Prudential Investment Portfolios 16 N-CSRS Certified semi-annual shareholder report (management investment company)

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:	811-08915
Exact name of registrant as specified in charter:	Prudential Investment Portfolios 16
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:	10/31/2015
Date of reporting period:	4/30/2015

Item 1 – Reports to Stockholders

PRUDENTIAL INVESTMENTS»MUTUAL FUNDS

PRUDENTIAL INCOME BUILDER FUND

SEMIANNUAL REPORT ^· APRIL 30, 2015

Objective

Income and long-term capital growth

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.

The accompanying financial statements as of April 30, 2015, were not audited and, accordingly, no auditor’s opinion is expressed on them.

Mutual funds are distributed by Prudential Investment Management Services LLC (PIMS), a Prudential Financial company. Quantitative Management Associates, LLC (QMA) is a wholly owned subsidiary of Prudential Investment Management, Inc. (PIM). Prudential Fixed Income and Prudential Real Estate Investors, also known as PREI^®, are business units of PIM. QMA, Jennison Associates, and PIM are registered investment advisers and Prudential Financial companies. ^© 2015 Prudential Financial, Inc. and its related entities. Prudential Investments LLC, Prudential, Jennison Associates, Jennison, the Prudential logo, Bring Your Challenges, and the Rock symbol are service marks of Prudential Financial, Inc. and its related entities, registered in many jurisdictions worldwide.

June 15, 2015

Dear Shareholder:

We hope you find the semiannual report for the Prudential Income Builder Fund informative and useful. The report covers performance for the six-month period that ended April 30, 2015.

Since market conditions change over time, we believe it is important 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.

As always, 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,

Stuart S. Parker, President

Prudential Income Builder Fund

Prudential Income Builder Fund 1

Your Fund’s Performance (Unaudited)

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.

Cumulative Total Returns (Without Sales Charges) as of 4/30/15
	Six Months			One Year			Five Years			Ten Years
Class A		1.45	%		5.07	%		40.06	%		72.92	%
Class B		1.10			4.31			34.99			60.49
Class C		1.00			4.20			34.86			60.34
Class R		1.33			4.82			38.39			68.77
Class Z		1.57			5.29			41.84			77.37
S&P 500 Index		4.39			12.96			95.20			122.26
Barclays US Aggregate Bond Index		2.06			4.46			22.38			59.01
Customized Blend Index*		3.21			7.82			49.44			89.69
Lipper Flexible Portfolio Funds Avg.		2.15			3.65			45.63			84.15
Average Annual Total Returns (With Sales Charges) as of 3/31/15
				One Year			Five Years			Ten Years
Class A					–1.53	%		5.87	%		4.90	%
Class B					–0.79			6.15			4.71
Class C					2.64			6.31			4.72
Class R					3.98			6.83			5.24
Class Z					4.50			7.37			5.77
S&P 500 Index					12.71			14.45			8.00
Barclays US Aggregate Bond Index					5.72			4.41			4.93
Customized Blend Index*					8.46			8.69			6.61
Lipper Flexible Portfolio Funds Avg.					3.06			7.70			5.94

*The Fund no longer utilizes the Customized Blend Index Average for Fund performance comparisons and now utilizes the S&P 500 Index and the Barclays US Aggregate Bond Index. The S&P 500 Index and the Barclays US Aggregate Bond Index are now utilized for Fund performance comparisons because they are more consistent with the Fund’s current investment policies and strategies.

Source: Prudential Investments LLC and Lipper Inc.

2 Visit our website at www.prudentialfunds.com

The returns in the tables do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or following the redemption of Fund shares. The average annual total returns take into account applicable sales charges, which are described for each share class in the table below.

	Class A	Class B*	Class C	Class R	Class Z
Maximum initial sales charge	5.50% of the public offering price	None	None	None	None
Contingent Deferred Sales Charge (CDSC) (as a percentage of the lower of original purchase price or net asset value at redemption)	1% on sales of $1 million or more made within 12 months of purchase	5% (Year 1) 4% (Year 2) 3% (Year 3) 2% (Year 4) 1% (Years 5/6) 0% (Year  7)	1% on sales made within 12 months of purchase	None	None
Annual distribution and service (12b-1) fees (shown as a percentage of average daily net assets)	.30% (.25% currently)	1%	1%	.75% (.50% currently)	None

*Class B shares are closed to all purchase activity and no additional Class B shares may be purchased or acquired by except by exchange from Class B shares of another Fund or through dividend or capital gains reinvestment.

Benchmark Definitions

S&P 500 Index

The Standard & Poor’s 500 Composite Stock Price Index (S&P 500 Index) is an unmanaged index of 500 stocks of large US public companies. It gives a broad look at how US investment-grade bonds have performed.

Barclays US Aggregate Bond Index

The Barclays US Aggregate Bond Index is an unmanaged index of investment-grade securities issued by the US government and its agencies and by corporations with greater than one year remaining to maturity. It gives a broad look at how US investment-grade bonds have performed.

Customized Blend Index

The Customized Blend Index is a model portfolio consisting of the Russell 3000 Index (40%) and the Barclays US Aggregate Bond Index (60%).

Lipper Flexible Portfolio Funds Average

The Lipper Flexible Portfolio Funds Average (Lipper Average) is based on the average return of all funds in the Lipper Flexible Portfolio Funds category for the periods noted. The funds in the Lipper Average allocate their investments to both domestic and foreign securities across traditional asset classes with a focus on total return.

Investors cannot invest directly in an index or average. The returns for the Indexes 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.

Prudential Income Builder Fund 3

Your Fund’s Performance (continued)

Five Largest Holdings expressed as a percentage of net assets as of 4/30/15
Prudential Jennison MLP Fund (Class Z), Affiliated Mutual Funds	9.0	%
PowerShares Preferred Portfolio ETF, Exchange Traded Funds	7.7
Prudential Short Duration High Yield Income Fund (Class Q), Affiliated Mutual Funds	6.4
SPDR Barclays Convertible Securities ETF, Exchange Traded Funds	2.9
Prudential Short-Term Corporate Bond Fund, Inc. (Class Q), Affiliated Mutual Funds	2.4

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

Five Largest Industries expressed as a percentage of net assets as of 4/30/15
Affiliated Mutual Funds	17.8	%
Real Estate Investment Trusts (REITs)	14.9
Exchange Traded Funds	10.6
Foreign Government Bonds	9.8
Foreign Agencies	2.9

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

4 Visit our website at www.prudentialfunds.com

Fees and Expenses (Unaudited)

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

The example is based on an investment of $1,000 invested on November 1, 2014, at the beginning of the period, and held through the six-month period ended April 30, 2015. The example is for illustrative purposes only; you should consult the Prospectus for information on initial and subsequent minimum investment requirements.

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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 Income Builder Fund 5

Fees and Expenses (continued)

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.

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 Income Builder  Fund		Beginning Account Value November 1, 2014		Ending Account Value April 30, 2015		Annualized Expense Ratio Based on the Six-Month Period			Expenses Paid During the Six-Month Period*
Class A	Actual	$	1,000.00	$	1,014.50		0.95	%	$	4.75
	Hypothetical	$	1,000.00	$	1,020.08		0.95	%	$	4.76
Class B	Actual	$	1,000.00	$	1,011.00		1.69	%	$	8.43
	Hypothetical	$	1,000.00	$	1,016.41		1.69	%	$	8.45
Class C	Actual	$	1,000.00	$	1,010.00		1.71	%	$	8.52
	Hypothetical	$	1,000.00	$	1,016.31		1.71	%	$	8.55
Class R	Actual	$	1,000.00	$	1,013.30		1.20	%	$	5.99
	Hypothetical	$	1,000.00	$	1,018.84		1.20	%	$	6.01
Class Z	Actual	$	1,000.00	$	1,015.70		0.72	%	$	3.60
	Hypothetical	$	1,000.00	$	1,021.22		0.72	%	$	3.61

*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 181 days in the six-month period ended April 30, 2015, and divided by the 365 days in the Fund’s fiscal year ending October 31, 2015 (to reflect the six-month period). Expenses presented in the table include the expenses of any underlying portfolios in which the Fund may invest.

6 Visit our website at www.prudentialfunds.com

The Fund’s annualized expense ratios for the six-month period ended April 30, 2015, are as follows:

Class	Gross Operating Expenses			Net Operating Expenses
A		1.46	%		0.72	%
B		2.17			1.46
C		2.14			1.48
R		1.91			0.97
Z		1.12			0.49

Net operating expenses shown above reflect fee waivers and/or expense reimbursements. Additional information on Fund expenses and any fee waivers and/or expense reimbursements can be found in the “Financial Highlights” tables in this report and in the Notes to the Financial Statements in this report.

Prudential Income Builder Fund 7

Portfolio of Investments

as of April 30, 2015 (Unaudited)

Description	Shares		Value (Note 1)
LONG-TERM INVESTMENTS    96.3%
COMMON STOCKS    26.6%
Aerospace & Defense    0.3%
Boeing Co. (The)		4,052	$	580,814
Airlines    0.3%
United Continental Holdings, Inc.(a)		11,351		678,109
Banks    0.9%
Bank of America Corp.		31,676		504,599
JPMorgan Chase & Co.		10,283		650,503
Wells Fargo & Co.		14,984		825,618
				1,980,720
Beverages    0.8%
Britvic PLC (United Kingdom)		53,740		596,810
Coca-Cola Co. (The)		8,043		326,224
Coca-Cola Enterprises, Inc.		6,519		289,509
Molson Coors Brewing Co. (Class B Stock)		7,311		537,431
				1,749,974
Biotechnology    0.1%
Biogen, Inc.(a)		470		175,747
Capital Markets    0.3%
Anima Holding SpA (Italy), 144A(a)		34,983		311,475
Azimut Holding SpA (Italy)		10,841		318,213
				629,688
Chemicals    0.4%
Air Products & Chemicals, Inc.		2,656		380,950
Potash Corp. of Saskatchewan, Inc. (Canada)		14,796		482,941
				863,891
Commercial Services & Supplies    0.2%
Spotless Group Holdings Ltd. (Australia)		182,205		327,411
Communications Equipment    0.7%
Cisco Systems, Inc.		54,452		1,569,851
Construction & Engineering    0.2%
Abengoa SA (Spain)		22,404		358,464

See Notes to Financial Statements.

Prudential Income Builder Fund 9

Portfolio of Investments

as of April 30, 2015 (Unaudited) continued

Description	Shares		Value (Note 1)
COMMON STOCKS (Continued)
Consumer Finance    0.2%
Navient Corp.		21,625	$	422,552
Containers & Packaging    0.2%
Bemis Co., Inc.		6,215		279,675
Packaging Corp. of America		3,630		251,160
				530,835
Diversified Telecommunication Services    0.5%
Frontier Communications Corp.		134,535		922,910
HKBN Ltd. (Hong Kong)(a)		61,931		80,065
				1,002,975
Electric Utilities    0.5%
Alupar Investimento SA (Brazil)		11,226		66,769
Endesa SA (Spain), 144A(b)		7,461		147,827
Exelon Corp.		7,238		246,237
NRG Yield, Inc. (Class A Stock)		10,567		519,896
				980,729
Food Products    0.7%
J.M. Smucker Co. (The)		2,511		291,075
Kraft Foods Group, Inc.		9,602		813,769
Pinnacle Foods, Inc.		12,232		496,008
				1,600,852
Hotels, Restaurants & Leisure    1.0%
Carnival Corp.		7,363		323,751
Merlin Entertainments PLC (United Kingdom)		48,941		326,998
Starbucks Corp.		12,741		631,699
Starwood Hotels & Resorts Worldwide, Inc.		5,082		436,798
Wendy’s Co. (The)		41,884		423,866
				2,143,112
Household Products    0.2%
Procter & Gamble Co. (The)		4,464		354,933
Independent Power & Renewable Electricity Producers    0.2%
Abengoa Yield PLC (Spain)		13,345		452,529
Insurance    0.2%
MetLife, Inc.		8,104		415,654

See Notes to Financial Statements.

10

Description	Shares		Value (Note 1)
COMMON STOCKS (Continued)
Internet Software & Services    0.3%
Yahoo!, Inc.(a)		15,219	$	647,797
IT Services    0.3%
Xerox Corp.		63,154		726,271
Life Sciences Tools & Services    0.3%
Thermo Fisher Scientific, Inc.		4,705		591,324
Media    0.5%
Cinemark Holdings, Inc.		9,390		400,296
Time Warner, Inc.		7,635		644,470
				1,044,766
Multi-Utilities    0.3%
NiSource, Inc.		6,638		288,222
PG&E Corp.		4,994		264,282
				552,504
Oil, Gas & Consumable Fuels    1.2%
Cheniere Energy Partners LP Holdings LLC		28,093		710,753
Euronav NV (Belgium)		11,916		160,627
Kinder Morgan, Inc.		19,564		840,274
Pembina Pipeline Corp. (Canada)		10,017		348,692
SemGroup Corp. (Class A Stock)		4,799		404,028
Williams Cos., Inc. (The)		4,106		210,186
				2,674,560
Pharmaceuticals    1.5%
AbbVie, Inc.		6,557		423,976
Bristol-Myers Squibb Co.		18,163		1,157,528
Endo International PLC (Ireland)(a)		3,863		324,743
Merck & Co., Inc.		14,648		872,435
Novartis AG (Switzerland), ADR		4,210		428,578
				3,207,260
Real Estate Investment Trusts (REITs)    11.0%
Agellan Commercial Real Estate Investment Trust (Canada)		131,225		1,006,076
Ascendas Real Estate Investment Trust (Singapore)		303,900		566,341
Cache Logistics Trust (Singapore)		1,095,000		975,377
Chesapeake Lodging Trust		11,490		364,807
Columbia Property Trust, Inc.		17,902		469,569

See Notes to Financial Statements.

Prudential Income Builder Fund 11

Portfolio of Investments

as of April 30, 2015 (Unaudited) continued

Description	Shares		Value (Note 1)
COMMON STOCKS (Continued)
Real Estate Investment Trusts (REITs) (cont’d.)
Crown Castle International Corp.		5,589	$	466,849
CyrusOne, Inc.		11,418		370,857
DDR Corp.		15,300		260,865
Dexus Property Group (Australia)		102,081		593,149
Digital Realty Trust, Inc.		10,429		661,303
Easterly Government Properties, Inc.(a)		57,150		900,112
Empiric Student Property PLC (United Kingdom)		445,000		717,224
Federation Centres (Australia)		208,643		484,745
First Potomac Realty Trust		72,199		773,973
Fonciere Des Regions (France)		3,813		360,971
GEO Group, Inc. (The)		16,576		646,464
HCP, Inc.		22,350		900,481
Health Care REIT, Inc.		6,479		466,618
Healthcare Trust of America, Inc. (Class A Stock)		18,248		472,441
Home Properties, Inc.		7,245		532,942
Investa Office Fund (Australia)		90,718		265,727
Keppel REIT (Singapore)		744,400		691,968
Lexington Realty Trust		103,654		960,873
Mapletree Commercial Trust (Singapore)		413,100		480,425
Mapletree Industrial Trust (Singapore)		756,400		919,449
Medical Properties Trust, Inc.		68,327		955,211
MFA Financial, Inc.		49,797		386,923
Physicians Realty Trust		39,345		653,127
Piedmont Office Realty Trust, Inc. (Class A Stock)		33,225		580,773
RLJ Lodging Trust		12,400		367,908
Senior Housing Properties Trust		50,618		1,036,150
Slate Retail REIT (Canada)		97,538		1,026,716
Spirit Realty Capital, Inc.		79,032		892,271
STAG Industrial, Inc.		41,690		905,924
Starwood Property Trust, Inc.		21,971		527,524
Suntec Real Estate Investment Trust (Singapore)		275,600		367,919
Wereldhave NV (Netherlands)		2,600		166,893
Westfield Corp. (Australia)		76,616		569,624
				23,746,569
Real Estate Management & Development    0.3%
TLG Immobilien AG (Germany)(a)		37,250		625,302
Road & Rail    0.5%
Canadian Pacific Railway Ltd. (Canada)		3,307		630,248
Union Pacific Corp.		4,492		477,185
				1,107,433

See Notes to Financial Statements.

12

Description	Shares		Value (Note 1)
COMMON STOCKS (Continued)
Software    0.3%
Microsoft Corp.		14,154	$	688,451
Specialty Retail    0.6%
GameStop Corp. (Class A Stock)		14,371		553,858
Home Depot, Inc. (The)		5,674		607,004
Lowe’s Cos., Inc.		3,431		236,259
				1,397,121
Technology Hardware, Storage & Peripherals    0.6%
Apple, Inc.		10,378		1,298,807
Tobacco     0.7%
Lorillard, Inc.		11,920		832,731
Reynolds American, Inc.		9,905		726,037
				1,558,768
Wireless Telecommunication Services    0.3%
Vodafone Group PLC (United Kingdom), ADR		20,900		735,680
TOTAL COMMON STOCKS (cost $55,091,991)				57,421,453
EXCHANGE TRADED FUNDS    10.6%
PowerShares Preferred Portfolio ETF		1,118,276		16,550,485
SPDR Barclays Convertible Securities ETF		131,784		6,374,392
TOTAL EXCHANGE TRADED FUNDS (cost $22,798,712)				22,924,877
PREFERRED STOCKS    3.5%
Independent Power & Renewable Electricity Producers    0.1%
Dynegy, Inc., CVT, Series A, 5.375%		2,040		231,560
Real Estate Investment Trusts (REITs)    3.4%
American Realty Capital Properties, Inc., Series F, 6.700%		41,800		1,003,618
American Tower Corp., Series B, 5.500%		3,665		376,029
Boston Properties, Inc., 5.250%		12,850		318,680
Chesapeake Lodging Trust, Series A, 7.750%		5,094		135,501
Digital Realty Trust, Inc., Series G, 5.875%		17,000		415,650
EPR Properties, Series F, 6.625%		29,287		757,069
Gramercy Property Trust, Inc., Series B, 7.125%		33,856		897,184
Inland Real Estate Corp., Series B, 6.950%		24,480		643,579

See Notes to Financial Statements.

