

     (23,080
  

 

 

 
     (1,195,648
  

 

 

 

Net change in unrealized appreciation (depreciation) on:

  

Investments

     1,044,979  

Foreign currencies

     (122
  

 

 

 
     1,044,857  
  

 

 

 

Net loss on investment and foreign currency transactions

     (150,791
  

 

 

 

Net Decrease In Net Assets Resulting From Operations

   $ (161,445
  

 

 

 

 

* Commencement of Series.

 

See Notes to Financial Statements.

 

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Statement of Changes in Net Assets

 

 

     March 14, 2012*
through
October 31, 2012
 

Increase (Decrease) In Net Assets

        

Operations

  

Net investment loss

   $ (10,654

Net realized loss on investment and foreign currency transactions

     (1,195,648

Net change in unrealized appreciation on investments and foreign currencies

     1,044,857  
  

 

 

 

Net decrease in net assets resulting from operations

     (161,445
  

 

 

 

Series share transactions (Note 6)

  

Net proceeds from shares sold

     19,692,646  

Cost of shares reacquired

     (38,164
  

 

 

 

Net increase in net assets from Series share transactions

     19,654,482  
  

 

 

 

Total increase

     19,493,037   

Net Assets:

        

Beginning of period

       
  

 

 

 

End of period

   $ 19,493,037   
  

 

 

 

 

* Commencement of Series.

 

See Notes to Financial Statements.

 

Prudential Jennison Global Opportunities Fund     19   


Notes to Financial Statements

 

Prudential World Fund, Inc. (the “Fund”) is an open-end management investment company, registered under the Investment Company Act of 1940, as amended, (“1940 Act”) and currently consists of five series: Prudential Jennison Global Opportunities Fund (the “Series”), Prudential International Equity Fund, Prudential International Value Fund, Prudential Jennison International Opportunities Fund and Prudential Emerging Markets Debt Local Currency Fund. These financial statements relate to the Prudential Jennison Global Opportunities Fund. The financial statements of the other series are not presented herein. The Series commenced investment operations on March 14, 2012. The investment objective of the Series is to achieve long-term growth of capital.

 

Note 1. Accounting Policies

 

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

 

Securities Valuation: The Series holds portfolio securities and other assets that are fair valued at the close of each day the New York Stock Exchange (“NYSE”) is open for trading. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants on the measurement date. The Board of Directors (the “Board”) has delegated fair valuation responsibilities to Prudential Investments LLC (“PI” or “Manager”) through the adoption of Valuation Procedures for valuation of the Series’ securities. Under the current Valuation Procedures, a Valuation Committee is established and responsible for supervising the valuation of portfolio securities and other assets. The Valuation Procedures allow the Series to utilize independent pricing vendor services, quotations from market makers and other valuation methods in events when market quotations are not readily available or not representative of the fair values of the securities. A record of the Valuation Committee’s actions is subject to review, approval and ratification by the Board at its next regularly scheduled quarterly meeting.

 

Various inputs are used in determining the value of the Series’ investments, which are summarized in the three broad level hierarchies based on any observable inputs used as described in the table following the Portfolio of Investments. The valuation methodologies and significant inputs used in determining the fair value of securities and other assets classified as Level 1, Level 2 and Level 3 of the hierarchy are as follows:

 

Common stocks, exchange-traded funds and financial derivative instruments (including futures contracts and certain options and swap contracts on securities), that

 

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are traded on a national securities exchange are valued at the last sale price as of the close of trading on the applicable exchange. Securities traded via NASDAQ are valued at the NASDAQ official closing price. To the extent these securities are valued at the last sale price or NASDAQ official closing price, they are classified as Level 1 of the fair value hierarchy.

 

In the event there is no sale or official closing price on such day, these securities are valued at the mean between the last reported bid and asked prices, or at the last bid price in the absence of an asked price. These securities are classified as Level 2 of the fair value hierarchy as these inputs are considered as significant other observable inputs to the valuation.

 

For common stocks traded on foreign securities exchanges, certain valuation adjustments will be applied when events occur after the close of the security’s foreign market and before the Fund’s normal pricing time. These securities are valued using pricing vendor services that provide model prices derived using adjustment factors based on information such as local closing price, relevant general and sector indices, currency fluctuations, depositary receipts, and futures, as applicable. Securities valued using such model prices are classified as Level 2 of the fair value hierarchy as the adjustment factors are considered as significant other observable inputs to the valuation.

 

Investments in open-end, non-exchange-traded mutual funds are valued at their net asset values as of the close of the NYSE on the date of valuation. These securities are classified as Level 1 as they have the ability to be purchased or sold at their net asset values on the date of valuation.

 

Fixed income securities traded in the over-the-counter market, such as corporate bonds, municipal bonds, U.S. Government agencies, issued and guaranteed obligations, U.S. Treasury obligations and sovereign issues are usually valued at prices provided by approved independent pricing vendors. The pricing vendors provide these prices usually after evaluating observable inputs including yield curves, credit rating, yield spreads, default rates, cash flows as well as broker/dealer quotations and reported trades. Securities valued using such vendor prices are classified as Level 2 of the fair value hierarchy.

 

Asset-backed and mortgage-related securities are usually valued by approved independent pricing vendors. The pricing vendors provide the prices using their internal pricing models with input from deal terms, tranche level attributes, yield curves, prepayment speeds, default rates and broker/dealer quotes. Securities valued using such vendor prices are classified as Level 2 of the fair value hierarchy.

 

Prudential Jennison Global Opportunities Fund     21   


 

Notes to Financial Statements

 

continued

 

 

Short-term debt securities of sufficient credit quality, which mature in sixty days or less, are valued using amortized cost method, which approximates fair 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 the difference between the principal amount due at maturity and cost. These securities are categorized as Level 2 of the fair value hierarchy.

 

Over-the-counter financial derivative instruments, such as option contracts, foreign currency contracts and swaps agreements, are usually valued using pricing vendor services, which derive the valuation based on underlying asset prices, indices, spreads, interest rates, exchange rates and other inputs. These instruments are categorized as Level 2 of the fair value hierarchy.

 

Securities and other assets that cannot be priced using the methods described above are valued with pricing methodologies approved by the Valuation Committee. In the event there are unobservable inputs used when determining such valuations, the securities will be classified as Level 3 of the fair value hierarchy.

 

When determining the fair value of securities, some of the factors influencing the valuation include: the nature of any restrictions on disposition of the securities; assessment of the general liquidity of the securities; the issuer’s financial condition and the markets in which it does business; the cost of the investment; the size of the holding and the capitalization of the issuer; the prices of any recent transactions or bids/offers for such securities or any comparable securities; any available analyst media or other reports or information deemed reliable by the investment adviser regarding the issuer or the markets or industry in which it operates. Using fair value to price securities may result in a value that is different from a security’s most recent closing price and from the price used by other mutual funds to calculate their net asset values.

 

Foreign Currency Translation: The books and records of the Series are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars on the following basis:

 

(i) market value of investment securities, other assets and liabilities-at the current rates of exchange;

 

(ii) purchases and sales of investment securities, income and expenses-at the rates of exchange prevailing on the respective dates of such transactions.

 

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Although the net assets of the Series are presented at the foreign exchange rates and market values at the close of the fiscal period, the Series does not isolate that portion of the results of operations arising as a result of changes in the foreign exchange rates from the fluctuations arising from changes in the market prices of long-term portfolio securities held at the end of the period. Similarly, the Series does not isolate the effect of changes in foreign exchange rates from the fluctuations arising from changes in the market prices of long-term portfolio securities sold during the period. Accordingly, realized foreign currency gains or losses are included in the reported net realized gains or losses on investment transactions.

 

Net realized gains or losses on foreign currency transactions represent net foreign exchange gains or losses from the holding of foreign currencies, currency gains or losses realized between the trade date and settlement dates on security transactions, and the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the Series’ books and the U.S. dollar equivalent amounts actually received or paid. Net unrealized currency gains or losses from valuing foreign currency denominated assets and liabilities (other than investments) at period end exchange rates are reflected as a component of net unrealized appreciation (depreciation) on foreign currencies.

 

Foreign security and currency transactions may involve certain considerations and risks not typically associated with those of domestic origin as a result of, among other factors, the possibility of political and economic instability and the level of governmental supervision and regulation of foreign securities markets.

 

Forward Currency Contracts: A forward currency contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated forward rate between two parties. The Series enters into forward currency contracts in order to hedge its exposure to changes in foreign currency exchange rates on its foreign portfolio holdings or specific receivables and payables denominated in a foreign currency. The contracts are valued daily at current exchange rates and any unrealized gain or loss is included in net unrealized appreciation or depreciation on foreign currencies. Gain or loss is realized on the settlement date of the contract equal to the difference between the settlement value of the original and negotiated forward contracts. This gain or loss, if any, is included in net realized gain (loss) on foreign currency transactions. Risks may arise upon entering into these contracts from the potential inability of the counterparties to meet the terms of their contracts. Forward currency contracts involve risks from currency exchange rate and credit risk in excess of the amounts reflected on the Statement of Assets and Liabilities. The Series’ maximum risk of loss from counterparty credit risk is the net value of the cash flows to be received from the counterparty at the end of the contract’s life. A master netting

 

Prudential Jennison Global Opportunities Fund     23   


 

Notes to Financial Statements

 

continued

 

arrangement between the Series and the counterparty permits the Series to offset amounts payable by the Series to the same counterparty against amounts to be received; and by the receipt of collateral from the counterparty by the Series to cover the Series’ exposure to the counterparty. However, there is no assurance that such mitigating factors are easily enforceable.

 

Securities Transactions and Net Investment Income: Securities transactions are recorded on the trade date. Realized gains or losses from investment and currency transactions are calculated on the identified cost basis. Dividend income is recorded on the ex-dividend date. Interest income, including amortization of premium and accretion of discount on debt securities, as required, is recorded on an accrual basis. Expenses are recorded on the accrual basis, which may require the use of certain estimates by management, that may differ from actual.

 

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

 

Dividends and Distributions: The Series expects to pay dividends of net investment income and distributions of net realized capital and currency gains, if any, annually. Dividends and distributions to shareholders, which are determined in accordance with federal income tax regulations and which may differ from generally accepted accounting principles, are recorded on the ex-dividend date.

 

Taxes: For federal income tax purposes, each Series in the Fund is treated as a separate taxpaying entity. It is each Series’ 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 investment income and capital gains, if any, to shareholders. Therefore, no federal income tax provision is required.

 

Withholding taxes on foreign dividends are recorded net of reclaimable amounts, at the time the related income is earned.

 

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.

 

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Note 2. Agreements

 

The Fund has a management agreement for the Series with PI. Pursuant to this agreement, PI has responsibility for all investment advisory services and supervises the subadvisor’s performance of such services. PI has entered into a subadvisory agreement with Jennison Associates LLC (“Jennison”). The subadvisory agreement provides that Jennison furnishes investment advisory services in connection with the management of the Series. In connection therewith, Jennison is obligated to keep certain books and records of the Series. PI pays for the services of Jennison, the compensation of officers of the Series, occupancy and certain clerical and bookkeeping costs of the Series. The Series bears all other costs and expenses.

 

The management fee paid to PI is computed daily and payable monthly at an annual rate of .90% of the Series’ average daily net assets.

 

PI has contractually agreed through February 28, 2014 to limit net annual Series operating expenses (excluding distribution and service (12b-1) fees, extraordinary and certain other expenses such as taxes, interest and brokerage commissions) to each class of shares to 1.35% of the Series’ average daily net assets.

 

The Series has a distribution agreement with Prudential Investment Management Services LLC (“PIMS”), which acts as the distributor of the Class A, Class C and Class Z shares of the Series. The Series compensates PIMS for distributing and servicing the Series’ Class A and Class C shares, pursuant to plans of distribution (the “Class A and C Plans”), regardless of expenses actually incurred by PIMS. The distribution fees are accrued daily and payable monthly. No distribution or service fees are paid to PIMS as distributor of the Class Z shares of the Series.

 

Pursuant to the Class A and C Plans, the Series compensates PIMS for distribution related activities at an annual rate of up to .30% and 1% of the average daily net assets of the Class A and C shares, respectively. PIMS has contractually agreed to limit such fees to .25% of the average daily net assets of the Class A shares through February 28, 2014.

 

PIMS has advised the Series that they received $2,959 in front-end sales charges resulting from sales of Class A shares during the period ended October 31, 2012. From these fees, PIMS paid such sales charges to broker-dealers, which in turn paid commissions to salespersons and incurred other distribution costs.

 

PIMS has advised the Series that for the period ended October 31, 2012, there were no contingent deferred sales charges imposed.

 

PI, PIMS and Jennison are indirect, wholly-owned subsidiaries of Prudential Financial, Inc. (“Prudential”).

 

Prudential Jennison Global Opportunities Fund     25   


 

Notes to Financial Statements

 

continued

 

 

Note 3. Other Transactions with Affiliates

 

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

 

The Series invests in the Prudential Core Taxable Money Market Fund (the “Core Fund”), a portfolio of the Prudential Investment Portfolios 2, registered under the 1940 Act and managed by PI. Earnings from the Core Fund are disclosed on the Statement of Operations as affiliated dividend income.

 

Note 4. Portfolio Securities

 

Purchases and sales of portfolio securities, other than short-term investments, for the period ended October 31, 2012 were $28,082,959 and $8,637,531, respectively.

 

Note 5. Tax Information

 

Distributions to shareholders, which are determined in accordance with federal income tax regulations and which may differ from generally accepted accounting principles, are recorded on the ex-dividend date. In order to present net investment loss, accumulated net realized loss on investment and foreign currency transactions and paid-in capital in excess of par on the Statement of Assets and Liabilities that more closely represent their tax character, certain adjustments have been made to net investment loss, accumulated net realized loss on investment and foreign currency transactions and paid-in capital in excess of par. For the period ended October 31, 2012, the adjustments were to increase net investment loss by $1,533, decrease accumulated net realized loss on investment and foreign currency transactions by $23,080 and decrease paid-in capital in excess of par by $21,547 due to the reclassification of a net operating loss, certain transactions involving foreign currencies and nondeductible expenses. Net investment loss, net realized loss on investment and foreign currency transactions and net assets were not affected by this change.

 

For the period ended October 31, 2012 there were no distributions paid by the Fund.

 

As of October 31, 2012, the Fund did not have any distributable earnings on a

tax basis.

 

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The United States federal income tax basis of the Series’ investments and the net unrealized appreciation as of October 31, 2012 were as follows:

 

Tax Basis

 

Appreciation

 

Depreciation

 

Net
Unrealized
Appreciation

 

Other Cost
Basis
Adjustments

 

Total Net
Unrealized
Appreciation

$18,520,109   $1,364,216   $(362,059)   $1,002,157   $(20)   $1,002,137

 

The difference between book basis and tax basis is primarily attributable to deferred losses on wash sales and investments in passive foreign investment companies. The other cost basis adjustments are primarily attributable to appreciation (depreciation) of foreign currencies and mark-to-market of receivables and payables.

