N-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-Q

QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number:	811-05336
Exact name of registrant as specified in charter:	Prudential Institutional Liquidity Portfolio, Inc.
Address of principal executive offices:	Gateway Center 3, 100 Mulberry Street, Newark, New Jersey 07102
Name and address of agent for service:	Jonathan D. Shain Gateway Center 3, 100 Mulberry Street, Newark, New Jersey 07102
Registrant’s telephone number, including area code:	973-802-6469
Date of fiscal year end:	03/31/2005
Date of reporting period:	12/31/2004

Item 1. Schedule of Investments [INSERT REPORT]

Prudential Institutional Liquidity Portfolio, Inc.         Institutional Money Market Series

Schedule of Investments as of December 31, 2004 (Unaudited)

Principal Amount (000)	Description	Value
Certificates of Deposit 8.3%
	Bank of New York
$ 25,000	2.345%, 1/31/05(b)	$	24,993,756
	Bank of Nova Scotia
12,000	2.3575%, 1/31/05(b)		11,999,567
	Wells Fargo Bank NA
72,282	2.35%, 1/27/05		72,282,000
			109,275,323
Certificates of Deposit-Yankee 15.7%
	Bank of Scotland
50,000	2.46%, 3/24/05(b)		49,996,673
	Barclays Bank PLC New York
40,000	2.342%, 1/25/05(b)		39,995,216
	BNP Paribas
3,000	1.25%, 1/27/05		2,999,968
	Credit Agricole Indosuez
45,000	2.315%, 1/11/05(b)		44,994,948
	Landesbank Hessen - Thuringren
58,000	1.40%, 2/2/05		58,000,329
	Toronto Dominion Bank
10,000	3.03%, 12/30/05		10,000,000
			205,987,134
Commercial Paper 16.6%
	Barton Capital Corp., 144A
26,788	2.25%, 2/9/05(d)		26,722,994
	Long Lane Master Trust, 144A
10,130	2.26%, 2/14/05(d)		10,102,142
	Old Line Funding Corp., 144A
30,068	2.35%, 2/1/05(d)		30,007,413
40,117	2.35%, 2/2/05(d)		40,033,557
	Prudential PLC
43,000	2.41%, 2/17/05(d)		42,865,267
	Tulip Funding Corp., 144A
69,000	2.36%, 1/28/05(d)		68,875,800
			218,607,173
Loan Participation 1.9%
	National Rural Utilities
25,000	2.38%, 1/18/05(c)
	(cost $25,000,000, date purchased 12/17/04)		25,000,000
Other Corporate Obligations 30.7%
	American Express Credit Corp., MTN
23,000	2.381%, 1/5/05(b)		23,000,000
	GE Capital Assurance Co.
23,000	2.493%, 1/24/05(b)(c)
	(cost $23,000,000, date purchased 7/21/03)		23,000,000

Prudential Institutional Liquidity Portfolio, Inc.         Institutional Money Market Series

Schedule of Investments as of December 31, 2004 (Unaudited) Cont’d.