Prudential Income Builder Fund 13

Portfolio of Investments

as of April 30, 2015 (Unaudited) continued

Description				Shares		Value (Note 1)
PREFERRED STOCKS (Continued)
Real Estate Investment Trusts (REITs) (cont’d.)
Kimco Realty Corp., Series J, 5.500%					19,850	$	486,325
Lasalle Hotel Properties, Series 1, 6.375%					16,250		411,125
Pennsylvania Real Estate Investment Trust, Series A, 8.250%					26,000		688,740
PS Business Parks, Inc., Series U, 5.750%					34,600		855,658
STAG Industrial, Inc., Series B, 6.625%					16,382		419,379
							7,408,537
TOTAL PREFERRED STOCKS (cost $7,519,316)							7,640,097
	Interest Rate	Maturity Date		Principal Amount (000)#
CORPORATE BONDS    22.4%
Aerospace & Defense    0.2%
Bombardier, Inc. (Canada), Sr. Unsec’d. Notes, 144A	7.500%		03/15/25		125		123,906
TransDigm, Inc., Gtd. Notes	6.000		07/15/22		150		150,938
Gtd. Notes	6.500		07/15/24		150		152,227
							427,071
Airlines    0.1%
Continental Airlines, Inc., Pass-Through Certificates, Pass-Through Certificates, Series 2012-3, Class C	6.125		04/29/18		300		318,000
Auto Components    0.5%
American Axle & Manufacturing, Inc.,
Gtd. Notes	6.625		10/15/22		150		159,375
Gtd. Notes	7.750		11/15/19		150		170,812
Dana Holding Corp., Sr. Unsec’d. Notes	5.500		12/15/24		100		102,750
Lear Corp., Gtd. Notes	5.250		01/15/25		200		204,250
Meritor, Inc., Gtd. Notes	6.750		06/15/21		150		156,750
Schaeffler Finance BV (Germany), Sr. Sec’d., 144A	4.750		05/15/23		200		204,500
							998,437

See Notes to Financial Statements.

14

Description	Interest Rate	Maturity Date		Principal Amount (000)#		Value (Note 1)
CORPORATE BONDS (Continued)
Automobiles    0.2%
FCA US LLC/CG Co-Issuer, Inc., Sec’d. Notes	8.250%		06/15/21		200	$	220,750
Fiat Chrysler Automobiles NV (United Kingdom), Sr. Unsec’d. Notes, 144A	5.250		04/15/23		200		202,000
General Motors Co., Sr. Unsec’d. Notes	4.875		10/02/23		100		108,302
							531,052
Banks    0.1%
CIT Group, Inc., Sr. Unsec’d. Notes	5.000		08/15/22		250		257,500
Beverages    0.1%
Cott Beverages, Inc. (Canada), Gtd. Notes, 144A	6.750		01/01/20		200		209,500
Building Products    0.7%
Building Materials Corp. of America,
Sr. Unsec’d. Notes, 144A (original cost $101,750; purchased 03/25/15)(b)(c)	5.375		11/15/24		100		102,500
Sr. Unsec’d. Notes, 144A (original cost $240,656; purchased 01/30/15 - 03/27/15)(b)(c)	6.750		05/01/21		225		239,062
Cemex SAB de CV (Mexico),
Sr. Sec’d. Notes, 144A	5.700		01/11/25		200		200,440
Sr. Sec’d. Notes, 144A	6.500		12/10/19		200		214,500
Griffon Corp., Gtd. Notes	5.250		03/01/22		230		232,300
Unifrax I LLC/Unifrax Holding Co., Gtd. Notes, 144A (original cost $150,750; purchased 02/02/15)(b)(c)	7.500		02/15/19		150		154,500
USG Corp.,
Gtd. Notes, 144A	5.500		03/01/25		240		252,000
Sr. Unsec’d. Notes	9.750		01/15/18		50		57,875
							1,453,177
Capital Markets
KCG Holdings, Inc., Sr. Sec’d. Notes, 144A	6.875		03/15/20		50		47,875

See Notes to Financial Statements.

Prudential Income Builder Fund 15

Portfolio of Investments

as of April 30, 2015 (Unaudited) continued

Description	Interest Rate	Maturity Date		Principal Amount (000)#		Value (Note 1)
CORPORATE BONDS (Continued)
Chemicals    1.3%
Ashland, Inc., Sr. Unsec’d. Notes	6.875%		05/15/43		300	$	324,000
Axalta Coating Systems US Holdings, Inc./Axalta Coating Systems Dutch Holdings BV, Gtd. Notes, 144A	7.375		05/01/21		200		217,000
Celanese US Holdings LLC, Gtd. Notes	5.875		06/15/21		75		82,313
Chemtura Corp., Gtd. Notes	5.750		07/15/21		390		403,162
Consolidated Energy Finance SA (Trinidad And Tobago), Gtd. Notes, 144A (original cost $198,000; purchased 10/02/14)(b)(c)	6.750		10/15/19		200		204,000
Eagle Spinco, Inc., Gtd. Notes	4.625		02/15/21		75		75,938
Hexion, Inc.,
Sec’d. Notes	9.000		11/15/20		200		143,000
Sr. Sec’d. Notes	6.625		04/15/20		250		233,750
Sr. Sec’d. Notes, 144A	10.000		04/15/20		150		154,500
Huntsman International LLC, Gtd. Notes, 144A	5.125		11/15/22		100		101,062
Koppers, Inc., Gtd. Notes	7.875		12/01/19		155		155,581
Platform Specialty Products Corp., Sr. Unsec’d. Notes, 144A	6.500		02/01/22		50		52,250
PolyOne Corp., Sr. Unsec’d. Notes	7.375		09/15/20		200		210,500
Rentech Nitrogen Partners LP/Rentech Nitrogen Finance Corp., Sec’d. Notes, 144A	6.500		04/15/21		125		124,375
TPC Group, Inc., Sr. Sec’d. Notes, 144A (original cost $258,750; purchased 10/21/14)(b)(c)	8.750		12/15/20		250		238,750
Tronox Finance LLC, Gtd. Notes	6.375		08/15/20		100		98,000
							2,818,181
Commercial Services & Supplies    1.0%
Ahern Rentals, Inc., Sec’d. Notes, 144A	7.375		05/15/23		75		75,563
Cimpress NV, Gtd. Notes, 144A	7.000		04/01/22		225		230,625
Clean Harbors, Inc., Gtd. Notes	5.125		06/01/21		250		255,000
Covanta Holding Corp., Sr. Unsec’d. Notes	5.875		03/01/24		200		207,000
Interactive Data Corp., Gtd. Notes, 144A	5.875		04/15/19		100		101,000

See Notes to Financial Statements.

16

Description	Interest Rate	Maturity Date		Principal Amount (000)#		Value (Note 1)
CORPORATE BONDS (Continued)
Commercial Services & Supplies (cont’d.)
Laureate Education, Inc., Gtd. Notes, 144A	10.000%		09/01/19		250	$	243,750
NES Rentals Holdings, Inc., Sec’d. Notes, 144A (original cost $51,938; purchased 11/10/14)(b)(c)	7.875		05/01/18		50		51,250
Service Corp. International, Sr. Unsec’d. Notes	5.375		05/15/24		200		212,500
TransUnion,
Sr. Unsec’d. Notes	8.125		06/15/18		250		255,000
Sr. Unsec’d. Notes	9.625		06/15/18		300		302,250
United Rentals North America, Inc.,
Gtd. Notes	5.500		07/15/25		75		75,979
Gtd. Notes	7.625		04/15/22		75		82,687
Gtd. Notes	8.250		02/01/21		108		116,505
							2,209,109
Communications Equipment    0.2%
Aegis Merger Sub, Inc., Sr. Unsec’d. Notes, 144A	10.250		02/15/23		75		75,563
CommScope Holding Co., Inc., Sr. Unsec’d. Notes, 144A	6.625		06/01/20		365		373,687
							449,250
Construction & Engineering    0.8%
AECOM, Gtd. Notes, 144A	5.875		10/15/24		200		207,178
Beazer Homes USA, Inc., Sr. Sec’d. Notes	6.625		04/15/18		250		259,062
D.R. Horton, Inc., Gtd. Notes	4.750		02/15/23		100		102,500
KB Home, Gtd. Notes	7.625		05/15/23		50		52,063
Lennar Corp., Gtd. Notes	4.750		05/30/25		100		99,250
Odebrecht Finance Ltd. (Brazil), Gtd. Notes, RegS (original cost $218,750; purchased 09/24/14)(b)(c)	7.125		06/26/42		200		178,250
Shea Homes LP/Shea Homes Funding Corp.,
Sr. Unsec’d. Notes, 144A	5.875		04/01/23		100		102,740
Sr. Unsec’d. Notes, 144A	6.125		04/01/25		125		128,125
Standard Pacific Corp., Gtd. Notes	8.375		01/15/21		200		234,000

See Notes to Financial Statements.

Prudential Income Builder Fund 17

Portfolio of Investments

as of April 30, 2015 (Unaudited) continued

Description	Interest Rate	Maturity Date		Principal Amount (000)#		Value (Note 1)
CORPORATE BONDS (Continued)
Construction & Engineering (cont’d.)
Taylor Morrison Communities, Inc./Monarch Communities, Inc., Gtd. Notes, 144A (original cost $225,000; purchased 04/01/15)(b)(c)	5.875%		04/15/23		225	$	229,500
WCI Communities, Inc., Gtd. Notes	6.875		08/15/21		75		77,250
William Lyon Homes, Inc., Gtd. Notes	7.000		08/15/22		125		130,312
							1,800,230
Consumer Finance    0.2%
Navient Corp., Sr. Unsec’d. Notes, MTN	8.000		03/25/20		100		111,374
OneMain Financial Holdings, Inc.,
Gtd. Notes, 144A	6.750		12/15/19		50		52,625
Gtd. Notes, 144A	7.250		12/15/21		75		79,403
Springleaf Finance Corp.,
Gtd. Notes	6.000		06/01/20		50		51,125
Gtd. Notes	8.250		10/01/23		100		114,000
							408,527
Containers & Packaging    0.5%
AEP Industries, Inc., Sr. Unsec’d. Notes	8.250		04/15/19		175		177,187
Ardagh Finance Holdings SA (Luxembourg), Sr. Unsec’d. Notes, 144A	8.625		06/15/19		209		222,860
Coveris Holdings SA (Luxembourg), Gtd. Notes, 144A	7.875		11/01/19		200		203,000
Plastipak Holdings, Inc., Sr. Unsec’d. Notes, 144A (original cost $177,000; purchased 01/22/15 - 03/26/15)(b)(c)	6.500		10/01/21		175		179,375
Reynolds Group Issuer, Inc./Reynolds Group Issuer LLC (New Zealand), Gtd. Notes	9.875		08/15/19		100		106,562
Sealed Air Corp.,
Gtd. Notes, 144A	4.875		12/01/22		25		25,688
Gtd. Notes, 144A	8.375		09/15/21		250		281,875
							1,196,547

See Notes to Financial Statements.

18

Description	Interest Rate	Maturity Date		Principal Amount (000)#		Value (Note 1)
CORPORATE BONDS (Continued)
Distributors    0.4%
American Tire Distributors, Inc., Sr. Sub, 144A	10.250%		03/01/22		100	$	104,750
Brightstar Corp., Sr. Unsec’d. Notes, 144A (original cost $324,625; purchased 09/30/14 - 10/29/14)(b)(c)	7.250		08/01/18		300		319,125
H&E Equipment Services, Inc., Gtd. Notes	7.000		09/01/22		175		183,313
HD Supply, Inc., Sr. Sec’d. Notes, 144A	5.250		12/15/21		300		311,250
							918,438
Diversified Financial Services    0.2%
CoreLogic, Inc., Gtd. Notes	7.250		06/01/21		150		159,937
International Lease Finance Corp.,
Sr. Unsec’d. Notes	3.875		04/15/18		5		5,113
Sr. Unsec’d. Notes	5.875		08/15/22		100		112,750
Sr. Unsec’d. Notes	8.625		01/15/22		50		63,875
Sr. Unsec’d. Notes	8.875		09/01/17		50		56,813
							398,488
Diversified Telecommunication Services    0.8%
Altice Financing SA (Luxembourg), Sr. Sec’d. Notes, 144A	6.625		02/15/23		275		283,250
Bharti Airtel International Netherlands BV (India), Gtd. Notes, RegS	5.125		03/11/23		200		216,700
CenturyLink, Inc., Sr. Unsec’d. Notes	5.625		04/01/20		100		105,349
Digicel Ltd. (Jamaica), Gtd. Notes, 144A	6.750		03/01/23		200		197,100
Frontier Communications Corp., Sr. Unsec’d. Notes	8.750		04/15/22		125		136,875
Level 3 Financing, Inc.,
Gtd. Notes	6.125		01/15/21		200		211,750
Gtd. Notes	8.625		07/15/20		75		81,375
TBG Global Pte Ltd. (Indonesia), Gtd. Notes, RegS	4.625		04/03/18		200		203,000
Wind Acquisition Finance SA (Italy), Sr. Sec’d. Notes, 144A	6.500		04/30/20		200		212,500
							1,647,899

See Notes to Financial Statements.

Prudential Income Builder Fund 19

Portfolio of Investments

as of April 30, 2015 (Unaudited) continued

Description	Interest Rate	Maturity Date		Principal Amount (000)#		Value (Note 1)
CORPORATE BONDS (Continued)
Electric Utilities    0.5%
AES Corp.,
Sr. Unsec’d. Notes	5.500%		04/15/25		500	$	493,750
Sr. Unsec’d. Notes	7.375		07/01/21		175		194,742
DPL, Inc.,
Sr. Unsec’d. Notes	7.250		10/15/21		25		27,000
Sr. Unsec’d. Notes, 144A	6.750		10/01/19		250		267,500
Mirant Mid-Atlantic, Series B, Pass-Through Trust, Pass-Through Certificates	9.125		06/30/17		50		53,194
NRG REMA LLC, Pass-Through Certificates (original cost $5,425; purchased 01/30/15)(b)(c)	9.237		07/02/17		5		5,555
							1,041,741
Electronic Components & Equipment    0.1%
EnerSys, Gtd. Notes, 144A	5.000		04/30/23		125		126,563
Energy Equipment & Services    0.1%
Crestwood Midstream Partners LP/Crestwood Midstream Finance Corp., Gtd. Notes, 144A	6.250		04/01/23		75		78,375
MarkWest Energy Partners LP/MarkWest Energy Finance Corp., Gtd. Notes	4.875		12/01/24		50		51,720
Targa Resources Partners LP/Targa Resources Partners Finance Corp., Gtd. Notes	6.875		02/01/21		25		26,250
Western Refining Logistics LP/WNRL Finance Corp., Gtd. Notes, 144A	7.500		02/15/23		50		52,000
							208,345
Food & Staples Retailing    0.2%
Ingles Markets, Inc., Sr. Unsec’d. Notes	5.750		06/15/23		100		104,000
Rite Aid Corp., Gtd. Notes, 144A	6.125		04/01/23		225		233,156
SUPERVALU, Inc., Sr. Unsec’d. Notes	7.750		11/15/22		25		26,875
							364,031
Food Products    0.5%
B&G Foods, Inc., Gtd. Notes	4.625		06/01/21		250		250,625
ESAL GmbH (Brazil), Gtd. Notes, 144A	6.250		02/05/23		200		197,940

See Notes to Financial Statements.

20

Description	Interest Rate	Maturity Date		Principal Amount (000)#		Value (Note 1)
CORPORATE BONDS (Continued)
Food Products (cont’d.)
HJ Heinz Co., Sec’d. Notes, 144A	4.875%		02/15/25		75	$	81,900
JBS USA LLC/JBS USA Finance, Inc. (Brazil), Gtd. Notes, 144A (original cost $264,375; purchased 09/26/14)(b)(c)	7.250		06/01/21		250		263,750
Pilgrim’s Pride Corp., Gtd. Notes, 144A	5.750		03/15/25		25		25,625
Post Holdings, Inc., Gtd. Notes, 144A	6.750		12/01/21		100		101,150
Shearer’s Foods LLC/Chip Finance Corp., Sr. Sec’d. Notes, 144A	9.000		11/01/19		75		81,750
Smithfield Foods, Inc., Sr. Unsec’d. Notes	6.625		08/15/22		75		80,812
							1,083,552
Health Care Equipment & Supplies    0.4%
Biomet, Inc., Gtd. Notes	6.500		08/01/20		300		317,625
Crimson Merger Sub., Inc., Sr. Unsec’d. Notes, 144A	6.625		05/15/22		125		111,094
Mallinckrodt International Finance SA, Gtd. Notes(b)	4.750		04/15/23		300		287,250
Mallinckrodt International Finance SA/Mallinckrodt CB LLC, Gtd. Notes, 144A	5.750		08/01/22		200		207,000
							922,969
Health Care Providers & Services    1.5%
Acadia Healthcare Co, Inc, Gtd. Notes, 144A	5.625		02/15/23		268		274,030
Capella Healthcare, Inc., Gtd. Notes	9.250		07/01/17		125		128,750
Centene Corp., Sr. Unsec’d. Notes	4.750		05/15/22		50		52,625
CHS/Community Health Systems, Inc.,
Gtd. Notes	6.875		02/01/22		550		583,687
Gtd. Notes	8.000		11/15/19		250		265,000
DaVita HealthCare Partners, Inc., Gtd. Notes	5.000		05/01/25		75		74,859
HCA, Inc.,
Gtd. Notes	5.375		02/01/25		50		52,500
Gtd. Notes	5.875		05/01/23		250		270,313
Gtd. Notes	8.000		10/01/18		175		203,438

See Notes to Financial Statements.

Prudential Income Builder Fund 21

Portfolio of Investments

as of April 30, 2015 (Unaudited) continued

Description	Interest Rate	Maturity Date		Principal Amount (000)#		Value (Note 1)
CORPORATE BONDS (Continued)
Health Care Providers & Services (cont’d.)
HealthSouth Corp.,
Gtd. Notes	5.125%		03/15/23		25	$	25,750
Gtd. Notes	5.750		11/01/24		200		211,000
Kindred Healthcare, Inc.,
Gtd. Notes, 144A	8.000		01/15/20		50		53,940
Gtd. Notes, 144A	8.750		01/15/23		25		27,813
Select Medical Corp., Gtd. Notes	6.375		06/01/21		200		199,120
Tenet Healthcare Corp.,
Sr. Unsec’d. Notes	6.750		02/01/20		725		759,437
Sr. Unsec’d. Notes	8.125		04/01/22		25		27,281
							3,209,543
Hotels, Restaurants & Leisure    1.9%
Aramark Services, Inc., Gtd. Notes	5.750		03/15/20		150		156,375
Boyd Gaming Corp.,
Gtd. Notes	9.000		07/01/20		300		324,000
Gtd. Notes	9.125		12/01/18		100		104,625
CCM Merger, Inc., Gtd. Notes, 144A (original cost $212,000; purchased 09/26/14)(b)(c)	9.125		05/01/19		200		217,250
Cedar Fair LP/Canada’s Wonderland Co./Magnum Management Corp., Gtd. Notes	5.250		03/15/21		100		103,750
Felcor Lodging LP, Sr. Sec’d. Notes	6.750		06/01/19		250		259,062
GLP Capital LP/GLP Financing II, Inc., Gtd. Notes	5.375		11/01/23		250		260,000
Golden Nugget Escrow, Inc., Sr. Unsec’d. Notes, 144A	8.500		12/01/21		125		131,875
Hilton Worldwide Finance LLC/Hilton Worldwide Finance Corp., Gtd. Notes	5.625		10/15/21		300		316,500
Interval Acquisition Corp., Gtd. Notes, 144A	5.625		04/15/23		75		75,938
Isle of Capri Casinos, Inc.,
Gtd. Notes	5.875		03/15/21		200		206,500
Gtd. Notes, 144A	5.875		03/15/21		50		51,625
MCE Finance Ltd. (Hong Kong), Gtd. Notes, 144A	5.000		02/15/21		200		190,000
MGM Resorts International,
Gtd. Notes	6.625		12/15/21		300		321,000
Gtd. Notes	8.625		02/01/19		100		115,125

See Notes to Financial Statements.