 

For federal income tax purposes, the Series had a capital loss carryforward as of October 31, 2012 of approximately $1,133,000 which can be carried forward for an unlimited period. No capital gains distributions are expected to be paid to shareholders until net gains have been realized in excess of such losses.

 

Management has analyzed the Series’ tax positions and has concluded that no provision for income tax is required in the Series’ financial statements for the current reporting period.

 

Note 6. Capital

 

The Series offers Class A, Class C and Class Z shares. Class A shares are subject to a maximum front-end sales charge of 5.50%. Investors who purchase Class A shares in an amount of $1 million or more and sell these shares within 12 months of purchase are not subject to an initial sales charge but are subject to a contingent deferred sales charge (CDSC) of 1%. The Class A CDSC is waived for purchases by certain retirement or benefits plans. The CDSC for Class C shares is 1% for shares redeemed within 12 months of purchase. Class Z shares are not subject to any sales or redemption charge and are offered exclusively for sale to a limited group of investors. A special exchange privilege is also available for shareholders who qualified to purchase Class A shares at net asset value.

 

Under certain circumstances, an exchange may be made from specified share classes of the Series to one or more other share classes of the Series as presented in the table of transactions in shares of capital stock.

 

At October 31, 2012, Prudential Financial, Inc. through its affiliates owned 1,000 Class A shares, 1,000 Class C shares and 1,501,000 Class Z shares of the Series.

 

There are 900 million shares of common stock, $.01 par value per share, divided into three classes, designated Class A, Class C and Class Z common stock, each of which consists of 300,000,000 authorized shares.

 

Prudential Jennison Global Opportunities Fund     27   


 

Notes to Financial Statements

 

continued

 

 

Transactions in shares of common stock were as follows:

 

Class A

     Shares      Amount  

Period ended October 31, 2012:*

       

Shares sold

       399,078      $ 3,930,985  

Shares reacquired

       (3,880 )      (38,164 )
    

 

 

    

 

 

 

Net increase in shares outstanding

       395,198      $ 3,892,821  
    

 

 

    

 

 

 

Class C

               

Period ended October 31, 2012:*

       

Shares sold

       60,499      $ 579,898  
    

 

 

    

 

 

 

Net increase in shares outstanding

       60,499      $ 579,898  
    

 

 

    

 

 

 

Class Z

               

Period ended October 31, 2012:*

       

Shares sold

       1,519,236      $ 15,181,763  
    

 

 

    

 

 

 

Net increase in shares outstanding

       1,519,236      $ 15,181,763  
    

 

 

    

 

 

 

 

* Commenced operations on March 14, 2012.

 

Note 7. Borrowings

 

The Series, along with other affiliated registered investment companies (the “Funds”), is a party to a Syndicated Credit Agreement (“SCA”) with a group of banks. The purpose of the SCA is to provide an alternative source of temporary funding for capital share redemptions. The SCA provides for a commitment of $900 million for the period December 16, 2011 through November 14, 2012. The SCA has been renewed effective November 15, 2012 at substantially similar terms through November 14, 2013. The Funds pay an annualized commitment fee of 0.08% on the unused portion of the SCA. Prior to December 16, 2011, the Funds had another Syndicated Credit Agreement of a $750 million commitment with an annualized commitment fee of 0.10% of the unused portion. Interest on any borrowings under the SCA is paid at contracted market rates. The commitment fee for the unused amount is accrued daily and paid quarterly.

 

The Series did not utilize the SCA during the period ended October 31, 2012.

 

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Note 8. New Accounting Pronouncement

 

In December 2011, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2011-11 regarding “Disclosures about Offsetting Assets and Liabilities”. The amendments, which will be effective for annual reporting periods beginning on or after January 1, 2013 and interim periods within those annual periods, require an entity to disclose information about offsetting and related arrangements for assets and liabilities, financial instruments and derivatives that are either currently offset in accordance with current requirements or are subject to enforceable master netting arrangements or similar agreements. At this time, management is evaluating the implications of ASU No. 2011-11 and its impact on the financial statements has not yet been determined.

 

Prudential Jennison Global Opportunities Fund     29   


Financial Highlights

 

Class A Shares  
     March 14,
2012(a)
through
October 31,
2012
 
Per Share Operating Performance:        
Net Asset Value, Beginning Of Period     $10.00   
Income (loss) from investment operations:        
Net investment loss     (.02
Net realized and unrealized loss on investment and foreign currency transactions     (.12
Total from investment operations     (.14
Net asset value, end of period     $9.86   
Total Return(b):     (1.40)%   
Ratios/Supplemental Data:      
Net assets, end of period (000)     $3,898  
Average net assets (000)     $2,967  
Ratios to average net assets(c)(d):        
Expenses, including distribution and service (12b-1) fees     1.60% (e)(f) 
Expenses, excluding distribution and service (12b-1) fees     1.35% (e)(f) 
Net investment loss     (.30)% (e)(f) 
Portfolio turnover rate     48% (g) 

 

(a) Commencement of Series.

(b) Total return does not consider the effects of sales loads. Total return is calculated assuming a purchase of a share on the first day and a sale on the last day of each period reported, and includes reinvestment of dividends and distributions. Total returns may reflect adjustments to conform to generally accepted accounting principles. Total returns for periods less than a full year are not annualized.

(c) Does not include expenses of the underlying fund in which the Series invests.

(d) The distributor of the Fund has contractually agreed to limit its distribution and service (12b-1) fees to .25% of the average daily net assets of the Class A shares.

(e) Net of expense waiver/reimbursement. If the investment manager had not waived/reimbursed expenses, the expense ratios including and excluding distribution and services (12b-1) fees and net investment loss ratio would have been 3.05%, 2.80% and (1.75)%, respectively, for the period ended October 31, 2012.

(f) Annualized.

(g) Not annualized.

 

See Notes to Financial Statements.

 

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Class C Shares       
     March 14,
2012(a)
through
October 31,
2012
 
Per Share Operating Performance:        
Net Asset Value, Beginning Of Period     $10.00   
Income (loss) from investment operations:        
Net investment loss     (.06
Net realized and unrealized loss on investment and foreign currency transactions     (.13
Total from investment operations     (.19
Net asset value, end of period     $9.81   
Total Return(b):     (1.90)%   
Ratios/Supplemental Data:      
Net assets, end of period (000)     $593  
Average net assets (000)     $300  
Ratios to average net assets(c):        
Expenses, including distribution and service (12b-1) fees     2.35% (d)(e) 
Expenses, excluding distribution and service (12b-1) fees     1.35% (d)(e) 
Net investment loss     (.97)% (d)(e) 
Portfolio turnover rate     48% (f) 

 

(a) Commencement of Series.

(b) Total return does not consider the effects of sales loads. Total return is calculated assuming a purchase of a share on the first day and a sale on the last day of each period reported, and includes reinvestment of dividends and distributions. Total returns may reflect adjustments to conform to generally accepted accounting principles. Total returns for periods less than a full year are not annualized.

(c) Does not include expenses of the underlying fund in which the Series invests.

(d) Net of expense waiver/reimbursement. If the investment manager had not waived/reimbursed expenses, the expense ratios including and excluding distribution and services (12b-1) fees and net investment loss ratio would have been 3.85%, 2.85% and (2.47)%, respectively, for the period ended October 31, 2012.

(e) Annualized.

(f) Not annualized.

 

See Notes to Financial Statements.

 

Prudential Jennison Global Opportunities Fund     31   


Financial Highlights

 

continued

 

Class Z Shares       
    

March 14,
2012(a)
through

October 31,
2012

 
Per Share Operating Performance:        
Net Asset Value, Beginning Of Period     $10.00   
Income (loss) from investment operations:        
Net investment loss     - (d) 
Net realized and unrealized loss on investment and foreign currency transactions     (.13
Total from investment operations     (.13
Net asset value, end of period     $9.87   
Total Return(b):     (1.30)%   
Ratios/Supplemental Data:      
Net assets, end of period (000)     $15,002  
Average net assets (000)     $14,655  
Ratios to average net assets(c):        
Expenses, including distribution and service (12b-1) fees     1.35% (e)(f) 
Expenses, excluding distribution and service (12b-1) fees     1.35% (e)(f) 
Net investment loss     (.03)% (e)(f) 
Portfolio turnover rate     48% (g) 

 

(a) Commencement of Series.

(b) Total return is calculated assuming a purchase of a share on the first day and a sale on the last day of each period reported, and includes reinvestment of dividends and distributions. Total returns may reflect adjustments to conform to generally accepted accounting principles. Total returns for periods less than a full year are not annualized.

(c) Does not include expenses of the underlying fund in which the Series invests.

(d) Less than $.005 per share.

(e) Net of expense waiver/reimbursement. If the investment manager had not waived/reimbursed expenses, the expense ratios including and excluding distribution and services (12b-1) fees and net investment loss ratio would have been 2.72%, 2.72% and (1.40)%, respectively, for the period ended October 31, 2012.

(f) Annualized.

(g) Not annualized.

 

See Notes to Financial Statements.

 

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Report of Independent Registered Public

Accounting Firm

 

The Board of Directors and Shareholders

Prudential World Fund, Inc.:

 

We have audited the accompanying statement of assets and liabilities of Prudential Jennison Global Opportunities Fund (one of the series constituting Prudential World Fund, Inc., hereafter referred to as the “Fund”), including the portfolio of investments, as of October 31, 2012, and the related statements of operations, changes in net assets and the financial highlights for the period March 14, 2012 (commencement of operations) to October 31, 2012. 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.

 

We conducted our audits 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 October 31, 2012, by correspondence with the custodian, transfer agent and brokers or by other appropriate auditing procedures when 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 audits provide 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 October 31, 2012, and the results of its operations, the changes in its net assets and the financial highlights for the period March 14, 2012 to October 31, 2012, in conformity with U.S. generally accepted accounting principles.

 

LOGO

 

New York, New York

December 21, 2012

 

Prudential Jennison Global Opportunities Fund     33   


INFORMATION ABOUT BOARD MEMBERS AND OFFICERS

(Unaudited)

Information about Board Members and Officers of the Fund is set forth below. Board Members who are not deemed to be “interested persons” of the Fund, as defined in the 1940 Act, are referred to as “Independent Board Members.” Board Members who are deemed to be “interested persons” of the Fund are referred to as “Interested Board Members.” The Board Members are responsible for the overall supervision of the operations of the Fund and perform the various duties imposed on the directors of investment companies by the 1940 Act. The Board in turn elects the Officers, who are responsible for administering the day-to-day operations of the Fund.

 

Independent Board Members(1)

 

Name, Address, Age

Position(s)

Portfolios Overseen

  

 

Principal Occupation(s) During Past Five

Years

  

 

Other Directorships Held

 

Kevin J. Bannon (60)

Board Member

Portfolios Overseen: 63

  

 

Managing Director (since April 2008) and Chief Investment Officer (since October 2008) of Highmount Capital LLC (registered investment adviser); formerly Executive Vice President and Chief Investment Officer (April 1993-August 2007) of Bank of New York Company; President (May 2003-May 2007) of BNY Hamilton Family of Mutual Funds.

  

 

Director of Urstadt Biddle Properties (since September 2008).

 

Linda W. Bynoe (60)

Board Member

Portfolios Overseen: 63

  

 

President and Chief Executive Officer (since March 1995) and formerly Chief Operating Officer (December 1989-February 1995) of Telemat Ltd. (management consulting); formerly Vice President (January 1985-June 1989) at Morgan Stanley & Co (broker-dealer).

  

 

Director of Simon Property Group, Inc. (retail real estate) (May 2003-May 2012); Director of Anixter International, Inc. (communication products distributor) (since January 2006); Director of Northern Trust Corporation (financial services) (since April 2006); Trustee of Equity Residential (residential real estate) (since December 2009).

 

Michael S. Hyland, CFA (67) Board Member

Portfolios Overseen: 63

  

 

Independent Consultant (since February 2005); formerly Senior Managing Director (July 2001-February 2005) of Bear Stearns & Co, Inc.; Global Partner, INVESCO (1999-2001); Managing Director and President of Salomon Brothers Asset Management (1989-1999).

  

 

None.

 

Douglas H. McCorkindale (73) Board Member

Portfolios Overseen: 63

  

 

Formerly Chairman (February 2001-June 2006), Chief Executive Officer (June 2000-July 2005), President (September 1997-July 2005) and Vice Chairman (March 1984-May 2000) of Gannett Co. Inc. (publishing and media).

  

 

Director of Lockheed Martin Corp. (aerospace and defense) (since May 2001).

Prudential Jennison Global Opportunities Fund    


Independent Board Members(1)

 

Name, Address, Age

Position(s)

Portfolios Overseen

  

 

Principal Occupation(s) During Past Five

Years

  

 

Other Directorships Held

 

Stephen P. Munn (70)

Board Member

Portfolios Overseen: 63

  

 

Lead Director (since 2007) and formerly Chairman (1993-2007) of Carlisle Companies Incorporated (manufacturer of industrial products).

  

 

Lead Director (since 2007) of Carlisle Companies Incorporated (manufacturer of industrial products).

 

Richard A. Redeker (69)

Board Member &

Independent Chair

Portfolios Overseen: 63

  

 

Retired Mutual Fund Senior Executive (44 years); Management Consultant; Independent Directors Council (organization of 2,800 Independent Mutual Fund Directors)-Executive Committee, Chair of Policy Steering Committee, Governing Council.

  

 

None.

 

Robin B. Smith (73)

Board Member

Portfolios Overseen: 63

  

 

Chairman of the Board (since January 2003) of Publishers Clearing House (direct marketing); Member of the Board of Directors of ADLPartner (marketing) (since December 2010); formerly Chairman and Chief Executive Officer (August 1996-January 2003) of Publishers Clearing House.

  

 

Formerly Director of BellSouth Corporation (telecommunications) (1992-2006).

 

Stephen G. Stoneburn (69)

Board Member

Portfolios Overseen: 63

  

 

Chairman, (since July 2011), President and Chief Executive Officer (since June 1996) of Quadrant Media Corp. (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; Senior Vice President of Fairchild Publications, Inc. (1975-1989).

  

 

None.

 

Interested Board Members(1)

 

Name, Address, Age

Position(s)

Portfolios Overseen

  

 

Principal Occupation(s) During Past Five

Years

  

 

Other Directorships Held

 

Stuart S. Parker (50)

Board Member & President Portfolios Overseen: 63

  

 

President of Prudential Investments LLC (since January 2012); Executive Vice President of Jennison Associates LLC and Head of Retail Distribution of Prudential Investments LLC (June 2005 - December 2011).

  

 

None.