Principal Amount (000)	Description	Value
	GE Capital Corp.
46,000	2.46%, 1/10/05(b)	46,000,000
	Goldman Sachs Group, Inc., 144A
67,000	2.64%, 3/15/05(b)	67,000,000
	Irish Life Payment PLC, 144A
50,000	2.413%, 1/21/05(b)	49,993,257
	Merrill Lynch & Co., Inc., MTN
1,000	2.69%, 1/3/05(b)	1,000,730
67,500	2.54%, 1/11/05(b)	67,500,000
	MetLife Insurance Co.
10,000	2.24%, 2/1/05(b)(c)
	(cost $10,000,000, date purchased 2/9/04)	10,000,000
	Morgan Stanley, MTN
46,000	2.522%, 1/18/05(b)	46,000,000
	National City Bank Inc., MTN
20,000	2.365%, 1/10/05(b)	20,003,535
	Pacific Life Insurance Co.
11,000	2.62%, 3/16/05(b)(c)
	(cost $11,000,000, date purchased 12/12/03)	11,000,000
	Travelers Insurance Co.
5,000	2.43%, 1/10/05(b)(c)
	(cost $5,000,000, date purchased 7/07/04)	5,000,000
25,000	2.481%, 2/25/05(b)(c)
	(cost $25,000,000, date purchased 2/23/04)	25,000,000
	United of Omaha Life Insurance Co.
10,000	2.558%, 3/7/05(b)(c)
	(cost $10,000,000, date purchased 12/3/03)	10,000,000
		404,497,522
U.S. Government Agency 14.2%
	Federal Home Loan Bank
48,000	1.47%, 2/28/05	48,000,000
48,950	1.265%, 3/15/05	48,949,021
25,000	1.40%, 4/1/05	24,996,819
	Federal National Mortgage Association
40,000	2.288%, 1/18/05(b)	39,994,824
25,000	1.40%, 3/29/05, MTN	25,000,000
		186,940,664
Time Deposit 2.5%
	Branch Banking and Trust
33,301	1.50%, 1/3/05	33,301,000
Shares
Mutual Fund 10.0%
	Dryden Core Investment Fund - Taxable Money Market Series,
131,578,273		131,578,273

Prudential Institutional Liquidity Portfolio, Inc.         Institutional Money Market Series

Schedule of Investments as of December 31, 2004 (Unaudited) Cont’d.

Description	Value
Total Investments 99.9% (amortized cost $1,315,187,089)(a)		1,315,187,089
Other assets in excess of liabilities 0.1%		1,486,425
Net Assets 100%	$	1,316,673,514

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.

(a) Federal income tax basis is the same as for financial reporting purposes.

(b) Variable rate instrument. The maturity date presented for these instruments is the next date on which the rate of interest is adjusted.

(c) Private placement restricted as to resale and does not have a readily available market. The aggregate cost of such securities is $109,000,000. The aggregate value of $109,000,000 is 8.3% of net assets.

(d) Rate quoted represents yield-to-maturity as of purchase date.

MTN—Medium Term Note.

Notes to Schedule of Investments (Unaudited)

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

Investments in mutual funds are valued at the net asset value as of the close of the New York Stock Exchange on the date of valuation.

Other information regarding the Fund is available in the Fund’s most recent Report to Shareholders. This information is available on the Securities and Exchange Commission’s website (www.sec.gov).

Item 2. 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 have been no significant changes in the registrant’s internal controls or in other factors that could significantly affect these controls subsequent to the date of their evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

Item 3. Exhibits

Certifications pursuant to Rule 30a-2(a) under the Investment Company Act of 1940 – Attached hereto.

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 Institutional Liquidity Portfolio

By (Signature and Title)*	/s/    JONATHAN D. SHAIN
	Jonathan D. Shain Secretary of the Fund

Date    February 23, 2005

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

By (Signature and Title)*	/s/    JUDY A. RICE
	Judy A. Rice President and Principal Executive Officer

Date    February 23, 2005

By (Signature and Title)*	/s/    GRACE C. TORRES
	Grace C. Torres Treasurer and Principal Financial Officer

Date    February 23, 2005

* Print the name and title of each signing officer under his or her signature.

EX-99.CERT

CERTIFICATIONS

I, Judy A. Rice, certify that:

1. I have reviewed this report on Form N-Q of Prudential Institutional Liquidity Portfolio;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the schedules of investments included in this report fairly present in all material respects the investments of the registrant as of the end of the fiscal quarter for which the report is filed;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report, based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: February 23, 2005	/s/    JUDY A. RICE
	Judy A. Rice
	President and Principal Executive Officer

CERTIFICATIONS

I, Grace C. Torres, certify that:

1. I have reviewed this report on Form N-Q of Prudential Institutional Liquidity Portfolio;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the schedules of investments included in this report fairly present in all material respects the investments of the registrant as of the end of the fiscal quarter for which the report is filed;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report, based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: February 23, 2005	/s/    GRACE C. TORRES
	Grace C. Torres
	Treasurer and Principal Financial Officer