22

Description	Interest Rate	Maturity Date		Principal Amount (000)#		Value (Note 1)
CORPORATE BONDS (Continued)
Hotels, Restaurants & Leisure (cont’d.)
Penn National Gaming, Inc., Sr. Unsec’d. Notes	5.875%		11/01/21		150	$	149,625
Pinnacle Entertainment,
Gtd. Notes	7.750		04/01/22		100		110,750
Gtd. Notes	8.750		05/15/20		200		210,250
Sabre GLBL, Inc., Sr. Sec’d. Notes, 144A	5.375		04/15/23		75		76,500
Scientific Games International, Inc.,
Gtd. Notes, 144A	6.625		05/15/21		325		237,250
Gtd. Notes, 144A	10.000		12/01/22		25		23,188
Sr. Sec’d. Notes, 144A	7.000		01/01/22		75		78,187
Sugarhouse HSP Gaming Prop Mezz LP/Sugarhouse HSP Gaming Finance Corp., Sr. Sec’d. Notes, 144A (original cost $191,500; purchased 10/01/14)(b)(c)	6.375		06/01/21		200		190,500
Viking Cruises Ltd., Sr. Unsec’d. Notes, 144A (original cost $111,875; purchased 03/30/15)(b)(c)	8.500		10/15/22		100		110,870
							4,020,745
Household Durables    0.1%
Brookfield Residential Properties, Inc. (Canada), Gtd. Notes, 144A	6.500		12/15/20		200		209,500
Household Products    0.1%
Scotts Miracle-Gro Co. (The), Gtd. Notes	6.625		12/15/20		150		157,875
Independent Power & Renewable Electricity Producers    1.0%
Calpine Corp.,
Sr. Sec’d. Notes, 144A	7.875		01/15/23		186		204,600
Sr. Unsec’d. Notes	5.375		01/15/23		250		252,187
Sr. Unsec’d. Notes	5.500		02/01/24		125		125,000
Dynegy, Inc.,
Gtd. Notes, 144A	6.750		11/01/19		275		287,375
Gtd. Notes, 144A	7.625		11/01/24		350		376,250
GenOn Energy, Inc., Sr. Unsec’d. Notes	9.875		10/15/20		200		206,200

See Notes to Financial Statements.

Prudential Income Builder Fund 23

Portfolio of Investments

as of April 30, 2015 (Unaudited) continued

Description	Interest Rate	Maturity Date		Principal Amount (000)#		Value (Note 1)
CORPORATE BONDS (Continued)
Independent Power & Renewable Electricity Producers (cont’d.)
NRG Energy, Inc.,
Gtd. Notes	6.250%		07/15/22		250	$	259,375
Gtd. Notes	6.250		05/01/24		100		102,250
Gtd. Notes	6.625		03/15/23		50		52,625
Gtd. Notes	7.625		01/15/18		200		221,500
							2,087,362
Industrial Conglomerates    0.1%
Argos Merger Sub., Inc., Sr. Unsec’d. Notes, 144A	7.125		03/15/23		150		157,500
Internet & Catalog Retail    0.1%
Ancestry.com, Inc., Gtd. Notes	11.000		12/15/20		200		227,500
IT Services    0.2%
IHS, Inc., Gtd. Notes, 144A	5.000		11/01/22		200		200,000
SunGard Data Systems, Inc., Gtd. Notes	7.625		11/15/20		200		211,500
							411,500
Machinery    0.1%
Cleaver-Brooks, Inc., Sr. Sec’d. Notes, 144A (original cost $163,250; purchased 10/6/14 - 10/21/14)(b)(c)	8.750		12/15/19		150		152,250
Terex Corp., Gtd. Notes	6.500		04/01/20		100		104,500
Vander Intermediate Holding II Corp., Sr. Unsec’d. Notes, 144A	9.750		02/01/19		25		25,250
							282,000
Media    1.9%
AMC Entertainment, Inc., Gtd. Notes	9.750		12/01/20		150		163,125
AMC Networks, Inc., Gtd. Notes	7.750		07/15/21		200		218,000
CCO Holdings LLC/CCO Holdings Capital Corp.,
Gtd. Notes	5.750		01/15/24		300		303,750
Gtd. Notes, 144A	5.125		05/01/23		75		74,250
Gtd. Notes, 144A	5.375		05/01/25		50		49,125
Gtd. Notes, 144A	5.875		05/01/27		175		172,375

See Notes to Financial Statements.

24

Description	Interest Rate	Maturity Date		Principal Amount (000)#		Value (Note 1)
CORPORATE BONDS (Continued)
Media (cont’d.)
Cequel Communications Holdings I LLC/Cequel Capital Corp.,
Sr. Unsec’d. Notes, 144A	5.125%		12/15/21		100	$	100,145
Sr. Unsec’d. Notes, 144A	5.125		12/15/21		300		301,125
Sr. Unsec’d. Notes, 144A	6.375		09/15/20		100		105,375
Cinemark USA, Inc., Gtd. Notes	4.875		06/01/23		200		202,240
Clear Channel Worldwide Holdings, Inc.,
Gtd. Notes	6.500		11/15/22		100		105,750
Gtd. Notes	7.625		03/15/20		100		104,500
Columbus International, Inc. (Barbados), Gtd. Notes, RegS (original cost $211,700; purchased 10/01/14)(b)(c)	7.375		03/30/21		200		217,750
CSC Holdings LLC, Sr. Unsec’d. Notes	6.750		11/15/21		250		282,500
DISH DBS Corp., Gtd. Notes	6.750		06/01/21		250		264,707
Entercom Radio LLC, Gtd. Notes	10.500		12/01/19		200		217,000
Gannett Co., Inc., Gtd. Notes	6.375		10/15/23		200		216,500
Gray Television, Inc., Gtd. Notes	7.500		10/01/20		100		106,250
Nielsen Finance LLC/Nielsen Finance Co., Gtd. Notes, 144A	5.000		04/15/22		200		201,100
Quebecor Media, Inc. (Canada), Sr. Unsec’d. Notes	5.750		01/15/23		400		413,000
Sinclair Television Group, Inc.,
Gtd. Notes	6.375		11/01/21		100		105,750
Gtd. Notes, 144A	5.625		08/01/24		25		25,438
Univision Communications, Inc., Sr. Sec’d. Notes, 144A (original cost $253,750; purchased 04/16/15)(b)(c)	5.125		02/15/25		250		251,875
							4,201,630
Metals & Mining    0.9%
AK Steel Corp., Gtd. Notes	7.625		10/01/21		100		82,500
Alcoa, Inc., Sr. Unsec’d. Notes	5.125		10/01/24		200		215,585
ArcelorMittal (Luxembourg), Sr. Unsec’d. Notes	6.125		06/01/18		300		320,250
CITIC Ltd. (China), Sr. Unsec’d. Notes	6.800		01/17/23		200		235,854

See Notes to Financial Statements.

Prudential Income Builder Fund 25

Portfolio of Investments

as of April 30, 2015 (Unaudited) continued

Description	Interest Rate	Maturity Date		Principal Amount (000)#		Value (Note 1)
CORPORATE BONDS (Continued)
Metals & Mining (cont’d.)
Compass Minerals International, Inc., Gtd. Notes, 144A	4.875 %		07/15/24		100	$	100,750
Eldorado Gold Corp. (Canada), Sr. Unsec’d. Notes, 144A	6.125		12/15/20		75		73,875
First Quantum Minerals Ltd. (Canada), Gtd. Notes, 144A	7.000		02/15/21		50		46,625
FMG Resources August 2006 Pty Ltd. (Australia), Gtd. Notes, 144A	8.250		11/01/19		125		109,063
JMC Steel Group, Inc., Sr. Unsec’d. Notes, 144A (original cost $129,750; purchased 02/18/15)(b)(c)	8.250		03/15/18		150		125,212
Lundin Mining Corp. (Canada), Sr. Sec’d. Notes, 144A	7.875		11/01/22		200		212,000
New Gold, Inc. (Canada),
Gtd. Notes, 144A	7.000		04/15/20		125		130,312
Sr. Unsec’d. Notes, 144A	6.250		11/15/22		50		49,500
Peabody Energy Corp., Gtd. Notes	6.000		11/15/18		75		59,109
Signode Industrial Group Lux SA/Signode Industrial Group US, Inc., Sr. Unsec’d. Notes, 144A (original cost $120,156; purchased 12/22/14)(b)(c)	6.375		05/01/22		125		125,000
Steel Dynamics, Inc., Gtd. Notes, 144A	5.125		10/01/21		75		76,688
							1,962,323
Oil, Gas & Consumable Fuels    0.7%
California Resources Corp., Gtd. Notes, 144A	6.000		11/15/24		375		352,500
Endeavor Energy Resources LP/EER Finance, Inc., Sr. Unsec’d. Notes, 144A	7.000		08/15/21		50		49,875
Endeavor Energy Resources LP/EER Finance, Inc., Sr. Unsec’d. Notes, 144A	8.125		09/15/23		25		25,938
EP Energy LLC/Everest Acquistion Finance, Inc., Gtd. Notes	9.375		05/01/20		50		53,500
Halcon Resources Corp., Sec’d. Notes, 144A	8.625		02/01/20		50		52,031

See Notes to Financial Statements.

26

Description	Interest Rate	Maturity Date		Principal Amount (000)#		Value (Note 1)
CORPORATE BONDS (Continued)
Oil, Gas & Consumable Fuels (cont’d.)
Hilcorp Energy I LP/Hilcorp Finance Co., Sr. Unsec’d. Notes, 144A (original cost $104,875; purchased 04/09/15 - 04/22/15)(b)(c)	7.625%		04/15/21		100	$	104,500
Laredo Petroleum, Inc., Gtd. Notes	6.250		03/15/23		25		25,875
MEG Energy Corp. (Canada), Gtd. Notes, 144A	6.500		03/15/21		125		123,437
Newfield Exploration Co., Sr. Unsec’d. Notes	5.375		01/01/26		75		78,000
Pacific Rubiales Energy Corp. (Colombia), Gtd. Notes, 144A	5.375		01/26/19		200		156,540
Rice Energy, Inc., Gtd. Notes, 144A	7.250		05/01/23		50		52,000
Sanchez Energy Corp., Gtd. Notes	7.750		06/15/21		25		26,063
Sunoco LP/Sunoco Finance Corp., Gtd. Notes, 144A	6.375		04/01/23		125		130,000
Whiting Canadian Holding Co. ULC, Gtd. Notes	8.125		12/01/19		200		212,240
							1,442,499
Pharmaceuticals    0.2%
Grifols Worldwide Operations Ltd. (Spain), Sr. Unsec’d. Notes, 144A	5.250		04/01/22		200		204,500
Valeant Pharmaceuticals International, Inc.,
Gtd. Notes, 144A	5.500		03/01/23		25		25,313
Gtd. Notes, 144A	6.750		08/15/18		150		158,812
Sr. Unsec’d. Notes, 144A	6.125		04/15/25		125		128,984
							517,609
Real Estate Investment Trusts (REITs)    0.5%
Communications Sales & Leasing, Inc.,
Gtd. Notes, 144A	8.250		10/15/23		50		51,312
Sr. Sec’d. Notes, 144A	6.000		04/15/23		50		50,201
Crown Castle International Corp., Sr. Unsec’d. Notes	5.250		01/15/23		100		105,560
CTR Partnership LP/CareTrust Capital Corp., Gtd. Notes	5.875		06/01/21		125		128,750
CyrusOne LP/CyrusOne Finance Corp., Gtd. Notes	6.375		11/15/22		125		131,719

See Notes to Financial Statements.

Prudential Income Builder Fund 27

Portfolio of Investments

as of April 30, 2015 (Unaudited) continued

Description	Interest Rate	Maturity Date		Principal Amount (000)#		Value (Note 1)
CORPORATE BONDS (Continued)
Real Estate Investment Trusts (REITs) (cont’d.)
DuPont Fabros Technology LP, Gtd. Notes	5.875%		09/15/21		250	$	259,062
RHP Hotel Properties LP/RHP Finance Corp.,
Gtd. Notes	5.000		04/15/21		200		203,240
Sr. Unsec’d. Notes, 144A	5.000		04/15/23		50		50,625
Sabra Health Care LP/Sabra Capital Corp., Gtd. Notes	5.375		06/01/23		50		52,750
							1,033,219
Real Estate Management & Development
Greystar Real Estate Partners LLC, Sr. Sec’d. Notes, 144A (original cost $50,000; purchased 11/10/14)(b)(c)	8.250		12/01/22		50		52,875
Road & Rail    0.2%
Jurassic Holdings III, Inc., Sec’d. Notes, 144A (original cost $144,438; purchased 10/27/14 - 04/28/15)(b)(c)	6.875		02/15/21		150		129,000
XPO Logistics, Inc., Sr. Unsec’d. Notes, 144A	7.875		09/01/19		250		265,625
							394,625
Semiconductors & Semiconductor Equipment    0.4%
Micron Technology, Inc.,
Sr. Unsec’d. Notes, 144A	5.250		08/01/23		235		235,823
Sr. Unsec’d. Notes, 144A	5.625		01/15/26		75		74,063
NXP BV/NXP Funding LLC (Netherlands), Gtd. Notes, 144A	5.750		02/15/21		200		212,500
Sensata Technologies BV (Netherlands), Gtd. Notes, 144A	5.000		10/01/25		325		335,562
							857,948
Software    1.2%
Audatex North America, Inc.,
Gtd. Notes, 144A	6.000		06/15/21		250		258,203
Gtd. Notes, 144A	6.125		11/01/23		48		50,040
BMC Software Finance, Inc., Sr. Unsec’d. Notes, 144A	8.125		07/15/21		485		444,987

See Notes to Financial Statements.

28

Description	Interest Rate	Maturity Date		Principal Amount (000)#		Value (Note 1)
CORPORATE BONDS (Continued)
Software (cont’d.)
Emdeon, Inc., Gtd. Notes	11.000%		12/31/19		150	$	164,250
First Data Corp.,
Gtd. Notes	10.625		06/15/21		100		113,469
Gtd. Notes	12.625		01/15/21		800		944,400
Infor Software Parent LLC/Infor Software Parent, Inc., Gtd. Notes, PIK, 144A (original cost $50,000; purchased 03/16/15)(b)(c)	7.125		05/01/21		50		50,125
Infor US, Inc., Sr. Unsec’d. Notes, 144A (original cost $305,157; purchased 03/18/15 - 04/16/15)(b)(c)	6.500		05/15/22		300		308,250
Nuance Communications, Inc., Gtd. Notes, 144A	5.375		08/15/20		150		151,500
Sophia LP/Sophia Finance, Inc., Gtd. Notes, 144A	9.750		01/15/19		200		215,000
							2,700,224
Specialty Retail    0.9%
1011778 BC ULC/New Red Finance, Inc. (Canada), Sec’d. Notes, 144A	6.000		04/01/22		75		77,437
AmeriGas Finance LLC/AmeriGas Finance Corp., Gtd. Notes	6.750		05/20/20		75		79,594
Claire’s Stores, Inc., Sr. Sec’d. Notes, 144A	9.000		03/15/19		100		89,260
CST Brands, Inc., Gtd. Notes	5.000		05/01/23		200		206,000
Dufry Finance SCA (Switzerland), Gtd. Notes, 144A	5.500		10/15/20		100		104,183
Family Tree Escrow LLC, Sr. Unsec’d. Notes, 144A	5.750		03/01/23		25		26,250
Ferrellgas Partners LP/Ferrellgas Partners Finance Corp., Sr. Unsec’d. Notes	8.625		06/15/20		150		156,375
Landry’s, Inc., Sr. Unsec’d. Notes, 144A (original cost $365,839; purchased 10/28/14 - 03/03/15)(b)(c)	9.375		05/01/20		342		365,940
Neiman Marcus Group Ltd. LLC, Gtd. Notes, 144A	8.000		10/15/21		325		348,562

See Notes to Financial Statements.

Prudential Income Builder Fund 29

Portfolio of Investments

as of April 30, 2015 (Unaudited) continued

Description	Interest Rate	Maturity Date		Principal Amount (000)#		Value (Note 1)
CORPORATE BONDS (Continued)
Specialty Retail (cont’d.)
Petco Holdings, Inc., Sr. Unsec’d. Notes, PIK, 144A (original cost $303,000; purchased 10/20/14)(b)(c)	8.500%		10/15/17		300	$	309,000
PVH Corp., Sr. Unsec’d. Notes	4.500		12/15/22		200		204,000
Suburban Propane Partners LP/Suburban Energy Finance Corp., Sr. Unsec’d. Notes	7.375		08/01/21		30		32,250
							1,998,851
Technology Hardware, Storage & Peripherals    0.1%
CDW LLC/CDW Finance Corp., Gtd. Notes	5.000		09/01/23		160		164,800
Riverbed Homestake Merger Corp., Gtd. Notes, 144A	8.875		03/01/23		70		70,788
							235,588
Textiles, Apparel & Luxury Goods    0.2%
Levi Strauss & Co., Sr. Unsec’d. Notes, 144A	5.000		05/01/25		50		49,969
Springs Industries, Inc., Sr. Sec’d. Notes	6.250		06/01/21		300		296,625
							346,594
Wireless Telecommunication Services    1.0%
Intelsat Jackson Holdings SA (Luxembourg), Gtd. Notes	7.250		04/01/19		200		207,250
Sprint Communications, Inc., Gtd. Notes, 144A	9.000		11/15/18		250		284,452
Sprint Corp.,
Gtd. Notes	7.125		06/15/24		250		240,313
Gtd. Notes	7.625		02/15/25		550		540,870
T-Mobile USA, Inc., Gtd. Notes	6.625		04/01/23		250		259,550
UPCB Finance III Ltd. (Netherlands), Sr. Sec’d. Notes, 144A	6.625		07/01/20		500		519,875
Vimpel Communications Via VIP Finance Ireland Ltd. OJSC (Russia), Sr. Unsec’d. Notes, RegS	9.125		04/30/18		100		105,600
							2,157,910
TOTAL CORPORATE BONDS (cost $48,287,761)							48,501,902

See Notes to Financial Statements.