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Interested Board Members(1)

 

Name, Address, Age

Position(s)

Portfolios Overseen

  

 

Principal Occupation(s) During Past Five

Years

  

 

Other Directorships Held

 

Scott E. Benjamin (39)

Board Member & Vice

President

Portfolios Overseen: 63

  

 

Executive Vice President (since June 2009) of Prudential Investments LLC; Executive Vice President (June 2009-June 2012) and Vice President (since June 2012) of Prudential Investment Management Services LLC; Executive Vice President (since September 2009) of AST Investment Services, Inc.; Senior Vice President of Product Development and Marketing, Prudential Investments (since February 2006); Vice President of Product Development and Product Management, Prudential Investments (2003-2006).

  

 

None.

(1) The year that each Board Member joined the Funds’ Board is as follows:

Kevin J. Bannon, 2008; Linda W. Bynoe, 2005; Michael S. Hyland, 2008; Douglas H. McCorkindale, 2003; Stephen P. Munn, 2008; Richard A. Redeker, 2003; Robin B. Smith, 1996; Stephen G. Stoneburn, 1996; Stuart S. Parker, Board Member and President since 2012; Scott E. Benjamin, Board Member since 2010 and Vice President since 2009.

 

Fund Officers(a)(1)

 

Name, Address and Age

Position with Fund

  

 

Principal Occupation(s) During Past Five Years

 

Judy A. Rice (64)

Vice President

  

 

Chairman of Prudential Investments LLC (since January 2012); President, Chief Executive Officer (May 2011-Present) and Executive Vice President (December 2008-May 2011) of Prudential Investment Management Services LLC; formerly President, Chief Executive Officer, Chief Operating Officer and Officer-In-Charge (February 2003-December 2011) of Prudential Investments LLC; formerly President, Chief Executive Officer and Officer-In-Charge (April 2003-December 2011) of Prudential Mutual Fund Services LLC (PMFS); formerly Member of the Board of Directors of Jennison Associates LLC (November 2010-December 2011); formerly Vice President (February 1999-April 2006) of Prudential Investment Management Services LLC; formerly President, COO, CEO and Manager of PIFM Holdco, LLC (April 2006-December 2011); formerly President, Chief Executive Officer, Chief Operating Officer and Officer-In-Charge (May 2003-June 2005) and Director (May 2003-March 2006) and Executive Vice President (June 2005-March 2006) of AST Investment Services, Inc.; Member of Board of Governors of the Investment Company Institute.

Prudential Jennison Global Opportunities Fund    


Fund Officers(a)(1)

 

Name, Address and Age

Position with Fund

  

 

Principal Occupation(s) During Past Five Years

 

Raymond A. O’Hara (57)

Chief Legal Officer

  

 

Vice President and Corporate Counsel (since July 2010) of Prudential Insurance Company of America (Prudential); Vice President (March 2011-Present) of Pruco Life Insurance Company and Pruco Life Insurance Company of New Jersey; Vice President and Corporate Counsel (March 2011-Present) of Prudential Annuities Life Assurance Corporation; Chief Legal Officer of Prudential Investments LLC (since June 2012); Chief Legal Officer of PMFS (since June 2012) and Corporate Counsel of AST Investment Services, Inc. (since June 2012); formerly Assistant Vice President and Corporate Counsel (September 2008-July 2010) of The Hartford Financial Services Group, Inc.; formerly Associate (September 1980-December 1987) and Partner (January 1988–August 2008) of Blazzard & Hasenauer, P.C. (formerly, Blazzard, Grodd & Hasenauer, P.C.).

 

Deborah A. Docs (54)

Secretary

  

 

Vice President and Corporate Counsel (since January 2001) of Prudential; Vice President (since December 1996) and Assistant Secretary (since March 1999) of Prudential Investments LLC; formerly Vice President and Assistant Secretary (May 2003-June 2005) of AST Investment Services, Inc.

Jonathan D. Shain (54)

Assistant Secretary

  

 

Vice President and Corporate Counsel (since August 1998) of Prudential; Vice President and Assistant Secretary (since May 2001) of Prudential Investments LLC; Vice President and Assistant Secretary (since February 2001) of PMFS; formerly Vice President and Assistant Secretary (May 2003-June 2005) of AST Investment Services, Inc.

 

Claudia DiGiacomo (38)

Assistant Secretary

  

 

Vice President and Corporate Counsel (since January 2005) of Prudential; Vice President and Assistant Secretary of Prudential Investments LLC (since December 2005); Associate at Sidley Austin Brown & Wood LLP (1999-2004).

 

Andrew R. French (50)

Assistant Secretary

  

 

Vice President and Corporate Counsel (since February 2010) of Prudential; formerly Director and Corporate Counsel (2006-2010) of Prudential; Vice President and Assistant Secretary (since January 2007) of Prudential Investments LLC; Vice President and Assistant Secretary (since January 2007) of PMFS.

 

Amanda S. Ryan (34)

Assistant Secretary

  

 

Director and Corporate Counsel (since March 2012) of Prudential; Director and Assistant Secretary (since June 2012) of Prudential Investments LLC; Associate at Ropes & Gray (2008-2012).

 

Timothy J. Knierim (53)

Chief Compliance Officer

  

 

Chief Compliance Officer of Prudential Investment Management, Inc. (since July 2007); formerly Chief Risk Officer of Prudential Investment Management, Inc. and Prudential Investments LLC (2002-2007) and formerly Chief Ethics Officer of Prudential Investment Management, Inc. and Prudential Investments LLC (2006-2007).

 

Valerie M. Simpson (54)

Deputy Chief Compliance Officer

  

 

Chief Compliance Officer (since April 2007) of Prudential Investments LLC and AST Investment Services, Inc.; formerly Vice President-Financial Reporting (June 1999-March 2006) for Prudential Life and Annuities Finance.

    Visit our website at www.prudentialfunds.com


Fund Officers(a)(1)

 

Name, Address and Age

Position with Fund

  

 

Principal Occupation(s) During Past Five Years

Theresa C. Thompson (50)

Deputy Chief Compliance Officer

  

 

Vice President, Compliance, Prudential Investments LLC (since April 2004); and Director, Compliance, Prudential Investments LLC (2001-2004).

 

Richard W. Kinville (44)

Anti-Money Laundering Compliance Officer

  

 

Vice President, Corporate Compliance, Anti-Money Laundering Unit (since January 2005) of Prudential; committee member of the American Council of Life Insurers Anti-Money Laundering and Critical Infrastructure Committee (since January 2007); formerly Investigator and Supervisor in the Special Investigations Unit for the New York Central Mutual Fire Insurance Company (August 1994-January 1999); Investigator in AXA Financial’s Internal Audit Department and Manager in AXA’s Anti-Money Laundering Office (January 1999-January 2005); first chair of the American Council of Life Insurers Anti-Money Laundering and Critical Infrastructure Committee (June 2007-December 2009).

 

Grace C. Torres (53)

Treasurer and Principal Financial and

Accounting Officer

  

 

Assistant Treasurer (since March 1999) and Senior Vice President (since September 1999) of Prudential Investments LLC; Assistant Treasurer (since May 2003) and Vice President (since June 2005) of AST Investment Services, Inc.; Senior Vice President and Assistant Treasurer (since May 2003) of Prudential Annuities Advisory Services, Inc.; formerly Senior Vice President (May 2003-June 2005) of AST Investment Services, Inc.

 

M. Sadiq Peshimam (48)

Assistant Treasurer

  

 

Vice President (since 2005) of Prudential Investments LLC.

 

Peter Parrella (54)

Assistant Treasurer

  

 

Vice President (since 2007) and Director (2004-2007) within Prudential Mutual Fund Administration; formerly Tax Manager at SSB Citi Fund Management LLC (1997-2004).

(a) Excludes Mr. Parker and Mr. Benjamin, interested Board Members who also serve as President and Vice President, respectively.

(1) The year that each individual became an officer of the Fund is as follows:

Judy A. Rice, 2012; Raymond A. O’Hara, 2012; Deborah A. Docs, 2005; Jonathan D. Shain, 2005; Claudia DiGiacomo, 2005; Andrew R. French, 2006; Amanda S. Ryan, 2012; Timothy J. Knierim, 2007; Valerie M. Simpson, 2007; Theresa C. Thompson, 2008; Richard W. Kinville, 2011; Grace C. Torres, 1995; Sadiq Peshimam, 2006; Peter Parrella, 2007.

Explanatory Notes to Tables:

  n Board Members are deemed to be “Interested,” as defined in the 1940 Act, by reason of their affiliation with Prudential Investments LLC and/or an affiliate of Prudential Investments LLC.
  n Unless otherwise noted, the address of all Board Members and Officers is c/o Prudential Investments LLC, Gateway Center Three, 100 Mulberry Street, Newark, New Jersey 07102-4077.
  n There is no set term of office for Board Members or Officers. The Board Members have adopted a retirement policy, which calls for the retirement of Board Members on December 31 of the year in which they reach the age of 75.
  n “Other Directorships Held” includes only directorships of companies required to register or file reports with the SEC under the 1934 Act (that is, “public companies”) or other investment companies registered under the 1940 Act.
  n “Portfolios Overseen” includes all investment companies managed by Prudential Investments LLC. The investment companies for which PI serves as manager include the Prudential Investments Mutual Funds, The Prudential Variable Contract Accounts, Target Mutual Funds, Prudential Short Duration High Yield Fund, Inc., The Prudential Series Fund, Prudential’s Gibraltar Fund, Inc. and the Advanced Series Trust.

Prudential Jennison Global Opportunities Fund    


n   MAIL   n   TELEPHONE   n   WEBSITE

Gateway Center Three

100 Mulberry Street

Newark, NJ 07102

  (800) 225-1852   www.prudentialfunds.com

 

PROXY VOTING
The Board of Directors of the Fund has delegated to the Fund’s investment subadviser 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 and on the Securities and Exchange Commission’s website.

 

DIRECTORS
Kevin J. Bannon Scott E. Benjamin Linda W. Bynoe  Michael S. Hyland Douglas H. McCorkindale Stephen P. Munn Stuart S. Parker Richard A. Redeker
Robin B. Smith Stephen G. Stoneburn

 

OFFICERS
Stuart S. Parker, President Judy A. Rice, Vice President Scott E. Benjamin, Vice President Grace C. Torres, Treasurer and Principal Financial and Accounting Officer Raymond A. O’Hara, Chief Legal Officer Deborah A. Docs, Secretary Timothy J. Knierim, Chief Compliance Officer  Valerie M. Simpson, Deputy Chief Compliance Officer Theresa C. Thompson, Deputy Chief Compliance Officer Richard W. Kinville, Anti-Money Laundering Compliance Officer Jonathan D. Shain, Assistant Secretary Claudia DiGiacomo, Assistant Secretary Amanda S. Ryan, Assistant Secretary Andrew R. French, Assistant Secretary M. Sadiq Peshimam, Assistant Treasurer Peter Parrella, Assistant Treasurer

 

MANAGER   Prudential Investments LLC    Gateway Center Three
100 Mulberry Street
Newark, NJ 07102

 

INVESTMENT SUBADVISER   Jennison Associates LLC    466 Lexington Avenue
New York, NY 10017

 

DISTRIBUTOR   Prudential Investment
Management Services LLC
   Gateway Center Three

100 Mulberry Street
Newark, NJ 07102

 

CUSTODIAN   The Bank of New York Mellon    One Wall Street
New York, NY 10286

 

TRANSFER AGENT   Prudential Mutual Fund
Services LLC
   PO Box 9658
Providence, RI 02940

 

INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM   KPMG LLP    345 Park Avenue

New York, NY 10154

 

FUND COUNSEL   Willkie Farr & Gallagher LLP    787 Seventh Avenue
New York, NY 10019


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

 

E-DELIVERY
To receive your mutual fund documents online, go to www.prudentialfunds.com/edelivery and enroll. Instead of receiving printed documents by mail, you will receive notification via email when new materials are available. You can cancel your enrollment or change your email address at any time by visiting the website address above.

 

SHAREHOLDER COMMUNICATIONS WITH DIRECTORS
Shareholders can communicate directly with the Board of Directors by writing to the Chair of the Board, Prudential Jennison Global Opportunities Fund, Prudential Investments, Attn: Board of Directors, 100 Mulberry Street, Gateway Center Three, Newark, NJ 07102. Shareholders can communicate directly with an individual Director by writing to the same address. Communications 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 (202) 551-8090. The Fund’s schedule of portfolio holdings is also available on the Fund’s website as of the end of 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

 

 

PRUDENTIAL JENNISON GLOBAL OPPORTUNITIES FUND

 

SHARE CLASS    A   C   Z
NASDAQ    PRJAX   PRJCX   PRJZX
CUSIP    743969719   743969693   743969685

 

MF214E    0236591-00001-00


LOGO

 

PRUDENTIAL INVESTMENTS»MUTUAL FUNDS

 

PRUDENTIAL JENNISON INTERNATIONAL OPPORTUNITIES FUND

 

ANNUAL REPORT · OCTOBER 31, 2012

 

Fund Type

International Stock

 

Objective

To seek long-term growth 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.

 

Prudential Investments, Prudential, Jennison, the Prudential logo, the Rock symbol, and Bring Your Challenges are service marks of Prudential Financial, Inc. and its related entities, registered in many jurisdictions worldwide.

 

LOGO

 

LOGO

  LOGO


 

 

December 14, 2012

 

Dear Shareholder:

 

We hope you find the annual report for the Prudential Jennison International Opportunities Fund informative and useful. The report covers performance for the four-month period that ended October 31, 2012.

 

We recognize that ongoing market volatility may make it a difficult time to be an investor. We continue to believe a prudent response to uncertainty is to maintain a diversified portfolio of funds consistent with your tolerance for risk, time horizon, and financial goals.

 

Your financial advisor can help you create a diversified investment plan that may include funds covering all the basic asset classes and that reflects your personal investor profile and risk tolerance. Keep in mind, however, that diversification and asset allocation strategies do not assure a profit or protect against loss in declining markets.

 

Prudential Investments® is dedicated to helping you solve your toughest investment challenges—whether it’s capital growth, reliable income, or protection from market volatility and other risks. We offer the expertise of Prudential Financial’s affiliated asset managers* that strive to be leaders in a broad range of funds to help you stay on course to the future you envision. They also manage money for major corporations and pension funds around the world, which means you benefit from the same expertise, innovation, and attention to risk demanded by today’s most sophisticated investors.

 

Thank you for choosing the Prudential Investments family of funds.

 

Sincerely,

 

LOGO

 

Stuart S. Parker, President

Prudential Jennison International Opportunities Fund

 

*Most of Prudential Investments’ equity funds are advised by Jennison Associates LLC, Quantitative Management Associates LLC (QMA), or Prudential Real Estate Investors. Prudential Investments’ fixed income and money market funds are advised by Prudential Investment Management, Inc. (PIM) through its Prudential Fixed Income unit. Jennison Associates LLC, QMA, and PIM are registered investment advisers and Prudential Financial companies. Prudential Real Estate Investors is a unit of PIM.

 

Prudential Jennison International Opportunities Fund     1   


Your Fund’s Performance

 

Performance data quoted represent past performance. Past performance does not guarantee future results. The investment return and principal value of an investment will fluctuate, so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the past performance data quoted. An investor may obtain performance data as of the most recent month-end by visiting our website at www.prudentialfunds.com or by calling (800) 225-1852. Class A shares have a maximum initial sales charge of 5.50%. Gross operating expenses: Class A, 4.42%; Class C, 5.29%; Class Z, 4.28%. Net operating expenses: Class A, 1.60%; Class C, 2.35%; Class Z, 1.35%, after contractual reduction through 2/28/2014.

 

Cumulative Total Returns (Without Sales Charges) as of 10/31/12

     Since Inception

Class A

   13.10%(6/5/2012)

Class C

   12.80    (6/5/2012)

Class Z

   13.20    (6/5/2012)

MSCI AC World Index ex-US

   14.18

Lipper International Multi-Cap Core Funds Average

   13.69

Lipper International Multi-Cap Growth Funds Average

   12.29
  

Average Annual Total Returns (With Sales Charges) as of 9/30/12

     Since Inception

Class A

   N/A     (6/5/2012)

Class C

   N/A     (6/5/2012)

Class Z

   N/A     (6/5/2012)

MSCI AC World Index ex-US

   N/A

Lipper International Multi-Cap Core Funds Average

   N/A

Lipper International Multi-Cap Growth Funds Average

   N/A

 

Average Annual Total Returns (With Sales Charges) as of 10/31/12

     Since Inception

Class A

   N/A     (6/5/2012)

Class C

   N/A     (6/5/2012)

Class Z

   N/A     (6/5/2012)
  

Average Annual Total Returns (Without Sales Charges) as of 10/31/12

     Since Inception

Class A

   N/A     (6/5/2012)

Class C

   N/A     (6/5/2012)

Class Z

   N/A     (6/5/2012)

 

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Growth of a $10,000 Investment

 

LOGO

 

The graph compares a $10,000 investment in the Prudential Jennison International Opportunities Fund (Class A shares) with a similar investment in the MSCI AC World Index ex-US by portraying the initial account values at the commencement of operations for Class A shares (June 5, 2012) and the account values at the end of the current fiscal year (October 31, 2012), as measured on a quarterly basis. For purposes of the graph, and unless otherwise indicated, it has been assumed that (a) the maximum applicable front-end sales charge was deducted from the initial $10,000 investment in Class A shares; (b) all recurring fees (including management fees) were deducted; and (c) all dividends and distributions were reinvested. The line graph provides information for Class A shares only. As indicated in the tables provided earlier, performance for Class C and Class Z shares will vary due to the differing charges and expenses applicable to each share class (as indicated in the following paragraphs). Without waiver of fees and/or expense reimbursement, if any, the returns would have been lower.

 

Total returns and the ending account values in the graph include changes in share price and reinvestment of dividends and capital gains distributions in a hypothetical investment for the periods shown. The Fund’s total returns do not reflect the deduction of income taxes on an individual’s investment. Taxes may reduce your actual investment returns on income or gains paid by the Fund or any gains you may realize if you sell your shares.

 

Source: Prudential Investments LLC and Lipper Inc.

 

Inception returns are provided for any share class with less than 10 calendar years of returns.

 

The average annual total returns take into account applicable sales charges. Class A shares are subject to a maximum front-end sales charge of 5.50% and a 12b-1 fee of 0.30% annually. All investors who purchase Class A shares in an amount of $1 million or more and sell these shares within 12 months of purchase are subject to a contingent deferred sales charge (CDSC) of 1%. Under certain circumstances, an exchange may be

 

Prudential Jennison International Opportunities Fund     3   


Your Fund’s Performance (continued)

 

made from specified share classes of the Fund to one or more other share classes of the Fund. Class C shares are not subject to a front-end sales charge, but charge a CDSC of 1% for shares sold within 12 months from the date of purchase and an annual 12b-1 fee of 1%. Class Z shares are not subject to a CDSC or 12b-1 fee. The returns in the tables and graph reflect the share class expense structure in effect at the close of the fiscal period. The returns in the tables and graph do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or following the redemption of Fund shares.

 

Benchmark Definitions

 

MSCI AC World Index ex-US

The MSCI All Country World Index ex-US is an unmanaged free-float-adjusted, market capitalization-weighted index designed to measure the equity market performance of developed and emerging markets, excluding the U.S. The MSCI AC World Index ex-US comprises 23 developed market country indexes and 21 emerging market country indexes. The developed market country indexes include Australia, Austria, Belgium, Canada, Denmark, Finland, France, Germany, Greece, Hong Kong, Ireland, Israel, Italy, Japan, Netherlands, New Zealand, Norway, Portugal, Singapore, Spain, Sweden, Switzerland, and the United Kingdom. The emerging market country indexes include Brazil, Chile, China, Colombia, Czech Republic, Egypt, Hungary, India, Indonesia, Korea, Malaysia, Mexico, Morocco, Peru, Philippines, Poland, Russia, South Africa, Taiwan, Thailand, and Turkey.

 

Lipper International Multi-Cap Core Funds Average

Funds in the Lipper International Multi-Cap Core Funds Average are Funds that, by portfolio practice, invest in a variety of market capitalization ranges without concentrating 75% of their equity assets in any one market capitalization range over an extended period of time. International multi-cap core funds typically have an average price-to-cash flow ratio, price-to-book ratio, and three-year sales-per-share growth value compared to the S&P/Citigroup World ex-U.S. BMI.

 

Lipper International Multi-Cap Growth Funds Average

Funds in the Lipper International Multi-Cap Growth Funds Average are Funds that by portfolio practice, invest in a variety of market capitalization ranges without concentrating 75% of their equity assets in any one market capitalization range over an extended period of time. International multi-cap growth funds typically have an above-average price-to-cash flow ratio, price-to-book ratio, and three-year sales-per-share growth value compared to the S&P/Citigroup World ex-U.S. BMI.

 

Although Lipper classifies the Fund in its International Multi-Cap Core Funds category, the Fund utilizes the Lipper International Multi-Cap Growth Funds category because the Fund’s investment manager believes that the Lipper International Multi-Cap Growth Funds category provides a more appropriate basis for Fund performance comparisons.

 

Investors cannot invest directly in an index or average. The returns for the Index would be lower if they included the effects of sales charges, operating expenses of a mutual fund, or taxes. Returns for the Lipper Average reflect the deduction of operating expenses, but not sales charges or taxes.

 

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Five Largest Holdings expressed as a percentage of net assets as of 10/31/12

  

Novo Nordisk A/S (Class B Stock), Denmark

     3.6

SAP AG, Germany

     3.6   

Inditex SA, Spain

     3.4   

Eni SpA, Italy

     3.0   

Michael Kors Holdings Ltd., United States

     2.8   

 

Five Largest Industries expressed as a percentage of net assets as of 10/31/12

  

Textiles, Apparel & Luxury Goods

     10.6

Semiconductors & Semiconductor Equipment

     6.9   

Specialty Retail

     6.8   

Beverages

     6.5   

Software

     5.6   

 

Prudential Jennison International Opportunities Fund     5   


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 May 1, 2012, at the beginning of the period, and held through the six-month period ended October 31, 2012. The example is for illustrative purposes only; you should consult the Prospectus for information on initial and subsequent minimum investment requirements.

 

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 Prudential Investments 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

 

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expenses, which is not the Fund’s actual return. The hypothetical account values and 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.

 

Prudential 
Jennison  International
Opportunities Fund
  Beginning Account
Value
May 1, 2012
   

Ending Account
Value

October 31, 2012

    Annualized
Expense Ratio
Based on the
Six-Month Period
    Expenses Paid
During the
Six-Month Period*
 
         
Class A   Actual**   $ 1,000.00      $ 1,131.00        1.60   $ 6.94   
    Hypothetical   $ 1,000.00      $ 1,017.09        1.60   $ 8.11   
         
Class C   Actual**   $ 1,000.00      $ 1,128.00        2.35   $ 10.18   
    Hypothetical   $ 1,000.00      $ 1,013.32        2.35   $ 11.89   
         
Class Z   Actual**   $ 1,000.00      $ 1,132.00        1.35   $ 5.86   
    Hypothetical   $ 1,000.00      $ 1,018.35        1.35   $ 6.85   

*Fund expenses (net of fee waivers or subsidies, if any) for each share class are equal to the annualized expense ratio for each share class (provided in the table), multiplied by the average account value over the period, multiplied by the 184 days in the six-month period ended October 31, 2012, and divided by the 366 days in the Fund’s fiscal year ended October 31, 2012 (to reflect the six-month period) with the exception of the “Actual” information which reflects the 149-day period ended October 31, 2012, due to its inception date of June 5, 2012. Expenses presented in the table include the expenses of any underlying Funds in which the Fund may invest.

**Commenced operations on June 5, 2012.

 

Prudential Jennison International Opportunities Fund     7   


Portfolio of Investments

 

as of October 31, 2012

 

Shares      Description    Value (Note 1)  

LONG-TERM INVESTMENTS    99.1%

  

COMMON STOCKS    96.5%

  

Belgium    0.7%

        
1,074     

Anheuser-Busch InBev NV

   $ 89,802   

Brazil    8.6%

        
7,479     

Arezzo Industria e Comercio SA

     133,484   
8,938     

BR Properties SA

     117,058   
6,940     

Cia de Bebidas das Americas

     233,378  
15,151     

Grupo BTG Pactual

     238,710  
8,588     

Mills Estruturas e Servicos de Engenharia SA

     131,671  
16,580     

Raia Drogasil SA

     182,449  
       

 

 

 
          1,036,750  

Chile    1.2%

        
2,415     

Sociedad Quimica y Minera de Chile SA, ADR

     139,708  

China    3.5%

        
946     

Baidu, Inc., ADR*

     100,862  
9,082     

Tencent Holdings Ltd.

     321,091  
       

 

 

 
          421,953  

Colombia    0.5%

        
999     

Ecopetrol SA, ADR

     59,151  

Denmark    3.6%

        
2,728     

Novo Nordisk A/S (Class B Stock)

     439,629  

France    5.8%

        
2,313     

Dassault Systemes SA

     243,705  
1,596     

Remy Cointreau SA

     165,533  
2,602     

Technip SA

     293,076  
       

 

 

 
          702,314  

Germany    6.6%

        
1,246     

Adidas AG

     106,153  
764     

Deutsche Bank AG

     34,629  
1,970     

Fresenius SE & Co. KGaA

     224,699  
5,940     

SAP AG

     432,689  
       

 

 

 
          798,170  

Hong Kong     2.4%

  

111,414     

China Overseas Land & Investment Ltd.

     291,831  

 

See Notes to Financial Statements.

 

Prudential Jennison International Opportunities Fund     9   


 

Portfolio of Investments

 

as of October 31, 2012 continued

 

Shares      Description    Value (Note 1)  

COMMON STOCKS (Continued)

  

Ireland    2.4%

  

16,475     

Experian PLC

   $ 284,478  

Italy    9.0%

  

3,062     

Brunello Cucinelli SpA*

     54,174  
15,872     

Eni SpA

     364,337  
4,775     

Luxottica Group SpA

     181,650  
38,988     

Prada SpA

     317,939  
1,233     

Tod’s SpA

     144,232  
1,733     

Yoox SpA*

     26,213  
       

 

 

 
          1,088,545  

Japan    3.1%

  

791     

FANUC Corp.

     125,938  
4,534     

Unicharm Corp.

     245,357  
       

 

 

 
          371,295  

Macau    1.5%

  

48,003     

Sands China Ltd.

     180,552  

Mexico    2.1%

  

60,800     

Corp. Inmobiliaria Vesta SAB de CV, 144A*

     91,520  
28,070     

Mexichem SAB de CV

     139,128  
4,176     

Mexichem SAB de CV, 144A

     20,698  
       

 

 

 
          251,346  

Netherlands    1.2%

  

1,662     

Gemalto NV

     149,975  

South Africa    4.7%

  

13,785     

Mr Price Group Ltd.

     212,960  
3,181     

Naspers Ltd. (Class N Stock)

     206,515  
19,999     

Woolworths Holdings Ltd.

     150,846  
       

 

 

 
          570,321  

South Korea    4.4%

  

226     

Orion Corp.

     212,199  
265     

Samsung Electronics Co. Ltd.

     318,311  
       

 

 

 
          530,510  

 

See Notes to Financial Statements.

 

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Shares      Description    Value (Note 1)  

COMMON STOCKS (Continued)

  

Spain    3.5%

  

3,260     

Inditex SA

   $ 415,951  

Switzerland    3.5%

  

1,556     

Dufry AG*

     197,486  
578     

Syngenta AG

     225,788  
       

 

 

 
          423,274  

Taiwan    1.5%

  

11,271     

Taiwan Semiconductor Manufacturing Co. Ltd., ADR

     179,209  

Thailand    1.4%

  

133,251     

CP ALL PCL

     172,814  

Turkey    1.3%

  

3,369     

BIM Birlesik Magazalar AS

     156,468  

United Kingdom    16.0%

  

6,094     

Aggreko PLC

     211,437  
31,278     

ARM Holdings PLC

     335,660  
3,309     

ASOS PLC*

     120,416  
48,410     

Barclays PLC

     177,728  
7,555     

BG Group PLC

     139,903  
20,743     

Compass Group PLC

     227,625  
10,411     

Diageo PLC

     297,543  
8,015     

Hikma Pharmaceuticals PLC

     95,649  
23,771     

Rolls-Royce Holdings PLC

     327,793  
       

 

 

 
          1,933,754  

United States    8.0%

  

4,726     

Accenture PLC (Class A Stock)

     318,580  
1,714     

Core Laboratories NV

     177,673  
979     

Credicorp Ltd.

     126,624  
6,165     

Michael Kors Holdings Ltd.*

     337,164  
       

 

 

 
          960,041  
       

 

 

 
    

Total common stocks
(cost $10,245,876)

     11,647,841  
       

 

 

 

PREFERRED STOCKS    2.6%

  

Germany    2.6%

  

1,493     

Volkswagen AG

     308,848  

 

See Notes to Financial Statements.