30

Description	Interest Rate	Maturity Date		Principal Amount (000)#		Value (Note 1)
FOREIGN AGENCIES    2.9%
Banco de Costa Rica (Costa Rica), Gov’t. Gtd. Notes, RegS	5.250%		08/12/18		200	$	205,000
Banque Centrale de Tunisie SA (Tunisia), Sr. Unsec’d. Notes, RegS	5.750		01/30/25		200		206,500
Brazil Loan Trust 1 (Brazil), Gov’t. Gtd. Notes, RegS	5.477		07/24/23		145		144,286
Comision Federal de Electricidad (Mexico), Sr. Unsec’d. Notes, RegS	5.750		02/14/42		200		219,000
Eskom Holdings SOC Ltd. (South Africa),
Sr. Unsec’d. Notes, RegS	5.750		01/26/21		200		199,200
Unsec’d. Notes, 144A	7.125		02/11/25		200		208,540
Export Credit Bank of Turkey (Turkey), Sr. Unsec’d. Notes, 144A	5.000		09/23/21		200		201,504
Gazprom OAO Via Gaz Capital SA (Russia),
Sr. Unsec’d. Notes, RegS	8.625		05/07/15		85		96,688
Sr. Unsec’d. Notes, RegS	9.250		04/23/19		205		227,447
Kazakhstan Temir Zholy Finance BV (Kazakhstan), Gtd. Notes, RegS	6.375		10/06/20		200		211,240
KazMunayGas National Co. JSC (Kazakhstan),
Sr. Unsec’d. Notes, RegS	5.750		04/30/43		550		498,519
Sr. Unsec’d. Notes, RegS	7.000		05/05/20		350		381,150
Sr. Unsec’d. Notes, RegS	9.125		07/02/18		200		226,100
Majapahit Holding BV (Indonesia),
Gtd. Notes, RegS	7.750		01/20/20		600		704,352
Gtd. Notes, RegS	8.000		08/07/19		100		117,130
National Savings Bank (Sri Lanka), Sr. Unsec’d. Notes, RegS	8.875		09/18/18		200		217,000
Pertamina Persero PT (Indonesia), Sr. Unsec’d. Notes, RegS	6.500		05/27/41		200		214,000
Petroleos de Venezuela SA (Venezuela),
Gtd. Notes, RegS	6.000		05/16/24		200		84,500
Gtd. Notes, RegS	8.500		11/02/17		730		564,655
Petroleos Mexicanos (Mexico),
Gtd. Notes	5.500		06/27/44		240		236,760
Gtd. Notes	6.500		06/02/41		150		165,563
Russian Agricultural Bank OJSC Via RSHB Capital SA (Russia), Sr. Unsec’d. Notes, RegS	7.750		05/29/18		120		121,116
Sinopec Group Overseas Development 2012 Ltd. (China),
Gtd. Notes, RegS	3.900		05/17/22		200		208,166
Gtd. Notes, RegS	4.875		05/17/42		200		218,275

See Notes to Financial Statements.

Prudential Income Builder Fund 31

Portfolio of Investments

as of April 30, 2015 (Unaudited) continued

Description	Interest Rate	Maturity Date		Principal Amount (000)#		Value (Note 1)
FOREIGN AGENCIES (Continued)
Vnesheconombank Via VEB Finance PLC (Russia), Sr. Unsec’d. Notes, RegS	6.902%		07/09/20		150	$	143,625
VTB Bank OJSC Via VTB Capital SA (Russia), Sr. Unsec’d. Notes, RegS	6.875		05/29/18		100		100,250
YPF SA (Argentina), Sr. Unsec’d. Notes, RegS	8.875		12/19/18		100		105,625
TOTAL FOREIGN AGENCIES (cost $6,311,092)							6,226,191
FOREIGN GOVERNMENT BONDS    9.8%
Argentina Boden Bonds (Argentina), Bonds	7.000		10/03/15		400		392,111
Argentine Republic Government International Bond (Argentina),
Sr. Unsec’d. Notes	2.260		06/30/15		EUR 200		119,022
Sr. Unsec’d. Notes	7.820		12/31/33		EUR 138		146,404
Sr. Unsec’d. Notes(d)	8.280		12/31/33		519		527,832
Sr. Unsec’d. Notes(d)	8.750		06/02/17		75		73,313
Brazil Government International Bond (Brazil), Sr. Unsec’d. Notes	8.250		01/20/34		318		419,760
Brazil Notas do Tesouro Nacional (Brazil), Notes	10.000		01/01/21		BRL 498		147,192
Brazilian Government International Bond (Brazil), Sr. Unsec’d. Notes	5.625		01/07/41		150		154,500
Colombia Government International Bond (Colombia),
Sr. Unsec’d. Notes	6.125		01/18/41		255		298,350
Sr. Unsec’d. Notes	7.375		09/18/37		220		293,150
Sr. Unsec’d. Notes	8.125		05/21/24		100		132,625
Costa Rica Government International Bond (Costa Rica), Sr. Unsec’d. Notes, RegS	4.250		01/26/23		400		380,000
Croatia Government International Bond (Croatia),
Sr. Unsec’d. Notes, RegS	6.375		03/24/21		300		330,750
Sr. Unsec’d. Notes, RegS	6.625		07/14/20		200		222,688
Sr. Unsec’d. Notes, RegS	6.750		11/05/19		400		445,712
Dominican Republic International Bond (Dominican Republic),
Sr. Unsec’d. Notes, RegS	5.500		01/27/25		100		103,250
Sr. Unsec’d. Notes, RegS	7.450		04/30/44		200		225,000

See Notes to Financial Statements.

32

Description	Interest Rate	Maturity Date		Principal Amount (000)#		Value (Note 1)
FOREIGN GOVERNMENT BONDS (Continued)
Dominican Republic International Bond (Dominican Republic), (Continued)
Sr. Unsec’d. Notes, RegS	7.500 %		05/06/21		220	$	247,500
Ecuador Government International Bond (Ecuador), Unsec’d. Notes, RegS	7.950		06/20/24		200		195,000
Egypt Government International Bond (Egypt), Sr. Unsec’d. Notes, RegS	6.875		04/30/40		100		103,750
El Salvador Government International Bond (El Salvador),
Sr. Unsec’d. Notes, RegS	7.625		02/01/41		300		311,250
Sr. Unsec’d. Notes, RegS	7.750		05/07/15		100		112,250
Financing of Infrastrucural Projects State Enterprise (Ukraine), Gov’t. Gtd. Notes, RegS	9.000		12/07/17		200		90,000
Gabonese Republic (Gabon), Bonds, RegS	6.375		12/12/24		200		201,900
Guatemala Government Bond (Guatemala), Sr. Unsec’d. Notes, RegS	5.750		06/06/22		200		220,000
Hungary Government International Bond (Hungary),
Sr. Unsec’d. Notes	5.375		02/21/23		200		223,794
Sr. Unsec’d. Notes	5.375		03/25/24		250		280,900
Sr. Unsec’d. Notes	5.750		11/22/23		10		11,493
Sr. Unsec’d. Notes	6.375		03/29/21		302		351,643
Sr. Unsec’d. Notes	7.625		03/29/41		318		457,125
Indonesia Government International Bond (Indonesia),
Sr. Unsec’d. Notes, RegS	4.625		04/15/43		400		388,000
Sr. Unsec’d. Notes, RegS	7.750		01/17/38		200		272,750
Indonesia Treasury Bond (Indonesia), Sr. Unsec’d. Notes	8.375		03/15/34		IDR 1,000,000		79,653
Ivory Coast Government International Bond (Cote D’lvoire),
Sr. Unsec’d. Notes, RegS	5.750		12/31/32		250		239,000
Sr. Unsec’d. Notes, RegS	6.375		03/03/28		200		200,500
Sr. Unsec’d. Notes, 144A	7.774		12/31/32		150		143,400
Jamaica Government International Bond (Jamaica), Sr. Unsec’d. Notes	7.625		07/09/25		200		223,000
Kenya Government International Bond (Kenya), Notes, RegS	5.875		06/24/19		400		413,732

See Notes to Financial Statements.

Prudential Income Builder Fund 33

Portfolio of Investments

as of April 30, 2015 (Unaudited) continued

Description	Interest Rate	Maturity Date		Principal Amount (000)#		Value (Note 1)
FOREIGN GOVERNMENT BONDS (Continued)
Lebanon Government International Bond (Lebanon),
Sr. Unsec’d. Notes, MTN	5.450%		11/28/19		50	$	50,375
Sr. Unsec’d. Notes, MTN	6.375		03/09/20		300		313,725
Sr. Unsec’d. Notes, RegS	6.650		02/26/30		95		98,088
Sr. Unsec’d. Notes, RegS	8.250		04/12/21		280		318,035
Lithuania Government International Bond (Lithuania),
Sr. Unsec’d. Notes, RegS	6.125		03/09/21		100		118,250
Sr. Unsec’d. Notes, RegS	7.375		02/11/20		100		121,400
Mexican Bonos (Mexico), Bonds	6.500		06/09/22	MXN	710		48,356
Mexico Government International Bond (Mexico), Sr. Unsec’d. Notes, MTN	6.750		09/27/34		350		463,750
Mongolia Government International Bond (Mongolia), Sr. Unsec’d. Notes, RegS	4.125		01/05/18		200		188,250
Morocco Government International Bond (Morocco), Sr. Unsec’d. Notes, RegS	4.250		12/11/22		400		410,100
Nigeria Government International Bond (Nigeria), Bonds, RegS	6.750		01/28/21		200		214,000
Pakistan Government International Bond (Pakistan), Sr. Unsec’d. Notes, RegS	7.250		04/15/19		300		316,324
Panama Government International Bond (Panama),
Sr. Unsec’d. Notes	6.700		01/26/36		100		129,250
Sr. Unsec’d. Notes	4.300		04/29/53		250		236,250
Sr. Unsec’d. Notes	7.125		01/29/26		350		453,250
Peruvian Government International Bond (Peru),
Sr. Unsec’d. Notes	5.625		11/18/50		155		186,387
Sr. Unsec’d. Notes	6.550		03/14/37		350		463,312
Philippine Government International Bond (Philippines),
Sr. Unsec’d. Notes	4.950		01/15/21	PHP	5,000		120,284
Sr. Unsec’d. Notes	6.375		01/15/32		200		271,000
Sr. Unsec’d. Notes	6.375		10/23/34		200		279,500
Sr. Unsec’d. Notes	7.750		01/14/31		160		239,200
Poland Government International Bond (Poland),
Sr. Unsec’d. Notes	5.000		03/23/22		325		370,744
Sr. Unsec’d. Notes	5.125		04/21/21		40		45,650

See Notes to Financial Statements.

34

Description	Interest Rate	Maturity Date		Principal Amount (000)#		Value (Note 1)
FOREIGN GOVERNMENT BONDS (Continued)
Republic of Angola Via Northern Lights III BV (Angola), Sr. Unsec’d. Notes, RegS	7.000%		08/16/19		250	$	257,905
Republic of Armenia (Armenia), Sr. Unsec’d. Notes, RegS	6.000		09/30/20		200		198,000
Republic of Azerbaijan International Bond (Azerbaijan), Sr. Unsec’d. Notes, RegS	4.750		03/18/24		200		208,500
Republic of Belarus (Belarus), Sr. Unsec’d. Notes	8.950		01/26/18		200		182,400
Republic of Ghana (Ghana), Unsec’d. Notes, 144A	8.125		01/18/26		200		193,516
Republic of Iraq (Iraq), Unsec’d. Notes, RegS	5.800		01/15/28		250		215,625
Republic of Serbia (Serbia), Bonds, RegS	4.875		02/25/20		200		205,000
Sr. Unsec’d. Notes, RegS	7.250		09/28/21		200		230,358
Unsec’d. Notes, RegS	5.875		12/03/18		260		274,378
Romanian Government International Bond (Romania), Sr. Unsec’d. Notes, RegS	6.125		01/22/44		306		382,745
Sr. Unsec’d. Notes, RegS	6.750		02/07/22		312		375,180
Russian Foreign Bond (Russia),
Sr. Unsec’d. Notes, RegS	5.000		04/29/20		200		203,500
Sr. Unsec’d. Notes, RegS	7.500		03/31/30		72		84,074
Sr. Unsec’d. Notes, RegS	11.000		07/24/18		35		42,741
Sr. Unsec’d. Notes, RegS	12.750		06/24/28		190		300,200
Senegal Government International Bond (Senegal), Sr. Unsec’d. Notes, RegS	8.750		05/13/21		200		224,900
Slovenia Government International Bond (Slovenia), Sr. Unsec’d. Notes, RegS	5.500		10/26/22		200		230,788
South Africa Government International Bond (South Africa), Sr. Unsec’d. Notes	6.250		03/08/41		100		119,070
Sri Lanka Government International Bond (Sri Lanka), Sr. Unsec’d. Notes, RegS	6.250		07/27/21		230		238,050
Turkey Government International Bond (Turkey),
Sr. Unsec’d. Notes	5.625		03/30/21		300		327,270
Sr. Unsec’d. Notes	6.000		01/14/41		200		222,100

See Notes to Financial Statements.

Prudential Income Builder Fund 35

Portfolio of Investments

as of April 30, 2015 (Unaudited) continued

Description	Interest Rate	Maturity Date		Principal Amount (000)#		Value (Note 1)
FOREIGN GOVERNMENT BONDS (Continued)
Turkey Government International Bond (Turkey), (Continued)
Sr. Unsec’d. Notes	6.750 %		05/30/40		100	$	121,250
Sr. Unsec’d. Notes	7.000		06/05/20		65		74,874
Ukraine Government International Bond (Ukraine),
Sr. Unsec’d. Notes, RegS	6.250		06/17/16		200		91,288
Sr. Unsec’d. Notes, RegS	7.750		09/23/20		200		91,000
Uruguay Government International Bond (Uruguay),
Sr. Unsec’d. Notes	4.500		08/14/24		280		301,000
Sr. Unsec’d. Notes	5.100		06/18/50		155		157,790
Sr. Unsec’d. Notes	7.625		03/21/36		200		279,000
Venezuela Government International Bond (Venezuela),
Sr. Unsec’d. Notes, RegS	7.000		03/31/38		120		48,900
Sr. Unsec’d. Notes, RegS	7.750		10/13/19		550		254,375
Sr. Unsec’d. Notes, RegS	9.000		05/07/23		100		45,500
Vietnam Government International Bond (Vietnam), Sr. Unsec’d. Notes, RegS	6.750		01/29/20		220		248,325
Zambia Government International Bond (Zambia), Unsec’d. Notes, RegS	5.375		09/20/22		200		184,866
TOTAL FOREIGN GOVERNMENT BONDS (cost $21,541,841)							21,248,247
CONVERTIBLE BONDS    1.4%
BAC United Continental Holdings, Notes, 144A (original cost $238,551; purchased 01/30/15)(b)(c)	9.500		08/06/15		338		207,888
Callaway Golf Co., Notes(b)	3.750		08/15/19		45		58,669
GS Apple,
Sr. Unsec’d. Notes, 144A (original cost $202,145; purchased 11/13/14)(b)(c)	4.550		05/20/15		179		221,350
Sr. Unsec’d. Notes, 144A (original cost $246,881; purchased 01/26/15)(b)(c)	6.850		06/30/15		217		266,309
GS Endo International, Inc., Sr. Unsec’d. Notes, 144A (original cost $496,422; purchased 03/23/15)(b)(c)	5.300		09/30/15		541		455,403

See Notes to Financial Statements.

36

Description	Interest Rate	Maturity Date		Principal Amount (000)#		Value (Note 1)
CONVERTIBLE BONDS (Continued)
JPM Cheniere Energy, Inc., Sr. Unsec’d. Notes, 144A (original cost $275,621; purchased 01/29/15)(b)(c)	9.930%		07/21/15		387	$	296,481
JPMorgan Yahoo, Inc., Sr. Unsec’d. Notes, 144A (original cost $464,520; purchased 12/09/14)(b)(c)	6.120		05/19/15		948		405,828
RBC Air Canada (Canada), Sr. Unsec’d. Notes, 144A (original cost $279,344; purchased 03/24/15)(b)(c)	7.955		10/01/15	CAD	2,796		271,363
WFC Celgene Corp., Sr. Unsec’d. Notes, 144A (original cost $410,905; purchased 01/28/15)(b)(c)	6.860		08/03/15		340		372,708
WFC United Continental, Sr. Unsec’d. Notes, 144A (original cost $448,016; purchased 04/30/15)(b)(c)	7.440		11/04/15		752		453,531
TOTAL CONVERTIBLE BONDS (cost $3,114,759)							3,009,530
U.S. TREASURY OBLIGATIONS    1.3%
U.S. Treasury Notes	1.500(e)		01/31/22		1,500		1,472,461
U.S. Treasury Notes	2.250		11/15/24		1,350		1,374,997
TOTAL U.S. TREASURY OBLIGATIONS (cost $2,833,869)							2,847,458
				Shares
AFFILIATED MUTUAL FUNDS    17.8%
Prudential Jennison MLP Fund (Class Z)					1,747,170		19,568,299
Prudential Short Duration High Yield Income Fund (Class Q)					1,458,764		13,785,317
Prudential Short-Term Corporate Bond Fund, Inc. (Class Q)					460,597		5,190,929
TOTAL AFFILIATED MUTUAL FUNDS (cost $39,032,222)(f)							38,544,545
TOTAL LONG-TERM INVESTMENTS (cost $206,531,563)							208,364,300

See Notes to Financial Statements.

Prudential Income Builder Fund 37

Portfolio of Investments

as of April 30, 2015 (Unaudited) continued

Description	Shares		Value (Note 1)
SHORT-TERM INVESTMENT    3.6%
AFFILIATED MONEY MARKET MUTUAL FUND
Prudential Investment Portfolios 2 - Prudential Core Taxable Money Market Fund (cost $7,683,780)(Note 3)(f)		7,683,780	$	7,683,780
TOTAL INVESTMENTS    99.9% (cost $214,215,343; Note 5)				216,048,080
Other assets in excess of liabilities(g)    0.1%				305,389
NET ASSETS    100.0%			$	216,353,469

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.