 

Prudential Jennison International Opportunities Fund     11   


 

Portfolio of Investments

 

as of October 31, 2012 continued

 

Shares      Description    Value (Note 1)  

PREFERRED STOCKS (Continued)

  

United Kingdom

  

1,806,596     

Rolls-Royce Holdings PLC (Class C Stock)*

   $ 2,916  
       

 

 

 
    

Total preferred stocks
(cost $278,201)

     311,764  
       

 

 

 
    

Total long-term investments
(cost $10,524,077)

     11,959,605  
       

 

 

 

SHORT-TERM INVESTMENT    1.2%

  

Affiliated Money Market Mutual Fund

  

138,359     

Prudential Investment Portfolios 2 - Prudential Core Taxable Money Market Fund
(cost $138,359) (Note 3)(a)

     138,359  
       

 

 

 
    

Total Investments    100.3%
(cost $10,662,436; Note 5)

     12,097,964  
    

Liabilities in excess of other assets    (0.3%)

     (30,492
       

 

 

 
    

Net Assets    100.0%

   $ 12,067,472  
       

 

 

 

 

The following abbreviations are used in the portfolio descriptions:

144A—Security was purchased pursuant to Rule 144A under the Securities Act of1933 and may not be resold subject to that rule except to qualified institutional buyers. Unless otherwise noted, 144A securities are deemed to be liquid.

ADR—American Depositary Receipt

* Non-income producing security.
(a) Prudential Investments LLC, the manager of the Fund, also serves as manager of the Prudential Investment Portfolios 2 - Prudential Core Taxable Money Market Fund.

 

Various inputs are used in determining the value of the Series’ investments. These inputs are summarized in the three broad levels listed below.

 

Level 1—quoted prices generally in active markets for identical securities.

 

Level 2—other significant observable inputs including, but not limited to, quoted prices for similar securities, interest rates and yield curves, prepayment speeds, foreign currency exchange rates, and amortized cost.

 

Level 3—significant unobservable inputs for securities valued in accordance with Board approved fair valuation procedures.

 

See Notes to Financial Statements.

 

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The following is a summary of the inputs used as of October 31, 2012 in valuing such portfolio securities:

 

     Level 1      Level 2          Level 3      

Investments in Securities

        

Common Stocks

        

Belgium

   $ 89,802       $       $   —   

Brazil

     1,036,750                   

Chile

     139,708                   

China

     421,953                   

Colombia

     59,151                   

Denmark

     439,629                   

France

     702,314                   

Germany

     798,170                   

Hong Kong

     291,831                   

Ireland

     284,478                   

Italy

     1,088,545                   

Japan

     371,295                   

Macau

     180,552                   

Mexico

     251,346                   

Netherlands

     149,975                   

South Africa

     570,321                   

South Korea

     530,510                   

Spain

     415,951                   

Switzerland

     423,274                   

Taiwan

     179,209                   

Thailand

             172,814           

Turkey

     156,468                   

United Kingdom

     1,933,754                   

United States

     960,041                   

Preferred Stocks

        

Germany

     308,848                   

United Kingdom

             2,916           

Affiliated Money Market Mutual Fund

     138,359                   
  

 

 

    

 

 

    

 

 

 

Total

   $ 11,922,234       $ 175,730       $   
  

 

 

    

 

 

    

 

 

 

 

See Notes to Financial Statements.

 

Prudential Jennison International Opportunities Fund     13   


 

Portfolio of Investments

 

as of October 31, 2012 continued

 

 

The industry classification of portfolio holdings and liabilities in excess of other assets shown as a percentage of net assets as of October 31, 2012 were as follows:

 

Textiles, Apparel & Luxury Goods

     10.6

Semiconductors & Semiconductor Equipment

     6.9  

Specialty Retail

     6.8  

Beverages

     6.5  

Software

     5.6  

Oil, Gas & Consumable Fuels

     4.7  

Chemicals

     4.4  

Pharmaceuticals

     4.4  

Food & Staples Retailing

     4.2  

Real Estate Management & Development

     4.1  

Energy Equipment & Services

     3.9  

Internet Software & Services

     3.5  

Hotels Restaurants & Leisure

     3.4  

Aerospace & Defense

     2.7  

Automobiles

     2.6  

IT Services

     2.6  

Commercial Banks

     2.5  

Professional Services

     2.4  

Diversified Financial Services

     2.0 %

Household Products

     2.0  

Healthcare Providers & Services

     1.9  

Commercial Services & Supplies

     1.8  

Food Products

     1.8  

Media

     1.7  

Multiline Retail

     1.3  

Computers & Peripherals

     1.2  

Internet & Catalog Retail

     1.2  

Affiliated Money Market Mutual Fund

     1.2  

Trading Companies & Distributors

     1.1  

Machinery

     1.0  

Capital Markets

     0.3  
  

 

 

 
     100.3  

Liabilities in excess of other assets

     (0.3 )
  

 

 

 
     100.0
  

 

 

 

 

See Notes to Financial Statements.

 

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LOGO

 

PRUDENTIAL INVESTMENTS»MUTUAL FUNDS

 

FINANCIAL STATEMENTS

 

ANNUAL REPORT · OCTOBER 31, 2012

 

Prudential Jennison International Opportunities Fund


Statement of Assets and Liabilities

 

as of October 31, 2012

 

Assets

        

Investments at value:

  

Unaffiliated investments (cost $10,524,077)

   $ 11,959,605   

Affiliated investments (cost $138,359)

     138,359   

Cash

     38,768   

Foreign currency, at value (cost $25,229)

     25,269   

Receivable for investments sold

     181,303   

Due from Manager

     15,221   

Dividends receivable

     6,746   

Prepaid expenses

     594   
  

 

 

 

Total assets

     12,365,865   
  

 

 

 

Liabilities

        

Payable for investments purchased

     235,358   

Accrued expenses

     62,955   

Affiliated transfer agent fee payable

     54   

Distribution fee payable

     26   
  

 

 

 

Total liabilities

     298,393   
  

 

 

 

Net Assets

   $ 12,067,472   
  

 

 

 
          

Net assets were comprised of:

  

Common stock, at par

   $ 10,662   

Paid-in capital in excess of par

     10,688,364   
  

 

 

 
     10,699,026   

Undistributed net investment income

     10,385   

Net realized loss on investment and foreign currency transactions

     (77,433

Net unrealized appreciation on investments and foreign currencies

     1,435,494   
  

 

 

 

Net assets, October 31, 2012

   $ 12,067,472   
  

 

 

 

 

See Notes to Financial Statements.

 

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Class A

        

Net asset value and redemption price per share
($94,071 ÷ 8,321.2 shares of common stock issued and outstanding)

   $ 11.30   

Maximum sales charge (5.50% of offering price)

     0.66   
  

 

 

 

Maximum offering price to public

   $ 11.96   
  

 

 

 

Class C

        

Net asset value, offering price and redemption price per share
($11,423 ÷ 1,013.4 shares of common stock issued and outstanding)

   $ 11.27   
  

 

 

 

Class Z

        

Net asset value, offering price and redemption price per share
($11,961,978 ÷ 1,056,892 shares of common stock issued and outstanding)

   $ 11.32   
  

 

 

 

 

See Notes to Financial Statements.

 

Prudential Jennison International Opportunities Fund     17   


 

Statement of Operations

 

For the Period June 5, 2012* through October 31, 2012

 

Net Investment Loss

        

Income

  

Unaffiliated dividend income (net of foreign withholding taxes of $5,573)

   $ 52,870   

Affiliated dividend income

     525   
  

 

 

 

Total income

     53,395   
  

 

 

 

Expenses

  

Management fee

     40,679   

Distribution fee—Class A

     32   

Distribution fee—Class C

     43   

Registration fees

     55,000   

Custodian’s fees and expenses

     32,000   

Audit fee

     26,000   

Legal fees and expenses

     18,000   

Reports to shareholders

     9,000   

Directors’ fees

     4,000   

Transfer agent’s fees and expenses (including affiliated expense of $100) (Note 3)

     1,000   

Miscellaneous

     7,626   
  

 

 

 

Total expenses

     193,380   

Expense reimbursement (Note 2)

     (132,281
  

 

 

 

Net expenses

     61,099   
  

 

 

 

Net investment loss

     (7,704
  

 

 

 

Realized And Unrealized Gain (Loss) On Investment And Foreign Currency Transactions

  

Net realized gain (loss) on:

  

Investment transactions

     (77,433

Foreign currency transactions

     5,704   
  

 

 

 
     (71,729
  

 

 

 

Net change in unrealized appreciation (depreciation) on:

  

Investments

     1,435,528   

Foreign currencies

     (34
  

 

 

 
     1,435,494   
  

 

 

 

Net gain on investment and foreign currency transactions

     1,363,765   
  

 

 

 

Net Increase In Net Assets Resulting From Operations

   $ 1,356,061   
  

 

 

 

 

* Commencement of Series.

 

See Notes to Financial Statements.

 

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Statement of Changes in Net Assets

 

     June 5, 2012*
through
October 31, 2012
 

Increase (Decrease) In Net Assets

        

Operations

  

Net investment loss

   $ (7,704

Net realized loss on investment and foreign currency transactions

     (71,729

Net change in unrealized appreciation on investments and foreign currencies

     1,435,494   
  

 

 

 

Net increase in net assets resulting from operations

     1,356,061   
  

 

 

 

Series share transactions (Note 6)

  

Net proceeds from shares sold

     10,711,411   
  

 

 

 

Net increase in net assets from Series share transactions

     10,711,411   
  

 

 

 

Total increase

     12,067,472   

Net Assets:

        

Beginning of period

       
  

 

 

 

End of period(a)

   $ 12,067,472   
  

 

 

 

(a) Includes undistributed net investment income of

     $10,385   
  

 

 

 

 

* Commencement of Series.

 

See Notes to Financial Statements.

 

Prudential Jennison International Opportunities Fund     19   


Notes to Financial Statements

 

 

Prudential World Fund, Inc. (the “Fund”) is an open-end management investment company, registered under the Investment Company Act of 1940, as amended, (“1940 Act”) and currently consists of five series: Prudential Jennison International Opportunities Fund (the “Series”), Prudential International Equity Fund, Prudential International Value Fund, Prudential Jennison Global Opportunities Fund and Prudential Emerging Markets Debt Local Currency Fund. These financial statements relate to the Prudential Jennison International Opportunities Fund. The financial statements of the other series are not presented herein. The Series commenced investment operations on June 5, 2012.

 

The investment objective of the Series is to achieve long-term growth of capital.

 

Note 1. Accounting Policies

 

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

 

Securities Valuation: The Series holds portfolio securities and other assets that are fair valued at the close of each day the New York Stock Exchange (“NYSE”) is open for trading. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants on the measurement date. The Board of Directors (the “Board”) has delegated fair valuation responsibilities to Prudential Investments LLC (“PI” or “Manager”) through the adoption of Valuation Procedures for valuation of the Series’ securities. Under the current Valuation Procedures, a Valuation Committee is established and responsible for supervising the valuation of portfolio securities and other assets. The Valuation Procedures allow the Series to utilize independent pricing vendor services, quotations from market makers and other valuation methods in events when market quotations are not readily available or not representative of the fair values of the securities. A record of the Valuation Committee’s actions is subject to review, approval and ratification by the Board at its next regularly scheduled quarterly meeting.

 

Various inputs are used in determining the value of the Series’ investments, which are summarized in the three broad level hierarchies based on any observable inputs used as described in the table following the Portfolio of Investments. The valuation

 

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methodologies and significant inputs used in determining the fair value of securities and other assets classified as Level 1, Level 2 and Level 3 of the hierarchy are as follows:

 

Common stocks, exchange-traded funds and financial derivative instruments (including futures contracts and certain options and swap contracts on securities), that are traded on a national securities exchange are valued at the last sale price as of the close of trading on the applicable exchange. Securities traded via NASDAQ are valued at the NASDAQ official closing price. To the extent these securities are valued at the last sale price or NASDAQ official closing price, they are classified as Level 1 of the fair value hierarchy.

 

In the event there is no sale or official closing price on such day, these securities are valued at the mean between the last reported bid and asked prices, or at the last bid price in absence of an asked price. These securities are classified as Level 2 of the fair value hierarchy as these inputs are considered as significant other observable inputs to the valuation.

 

For common stocks traded on foreign securities exchanges, certain valuation adjustments will be applied when events occur after the close of the security’s foreign market and before the Series’ normal pricing time. These securities are valued using pricing vendor services that provide model prices derived using adjustment factors based on information such as local closing price, relevant general and sector indices, currency fluctuations, depositary receipts, and futures, as applicable. Securities valued using such model prices are classified as Level 2 of the fair value hierarchy as the adjustment factors are considered as significant other observable inputs to the valuation.

 

Investments in open-end, non-exchange-traded mutual funds are valued at their net asset values as of the close of the NYSE on the date of valuation. These securities are classified as Level 1 as they have the ability to be purchased or sold at their net asset values on the date of valuation.

 

Fixed income securities traded in the over-the-counter market, such as corporate bonds, municipal bonds, U.S. Government agencies, issued and guaranteed obligations, U.S. Treasury obligations and sovereign issues are usually valued at prices provided by approved independent pricing vendors. The pricing vendors provide these prices usually after evaluating observable inputs including yield curves, credit rating, yield spreads, default rates, cash flows as well as broker/dealer quotations and reported trades. Securities valued using such vendor prices are classified as Level 2 of the fair value hierarchy.

 

Asset-backed and mortgage-related securities are usually valued by approved independent pricing vendors. The pricing vendors provide the prices using their

 

Prudential Jennison International Opportunities Fund     21   


 

Notes to Financial Statements

 

continued

 

internal pricing models with input from deal terms, tranche level attributes, yield curves, prepayment speeds, default rates and broker/dealer quotes. Securities valued using such vendor prices are classified as Level 2 of the fair value hierarchy.

 

Short-term debt securities of sufficient credit quality, which mature in sixty days or less, are valued at amortized cost, which approximates fair 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 the difference between the principal amount due at maturity and cost. These securities are categorized as Level 2 of the fair value hierarchy.

 

Over-the-counter financial derivative instruments, such as option contracts, foreign currency contracts and swaps agreements, are usually valued using pricing vendor services, which derive the valuation based on underlying asset prices, indices, spreads, interest rates, exchange rates and other inputs. These instruments are categorized as Level 2 of the fair value hierarchy.

 

Securities and other assets that cannot be priced using the methods described above are valued with pricing methodologies approved by the Valuation Committee. In the event there are unobservable inputs used when determining such valuations, the securities will be classified as Level 3 of the fair value hierarchy.

 

When determining the fair value of securities, some of the factors influencing the valuation include: the nature of any restrictions on disposition of the securities; assessment of the general liquidity of the securities; the issuer’s financial condition and the markets in which it does business; the cost of the investment; the size of the holding and the capitalization of the issuer; the prices of any recent transactions or bids/offers for such securities or any comparable securities; any available analyst media or other reports or information deemed reliable by the investment adviser regarding the issuer or the markets or industry in which it operates. Using fair value to price securities may result in a value that is different from a security’s most recent closing price and from the price used by other mutual funds to calculate their net asset values.

 

Foreign Currency Translation: The books and records of the Series are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars on the following basis:

 

(i) market value of investment securities, other assets and liabilities-at the current rates of exchange;

 

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(ii) purchases and sales of investment securities, income and expenses-at the rates of exchange prevailing on the respective dates of such transactions.