ADR—American Depositary Receipt

CDX—Credit Derivative Index

CVT—Convertible Security

ETF—Exchange Traded Fund

MLP—Master Limited Partnership

MTN—Medium Term Note

PIK—Payment-in-Kind

REIT—Real Estate Investment Trust

SPDR—Standard & Poor’s Depository Receipts

BRL—Brazilian Real

CAD—Canadian Dollar

CHF—Swiss Franc

CLP—Chilean Peso

COP—Colombian Peso

EUR—Euro

HUF—Hungarian Forint

IDR—Indonesian Rupiah

INR—Indian Rupee

JPY—Japanese Yen

KRW—South Korean Won

MXN—Mexican Peso

PEN—Peruvian Nuevo Sol

PHP—Philippine Peso

See Notes to Financial Statements.

38

PLN—Polish Zloty

THB—Thai Baht

TRY—Turkish Lira

TWD—New Taiwanese Dollar

ZAR—South African Rand

# Principal or notional amount is shown in U.S. dollars unless otherwise stated.

(a) Non-income producing security.

(b) Indicates a security or securities that has been deemed illiquid.

(c) Indicates a restricted security; the aggregate original cost of the restricted securities is $7,996,714. The aggregate value of $7,826,875 is approximately 3.6% of net assets.

(d) Represents issuer in default on interest payments. Non-income producing security. Such securities may be post maturity.

(e) Represents security, or a portion thereof, segregated as collateral for futures contracts.

(f) Prudential Investments LLC, the manager of the Fund, also serves as manager of the underlying funds in which the Fund invests.

(g) Includes net unrealized appreciation (depreciation) on the following derivative contracts held at reporting period end:

Futures contracts outstanding at April 30, 2015:

Number of Contracts		Type	Expiration Date		Value at Trade Date		Value at April 30, 2015		Unrealized Depreciation(1)
		Long Position:
	24	10 Year U.S. Treasury Notes		Jun. 2015	$	3,094,891	$	3,081,000	$	(13,891	)

(1) A U.S. Treasury security with a market value of $107,980 has been segregated with Citigroup Global Markets to cover requirements for open futures contracts at April 30, 2015.

Forward foreign currency exchange contracts outstanding at April 30, 2015:

Purchase Contracts	Counterparty	Notional Amount (000)		Value at Settlement Date		Current Value		Unrealized Appreciation (Depreciation)
Brazilian Real,
Expiring 06/26/15	Bank of America	BRL	219	$	68,402	$	71,375	$	2,973
Expiring 06/26/15	Toronto Dominion	BRL	204		63,173		66,372		3,199
Expiring 07/14/15	Barclays Capital Group	BRL	176		54,666		56,887		2,221
Canadian Dollar,
Expiring 07/16/15	Citigroup Global Markets	CAD	193		158,000		159,703		1,703
Expiring 07/16/15	Citigroup Global Markets	CAD	234		193,000		193,868		868

See Notes to Financial Statements.

Prudential Income Builder Fund 39

Portfolio of Investments

as of April 30, 2015 (Unaudited) continued

Purchase Contracts	Counterparty	Notional Amount (000)		Value at Settlement Date		Current Value		Unrealized Appreciation (Depreciation)
Colombian Peso,
Expiring 05/22/15	Barclays Capital Group	COP	343,747	$	132,261	$	143,984	$	11,723
Expiring 05/22/15	BNP Paribas	COP	324,345		123,938		135,857		11,919
Expiring 05/22/15	Credit Suisse First Boston Corp.	COP	192,464		77,248		80,617		3,369
Euro,
Expiring 07/28/15	Citigroup Global Markets	EUR	309		339,657		347,385		7,728
Expiring 07/28/15	Toronto Dominion	EUR	125		139,022		140,528		1,506
Indian Rupee,
Expiring 05/11/15	Credit Suisse First Boston Corp.	INR	3,515		55,861		55,204		(657	)
Expiring 07/24/15	Barclays Capital Group	INR	7,232		112,989		111,862		(1,127	)
Mexican Peso,
Expiring 07/22/15	Deutsche Bank AG	MXN	2,322		151,714		150,456		(1,258	)
Expiring 07/22/15	Toronto Dominion	MXN	953		61,824		61,750		(74	)
Expiring 07/22/15	Citigroup Global Markets	MXN	3,670		237,084		237,798		714
Expiring 07/22/15	JPMorgan Chase	MXN	263		17,021		17,019		(2	)
Expiring 07/22/15	Citigroup Global Markets	MXN	802		52,000		51,951		(49	)
New Taiwanese Dollar,
Expiring 05/18/15	Barclays Capital Group	TWD	1,398		44,594		45,660		1,066
Peruvian Nuevo Sol,
Expiring 06/11/15	BNP Paribas	PEN	211		67,447		66,816		(631	)
Expiring 06/11/15	Citigroup Global Markets	PEN	185		59,190		58,664		(526	)
South Korean Won,
Expiring 06/11/15	BNP Paribas	KRW	84,825		75,400		79,031		3,631
Expiring 06/11/15	BNP Paribas	KRW	95,287		87,100		88,779		1,679
Turkish Lira,
Expiring 07/24/15	Hong Kong & Shanghai Bank	TRY	420		151,780		153,240		1,460
				$	2,523,371	$	2,574,806		51,435

See Notes to Financial Statements.

40

Sale Contracts	Counterparty	Notional Amount (000)		Value at Settlement Date		Current Value		Unrealized Appreciation (Depreciation)
Brazilian Real,
Expiring 06/26/15	Barclays Capital Group	BRL	114	$	37,054	$	36,995	$	59
Expiring 06/26/15	Barclays Capital Group	BRL	113		36,712		36,797		(85	)
Expiring 07/14/15	Citigroup Global Markets	BRL	848		298,267		274,284		23,983
Canadian Dollar,
Expiring 07/16/15	JPMorgan Chase	CAD	95		79,278		78,662		616
Expiring 07/16/15	Citigroup Global Markets	CAD	234		193,000		193,439		(439	)
Chilean Peso,
Expiring 05/11/15	Barclays Capital Group	CLP	117,066		191,316		191,181		135
Colombian Peso,
Expiring 05/22/15	Barclays Capital Group	COP	602,011		234,132		252,163		(18,031	)
Expiring 05/22/15	JPMorgan Chase	COP	66,080		24,638		27,679		(3,041	)
Expiring 05/22/15	Credit Suisse First Boston Corp.	COP	189,382		76,182		79,326		(3,144	)
Expiring 05/22/15	Barclays Capital Group	COP	209,277		86,873		87,659		(786	)
Expiring 05/22/15	Toronto Dominion	COP	209,277		87,188		87,659		(471	)
Euro,
Expiring 07/28/15	Citigroup Global Markets	EUR	60		64,580		67,453		(2,873	)
Expiring 07/28/15	Barclays Capital Group	EUR	88		95,353		98,987		(3,634	)
Expiring 07/28/15	Citigroup Global Markets	EUR	240		261,302		270,144		(8,842	)
Expiring 07/28/15	Citigroup Global Markets	EUR	88		95,422		98,987		(3,565	)
Hungarian Forint,
Expiring 07/22/15	Barclays Capital Group	HUF	60,476		216,817		223,132		(6,315	)
Indian Rupee,
Expiring 05/11/15	Barclays Capital Group	INR	1,125		17,852		17,662		190
Japanese Yen,
Expiring 07/28/15	Bank of America	JPY	36,900		310,598		309,389		1,209
New Taiwanese Dollar,
Expiring 07/24/15	Credit Suisse First Boston Corp.	TWD	5,989		193,088		195,587		(2,499	)
Peruvian Nuevo Sol,
Expiring 06/11/15	BNP Paribas	PEN	397		125,773		126,052		(279	)
Philippine Peso,
Expiring 05/11/15	Citigroup Global Markets	PHP	5,335		120,127		119,724		403

See Notes to Financial Statements.

Prudential Income Builder Fund 41

Portfolio of Investments

as of April 30, 2015 (Unaudited) continued

Sale Contracts	Counterparty	Notional Amount (000)		Value at Settlement Date		Current Value		Unrealized Appreciation (Depreciation)
Polish Zloty,
Expiring 07/23/15	Citigroup Global Markets	PLN	233	$	62,564	$	64,639	$	(2,075	)
South African Rand,
Expiring 07/20/15	Barclays Capital Group	ZAR	2,892		237,221		239,811		(2,590	)
South Korean Won,
Expiring 06/11/15	Barclays Capital Group	KRW	181,460		161,931		169,065		(7,134	)
Swiss Francs,
Expiring 07/16/15	UBS AG	CHF	152		158,000		163,059		(5,059	)
Thai Baht,
Expiring 07/22/15	Barclays Capital Group	THB	2,011		61,694		60,844		850
Expiring 07/22/15	Deutsche Bank AG	THB	18,687		572,964		565,452		7,512
Expiring 07/22/15	Deutsche Bank AG	THB	748		22,929		22,632		297
				$	4,122,855	$	4,158,463		(35,608	)
								$	15,827

Credit default swap agreements outstanding at April 30, 2015:

Reference Entity/ Obligation	Termination Date		Fixed Rate		Notional Amount (000)#(2)		Fair Value(3)			Upfront Premiums Paid (Received)			Unrealized Appreciation		Counterparty
Over-the-counter credit default swaps on credit indices—Sell Protection(1):
CDX.EM.22.V1		12/20/19		1.000%		3,700	$	(394,418	)	$	(417,466	)	$	23,048	Deutsche Bank AG
CDX.EM.22.V1		12/20/19		1.000%		3,000		(319,798	)		(346,999	)		27,201	Citigroup Global Markets
CDX.EM.22.V1		12/20/19		1.000%		1,800		(191,879	)		(220,742	)		28,863	Barclays Capital Group
							$	(906,095	)	$	(985,207	)	$	79,112

Reference Entity/ Obligation	Termination Date		Fixed Rate		Notional Amount (000)#(2)	Value at Trade Date		Value at April 30, 2015(3)		Unrealized Appreciation
Exchange-traded credit default swaps on credit indices—Sell Protection(1):
CDX.NA.HY.24.V1		06/20/20		5.000%	2,400	$	175,199	$	184,160	$	8,961

See Notes to Financial Statements.

42

The Portfolio entered into credit default swaps (‘CDS”) to provide a measure of protection against defaults or to take an active long or short position with respect to the likelihood of a particular issuer’s default or the reference entity’s credit soundness. CDS contracts generally trade based on a spread which represents the cost a protection buyer has to pay the protection seller. The protection buyer is said to be short the credit as the value of the contracts rises the more the credit deteriorates. The value of the CDS contracts increases for the protection buyer if the spread increases.

(1) If the Portfolio is a seller of protection, it receives the fixed rate. When a credit event occurs, as defined under the terms of that particular swap agreement, the Portfolio will either (i) pay to the buyer of protection an amount equal to the notional amount of the swap and take delivery of the referenced obligation or underlying securities comprising the referenced index or (ii) pay a net settlement amount in the form of cash or securities equal to the notional amount of the swap less the recovery value of the referenced obligation or underlying securities comprising the referenced index.

(2) Notional amount represents the maximum potential amount the Fund could be required to pay as a seller of credit protection or receive as a buyer of credit protection if a credit event occurs as defined under the terms of that particular swap agreement.

(3) The fair value of credit default swap agreements on credit indices serves as an indicator of the current status of the payment/performance risk and represents the likelihood of an expected liability (or profit) for the credit derivative should the notional amount of the swap agreement be closed/sold as of the reporting date. Increasing fair value in absolute terms, represents a deterioration of the referenced entity’s credit soundness and a greater likelihood of risk of default or other credit event occurring as defined under the terms of the agreement.

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—quoted prices for similar securities, interest rates and yield curves, prepayment speeds, foreign currency exchange rates and other observable inputs.

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

See Notes to Financial Statements.

Prudential Income Builder Fund 43

Portfolio of Investments

as of April 30, 2015 (Unaudited) continued

The following is a summary of the inputs used as of April 30, 2015 in valuing such portfolio securities:

	Level 1			Level 2			Level 3
Investments in Securities
Common Stocks	$	49,642,099		$	7,779,354		$	—
Exchange Traded Funds		22,924,877			—			—
Preferred Stocks		7,640,097			—			—
Corporate Bonds		—			48,130,708			371,194
Foreign Agencies		—			6,226,191			—
Foreign Government Bonds		—			21,248,247			—
Convertible Bonds		—			58,669			2,950,861
U.S. Treasury Obligations		—			2,847,458			—
Affiliated Mutual Funds		38,544,545			—			—
Affiliated Money Market Mutual Fund		7,683,780			—			—
Other Financial Instruments*
Futures Contracts		(13,891	)		—			—
Forward Foreign Currency Exchange Contracts		—			15,827			—
Over-the-counter credit default swaps		—			(906,095	)		—
Exchange-traded credit default swaps		—			8,961			—
Total	$	126,421,507		$	85,409,320		$	3,322,055

The following is a reconciliation of assets in which significant unobservable inputs (Level 3) were used in determining fair value:

	Convertible Bonds			Corporate Bonds
Balance as of 10/31/14	$	704,725		$	—
Accrued discount/premium		—			(1,651	)
Realized gain (loss)		71,008			—
Change in unrealized appreciation (depreciation)**		(147,320	)		764
Purchases		3,062,405			318,250
Sales		(739,957	)		—
Transfers into Level 3		—			53,831
Transfers out of Level 3		—			—
Balance as of 04/30/15	$	2,950,861		$	371,194

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

** Of which, $(110,780) was relating to securities held at the reporting period end.

See Notes to Financial Statements.

44

Level 3 securities as presented in the table above are being fair valued using pricing methodologies approved by Board, which contain unobservable inputs as follows:

Level 3 Securities	Fair Value as of April 30, 2015		Valuation Methodology	Unobservable Inputs
Convertible Bonds	$	2,950,861	Market Approach	Single Broker Indicative Quote
Corporate Bonds		371,194	Market Approach	Single Broker Indicative Quote
	$	3,322,055

It is the Fund’s policy to recognize transfers in and transfers out at the fair value as of the beginning of period. At the reporting period end, securities transferred levels as follows:

Investments in Securities	Amount Transferred		Level Transfer		Logic
Corporate Bonds	$	53,831		L2 to L3		Evaluated Bid to Single Broker Quote

The industry classification of investments and other assets in excess of liabilities shown as a percentage of net assets as of April 30, 2015 was as follows:

Affiliated Mutual Funds	17.8	%
Real Estate Investment Trusts (REITs)	14.9
Exchange Traded Funds	10.6
Foreign Government Bonds	9.8
Affiliated Money Market Mutual Fund	3.6
Foreign Agencies	2.9
Hotels, Restaurants & Leisure	2.9
Media	2.4
Oil, Gas & Consumable Fuels	1.9
Pharmaceuticals	1.7
Chemicals	1.7
Specialty Retail	1.5
Software	1.5
Health Care Providers & Services	1.5
Convertible Bonds	1.4
Wireless Telecommunication Services	1.3
U.S. Treasury Obligations	1.3
Independent Power & Renewable Electricity Producers	1.3
Diversified Telecommunication Services	1.3
Food Products	1.2
Commercial Services & Supplies	1.2
Banks	1.0
Construction & Engineering	1.0
Electric Utilities	1.0
Communications Equipment	0.9
Metals & Mining	0.9
Beverages	0.9
Containers & Packaging	0.7
Tobacco	0.7
Technology Hardware, Storage & Peripherals	0.7
Road & Rail	0.7
Building Products	0.7
IT Services	0.5
Aerospace & Defense	0.5
Auto Components	0.5
Airlines	0.4
Health Care Equipment & Supplies	0.4
Distributors	0.4
Semiconductors & Semiconductor Equipment	0.4
Consumer Finance	0.4
Real Estate Management & Development	0.3
Capital Markets	0.3
Internet Software & Services	0.3
Life Sciences Tools & Services	0.3
Multi-Utilities	0.3

See Notes to Financial Statements.

Prudential Income Builder Fund 45

Portfolio of Investments

as of April 30, 2015 (Unaudited) continued

Household Products	0.3	%
Automobiles	0.2
Insurance	0.2
Diversified Financial Services	0.2
Food & Staples Retailing	0.2
Textiles, Apparel & Luxury Goods	0.2
Machinery	0.1
Internet & Catalog Retail	0.1
Household Durables	0.1
Energy Equipment & Services	0.1
Biotechnology	0.1
Industrial Conglomerates	0.1
Electronic Components & Equipment	0.1
	99.9
Other assets in excess of liabilities	0.1
	100.0	%

The Fund invested in derivative instruments during the reporting period. The primary types of risk associated with these derivative instruments are credit risk, foreign exchange risk and interest rate risk.

The effect of such derivative instruments on the Fund’s 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 April 30, 2015 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
Interest rate contracts	—	$	—		Due from/to broker-variation margin futures	$	13,891	*
Foreign exchange contracts	Unrealized appreciation on forward foreign currency exchange contracts		91,013		Unrealized depreciation on forward foreign currency exchange contracts		75,186
Credit contracts	Unrealized appreciation on over-the-counter swap agreements		79,112		—		—
Credit contracts	—		—		Premiums received for swap agreements		985,207
Credit contracts	Due from/to broker-variation margin swaps		8,961	*	—		—
Total		$	179,086			$	1,074,284

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

See Notes to Financial Statements.

46

The effects of derivative instruments on the Statement of Operations for the six months ended April 30, 2015 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	Futures		Rights(1)		Swaps			Forward Currency Contracts(2)		Total
Interest rate contracts	$	26,288	$	—	$	—		$	—	$	26,288
Foreign exchange contracts		—		—		—			180,135		180,135
Credit contracts		—		—		(9,887	)		—		(9,887	)
Equity contracts		—		11		—			—		11
Total	$	26,288	$	11	$	(9,887	)	$	180,135	$	196,547

(1) Included in net realized gain (loss) on investment transactions in the Statement of Operations.

(2) Included in net realized gain (loss) on foreign currency transactions in the Statement of Operations.

Change in Unrealized Appreciation or (Depreciation) on Derivatives Recognized in Income
Derivatives not accounted for as hedging instruments, carried at fair value	Futures			Swaps		Forward Currency Contracts(1)			Total
Interest rate contracts	$	(13,891	)	$	—	$	—		$	(13,891	)
Foreign exchange contracts		—			—		(47,846	)		(47,846	)
Credit contracts		—			88,073		—			88,073
Total	$	(13,891	)	$	88,073	$	(47,846	)	$	26,336

(1) Included in net change in unrealized appreciation (depreciation) on foreign currencies in the Statement of Operations.

For the six months ended April 30, 2015, the Fund’s average volume of derivative activities are as follows:

Futures Contracts— Long Positions(1)		Forward Foreign Currency Exchange Purchase Contracts(2)		Forward Foreign Currency Exchange Sale Contracts(2)		Credit Default Swap Agreements— Sell Protection(3)
$	1,031,630	$	1,741,472	$	4,110,452	$	3,633,333

(1) Value at Trade Date.

(2) Value at Settlement Date.

(3) Notional Amount.

See Notes to Financial Statements.

Prudential Income Builder Fund 47

Portfolio of Investments

as of April 30, 2015 (Unaudited) continued

Offsetting of over-the-counter (OTC) derivative assets and liabilities:

The Fund invested in OTC derivatives during the reporting period that are either offset in accordance with current requirements or are subject to enforceable master netting arrangements or similar agreements that permit offsetting. The information about offsetting and related netting arrangements for OTC derivatives, where the legal right to set-off exists, is presented in the summary below.

Counterparty	Gross Amounts of Recognized Assets(1)		Gross Amounts Available for Offset			Collateral Received(3)		Net Amount
Bank of America	$	4,182	$	—		$	—	$	4,182
Barclays Capital Group		45,107		(45,107	)		—		—
BNP Paribas		17,229		(910	)		—		16,319
Citigroup Global Markets		62,600		(62,600	)		—		—
Credit Suisse First Boston Corp.		3,369		(3,369	)		—		—
Deutsche Bank AG		30,857		(30,857	)		—		—
Hong Kong & Shanghai Bank		1,460		—			—		1,460
JPMorgan Chase		616		(616	)		—		—
Toronto Dominion		4,705		(545	)		—		4,160
UBS AG		—		—			—		—
	$	170,125

Counterparty	Gross Amounts of Recognized Liabilities(2)			Gross Amounts Available for Offset		Collateral Pledged(3)		Net Amount
Bank of America	$	—		$	—	$	—	$	—
Barclays Capital Group		(260,444	)		45,107		221,213		—
BNP Paribas		(910	)		910		—		—
Citigroup Global Markets		(365,368	)		62,600		339,536		—
Credit Suisse First Boston Corp.		(6,300	)		3,369		—		(2,931	)
Deutsche Bank AG		(418,724	)		30,857		430,000		—
Hong Kong & Shanghai Bank		—			—		—		—
JPMorgan Chase		(3,043	)		616		—		(2,427	)
Toronto Dominion		(545	)		545		—		—
UBS AG		(5,059	)		—		—		(5,059	)
	$	(1,060,393	)

(1) Includes unrealized appreciation on swaps and forwards, premiums paid on swap agreements and market value of purchased options.

See Notes to Financial Statements.

48

(2) Includes unrealized depreciation on swaps and forwards, premiums received on swap agreements and market value of written options.

(3) Amounts shown reflect actual collateral received or pledged by the Fund. Such amounts are applied up to 100% of the Fund’s OTC derivative exposure by counterparty.

See Notes to Financial Statements.

Prudential Income Builder Fund 49

Statement of Assets & Liabilities

as of April 30, 2015 (Unaudited)

Assets
Investments at value:
Unaffiliated Investments (cost $167,499,341)	$	169,819,755
Affiliated Investments (cost $46,716,002)		46,228,325
Cash		72,911
Deposit with broker		579,609
Receivable for Fund shares sold		3,636,356
Receivable for investments sold		2,756,106
Dividends and interest receivable		1,472,327
Unrealized appreciation on forward foreign currency exchange contracts		91,013
Unrealized appreciation on over-the-counter swap agreements		79,112
Tax reclaim receivable		3,626
Prepaid expenses		408
Total assets		224,739,548
Liabilities
Payable for investments purchased		5,015,064
Payable for Fund shares reacquired		1,749,801
Premium received for swap agreements		985,207
Accrued expenses and other liabilities		232,528
Loan payable		159,000
Unrealized depreciation on forward foreign currency exchange contracts		75,186
Distribution fee payable		59,628
Dividends payable		57,955
Management fee payable		29,548
Affiliated transfer agent fee payable		13,022
Due to broker—variation margin swaps		4,819
Due to broker—variation margin futures		2,016
Deferred trustees’ fees		1,821
Loan interest payable		484
Total liabilities		8,386,079
Net Assets	$	216,353,469
Net assets were comprised of:
Shares of beneficial interest, at par	$	21,711
Paid-in capital in excess of par		214,008,791
		214,030,502
Distributions in excess of net investment income		(280,963	)
Accumulated net realized gain on investment transactions		680,415
Net unrealized appreciation (depreciation) on investments and foreign currencies		1,923,515
Net assets, April 30, 2015	$	216,353,469

See Notes to Financial Statements.

50

Class A
Net asset value and redemption price per share, ($113,162,742 ÷ 11,328,525 shares of beneficial interest issued and outstanding)	$	9.99
Maximum sales charge (5.50% of offering price)		0.58
Maximum offering price to public	$	10.57
Class B
Net asset value, offering price and redemption price per share, ($3,964,835 ÷ 403,515 shares of beneficial interest issued and outstanding)	$	9.83
Class C
Net asset value, offering price and redemption price per share, ($45,740,001 ÷ 4,656,453 shares of beneficial interest issued and outstanding)	$	9.82
Class R
Net asset value, offering price and redemption price per share, ($506,296 ÷ 50,754 shares of beneficial interest issued and outstanding)	$	9.98
Class Z
Net asset value, offering price and redemption price per share, ($52,979,595 ÷ 5,271,667 shares of beneficial interest issued and outstanding)	$	10.05

See Notes to Financial Statements.

Prudential Income Builder Fund 51

Statement of Operations

Six Months Ended April 30, 2015 (Unaudited)

Net Investment Income
Income
Unaffiliated dividend income	$	1,257,830
Interest income		1,557,680
Affiliated dividend income		513,566
Total income		3,329,076
Expenses
Management fee		494,917
Distribution fee—Class A		136,124
Distribution fee—Class B		21,021
Distribution fee—Class C		124,656
Distribution fee—Class R		1,360
Custodian and accounting fees		93,000
Transfer agent’s fees and expenses (including affiliated expense of $23,000)		85,000
Registration fees		36,000
Audit fee		35,000
Reports to shareholders		33,000
Legal fees and expenses		17,000
Trustees’ fees		8,000
Interest expense		1,054
Miscellaneous		11,255
Total expenses		1,097,387
Less: Management fee waiver and/or expense reimbursement		(480,467	)
Distribution fee waiver—Class A		(22,687	)
Distribution fee waiver—Class R		(453	)
Net expenses		593,780
Net investment income		2,735,296

See Notes to Financial Statements.

52

Realized And Unrealized Gain (Loss) On Investment And Foreign Currency Transactions
Net realized gain (loss) on:
Investment transactions (including affiliated of $(258,120))	$	545,613
Futures transactions		26,288
Swap agreements transactions		(9,887	)
Foreign currency transactions		138,980
		700,994
Net change in unrealized appreciation (depreciation) on:
Investments (including affiliated of $(279,575))		(947,707	)
Futures		(13,891	)
Swap agreements		88,073
Foreign currencies		(45,622	)
		(919,147	)
Net loss on investment and foreign currency transactions		(218,153	)
Net Increase In Net Assets Resulting From Operations	$	2,517,143

See Notes to Financial Statements.

Prudential Income Builder Fund 53

Statement of Changes in Net Assets

(Unaudited)

	Six Months Ended April 30, 2015			Three Months Ended October 31, 2014			Year Ended July 31, 2014
Increase (Decrease) in Net Assets
Operations
Net investment income	$	2,735,296		$	411,651		$	331,573
Net realized gain on investment and foreign currency transactions		700,994			13,632,311			6,504,952
Net change in unrealized depreciation on investments and foreign currencies		(919,147	)		(12,211,715	)		2,179,717
Net increase in net assets resulting from operations		2,517,143			1,832,247			9,016,242
Dividends and Distributions (Note 1)
Dividends from net investment income:
Class A		(2,132,143	)		(510,107	)		(878,177	)
Class B		(83,798	)		(8,554	)		(18,695	)
Class C		(506,815	)		(31,081	)		(55,854	)
Class R		(7,976	)		(1,579	)		(2,119	)
Class X		—			—			(39	)
Class Z		(551,489	)		(47,518	)		(47,825	)
		(3,282,221	)		(598,839	)		(1,002,709	)
Distributions from net realized gains:
Class A		(12,461,710	)		—			(4,242,605	)
Class B		(701,724	)		—			(294,626	)
Class C		(2,727,388	)		—			(880,228	)
Class R		(50,449	)		—			(13,414	)
Class X		—			—			(618	)
Class Z		(938,356	)		—			(186,922	)
		(16,879,627	)		—			(5,618,413	)
Fund share transactions (Net of share conversions) (Note 6)
Net proceeds from shares sold		115,488,409			2,380,464			12,220,318
Net asset value of shares issued in reinvestment of dividends and distributions		19,424,029			575,242			6,396,214
Cost of shares reacquired		(14,419,448	)		(4,618,052	)		(20,065,772	)
Net increase (decrease) in net assets from Fund share transactions		120,492,990			(1,662,346	)		(1,449,240	)
Total increase (decrease)		102,848,285			(428,938	)		945,880
Net Assets:
Beginning of period		113,505,184			113,934,122			112,988,242
End of period (a)	$	216,353,469		$	113,505,184		$	113,934,122
(a) Includes undistributed net investment income of:	$	—		$	265,962		$	297,143

See Notes to Financial Statements.

54

Notes to Financial Statements

(Unaudited)

Prudential Investment Portfolios 16 (the “Trust”) is registered under the Investment Company Act of 1940, as amended, (“1940 Act”) as an open-end, diversified management investment company presently consisting of two funds: Prudential Defensive Equity Fund and Prudential Income Builder Fund (formerly known as the Target Conservative Allocation Fund) (the “Fund”). These financial statements relate only to Prudential Income Builder Fund. The financial statements of the other fund are not presented herein. The Trust was organized as a business trust in Delaware on July 29, 1998.

The Trust’s fiscal year has changed from an annual reporting period that ends July 31 to one that ends October 31. This change should have no impact on the way the Trust is managed. Shareholders will receive future annual and semi-annual reports on the new fiscal year-end schedule.

The investment objective of the Fund is to seek income and long-term capital growth.

Note 1. Accounting Policies

The Fund follows investment company accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standard Codification Topic 946 Financial Services-Investment Companies. The following accounting policies conform to U.S. generally accepted accounting principles. The Fund consistently follows such policies in the preparation of its financial statements.

Securities Valuation: The Fund holds 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 adopted Valuation Procedures for security valuation under which fair valuation responsibilities have been delegated to Prudential Investments LLC (“PI” or “Manager”). Under the current Valuation Procedures, the established Valuation Committee is responsible for supervising the valuation of portfolio securities and other assets. The Valuation Procedures permit the Fund to utilize independent pricing vendor services, quotations from market makers, and alternative valuation methods when market quotations are either not readily available or not deemed representative of fair value. A record of the Valuation Committee’s actions is subject to the Board’s review, approval, and ratification at its next regularly-scheduled quarterly meeting.

Prudential Income Builder Fund 55

Notes to Financial Statements

(Unaudited) continued

Various inputs determine how the Fund’s investments are valued, all of which are categorized according to the three broad levels (Level 1, 2, or 3) detailed in the table following the Portfolio of Investments.

Common and preferred stocks, exchange-traded funds, and derivative instruments such as futures or options 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 where the security principally trades. 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 in the fair value hierarchy.

In the event that no sale or official closing price on valuation date exists, these securities are generally valued at the mean between the last reported bid and ask prices, or at the last bid price in the absence of an ask price. These securities are classified as Level 2 in the fair value hierarchy, as the inputs are observable.

Common and preferred stocks traded on foreign securities exchanges 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 in the fair value hierarchy, as the adjustment factors are observable. Such securities are valued using model prices to the extent that the valuation meets the established confidence level for each security. If the confidence level is not met or the vendor does not provide a model price, securities are valued in accordance with exchange-traded common and preferred stocks discussed above.

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 in the fair value hierarchy since they may be purchased or sold at their net asset values on the date of valuation.

Fixed income securities traded in the over-the-counter market are generally valued at prices provided by approved independent pricing vendors. The pricing vendors provide these prices after evaluating observable inputs including, but not limited to yield curves, yield spreads, credit ratings, deal terms, tranche level attributes, default

56

rates, cash flows, prepayment speeds, broker/dealer quotations, and reported trades. Securities valued using such vendor prices are classified as Level 2 in the fair value hierarchy.

Over-the-counter derivative instruments are generally valued using pricing vendor services, which derive the valuation based on inputs such as underlying asset prices, indices, spreads, interest rates, and exchange rates. These instruments are categorized as Level 2 in the fair value hierarchy.

Centrally cleared swaps listed or traded on a multilateral or trade facility platform, such as a registered exchange, are valued at the daily settlement price determined by the respective exchange. These securities are classified as Level 2 in the fair value hierarchy, as the daily settlement price is not public.

Securities and other assets that cannot be priced according to the methods described above are valued based on pricing methodologies approved by the Board. In the event that unobservable inputs are used when determining such valuations, the securities will be classified as Level 3 in 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.

Restricted and Illiquid Securities: Subject to guidelines adopted by the Board, the Fund may invest up to 15% of its net assets in illiquid securities, including those which are restricted as to disposition under securities law (“restricted securities”). Restricted securities are valued pursuant to the valuation procedures noted above. Illiquid securities are those that, because of the absence of a readily available market or due to legal or contractual restrictions on resale, cannot be sold within seven days in the ordinary course of business at approximately the amount at which the Fund has valued the investment. Therefore, the Fund may find it difficult to sell illiquid securities at the time considered most advantageous by its Subadviser and may incur expenses that would not be incurred in the sale of securities that were freely

Prudential Income Builder Fund 57

Notes to Financial Statements

(Unaudited) continued

marketable. Certain securities that would otherwise be considered illiquid because of legal restrictions on resale to the general public may be traded among qualified institutional buyers under Rule 144A of the Securities Act of 1933. These Rule 144A securities, as well as commercial paper that is sold in private placements under Section 4(2) of the Securities Act, may be deemed liquid by the Fund’s Subadviser under the guidelines adopted by the Trustees of the Fund. However, the liquidity of the Fund’s investments in Rule 144A securities could be impaired if trading does not develop or declines.

Foreign Currency Translation: The books and records of the Fund 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 daily rates of exchange.

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

Although the net assets of the Fund are presented at the foreign exchange rates and market values at the close of the period, the Fund 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 Fund 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, forward currency contracts, disposition 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 Fund’s 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.

58

Concentration of Risk: The ability of debt securities issuers (other than those issued or guaranteed by the U.S. Government) held by the Fund to meet its 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 U.S. companies 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.

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 Fund entered into forward currency contracts in order to hedge its exposure to changes in foreign currency exchange rates on its foreign portfolio holdings or on specific receivables and payables denominated in a foreign currency and to gain exposure to certain currencies. The contracts are valued daily at current exchange rates and any unrealized gain or loss is included in the Statement of Assets and Liabilities as 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. 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. Upon entering into these contracts, risks may arise from the potential inability of the counterparties to meet the terms of their contracts. The Fund’s 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.

Cross Currency Exchange Contracts: A cross currency contract is a forward contract where a specified amount of one foreign currency will be exchanged for a specified amount of another foreign currency.

Short Sales: The Fund may sell a security it does not own in anticipation of a decline in the market value of that security (short sale). When the Fund makes a short sale, it will borrow the security sold short and deliver it to the broker-dealer through which it made the short sale as collateral for its obligation to deliver the security upon conclusion of the sale. The Fund may have to pay a fee to borrow the particular securities and may be obligated to return any interest or dividends received on such borrowed securities. Dividends declared on short positions open are recorded on the ex-date and interest payable is accrued daily on fixed income securities sold short, both of which are recorded as an expense.

Prudential Income Builder Fund 59

Notes to Financial Statements

(Unaudited) continued

A gain, limited to the price at which the Fund sold the security short, or a loss, unlimited in magnitude, will be recognized upon the termination of a short sale if the market price at termination is less than or greater than, respectively, the proceeds originally received.

Options: The Fund may purchase or write options in order to hedge against adverse market movements or fluctuations in value caused by changes in prevailing interest rates or foreign currency exchange rates, with respect to securities which the Fund currently owns or intends to purchase. The Fund’s principal reason for writing options is to realize, through receipt of premiums, a greater current return than would be realized on the underlying security alone. When the Fund purchases an option, it pays a premium and an amount equal to that premium is recorded as an asset. When the Fund writes an option, it receives a premium and an amount equal to that premium 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 Fund 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 Fund has realized a gain or loss. The difference between the premium and the amount received or paid at the closing of a 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 Fund, 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 Fund bears the market risk of an unfavorable change in the price of the security underlying the written option. The Fund, as purchaser of an over-the-counter option, bears the risk of the potential inability of the counterparties to meet the terms of their contracts.

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

When the Fund writes an option on a swap, an amount equal to any premium received by the Fund is recorded as a liability and is subsequently adjusted to the current market value of the written option on the swap. If a call option on a swap is exercised, the Fund becomes obligated to pay a fixed interest rate (noted as the strike

60

price) and receive a variable interest rate on a notional amount. If a put option on a swap is exercised, the Fund becomes obligated to pay a variable interest rate and receive a fixed interest rate (noted as the strike price) on a notional amount. Premiums received from writing options on swaps that expire or are exercised are treated as realized gains upon the expiration or exercise of such options on swaps. The risk associated with writing put and call options on swaps is that the Fund will be obligated to be party to a swap agreement if an option on a swap is exercised.

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 Fund 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 Fund 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 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 contracts.

The Fund invests in financial futures contracts in order to hedge its existing portfolio securities, or securities the Fund intends to purchase, against fluctuations in value caused by changes in prevailing interest rates or market conditions. Should interest rates move unexpectedly, the Fund 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.

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

Swap Agreements: The Fund entered into credit default 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”). 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. Upon entering into an exchange-traded swap, the Fund pledges with the clearing broker an initial margin and thereafter, pays or receives an

Prudential Income Builder Fund 61

Notes to Financial Statements

(Unaudited) continued

amount, known as “variation margin”, based on daily changes in valuation of swap contract. Payments received or paid by the Fund are recorded as realized gains or losses upon termination or maturity of the swap. Risk of loss may exceed amounts recognized on the Statement of Assets and Liabilities. Swap agreements outstanding at reporting date, 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 Fund is subject to interest rate risk exposure in the normal course of pursuing its investment objectives. The Fund may use 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. The Fund’s 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.