 

Although the net assets of the Series are presented at the foreign exchange rates and market values at the close of the fiscal period, the Series does not isolate that portion of the results of operations arising as a result of changes in the foreign exchange rates from the fluctuations arising from changes in the market prices of long-term portfolio securities held at the end of the period. Similarly, the Series does not isolate the effect of changes in foreign exchange rates from the fluctuations arising from changes in the market prices of long-term portfolio securities sold during the period. Accordingly, realized foreign currency gains or losses are included in the reported net realized gains or losses on investment transactions.

 

Net realized gains or losses on foreign currency transactions represent net foreign exchange gains or losses from the holding of foreign currencies, currency gains or losses realized between the trade date and settlement dates on security transactions, and the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the Series’ books and the U.S. dollar equivalent amounts actually received or paid. Net unrealized currency gains or losses from valuing foreign currency denominated assets and liabilities (other than investments) at period end exchange rates are reflected as a component of net unrealized appreciation (depreciation) on foreign currencies.

 

Foreign security and currency transactions may involve certain considerations and risks not typically associated with those of domestic origin as a result of, among other factors, the possibility of political and economic instability and the level of governmental supervision and regulation of foreign securities markets.

 

Forward Currency Contracts: A forward currency contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated forward rate between two parties. The Series enters into forward currency contracts in order to hedge its exposure to changes in foreign currency exchange rates on its foreign portfolio holdings or specific receivables and payables denominated in a foreign currency. The contracts are valued daily at current exchange rates and any unrealized gain or loss is included in net unrealized appreciation or depreciation on foreign currencies. Gain or loss is realized on the settlement date of the contract equal to the difference between the settlement value of the original and negotiated forward contracts. This gain or loss, if any, is included in net realized gain (loss) on foreign currency transactions. Risks may arise upon entering into these contracts from the potential inability of the counterparties to meet the terms of their contracts. Forward currency contracts involve risks from currency exchange rate and credit risk in excess

 

Prudential Jennison International Opportunities Fund     23   


 

Notes to Financial Statements

 

continued

 

of the amounts reflected on the Statement of Assets and Liabilities. The Series’ maximum risk of loss from counterparty credit risk is the net value of the cash flows to be received from the counterparty at the end of the contract’s life. A master netting arrangement between the Series and the counterparty permits the Series to offset amounts payable by the Series to the same counterparty against amounts to be received; and by the receipt of collateral from the counterparty by the Series to cover the Series’ exposure to the counterparty. However, there is no assurance that such mitigating factors are easily enforceable.

 

Securities Transactions and Net Investment Income: Securities transactions are recorded on the trade date. Realized gains or losses from investment and currency transactions are calculated on the identified cost basis. Dividend income is recorded on the ex-dividend date. Interest income, including amortization of premium and accretion of discount on debt securities, as required, is recorded on an accrual basis. Expenses are recorded on the accrual basis, which may require the use of certain estimates by management, that may differ from actual.

 

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

 

Dividends and Distributions: The Series expects to pay dividends of net investment income and distributions of net realized capital and currency gains, if any, annually. Dividends and distributions to shareholders, which are determined in accordance with federal income tax regulations and which may differ from generally accepted accounting principles, are recorded on the ex-dividend date.

 

Taxes: For federal income tax purposes, each Series in the Fund is treated as a separate taxpaying entity. It is each Series’ 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 investment income and capital gains, if any, to shareholders. Therefore, no federal income tax provision is required.

 

Withholding taxes on foreign dividends are recorded net of reclaimable amounts, at the time the related income is earned.

 

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.

 

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Note 2. Agreements

 

The Fund has a management agreement for the Series with PI. Pursuant to this agreement, PI has responsibility for all investment advisory services and supervises the subadvisor’s performance of such services. PI has entered into a subadvisory agreement with Jennison Associates LLC (“Jennison”). The subadvisory agreement provides that Jennison furnishes investment advisory services in connection with the management of the Series. In connection therewith, Jennison is obligated to keep certain books and records of the Series. PI pays for the services of Jennison, the compensation of officers of the Series, occupancy and certain clerical and bookkeeping costs of the Series. The Series bears all other costs and expenses.

 

The management fee paid to PI is computed daily and payable monthly at an annual rate of .90% of the Series’ average daily net assets.

 

PI has contractually agreed through February 28, 2014 to limit net annual Series operating expenses (excluding distribution and service (12b-1) fees, extraordinary and certain other expenses such as taxes, interest and brokerage commissions) to each class of shares to 1.35% of the Series’ average daily net assets.

 

The Series has a distribution agreement with Prudential Investment Management Services LLC (“PIMS”), which acts as the distributor of the Class A, Class C and Class Z shares of the Series. The Series compensates PIMS for distributing and servicing the Series’ Class A and Class C shares, pursuant to plans of distribution (the “Class A and C Plans”), regardless of expenses actually incurred by PIMS. The distribution fees are accrued daily and payable monthly. No distribution or service fees are paid to PIMS as distributor of the Class Z shares of the Series.

 

Pursuant to the Class A and C Plans, the Series compensates PIMS for distribution related activities at an annual rate of up to .30% and 1% of the average daily net assets of the Class A and C shares, respectively. PIMS has contractually agreed to limit such fees to .25% of the average daily net assets of the Class A shares through February 28, 2014.

 

PIMS has advised the Series that they received $1,361 in front-end sales charges resulting from sales of Class A shares during the period ended October 31, 2012. From these fees, PIMS paid such sales charges to broker-dealers, which in turn paid commissions to salespersons and incurred other distribution costs.

 

PIMS has advised the Series that for the period ended October 31, 2012, there were no contingent deferred sales charges imposed.

 

 

Prudential Jennison International Opportunities Fund     25   


 

Notes to Financial Statements

 

continued

 

PI, PIMS and Jennison are indirect, wholly-owned subsidiaries of Prudential Financial, Inc. (“Prudential”).

 

Note 3. Other Transactions with Affiliates

 

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

 

The Series invests in the Prudential Core Taxable Money Market Fund (the “Core Fund”), a portfolio of the Prudential Investment Portfolios 2, registered under the 1940 Act and managed by PI. Earnings from the Core Fund are disclosed on the Statement of Operations as affiliated dividend income.

 

Note 4. Portfolio Securities

 

Purchases and sales of portfolio securities, other than short-term investments, for the period ended October 31, 2012 were $13,717,803 and $3,113,990, respectively.

 

Note 5. Tax Information

 

Distributions to shareholders, which are determined in accordance with federal income tax regulations and which may differ from generally accepted accounting principles, are recorded on the ex-dividend date. In order to present undistributed net investment income, accumulated net realized loss on investment and foreign currency transactions and paid-in capital in excess of par on the Statement of Assets and Liabilities that more closely represent their tax character, certain adjustments have been made to undistributed net investment income, accumulated net realized loss on investment and foreign currency transactions and paid-in capital in excess of par. For the period ended October 31, 2012, the adjustments were to increase undistributed net investment income by $18,089, increase accumulated net realized loss on investment and foreign currency transactions by $5,704 and decrease paid-in capital in excess of par by $12,385, primarily due to the difference between certain transactions involving foreign currencies and nondeductible expenses. Net investment loss, net realized loss on investment and foreign currency transactions and net assets were not affected by this change.

 

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For the period ended October 31, 2012, there were no distributions paid by the Series.

 

As of October 31, 2012, the accumulated undistributed earnings on a tax basis was $53,875 of ordinary income.

 

The United States federal income tax basis of the Series’ investments and the net unrealized appreciation as of October 31, 2012 were as follows:

 

Tax Basis

 

Appreciation

 

Depreciation

 

Net
Unrealized
Appreciation

 

Other Cost
Basis
Adjustments

 

Total Net
Unrealized
Appreciation

$10,706,382   $1,483,954   $(92,372)   $1,391,582   $(32)   $1,391,550

 

The difference between book basis and tax basis is primarily attributable to deferred losses on wash sales and investments in passive foreign investment companies. The other cost basis adjustments are primarily attributable to appreciation (depreciation) of foreign currencies and mark-to-market of receivables and payables.

 

For federal income tax purposes, the Series had a capital loss carryforward as of October 31, 2012 of approximately $77,000 which can be carried forward for an unlimited period. No capital gains distributions are expected to be paid to shareholders until net gains have been realized in excess of such losses.

 

Management has analyzed the Series’ tax positions and has concluded that no provision for income tax is required in the Series’ financial statements for the current reporting period.

 

Note 6. Capital

 

The Series offers Class A, Class C and Class Z shares. Class A shares are subject to a maximum front-end sales charge of 5.50%. Investors who purchase Class A shares in an amount of $1 million or more and sell these shares within 12 months of purchase are not subject to an initial sales charge but are subject to a contingent deferred sales charge (CDSC) of 1%. The Class A CDSC is waived for purchases by certain retirement or benefits plans. The CDSC for Class C shares is 1% for shares redeemed within 12 months of purchase. Class Z shares are not subject to any sales or redemption charge and are offered exclusively for sale to a limited group of investors. A special exchange privilege is also available for shareholders who qualified to purchase Class A shares at net asset value.

 

Under certain circumstances, an exchange may be made from specified share classes of the Series to one or more other share classes of the Series as presented in the table of transactions in shares of capital stock.

 

Prudential Jennison International Opportunities Fund     27   


 

Notes to Financial Statements

 

continued

 

 

At October 31, 2012, Prudential Financial, Inc. through its affiliates owned 1,000 Class A shares, 1,000 Class C shares and 1,001,000 Class Z shares of the Series.

 

There are 900 million shares of common stock, $.01 par value per share, divided into three classes, designated Class A, Class C and Class Z common stock, each of which consists of 300,000,000 authorized shares.

 

Transactions in shares of common stock were as follows:

 

Class A

     Shares        Amount  

Period ended October 31, 2012*:

         

Shares sold

       8,321.2         $ 91,261   
    

 

 

      

 

 

 

Net increase in shares outstanding

       8,321.2         $ 91,261   
    

 

 

      

 

 

 

Class C

                 

Period ended October 31, 2012*:

         

Shares sold

       1,013.4         $ 10,150   
    

 

 

      

 

 

 

Net increase in shares outstanding

       1,013.4         $ 10,150   
    

 

 

      

 

 

 

Class Z

                 

Period ended October 31, 2012*:

         

Shares sold

       1,056,892         $ 10,610,000   
    

 

 

      

 

 

 

Net increase in shares outstanding

       1,056,892         $ 10,610,000   
    

 

 

      

 

 

 

 

* Commenced operations on June 5, 2012.

 

Note 7. Borrowings

 

The Series, along with other affiliated registered investment companies (the “Funds”), is a party to a Syndicated Credit Agreement (“SCA”) with a group of banks. The purpose of the SCA is to provide an alternative source of temporary funding for capital share redemptions. The SCA provides for a commitment of $900 million for the period December 16, 2011 through November 14, 2012. The SCA has been renewed effective November 15, 2012 at substantially similar terms through November 14, 2013. The Funds pay an annualized commitment fee of 0.08% of the unused portion of the SCA. Prior to December 16, 2011, the Funds had another SCA of a $750 million commitment with an annualized commitment fee of 0.10% of the unused portion. Interest on any borrowings under the SCA is paid at contracted market rates. The commitment fee for the unused amount is accrued daily and paid quarterly.

 

The Series did not utilize the SCA during the period ended October 31, 2012.

 

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Note 8. Dividends and Distributions to Shareholders

 

Subsequent to the fiscal year end, the Series declared ordinary income dividends on December 19, 2012 to shareholders of record on December 20, 2012. The ex-dividend date was December 21, 2012. The per share amounts declared were as follows:

 

    
 
Ordinary
Income
  
  

Class A

   $ 0.0474   

Class C

   $ 0.0474   

Class Z

   $ 0.0530   

 

Note 9. New Accounting Pronouncement

 

In December 2011, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2011-11 regarding “Disclosures about Offsetting Assets and Liabilities”. The amendments, which will be effective for annual reporting periods beginning on or after January 1, 2013 and interim periods within those annual periods, require an entity to disclose information about offsetting and related arrangements for assets and liabilities, financial instruments and derivatives that are either currently offset in accordance with current requirements or are subject to enforceable master netting arrangements or similar agreements. At this time, management is evaluating the implications of ASU No. 2011-11 and its impact on the financial statements has not yet been determined.

 

Prudential Jennison International Opportunities Fund     29   


Financial Highlights

 

Class A Shares  
     June 5,
2012(a)
through
October 31,
2012
 
Per Share Operating Performance:        
Net Asset Value, Beginning Of Period     $10.00   
Income (loss) from investment operations:        
Net investment loss     (.01
Net realized and unrealized gain on investment and foreign currency transactions     1.31   
Total from investment operations     1.30   
Net asset value, end of period     $11.30   
Total Return(b):     13.00%   
Ratios/Supplemental Data:      
Net assets, end of period (000)     $94   
Average net assets (000)     $32   
Ratios to average net assets(c):        
Expenses, including distribution and service (12b-1) fees(d)     1.60% (e)(f) 
Expenses, excluding distribution and service (12b-1) fees     1.35% (e)(f) 
Net investment loss     (.61)% (e)(f) 
Portfolio turnover rate     28% (g) 

 

(a) Commencement of Series.

(b) Total return does not consider the effects of sales loads. Total return is calculated assuming a purchase of a share on the first day and a sale on the last day of each period reported, and includes reinvestment of dividends and distributions. Total returns may reflect adjustments to conform to generally accepted accounting principles. Total returns for periods less than a full year are not annualized.

(c) Does not include expenses of the underlying fund in which the Series invests.

(d) The distributor of the Series has contractually agreed to limit its distribution and service (12b-1) fees to .25% of the average daily net assets of the Class A shares.

(e) Net of expense waiver/reimbursement. If the investment manager had not waived/reimbursed expenses, the expense ratios including and excluding distribution and services (12b-1) fees and net investment loss ratio would be 4.37%, 4.12% and (3.38)%, respectively, for the period ended October 31, 2012.

(f) Annualized

(g) Not annualized.

 

See Notes to Financial Statements.

 

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Class C Shares  
     June 5,
2012(a)
through
October 31,
2012
 
Per Share Operating Performance:        
Net Asset Value, Beginning Of Period     $10.00   
Income (loss) from investment operations:        
Net investment loss     (.05
Net realized and unrealized gain on investment and foreign currency transactions     1.32   
Total from investment operations     1.27   
Net asset value, end of period     $11.27   
Total Return(b):     12.70%   
Ratios/Supplemental Data:  
Net assets, end of period (000)     $11   
Average net assets (000)     $11   
Ratios to average net assets(c):        
Expenses, including distribution and service (12b-1) fees     2.35% (d)(e) 
Expenses, excluding distribution and service (12b-1) fees     1.35% (d)(e) 
Net investment loss     (1.16)% (d)(e) 
Portfolio turnover rate     28% (f) 

 

(a) Commencement of Series.