Credit Default Swaps: Credit default swaps involve one party (the protection buyer) making a stream of payments to another party (the protection seller) in exchange for the right to receive a specified payment in the event of a default or as a result of a default (collectively a “credit event”) for the referenced entity, typically corporate issues or sovereign issues of an emerging country, on its obligation; or in the event of a write-down, principal shortfall, interest shortfall or default of all or part of the referenced entities comprising a credit index.

The Fund is subject to credit risk in the normal course of pursuing its investment objectives. The Fund entered into credit default swaps to provide a measure of protection against defaults or to take an active long or short position with respect to the likelihood of a particular issuer’s default or the reference entity’s credit soundness. CDS contracts generally trade based on a spread which represents the cost a protection buyer has to pay the protection seller. The protection buyer is said to be short the credit as the value of the contract rises the more the credit deteriorates. The value of the CDS contract increases for the protection buyer if the spread increases. The Fund’s maximum risk of loss from counterparty credit risk for purchased credit default swaps is the inability of the counterparty to honor the contract up to the notional value due to a credit event.

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As a seller of protection on credit default swap agreements, the Fund generally receives an agreed upon payment from the buyer of protection throughout the term of the swap, provided no credit event occurs. As the seller, the Fund effectively increases its investment risk because, in addition to its total net assets, the Fund may be subject to investment exposure on the notional amount of the swap.

The maximum amount of the payment that the Fund, as a seller of protection, could be required to make under a credit default swap agreement would be equal to the notional amount of the underlying security or index contract as a result of a credit event. This potential amount will be partially offset by any recovery values of the respective referenced obligations, or net amounts received from the settlement of buy protection credit default swap agreements which the Fund entered into for the same referenced entity or index. As a buyer of protection, the Fund generally receives an amount up to the notional value of the swap if a credit event occurs.

Implied credit spreads, represented in absolute terms, utilized in determining the market value of credit default swap agreements on corporate or sovereign issues of an emerging country as of period end are disclosed in the footnotes to the Portfolio of Investments, if applicable. These spreads serve as indicators of the current status of the payment/performance risk and represent the likelihood of default risk for the credit derivative. The implied credit spread of a particular referenced entity reflects the cost of buying/selling protection and may include upfront payments required to enter into the agreement. For credit default swap agreements on asset-backed securities and credit indices, the quoted market prices and resulting values serve as indicators of the current status of the payment/performance risk. Wider credit spreads and increased market value in absolute terms, when compared to the notional amount of the swap, represent a deterioration of the referenced entity’s credit soundness and a greater likelihood of risk of default or other credit event occurring as defined under the terms of the agreement.

Master Netting Arrangements: The Fund is subject to various Master Agreements, or netting arrangements, with select counterparties. These are agreements which a sub-adviser may have negotiated and entered into on behalf of the Fund. For multi-sleeve Funds, different sub-advisers who manage their respective sleeve, may enter into such agreements with the same counterparty and are disclosed separately for each sleeve when presenting information about offsetting and related netting arrangements for over-the-counter (OTC) derivatives under the FASB Accounting Standards Update

Prudential Income Builder Fund 63

Notes to Financial Statements

(Unaudited) continued

(ASU) 2013-01 disclosure. A master netting arrangement between the Fund and the counterparty permits the Fund to offset amounts payable by the Fund to the same counterparty against amounts to be received; and by the receipt of collateral from the counterparty by the Fund to cover the Fund’s exposure to the counterparty. However, there is no assurance that such mitigating factors are easily enforceable. The right to set-off exists when all the conditions are met such that each of the parties owes the other determinable amounts, the reporting party has the right to set-off the amount owed with the amount owed by the other party, the reporting party intends to set-off and the right of set-off is enforceable by law. During the reporting period, there were no instances where the right of set-off existed and management has not elected to offset.

The Fund is a party to ISDA (International Swaps and Derivatives Association, Inc.) Master Agreements (Master Agreements) with certain counterparties that govern over-the-counter derivative and foreign exchange contracts entered into from time to time. The Master Agreements may contain provisions regarding, among other things, the parties’ general obligations, representations, agreements, collateral requirements, events of default and early termination. With respect to certain counterparties, in accordance with the terms of the Master Agreements, collateral posted to the Fund is held in a segregated account by the Fund’s custodian and with respect to those amounts which can be sold or re-pledged, are presented in the Portfolio of Investments. Collateral pledged by the Fund is segregated by the Fund’s custodian and identified in the Portfolio of Investments. Collateral can be in the form of cash or debt securities issued by the U.S. Government or related agencies or other securities as agreed to by the Fund and the applicable counterparty. Collateral requirements are determined based on the Fund’s net position with each counterparty. Termination events applicable to the Fund may occur upon a decline in the Fund’s net assets below a specified threshold over a certain period of time. Termination events applicable to counterparties may occur upon a decline in the counterparty’s long-term and short-term credit ratings below a specified level. In each case, upon occurrence, the other party may elect to terminate early and cause settlement of all derivative and foreign exchange contracts outstanding, including the payment of any losses and costs resulting from such early termination, as reasonably determined by the terminating party. Any decision by one or more of the Fund’s counterparties to elect early termination could impact the Fund’s future derivative activity.

64

In addition to each instrument’s primary underlying risk exposure (e.g. interest rate, credit, equity or foreign exchange, etc.), swap agreements involve, to varying degrees, elements of credit, market and documentation risk. Such risks involve the possibility that no liquid market for these agreements will exist, the counterparty to the agreement may default on its obligation to perform or disagree on the contractual terms of the agreement, and changes in net interest rates will be unfavorable. In connection with these agreements, securities in the portfolio may be identified 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 to 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 April 30, 2015, the Fund has not met conditions under such agreements, which give the counterparty the right to call for an early termination.

Forward currency contracts, written options, short sales, swaps and financial futures contracts involve elements of both market and credit risk in excess of the amounts reflected on the Statement of Assets and Liabilities. Such risks may be mitigated by engaging in master netting arrangements.

When Issued/Delayed Delivery Securities: The Fund may purchase or sell securities on a when-issued or delayed delivery basis. These transactions involve a commitment by the Fund to purchase or sell securities for a predetermined price or yield, with payment and delivery taking place beyond the customary settlement period. When delayed delivery purchases are outstanding, the Fund will set aside and maintain until the settlement date in a segregated account, liquid assets in an amount sufficient to meet the purchase price. When purchasing a security on a delayed delivery basis, the Fund assumes the rights and risks of ownership of the security, including the risk of price and yield fluctuations, and takes such fluctuations into account when determining its net asset value. The Fund may dispose of or renegotiate a delayed delivery transaction subsequent to establishment, and may sell when-issued securities before they are delivered, which may result in a capital gain or loss. When selling a security on a delayed-delivery basis, the Fund forfeits its eligibility to realize future gains and losses with respect to the security.

Repurchase Agreements: In connection with transactions in repurchase agreements with United States financial institutions, it is the Fund’s policy that its custodian or designated subcustodians under triparty repurchase agreements, as the case may be,

Prudential Income Builder Fund 65

Notes to Financial Statements

(Unaudited) continued

take possession of the underlying collateral securities, the value of which exceeds the principal amount of the repurchase transaction, including accrued interest. To the extent that any repurchase transaction exceeds one business day, the value of the collateral is marked-to-market on a daily basis to ensure the adequacy of the collateral. If the seller defaults and the value of the collateral declines or if bankruptcy proceedings are commenced with respect to the seller of the security, realization of the collateral by the Fund may be delayed or limited.

Securities Transactions and Net Investment Income: Securities transactions are recorded on the trade date. Realized gains or losses from investment and currency transactions on sales of portfolio securities are calculated on the identified cost basis. Dividend income is recorded on the ex-dividend date and 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 an 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 its respective class), 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.

Securities Lending: The Fund 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 Fund. Upon termination of the loan, the borrower will return to the Fund securities identical to the loaned securities. Should the borrower of the securities fail financially, the Fund has the right to repurchase the securities in the open market using the collateral. The Fund recognizes income, net of any rebate and securities lending agent fees, for lending its securities, and any interest on the investment of cash received as collateral. The Fund 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.

66

REITs: The Fund invests in real estate investment trusts (“REITs”), which report information on the source of their distributions annually. Based on current and historical information, a portion of distributions received from REITs during the period is estimated to be dividend income, capital gain or return of capital and recorded accordingly. These estimates are adjusted periodically when the actual source of distributions is disclosed by the REITs.

Dividends and Distributions: The Fund expects to pay dividends of net investment income monthly 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, 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 distributions 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, the Fund is treated as a separate taxpaying entity. It is the Fund’s policy to continue to meet the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its taxable net 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 estimates.

Note 2. Agreements

The Fund has a management agreement with PI. Pursuant to this agreement, PI manages the investment operations of the Fund, administers the Fund’s affairs and supervises the Subadvisers’ performance of all investment advisory services. PI has entered into subadvisory agreements with Quantitative Management Associates LLC, Jennison Associates LLC, Prudential Fixed Income, a business unit of Prudential Investment Management, Inc. (PIM), and Prudential Real Estate Investors, a business unit of PIM, each a Subadviser and together, the Subadvisers. The subadvisory agreements provide that the Subadvisers furnish investment advisory services in connection with the management of the Fund. In connection therewith, the Subadvisers are obligated to keep certain books and records of the Fund. Pursuant to the advisory agreement, PI pays the cost of compensation of officers of the Fund,

Prudential Income Builder Fund 67

Notes to Financial Statements

(Unaudited) continued

occupancy and certain clerical and accounting costs of the Fund. The Fund bears all other costs and expenses.

The management fee paid to PI is accrued daily and payable monthly at an annual rate of ..70% of the Fund’s average daily net assets up to $1 billion and .65% of the average daily net assets in excess of $1 billion. Prior to September 23, 2014, the management fee paid to PI was accrued daily and payable monthly at an annual rate of .75% of the Fund’s average daily net assets up to $500 million, .70% of the average daily net assets for the next $500 million and .65% of the average daily net assets in excess of $1 billion. The effective management fee rate before any waivers and/or expense reimbursement was .70% for the six months ended April 30, 2015. The effective management fee rate, net of waivers and/or expense reimbursement, was .02%.

Effective September 23, 2014, PI has contractually agreed through February 29, 2016 to limit the net annual operating expenses and acquired fund fees and expenses (exclusive of distribution and service (12b-1) fees, taxes (including acquired fund taxes), interest, brokerage, dividend and interest expense on short sales (including acquired fund dividend and interest expense on short sales), extraordinary expenses and certain other expenses) of each class of shares of the Fund to .70% of the Fund’s average daily net assets.

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, Class R and Class Z shares of the Fund. Formerly through April 11, 2014, the Fund had a distribution agreement with Prudential Annuities Distributors, Inc. (“PAD”), which, together with PIMS, served as co-distributor of the Class X shares of the Fund. The Fund compensates PIMS for distributing and servicing the Fund’s Class A, Class B, Class C and Class R shares, pursuant to plans of distribution (the “Distribution 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 Fund.

Pursuant to the Distribution Plans, the Fund compensates PIMS for distribution related activities at an annual rate of up to .30%, 1%, 1% and .75% of the average daily net assets of the Class A, B, C and R shares, respectively. For the six months ended April 30, 2015, PIMS contractually agreed to limit such fees to .25% and .50% of the

68

average daily net assets of the Class A and Class R shares, respectively. As of April 11, 2014, the last conversion of Class X shares to Class A shares was completed. There are no Class X shares outstanding and Class X shares are no longer being offered for sale.

PIMS has advised the Fund that it has received $587,887 in front-end sales charges resulting from sales of Class A shares during the six months ended April 30, 2015. From these fees, PIMS paid such sales charges to broker-dealers, which in turn paid commissions to sales persons and incurred other distribution costs. PIMS has advised the Fund that for six months ended April 30, 2015, it has received $51, $5,176 and $1,342 in contingent deferred sales charges imposed upon certain redemptions by Class A, Class B and Class C, respectively.

PIMS and PI 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 Fund’s 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 Fund 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 portfolio securities, excluding short-term investments and U.S. Government investments, for the six months ended April 30, 2015, aggregated $142,733,454 and $46,729,377, respectively.

Prudential Income Builder Fund 69

Notes to Financial Statements

(Unaudited) continued

A summary of cost of purchases and proceeds of sales of shares of affiliated mutual funds, other than short-term investments, for the six months ended April 30, 2015 is presented as follows:

Affiliated Mutual Funds	Value, beginning of period		Cost of Purchases		Proceeds of Sales		Distributions Received			Value, end of period
Prudential Jennison MLP Fund (Class Z)	$	13,800,976	$	7,962,045	$	1,659,300	$	246,845	*	$	19,568,299
Prudential Short Duration High Yield Income Fund (Class Q)		8,141,406		6,199,885		442,000		332,253			13,785,317
Prudential Short-term Corporate Bond Fund, Inc. (Class Q)		2,547,259		2,665,656		13,300		50,263			5,190,929
	$	24,489,641	$	16,827,586	$	2,114,600	$	629,361		$	38,544,545

* Includes return of capital distribution in the amount of $120,387.

Note 5. Tax Information

The United States federal income tax basis of the Fund’s investments and the net unrealized appreciation as of April 30, 2015 were as follows:

Tax Basis	$	214,365,908
Appreciation		4,713,236
Depreciation		(3,031,064	)
Net Unrealized Appreciation	$	1,682,172

The book basis may differ from tax basis due to certain tax related adjustments.

Management has analyzed the Fund’s tax positions taken on federal, state and local income tax returns for all open tax years and has concluded that no provisions for income tax are required in the Fund’s financial statements for the current reporting period. The Fund’s federal, state and local income tax returns and federal excise 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 Fund offers Class A, Class B, Class C, Class R and Class Z shares. Class A shares are subject to a maximum front-end sales charge of 5.50%. Investors who purchase

70

$1 million or more of Class A shares 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 benefit plans. Class B shares are subject to a CDSC of 5%, which decreases by 1% annually to 1% in the fifth and sixth years and 0% in the seventh year. Class B shares automatically convert to Class A shares on a quarterly basis approximately seven years after purchase. Class B shares are closed to new purchases. The CDSC for Class C shares is 1% for shares redeemed within 12 months of purchase. An exchange privilege is also available for shareholders who qualify to purchase Class A shares at net asset value. As of April 11, 2014, the last conversion of Class X shares to Class A shares was completed. There are no Class X shares outstanding and Class X shares are no longer being offered for sale. Class R and 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.

The Fund has authorized an unlimited number of shares of beneficial interest at $.001 par value per share.

As of April 30, 2015, Prudential owned 324 shares of Class R.

Prudential Income Builder Fund 71

Notes to Financial Statements

(Unaudited) continued

Transactions in shares of beneficial interest were as follows:

Class A	Shares			Amount
Six months ended April 30, 2015:
Shares sold		3,580,487		$	35,823,177
Shares issued in reinvestment of dividends and distributions		1,444,851			14,151,515
Shares reacquired		(811,485	)		(8,368,188	)
Net increase (decrease) in shares outstanding before conversion		4,213,853			41,606,504
Shares issued upon conversion from Class B		73,302			714,001
Shares reacquired upon conversion into Class Z		(87,952	)		(883,966	)
Net increase (decrease) in shares outstanding		4,199,203		$	41,436,539
Three months ended October 31, 2014:
Shares sold		70,239		$	833,481
Shares issued in reinvestment of dividends and distributions		41,664			495,804
Shares reacquired		(235,818	)		(2,801,585	)
Net increase (decrease) in shares outstanding before conversion		(123,915	)		(1,472,300	)
Shares issued upon conversion from Class B		13,686			163,280
Shares reacquired upon conversion into Class Z		(700	)		(8,387	)
Net increase (decrease) in shares outstanding		(110,929	)	$	(1,317,407	)
Year ended July 31, 2014:
Shares sold		563,703		$	6,567,211
Shares issued in reinvestment of dividends and distributions		439,256			4,994,343
Shares reacquired		(1,376,508	)		(16,068,544	)
Net increase (decrease) in shares outstanding before conversion		(373,549	)		(4,506,990	)
Shares issued upon conversion from Class B and Class X		137,094			1,603,045
Shares reacquired upon conversion into Class Z		(250	)		(2,980	)
Net increase (decrease) in shares outstanding		(236,705	)	$	(2,906,925	)

72

Class B	Shares			Amount
Six months ended April 30, 2015:
Shares sold		26,422		$	257,949
Shares issued in reinvestment of dividends and distributions		81,515			784,398
Shares reacquired		(39,563	)		(410,857	)
Net increase (decrease) in shares outstanding before conversion		68,374			631,490
Shares reacquired upon conversion into Class A		(74,555	)		(714,001	)
Net increase (decrease) in shares outstanding		(6,181	)	$	(82,511	)
Three months ended October 31, 2014:
Shares sold		1,869		$	21,966
Shares issued in reinvestment of dividends and distributions		725			8,511
Shares reacquired		(25,830	)		(301,926	)
Net increase (decrease) in shares outstanding before conversion		(23,236	)		(271,449	)
Shares reacquired upon conversion into Class A		(13,920	)		(163,280	)
Net increase (decrease) in shares outstanding		(37,156	)	$	(434,729	)
Year ended July 31, 2014:
Shares sold		95,308		$	1,095,971
Shares issued in reinvestment of dividends and distributions		26,609			299,083
Shares reacquired		(66,488	)		(765,030	)
Net increase (decrease) in shares outstanding before conversion		55,429			630,024
Shares reacquired upon conversion into Class A		(136,767	)		(1,574,781	)
Net increase (decrease) in shares outstanding		(81,338	)	$	(944,757	)
Class C
Six months ended April 30, 2015:
Shares sold		3,097,279		$	30,521,618
Shares issued in reinvestment of dividends and distributions		323,124			3,112,029
Shares reacquired		(248,601	)		(2,492,500	)
Net increase (decrease) in shares outstanding before conversion		3,171,802			31,141,147
Shares reacquired upon conversion into Class Z		(3,981	)		(38,934	)
Net increase (decrease) in shares outstanding		3,167,821		$	31,102,213
Three months ended October 31, 2014:
Shares sold		29,147		$	338,138
Shares issued in reinvestment of dividends and distributions		2,552			29,962
Shares reacquired		(86,393	)		(1,011,069	)
Net increase (decrease) in shares outstanding		(54,694	)	$	(642,969	)
Year ended July 31, 2014:
Shares sold		146,515		$	1,678,579
Shares issued in reinvestment of dividends and distributions		79,867			896,911
Shares reacquired		(196,081	)		(2,256,976	)
Net increase (decrease) in shares outstanding		30,301		$	318,514