(b) Total return does not consider the effects of sales loads. Total return is calculated assuming a purchase of a share on the first day and a sale on the last day of each period reported, and includes reinvestment of dividends and distributions. Total returns may reflect adjustments to conform to generally accepted accounting principles. Total returns for periods less than a full year are not annualized.

(c) Does not include expenses of the underlying fund in which the Series invests.

(d) Net of expense waiver/reimbursement. If the investment manager had not waived/reimbursed expenses, the expense ratios including and excluding distribution and services (12b-1) fees and net investment loss ratio would be 5.29%, 4.29% and (4.10)%, respectively, for the period ended October 31, 2012.

(e) Annualized.

(f) Not annualized.

 

See Notes to Financial Statements.

 

Prudential Jennison International Opportunities Fund     31   


 

Financial Highlights

 

continued

 

Class Z Shares  
     June 5,
2012(a)
through
October 31,
2012
 
Per Share Operating Performance:        
Net Asset Value, Beginning Of Period     $10.00   
Income (loss) from investment operations:        
Net investment loss     (.01)   
Net realized and unrealized gain on investment and foreign currency transactions     1.33   
Total from investment operations     1.32   
Net asset value, end of period     $11.32   
Total Return(b):     13.20%   
Ratios/Supplemental Data:  
Net assets, end of period (000)     $11,962   
Average net assets (000)     $11,061   
Ratios to average net assets(c):        
Expenses, including distribution and service (12b-1) fees     1.35% (d)(e) 
Expenses, excluding distribution and service (12b-1) fees     1.35% (d)(e) 
Net investment loss     (.17)% (d)(e) 
Portfolio turnover rate     28% (f) 

 

(a) Commencement of Series.

(b) Total return is calculated assuming a purchase of a share on the first day and a sale on the last day of each period reported, and includes reinvestment of dividends and distributions. Total returns may reflect adjustments to conform to generally accepted accounting principles. Total returns for periods less than a full year are not annualized.

(c) Does not include expenses of the underlying fund in which the Series invests.

(d) Net of expense waiver/reimbursement. If the investment manager had not waived/reimbursed expenses, the expense ratios including and excluding distribution and services (12b-1) fees and net investment loss ratio would be 4.28%, 4.28% and (3.10)%, respectively, for the period ended October 31, 2012.

(e) Annualized.

(f) Not annualized.

 

See Notes to Financial Statements.

 

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Report of Independent Registered Public

Accounting Firm

 

The Board of Directors and Shareholders

Prudential World Fund, Inc.:

 

We have audited the accompanying statement of assets and liabilities of Prudential Jennison International Opportunities Fund (one of the series constituting Prudential World Fund, Inc., hereafter referred to as the “Fund”), including the portfolio of investments, as of October 31, 2012, and the related statement of operations, changes in net assets and the financial highlights for the period June 5, 2012 (commencement of operations) to October 31, 2012. 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.

 

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 October 31, 2012, by correspondence with the custodian, transfer agent and brokers or by other appropriate auditing procedures when 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 audits provide 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 October 31, 2012, and the results of its operations, the changes in its net assets and the financial highlights for the period June 5, 2012 to October 31, 2012, in conformity with U.S. generally accepted accounting principles.

 

LOGO

 

New York, New York

December 21, 2012

 

Prudential Jennison International Opportunities Fund     33   


INFORMATION ABOUT BOARD MEMBERS AND OFFICERS

(Unaudited)

Information about Board Members and Officers of the Fund is set forth below. Board Members who are not deemed to be “interested persons” of the Fund, as defined in the 1940 Act, are referred to as “Independent Board Members.” Board Members who are deemed to be “interested persons” of the Fund are referred to as “Interested Board Members.” The Board Members are responsible for the overall supervision of the operations of the Fund and perform the various duties imposed on the directors of investment companies by the 1940 Act. The Board in turn elects the Officers, who are responsible for administering the day-to-day operations of the Fund.

 

Independent Board Members(1)

 

Name, Address, Age

Position(s)

Portfolios Overseen

  

 

Principal Occupation(s) During Past Five

Years

  

 

Other Directorships Held

 

Kevin J. Bannon (60)

Board Member

Portfolios Overseen: 63

  

 

Managing Director (since April 2008) and Chief Investment Officer (since October 2008) of Highmount Capital LLC (registered investment adviser); formerly Executive Vice President and Chief Investment Officer (April 1993-August 2007) of Bank of New York Company; President (May 2003-May 2007) of BNY Hamilton Family of Mutual Funds.

  

 

Director of Urstadt Biddle Properties (since September 2008).

 

Linda W. Bynoe (60)

Board Member

Portfolios Overseen: 63

  

 

President and Chief Executive Officer (since March 1995) and formerly Chief Operating Officer (December 1989-February 1995) of Telemat Ltd. (management consulting); formerly Vice President (January 1985-June 1989) at Morgan Stanley & Co (broker-dealer).

  

 

Director of Simon Property Group, Inc. (retail real estate) (May 2003-May 2012); Director of Anixter International, Inc. (communication products distributor) (since January 2006); Director of Northern Trust Corporation (financial services) (since April 2006); Trustee of Equity Residential (residential real estate) (since December 2009).

 

Michael S. Hyland, CFA (67)

Board Member

Portfolios Overseen: 63

  

 

Independent Consultant (since February 2005); formerly Senior Managing Director (July 2001-February 2005) of Bear Stearns & Co, Inc.; Global Partner, INVESCO (1999-2001); Managing Director and President of Salomon Brothers Asset Management (1989-1999).

  

 

None.

 

Douglas H. McCorkindale (73)

Board Member

Portfolios Overseen: 63

  

 

Formerly Chairman (February 2001-June 2006), Chief Executive Officer (June 2000-July 2005), President (September 1997-July 2005) and Vice Chairman (March 1984-May 2000) of Gannett Co. Inc. (publishing and media).

  

 

Director of Lockheed Martin Corp. (aerospace and defense) (since May 2001).

 

Prudential Jennison International Opportunities Fund


Independent Board Members(1)

 

Name, Address, Age

Position(s)

Portfolios Overseen

  

 

Principal Occupation(s) During Past Five

Years

  

 

Other Directorships Held

 

Stephen P. Munn (70)

Board Member

Portfolios Overseen: 63

  

 

Lead Director (since 2007) and formerly Chairman (1993-2007) of Carlisle Companies Incorporated (manufacturer of industrial products).

  

 

Lead Director (since 2007) of Carlisle Companies Incorporated (manufacturer of industrial products).

 

Richard A. Redeker (69)

Board Member &

Independent Chair

Portfolios Overseen: 63

  

 

Retired Mutual Fund Senior Executive (44 years); Management Consultant; Independent Directors Council (organization of 2,800 Independent Mutual Fund Directors)-Executive Committee, Chair of Policy Steering Committee, Governing Council.

  

 

None.

 

Robin B. Smith (73)

Board Member

Portfolios Overseen: 63

  

 

Chairman of the Board (since January 2003) of Publishers Clearing House (direct marketing); Member of the Board of Directors of ADLPartner (marketing) (since December 2010); formerly Chairman and Chief Executive Officer (August 1996-January 2003) of Publishers Clearing House.

  

 

Formerly Director of BellSouth Corporation (telecommunications) (1992-2006).

 

Stephen G. Stoneburn (69)

Board Member

Portfolios Overseen: 63

  

 

Chairman, (since July 2011), President and Chief Executive Officer (since June 1996) of Quadrant Media Corp. (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; Senior Vice President of Fairchild Publications, Inc. (1975-1989).

  

 

None.

 

Interested Board Members(1)

 

Name, Address, Age

Position(s)

Portfolios Overseen

  

 

Principal Occupation(s) During Past Five

Years

  

 

Other Directorships Held

 

Stuart S. Parker (50)

Board Member & President

Portfolios Overseen: 63

  

 

President of Prudential Investments LLC (since January 2012); Executive Vice President of Jennison Associates LLC and Head of Retail Distribution of Prudential Investments LLC (June 2005 - December 2011).

  

 

None.

 

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Interested Board Members(1)

 

Name, Address, Age

Position(s)

Portfolios Overseen

  

 

Principal Occupation(s) During Past Five

Years

  

 

Other Directorships Held

 

Scott E. Benjamin (39)

Board Member &

Vice President

Portfolios Overseen: 63

  

 

Executive Vice President (since June 2009) of Prudential Investments LLC; Executive Vice President (June 2009-June 2012) and Vice President (since June 2012) of Prudential Investment Management Services LLC; Executive Vice President (since September 2009) of AST Investment Services, Inc.; Senior Vice President of Product Development and Marketing, Prudential Investments (since February 2006); Vice President of Product Development and Product Management, Prudential Investments (2003-2006).

  

 

None.

(1) The year that each Board Member joined the Funds’ Board is as follows:

Kevin J. Bannon, 2008; Linda W. Bynoe, 2005; Michael S. Hyland, 2008; Douglas H. McCorkindale, 2003; Stephen P. Munn, 2008; Richard A. Redeker, 2003; Robin B. Smith, 1996; Stephen G. Stoneburn, 1996; Stuart S. Parker, Board Member and President since 2012; Scott E. Benjamin, Board Member since 2010 and Vice President since 2009.

 

Fund Officers(a)(1)

 

Name, Address and Age

Position with Fund

  

 

Principal Occupation(s) During Past Five Years

 

Judy A. Rice (64)

Vice President

  

 

Chairman of Prudential Investments LLC (since January 2012); President, Chief Executive Officer (May 2011-Present) and Executive Vice President (December 2008-May 2011) of Prudential Investment Management Services LLC; formerly President, Chief Executive Officer, Chief Operating Officer and Officer-In-Charge (February 2003-December 2011) of Prudential Investments LLC; formerly President, Chief Executive Officer and Officer-In-Charge (April 2003-December 2011) of Prudential Mutual Fund Services LLC (PMFS); formerly Member of the Board of Directors of Jennison Associates LLC (November 2010-December 2011); formerly Vice President (February 1999-April 2006) of Prudential Investment Management Services LLC; formerly President, COO, CEO and Manager of PIFM Holdco, LLC (April 2006-December 2011); formerly President, Chief Executive Officer, Chief Operating Officer and Officer-In-Charge (May 2003-June 2005) and Director (May 2003-March 2006) and Executive Vice President (June 2005-March 2006) of AST Investment Services, Inc.; Member of Board of Governors of the Investment Company Institute.

 

Prudential Jennison International Opportunities Fund


Fund Officers(a)(1)

 

Name, Address and Age

Position with Fund

  

 

Principal Occupation(s) During Past Five Years

 

Raymond A. O’Hara (57)

Chief Legal Officer

  

 

Vice President and Corporate Counsel (since July 2010) of Prudential Insurance Company of America (Prudential); Vice President (March 2011-Present) of Pruco Life Insurance Company and Pruco Life Insurance Company of New Jersey; Vice President and Corporate Counsel (March 2011-Present) of Prudential Annuities Life Assurance Corporation; Chief Legal Officer of Prudential Investments LLC (since June 2012); Chief Legal Officer of PMFS (since June 2012) and Corporate Counsel of AST Investment Services, Inc. (since June 2012); formerly Assistant Vice President and Corporate Counsel (September 2008-July 2010) of The Hartford Financial Services Group, Inc.; formerly Associate (September 1980-December 1987) and Partner (January 1988–August 2008) of Blazzard & Hasenauer, P.C. (formerly, Blazzard, Grodd & Hasenauer, P.C.).

 

Deborah A. Docs (54)

Secretary

  

 

Vice President and Corporate Counsel (since January 2001) of Prudential; Vice President (since December 1996) and Assistant Secretary (since March 1999) of Prudential Investments LLC; formerly Vice President and Assistant Secretary (May 2003-June 2005) of AST Investment Services, Inc.

 

Jonathan D. Shain (54)

Assistant Secretary

  

 

Vice President and Corporate Counsel (since August 1998) of Prudential; Vice President and Assistant Secretary (since May 2001) of Prudential Investments LLC; Vice President and Assistant Secretary (since February 2001) of PMFS; formerly Vice President and Assistant Secretary (May 2003-June 2005) of AST Investment Services, Inc.

 

Claudia DiGiacomo (38)

Assistant Secretary

  

 

Vice President and Corporate Counsel (since January 2005) of Prudential; Vice President and Assistant Secretary of Prudential Investments LLC (since December 2005); Associate at Sidley Austin Brown & Wood LLP (1999-2004).

 

Andrew R. French (50)

Assistant Secretary

  

 

Vice President and Corporate Counsel (since February 2010) of Prudential; formerly Director and Corporate Counsel (2006-2010) of Prudential; Vice President and Assistant Secretary (since January 2007) of Prudential Investments LLC; Vice President and Assistant Secretary (since January 2007) of PMFS.

 

Amanda S. Ryan (34)

Assistant Secretary

  

 

Director and Corporate Counsel (since March 2012) of Prudential; Director and Assistant Secretary (since June 2012) of Prudential Investments LLC; Associate at Ropes & Gray (2008-2012).

 

Timothy J. Knierim (53)

Chief Compliance Officer

  

 

Chief Compliance Officer of Prudential Investment Management, Inc. (since July 2007); formerly Chief Risk Officer of Prudential Investment Management, Inc. and Prudential Investments LLC (2002-2007) and formerly Chief Ethics Officer of Prudential Investment Management, Inc. and Prudential Investments LLC (2006-2007).

 

Valerie M. Simpson (54)

Deputy Chief Compliance Officer

  

 

Chief Compliance Officer (since April 2007) of Prudential Investments LLC and AST Investment Services, Inc.; formerly Vice President-Financial Reporting (June 1999-March 2006) for Prudential Life and Annuities Finance.

 

Visit our website at www.prudentialfunds.com


Fund Officers(a)(1)     

 

Name, Address and Age

Position with Fund

  

 

Principal Occupation(s) During Past Five Years

 

Theresa C. Thompson (50)

Deputy Chief Compliance Officer

  

 

Vice President, Compliance, Prudential Investments LLC (since April 2004); and Director, Compliance, Prudential Investments LLC (2001-2004).

 

Richard W. Kinville (44)

Anti-Money Laundering

Compliance Officer

  

 

Vice President, Corporate Compliance, Anti-Money Laundering Unit (since January 2005) of Prudential; committee member of the American Council of Life Insurers Anti-Money Laundering and Critical Infrastructure Committee (since January 2007); formerly Investigator and Supervisor in the Special Investigations Unit for the New York Central Mutual Fire Insurance Company (August 1994-January 1999); Investigator in AXA Financial’s Internal Audit Department and Manager in AXA’s Anti-Money Laundering Office (January 1999-January 2005); first chair of the American Council of Life Insurers Anti-Money Laundering and Critical Infrastructure Committee (June 2007-December 2009).

 

Grace C. Torres (53)

Treasurer and Principal Financial and

Accounting Officer

  

 

Assistant Treasurer (since March 1999) and Senior Vice President (since September 1999) of Prudential Investments LLC; Assistant Treasurer (since May 2003) and Vice President (since June 2005) of AST Investment Services, Inc.; Senior Vice President and Assistant Treasurer (since May 2003) of Prudential Annuities Advisory Services, Inc.; formerly Senior Vice President (May 2003-June 2005) of AST Investment Services, Inc.

 

M. Sadiq Peshimam (48)

Assistant Treasurer

  

 

Vice President (since 2005) of Prudential Investments LLC.

 

Peter Parrella (54)

Assistant Treasurer

  

 

Vice President (since 2007) and Director (2004-2007) within Prudential Mutual Fund Administration; formerly Tax Manager at SSB Citi Fund Management LLC (1997-2004).

(a) Excludes Mr. Parker and Mr. Benjamin, interested Board Members who also serve as President and Vice President, respectively.

(1) The year that each individual became an officer of the Fund is as follows:

Judy A. Rice, 2012; Raymond A. O’Hara, 2012; Deborah A. Docs, 2005; Jonathan D. Shain, 2005; Claudia DiGiacomo, 2005; Andrew R. French, 2006; Amanda S. Ryan, 2012; Timothy J. Knierim, 2007; Valerie M. Simpson, 2007; Theresa C. Thompson, 2008; Richard W. Kinville, 2011; Grace C. Torres, 1995; Sadiq Peshimam, 2006; Peter Parrella, 2007.

Explanatory Notes to Tables:

 

n Board Members are deemed to be “Interested,” as defined in the 1940 Act, by reason of their affiliation with Prudential Investments LLC and/or an affiliate of Prudential Investments LLC.
n Unless otherwise noted, the address of all Board Members and Officers is c/o Prudential Investments LLC, Gateway Center Three, 100 Mulberry Street, Newark, New Jersey 07102-4077.
n There is no set term of office for Board Members or Officers. The Board Members have adopted a retirement policy, which calls for the retirement of Board Members on December 31 of the year in which they reach the age of 75.
n “Other Directorships Held” includes only directorships of companies required to register or file reports with the SEC under the 1934 Act (that is, “public companies”) or other investment companies registered under the 1940 Act.
n “Portfolios Overseen” includes all investment companies managed by Prudential Investments LLC. The investment companies for which PI serves as manager include the Prudential Investments Mutual Funds, The Prudential Variable Contract Accounts, Target Mutual Funds, Prudential Short Duration High Yield Fund, Inc., The Prudential Series Fund, Prudential’s Gibraltar Fund, Inc. and the Advanced Series Trust.

 

Prudential Jennison International Opportunities Fund


Approval of Advisory Agreements

 

Initial Approval of the Fund’s Advisory Agreements

 

As required by the Investment Company Act of 1940, as amended (“1940 Act”), the Board of Directors (the “Board”) of Prudential World Fund, Inc. considered the proposed management agreement with Prudential Investments LLC (the “Manager”) and the proposed subadvisory agreement with Jennison Associates LLC (the “Subadviser”), with respect to the Prudential Jennison International Opportunities Fund (the “Fund”) prior to the Fund’s commencement of operations. The Board, including all of the Directors who are not “interested persons” of the Fund, as defined in the 1940 Act (the “Independent Directors”), met on March 6-8, 2012 and approved the agreements for an initial two year period, after concluding that approval of the agreements was in the best interests of the Fund.

 

In advance of the meetings, the Board requested and received materials relating to the agreements, and had the opportunity to ask questions and request further information in connection with its consideration.

 

In approving the agreements, the Board, including the Independent Directors advised by independent legal counsel, considered the factors it deemed relevant, including the nature, quality and extent of services to be provided to the Fund by the Manager and the Subadviser; any relevant comparable performance and the Subadviser’s qualifications and track record in serving other affiliated mutual funds; the fees proposed to be paid by the Fund to the Manager and by the Manager to the Subadviser under the agreements; and the potential for economies of scale that may be shared with the Fund and its shareholders. In connection with its deliberations, the Board considered information provided by the Manager and the Subadviser at or in advance of the meetings on March 6-8, 2012. The Board also considered information provided by the Manager with respect to other funds managed by the Manager and the Subadviser, which information had been provided throughout the year at regular Board meetings. In their deliberations, the Directors did not identify any single factor which alone was responsible for the Board’s decision to approve the agreements with respect to the Fund.

 

The Directors determined that the overall arrangements between the Fund and the Manager, which serve as the Fund’s investment manager pursuant to a management agreement, and between the Manager and the Subadviser, which serve as the Fund’s Subadviser pursuant to the terms of a subadvisory agreement, are appropriate in light of the services to be performed and the fees to be charged under the agreements and such other matters as the Directors considered relevant in the exercise of their business judgment.

 

The material factors and conclusions that formed the basis for the Directors’ reaching their determinations to approve the agreements are separately discussed below.

 

Prudential Jennison International Opportunities Fund


Approval of Advisory Agreements (continued)

 

Nature, Quality and Extent of Services

 

With respect to the Manager, the Board noted that it had received and considered information about the Manager at the June 6-8, 2011 meetings in connection with the renewal of the management agreements between the Manager and the other retail mutual funds in the Prudential fund complex (the “Prudential Retail Funds”), as well as at other regular meetings throughout the year, regarding the nature, quality and extent of services provided by the Manager. The Board considered the services to be provided by the Manager, including but not limited to the oversight of the Subadviser, as well as the provision of fund recordkeeping, compliance and other services to the Fund. With respect to the Manager’s oversight of the Subadviser, the Board noted that the Manager’s Strategic Investment Research Group, which is a business unit of the Manager, is responsible for monitoring and reporting to the Manager’s senior management on the performance and operations of the Subadviser. The Board also noted that the Manager pays the salaries of all the officers and non-independent Directors of the Fund. The Board reviewed the qualifications, backgrounds and responsibilities of the Manager’s senior management responsible for the oversight of the Fund and the Subadviser, and was also provided with information pertaining to the Manager’s organizational structure, senior management, investment operations and other relevant information. The Board further noted that it received favorable compliance reports from the Fund’s Chief Compliance Officer as to the Manager. The Board noted that it had concluded that it was satisfied with the nature, quality and extent of the services provided by the Manager to the other Prudential Retail Funds and determined that it was reasonable to conclude that the nature, quality and extent of services to be provided by the Manager under the management agreement for the Fund would be similar in nature to those provided under the other management agreements.

 

With respect to the Subadviser, the Board noted that it had received and considered information about the Subadviser at the June 6-8, 2011 meetings in connection with the renewal of the subadvisory agreements between the Manager and the Subadviser with respect to other Prudential Retail Funds, as well as at other regular meetings throughout the year, regarding the nature, quality and extent of services provided by the Subadviser. The Board considered, among other things, the qualifications, background and experience of the Subadviser’s portfolio managers who will be responsible for the day-to-day management of the Fund’s portfolio, as well as information on the Subadviser’s organizational structure, senior management, investment operations and other relevant information. The Board further noted that it received favorable compliance reports from the Fund’s Chief Compliance Officer as to the Subadviser. The Board noted that it was satisfied with the nature, quality and extent of services provided by the Subadviser with respect to the other Prudential Retail Funds served by the Subadviser and determined that it was reasonable to

 

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conclude that the nature, quality and extent of services to be provided by the Subadviser under the subadvisory agreement for the Fund would be similar in nature to those provided under the other subadvisory agreements. The Board noted that the Subadviser is affiliated with the Manager.

 

Performance

 

Because the Fund had not yet commenced operations and the actual asset base of the Fund has not yet been determined, no investment performance for the Fund existed for Board review. Nevertheless, as noted above, the Board did consider the background and professional experience of the proposed portfolio management team for the Fund. The Manager will provide information relating to performance to the Board in connection with future annual reviews of the management agreement and subadvisory agreement.

 

Fee Rates

 

The Board considered the proposed management fees of 0.90% of the Fund’s average daily net assets to be paid by the Fund to the Manager and the proposed subadvisory fees at the annual rate of 0.45% of the Fund’s average daily net assets to be paid by the Manager to the Subadviser.

 

The Board considered information provided by the Manager comparing the Fund’s proposed management fee rate and total expenses for Class A shares to the Lipper 15(c) Peer Group. The Board noted that the Fund’s contractual management fee ranks in the second quartile of the Lipper Peer Group (first quartile being the lowest fee). The Board further noted that the anticipated net total expenses for Class A shares, after waivers and reimbursements, were in the third quartile of the Lipper Peer Group (first quartile being the lowest expenses), 9 basis points from the Peer Group median.

 

The Board noted that the Fund’s actual management fee is expected to be 0.00%, due to waivers and reimbursements required to support the net total expense limitation, given that the Fund’s initial assets will be low. The Board concluded that the proposed management fee and total expenses were reasonable in light of the services to be provided.

 

Profitability

 

Because the Fund had not yet commenced operations and the actual asset base of the Funds has not yet been determined, the Board noted that there was no historical profitability information with respect to the Fund to be reviewed. The Board noted that it would review profitability information in connection with the annual renewal of the advisory and subadvisory agreements.

 

Prudential Jennison International Opportunities Fund


Approval of Advisory Agreements (continued)

 

Economies of Scale

 

Because the Fund had not yet commenced operations and the actual asset base of the Funds has not yet been determined, the Board noted that there was no historical information regarding economies of scale with respect to the Fund to be reviewed. The Board noted that it would review such information in connection with the annual renewal of the advisory and subadvisory agreements.

 

Other Benefits to the Manager and the Subadviser

 

The Board considered potential “fall-out” or ancillary benefits anticipated to be received by the Manager and the Subadviser. The Board concluded that any potential benefits to be derived by the Manager were similar to benefits derived by the Manager in connection with its management of the other Prudential Retail Funds, which are reviewed on an annual basis. The Board also concluded that any potential benefits to be derived by the Subadviser were consistent with those generally derived by subadvisers to the Prudential Retail Funds, and that those benefits are reviewed on an annual basis. The Board concluded that any potential benefits derived by the Manager and the Subadviser were consistent with the types of benefits generally derived by investment managers and subadvisers to mutual funds.

 

*    *    *

 

After full consideration of these factors, the Board concluded that the approval of the agreements was in the interests of the Fund.

 

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n   MAIL   n   TELEPHONE   n   WEBSITE

Gateway Center Three

100 Mulberry Street

Newark, NJ 07102

  (800) 225-1852   www.prudentialfunds.com

 

PROXY VOTING
The Board of Directors of the Fund has delegated to the Fund’s investment subadviser 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 and on the Securities and Exchange Commission’s website.

 

DIRECTORS
Kevin J. Bannon Scott E. Benjamin Linda W. Bynoe  Michael S. Hyland Douglas H. McCorkindale Stephen P. Munn Stuart S. Parker Richard A. Redeker
Robin B. Smith Stephen G. Stoneburn

 

OFFICERS
Stuart S. Parker, President Judy A. Rice, Vice President Scott E. Benjamin, Vice President Grace C. Torres, Treasurer and Principal Financial and Accounting Officer Raymond A. O’Hara, Chief Legal Officer Deborah A. Docs, Secretary Timothy J. Knierim, Chief Compliance Officer  Valerie M. Simpson, Deputy Chief Compliance Officer Theresa C. Thompson, Deputy Chief Compliance Officer Richard W. Kinville, Anti-Money Laundering Compliance Officer Jonathan D. Shain, Assistant Secretary Claudia DiGiacomo, Assistant Secretary Amanda S. Ryan, Assistant Secretary Andrew R. French, Assistant Secretary M. Sadiq Peshimam, Assistant Treasurer Peter Parrella, Assistant Treasurer

 

MANAGER   Prudential Investments LLC    Gateway Center Three
100 Mulberry Street
Newark, NJ 07102

 

INVESTMENT SUBADVISER   Jennison Associates LLC    466 Lexington Avenue
New York, NY 10017

 

DISTRIBUTOR   Prudential Investment
Management Services LLC
   Gateway Center Three

100 Mulberry Street
Newark, NJ 07102

 

CUSTODIAN   The Bank of New York Mellon    One Wall Street
New York, NY 10286

 

TRANSFER AGENT   Prudential Mutual Fund
Services LLC
   PO Box 9658
Providence, RI 02940

 

INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM   KPMG LLP    345 Park Avenue

New York, NY 10154

 

FUND COUNSEL   Willkie Farr & Gallagher LLP    787 Seventh Avenue
New York, NY 10019


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

 

E-DELIVERY
To receive your mutual fund documents online, go to www.prudentialfunds.com/edelivery and enroll. Instead of receiving printed documents by mail, you will receive notification via email when new materials are available. You can cancel your enrollment or change your email address at any time by visiting the website address above.

 

SHAREHOLDER COMMUNICATIONS WITH DIRECTORS
Shareholders can communicate directly with the Board of Directors by writing to the Chair of the Board, Prudential Jennison International Opportunities Fund, Prudential Investments, Attn: Board of Directors, 100 Mulberry Street, Gateway Center Three, Newark, NJ 07102. Shareholders can communicate directly with an individual Director by writing to the same address. Communications 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 (202) 551-8090. The Fund’s schedule of portfolio holdings is also available on the Fund’s website as of the end of 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

 

 

PRUDENTIAL JENNISON INTERNATIONAL OPPORTUNITIES FUND

 

SHARE CLASS   A   C   Z
NASDAQ   PWJAX   PWJCX   PWJZX
CUSIP   743969677   743969669   743969651

 

MF215E    0236609-00001-00


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 800-225-1852, 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. Stephen P. Munn, 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 October 31, 2012 and October 31, 2011, KPMG LLP (“KPMG”), the Registrant’s principal accountant, billed the Registrant $183,500 and $118,000, 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

None.

(c) Tax Fees

During the fiscal year ended October 31, 2012, KPMG billed the Registrant $13,024 for professional services rendered in connection with agreed upon procedures performed related to the receipt of payments pursuant to certain fair fund settlement orders, an in-kind distribution of equity securities and an analysis in connection with federal and state tax issues related to the fiscal year end of the portfolio. Not applicable for the fiscal year ended October 31, 2011.

(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(c) was 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%.

The percentage of hours expended on the principal accountant’s engagement to audit the registrant’s financial statements for the most recent fiscal year that were attributed to work performed by persons other than the principal accountant’s full-time, permanent employees was 0%.

(g) Non-Audit Fees

Not applicable to Registrant for the fiscal years 2012 and 2011. 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 2012 and 2011 was $0 and $0, respectively.

(h) Principal Accountant’s 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:    Prudential World Fund, Inc.
By:   

/s/ Deborah A. Docs

   Deborah A. Docs
   Secretary
Date:    December 20, 2012

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:   

/s/ Stuart S. Parker

   Stuart S. Parker
   President and Principal Executive Officer
Date:    December 20, 2012
By:   

/s/ Grace C. Torres

   Grace C. Torres
   Treasurer and Principal Financial Officer
Date:    December 20, 2012