Prudential Income Builder Fund 73

Notes to Financial Statements

(Unaudited) continued

Class R	Shares			Amount
Six months ended April 30, 2015
Shares sold		17,435		$	174,428
Shares issued in reinvestment of dividends and distributions		5,740			56,140
Shares reacquired		(5,475	)		(63,420	)
Net increase (decrease) in shares outstanding		17,700		$	167,148
Three months ended October 31, 2014:
Shares sold		8,606		$	103,052
Shares issued in reinvestment of dividends and distributions		128			1,527
Shares reacquired		(183	)		(2,162	)
Net increase (decrease) in shares outstanding		8,551		$	102,417
Year ended July 31, 2014:
Shares sold		9,438		$	109,256
Shares issued in reinvestment of dividends and distributions		1,313			14,901
Shares reacquired		(761	)		(8,916	)
Net increase (decrease) in shares outstanding		9,990		$	115,241
Class X
Period ended April 11, 2014:*
Shares sold		145		$	1,700
Shares issued in reinvestment of dividends and distributions		58			658
Shares reacquired		(173	)		(2,045	)
Net increase (decrease) in shares outstanding before conversion		30			313
Shares reacquired upon conversion into Class A		(2,460	)		(28,264	)
Net increase (decrease) in shares outstanding		(2,430	)	$	(27,951	)
Year ended July 31, 2013:
Shares sold		824		$	8,955
Shares issued in reinvestment of dividends and distributions		42			448
Shares reacquired		(920	)		(9,920	)
Net increase (decrease) in shares outstanding before conversion		(54	)		(517	)
Shares reacquired upon conversion into Class A		(6,325	)		(70,450	)
Net increase (decrease) in shares outstanding		(6,379	)	$	(70,967	)

74

Class Z	Shares			Amount
Six months ended April 30, 2015:
Shares sold		4,848,363		$	48,711,237
Shares issued in reinvestment of dividends and distributions		133,261			1,319,947
Shares reacquired		(299,927	)		(3,084,483	)
Net increase (decrease) in shares outstanding before conversion		4,681,697			46,946,701
Shares issued upon conversion from Class A and Class C		91,318			922,900
Net increase (decrease) in shares outstanding		4,773,015		$	47,869,601
Three months ended October 31, 2014:
Shares sold		90,798		$	1,083,827
Shares issued in reinvestment of dividends and distributions		3,298			39,438
Shares reacquired		(42,115	)		(501,310	)
Net increase (decrease) in shares outstanding before conversion		51,981			621,955
Shares issued upon conversion from Class A		695			8,387
Net increase (decrease) in shares outstanding		52,676		$	630,342
Year ended July 31, 2014:
Shares sold		237,790		$	2,767,601
Shares issued in reinvestment of dividends and distributions		16,665			190,318
Shares reacquired		(82,180	)		(964,261	)
Net increase (decrease) in shares outstanding before conversion		172,275			1,993,658
Shares issued upon conversion from Class A		249			2,980
Net increase (decrease) in shares outstanding		172,524		$	1,996,638

* As of April 11, 2014, the last conversion of Class X shares to Class A shares was completed. There are no Class X shares outstanding and Class X shares are no longer being offered for sale.

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 October 9, 2014 through October 8, 2015. The Funds pay an annualized commitment fee of .075% of the unused portion of the SCA. Prior to October 9, 2014, the Funds had another SCA that provided a commitment of $900 million and the Funds paid an annualized commitment fee of .08% of the unused portion of the SCA. 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 Fund utilized the SCA during the six months ended April 30, 2015. The average daily balance for the 35 days that the Fund had loans outstanding during the period was $759,771, borrowed at a weighted average interest rate of 1.43%. The maximum

Prudential Income Builder Fund 75

Notes to Financial Statements

(Unaudited) continued

loan outstanding amount during the period was $1,192,000. At April 30, 2015, the Fund had an outstanding loan amount of $159,000.

Note 8. New Accounting Pronouncement

In May 2015, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2015-07 regarding “Disclosures for Investments in Certain Entities That Calculate Net Asset Value per Share”. The amendments in this update are effective for the Fund for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. ASU No. 2015-07 will eliminate the requirement to categorize investments in the fair value hierarchy if their fair value is measured at net asset value (NAV) per share (or its equivalent) using the practical expedient in the FASB’s fair value measurement guidance. At this time, management is evaluating the implications of ASU No. 2015-07 and its impact on the financial statement disclosures has not yet been determined.

76

Financial Highlights

(Unaudited)

Class A Shares
	Six Months Ended April 30,			Three Months Ended October 31,			Year Ended July 31,
	2015(b)			2014(b)(f)			2014(b)			2013(b)			2012(b)			2011(b)			2010(b)
Per Share Operating Performance:
Net Asset Value, Beginning Of Period		$11.90			$11.78			$11.55			$10.69			$10.30			$9.53			$8.48
Income (loss) from investment operations:
Net investment income		.21			.05			.05			.14			.17			.16			.18
Net realized and unrealized gain (loss) on investments		(.12	)		.14			.89			.86			.38			.79			.90
Total from investment operations		.09			.19			.94			1.00			.55			.95			1.08
Less Dividends and Distributions:
Dividends from net investment income		(.24	)		(.07	)		(.12	)		(.14	)		(.16	)		(.18	)		(.03	)
Distributions from net realized gains		(1.76	)		-			(.59	)		-			-			-			-
Total dividends and distributions		(2.00	)		(.07	)		(.71	)		(.14	)		(.16	)		(.18	)		(.03	)
Net asset value, end of period		$9.99			$11.90			$11.78			$11.55			$10.69			$10.30			$9.53
Total Return(a)		1.45%			1.63%			8.37%			9.41%			5.53%			10.04%			12.72%
Ratios/Supplemental Data:
Net assets, end of period (000)		$113,163			$84,863			$85,292			$86,386			$86,352			$86,746			$75,228
Average net assets (000)		$91,502			$84,889			$86,591			$85,636			$84,243			$83,395			$70,865
Ratios to average net assets(c):
Expense after waivers and/or expense reimbursement		.72%	(d)		1.03%	(d)		1.51%			1.52%			1.54%			1.52%			1.52%
Expense before waivers and/or expense reimbursement		1.46%	(d)		1.92%	(d)		1.56%			1.57%			1.59%			1.57%			1.57%
Net investment income		4.06%	(d)		1.58%	(d)		.43%			1.25%			1.64%			1.59%			2.00%
Portfolio turnover rate		34%	(e)		140%	(e)		478%			210%			248%			188%			200%

(a) Total return does not consider the effects 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 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 one full year are not annualized.

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

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

(d) Annualized.

(e) Not annualized.

(f) For the three month period ended October 31, 2014. The Fund changed its fiscal year end from July 31 to October 31, effective October 31, 2014.

See Notes to Financial Statements.

Prudential Income Builder Fund 77

Financial Highlights

(Unaudited) continued

Class B Shares
	Six Months Ended April 30,			Three Months Ended October 31,			Year Ended July 31,
	2015(b)			2014(b)(f)			2014(b)			2013(b)			2012(b)			2011(b)			2010(b)
Per Share Operating Performance:
Net Asset Value, Beginning Of Period		$11.74			$11.59			$11.38			$10.54			$10.15			$9.41			$8.43
Income (loss) from investment operations:
Net investment income (loss)		.17			.02			(.04	)		.06			.09			.08			.11
Net realized and unrealized gain (loss) on investments		(.12	)		.15			.88			.84			.39			.78			.89
Total from investment operations		.05			.17			.84			.90			.48			.86			1.00
Less Dividends and Distributions:
Dividends from net investment income		(.20	)		(.02	)		(.04	)		(.06	)		(.09	)		(.12	)		(.02	)
Distributions from net realized gains		(1.76	)		-			(.59	)		-			-			-			-
Total dividends and distributions		(1.96	)		(.02	)		(.63	)		(.06	)		(.09	)		(.12	)		(.02	)
Net asset value, end of period		$9.83			$11.74			$11.59			$11.38			$10.54			$10.15			$9.41
Total Return(a)		1.10%			1.47%			7.52%			8.57%			4.86%			9.20%			11.82%
Ratios/Supplemental Data:
Net assets, end of period (000)		$3,965			$4,810			$5,180			$6,012			$7,856			$13,995			$23,212
Average net assets (000)		$4,239			$5,005			$5,826			$6,958			$10,840			$18,900			$28,746
Ratios to average net assets(c):
Expense after waivers and/or expense reimbursement		1.46%	(d)		1.78%	(d)		2.26%			2.27%			2.29%			2.27%			2.27%
Expense before waivers and/or expense reimbursement		2.17%	(d)		2.59%	(d)		2.26%			2.27%			2.29%			2.27%			2.27%
Net investment income (loss)		3.39%	(d)		.80%	(d)		(.31)%			.52%			.93%			.82%			1.26%
Portfolio turnover rate		34%	(e)		140%	(e)		478%			210%			248%			188%			200%

(a) Total return does not consider the effects 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 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 one full year are not annualized.

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

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

(d) Annualized.

(e) Not annualized.

(f) For the three month period ended October 31, 2014. The Fund changed its fiscal year end from July 31 to October 31, effective October 31, 2014.

See Notes to Financial Statements.

78

Class C Shares
	Six Months Ended April 30,			Three Months Ended October 31,				Year Ended July 31,
	2015(b)			2014(b)(f)				2014(b)			2013(b)			2012(b)			2011(b)			2010(b)
Per Share Operating Performance:
Net Asset Value, Beginning Of Period		$11.74			$11.59				$11.38			$10.54			$10.15			$9.41			$8.43
Income (loss) from investment operations:
Net investment income (loss)		.16			.02				(.04	)		.06			.09			.08			.11
Net realized and unrealized gain (loss) on investments		(.12	)		.15				.88			.84			.39			.78			.89
Total from investment operations		.04			.17				.84			.90			.48			.86			1.00
Less Dividends and Distributions:
Dividends from net investment income		(.20	)		(.02	)			(.04	)		(.06	)		(.09	)		(.12	)		(.02	)
Distributions from net realized gains		(1.76	)		-				(.59	)		-			-			-			-
Total dividends and distributions		(1.96	)		(.02	)			(.63	)		(.06	)		(.09	)		(.12	)		(.02	)
Net asset value, end of period		$9.82			$11.74				$11.59			$11.38			$10.54			$10.15			$9.41
Total Return(a)		1.00%			1.47%				7.53%			8.57%			4.86%			9.20%			11.82%
Ratios/Supplemental Data:
Net assets, end of period (000)		$45,740			$17,474				$17,887			$17,217			$17,307			$19,133			$20,499
Average net assets (000)		$25,138			$17,513				$17,793			$17,251			$17,651			$20,208			$21,746
Ratios to average net assets(c):							��
Expense after waivers and/or expense reimbursement		1.48%	(d)		1.78%	(d)			2.26%			2.27%			2.29%			2.27%			2.27%
Expense before waivers and/or expense reimbursement		2.14%	(d)		2.61%	(d)			2.26%			2.27%			2.29%			2.27%			2.27%
Net investment income (loss)		3.16%	(d)		.82%	(d)			(.32)%			.51%			.89%			.83%			1.26%
Portfolio turnover rate		34%	(e)		140%	(e)			478%			210%			248%			188%			200%

(a) Total return does not consider the effects 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 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 one full year are not annualized.

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

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

(d) Annualized.

(e) Not annualized.

(f) For the three month period ended October 31, 2014. The Fund changed its fiscal year end from July 31 to October 31, effective October 31, 2014.

See Notes to Financial Statements.

Prudential Income Builder Fund 79

Financial Highlights

(Unaudited) continued

Class R Shares
	Six Months Ended April 30,			Three Months Ended October 31,			Year Ended July 31,
	2015(b)			2014(b)(f)			2014(b)			2013(b)			2012(b)			2011(b)			2010(b)
Per Share Operating Performance:
Net Asset Value, Beginning Of Period		$11.89			$11.75			$11.52			$10.67			$10.28			$9.51			$8.48
Income (loss) from investment operations:
Net investment income		.19			.04			.02			.11			.14			.13			.16
Net realized and unrealized gain (loss) on investments		(.11	)		.15			.89			.85			.39			.80			.89
Total from investment operations		.08			.19			.91			.96			.53			.93			1.05
Less Dividends and Distributions:
Dividends from net investment income		(.23	)		(.05	)		(.09	)		(.11	)		(.14	)		(.16	)		(.02	)
Distributions from net realized gains		(1.76	)		-			(.59	)		-			-			-			-
Total dividends and distributions		(1.99	)		(.05	)		(.68	)		(.11	)		(.14	)		(.16	)		(.02	)
Net asset value, end of period		$9.98			$11.89			$11.75			$11.52			$10.67			$10.28			$9.51
Total Return(a)		1.33%			1.60%			8.13%			9.07%			5.29%			9.48%			12.44%
Ratios/Supplemental Data:
Net assets, end of period (000)		$506			$393			$288			$167			$231			$232			$687
Average net assets (000)		$366			$347			$275			$196			$219			$669			$686
Ratios to average net assets(c):
Expense after waivers and/or expense reimbursement		.97%	(d)		1.25%	(d)		1.76%			1.77%			1.79%			1.77%			1.77%
Expense before waivers and/or expense reimbursement		1.91%	(d)		2.45%	(d)		2.01%			2.02%			2.04%			2.02%			2.02%
Net investment income		3.80%	(d)		1.45%	(d)		.19%			1.04%			1.39%			1.29%			1.76%
Portfolio turnover rate		34%	(e)		140%	(e)		478%			210%			248%			188%			200%

(a) 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 one full year are not annualized.

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

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

(d) Annualized.

(e) Not annualized.

(f) For the three month period ended October 31, 2014. The Fund changed its fiscal year end from July 31 to October 31, effective October 31, 2014.

See Notes to Financial Statements.

80

Class X Shares
	Period Ended April 11,			Year Ended July 31,
	2014(b)(d)			2013(b)			2012(b)			2011(b)			2010(b)
Per Share Operating Performance:
Net Asset Value, Beginning Of Period		$11.38			$10.54			$10.16			$9.41			$8.43
Income (loss) from investment operations:
Net investment income (loss)		(.03	)		.06			.09			.08			.12	��
Net realized and unrealized gain on investments		.55			.84			.38			.79			.88
Total from investment operations		.52			.90			.47			.87			1.00
Less Dividends and Distributions:
Dividends from net investment income		(.04	)		(.06	)		(.09	)		(.12	)		(.02	)
Distributions from net realized gains		(.59	)		-			-			-			-
Total dividends and distributions		(.63	)		(.06	)		(.09	)		(.12	)		(.02	)
Net asset value, end of period		$11.27			$11.38			$10.54			$10.16			$9.41
Total Return(a)		4.56%			8.57%			4.75%			9.31%			11.82%
Ratios/Supplemental Data:
Net assets, end of period (000)		$3			$28			$93			$123			$769
Average net assets (000)		$15			$69			$108			$391			$863
Ratios to average net assets(c):
Expense after waivers and/or expense reimbursement		2.24%	(f)		2.27%			2.29%			2.27%			2.27%
Expense before waivers and/or expense reimbursement		2.24%	(f)		2.27%			2.29%			2.27%			2.27%
Net investment income (loss)		(.35)%	(f)		.57%			.90%			.78%			1.26%
Portfolio turnover rate		478%	(e)		210%			248%			188%			200%

(a) 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 one full year are not annualized.

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

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

(d) As of April 11, 2014 the last conversion of Class X shares was completed. There are no shares outstanding and Class X shares are no longer being offered for sale.

(e) Calculated as of July 31, 2014.

(f) Annualized.

See Notes to Financial Statements.

Prudential Income Builder Fund 81

Financial Highlights

(Unaudited) continued

Class Z Shares
	Six Months Ended April 30,			Three Months Ended October 31,			Year Ended July 31,
	2015(b)			2014(b)(f)			2014(b)			2013(b)			2012(b)			2011(b)			2010(b)
Per Share Operating Performance:
Net Asset Value, Beginning Of Period		$11.96			$11.85			$11.62			$10.75			$10.35			$9.57			$8.50
Income (loss) from investment operations:
Net investment income		.20			.06			.08			.17			.20			.19			.21
Net realized and unrealized gain (loss) on investments		(.10	)		.15			.89			.87			.39			.79			.89
Total from investment operations		.10			.21			.97			1.04			.59			.98			1.10
Less Dividends and Distributions:
Dividends from net investment income		(.25	)		(.10	)		(.15	)		(.17	)		(.19	)		(.20	)		(.03	)
Distributions from net realized gains		(1.76	)		-			(.59	)		-			-			-			-
Total dividends and distributions		(2.01	)		(.10	)		(.74	)		(.17	)		(.19	)		(.20	)		(.03	)
Net asset value, end of period		$10.05			$11.96			$11.85			$11.62			$10.75			$10.35			$9.57
Total Return(a)		1.57%			1.74%			8.59%			9.72%			5.85%			10.31%			12.97%
Ratios/Supplemental Data:
Net assets, end of period (000)		$52,980			$5,965			$5,287			$3,178			$3,717			$3,921			$2,877
Average net assets (000)		$21,333			$5,426			$4,306			$3,181			$4,379			$3,567			$3,031
Ratios to average net assets(c):
Expense after waivers and/or expense reimbursement		.49%	(d)		.77%	(d)		1.26%			1.27%			1.29%			1.27%			1.27%
Expense before waivers and/or expense reimbursement		1.12%	(d)		1.64%	(d)		1.26%			1.27%			1.29%			1.27%			1.27%
Net investment income		3.97%	(d)		1.87%	(d)		.69%			1.51%			1.90%			1.84%			2.26%
Portfolio turnover rate		34%	(e)		140%	(e)		478%			210%			248%			188%			200%

(a) 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 one full year are not annualized.

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

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

(d) Annualized.

(e) Not annualized.

(f) For the three month period ended October 31, 2014. The Fund changed its fiscal year end from July 31 to October 31, effective October 31, 2014.

See Notes to Financial Statements.

82

Results of Proxy Voting

(Unaudited)

At a special meeting of shareholders held on November 26, 2014, shareholders of Prudential Investment Portfolios 16, which is comprised of Prudential Defensive Equity Fund and Prudential Income Builder Fund approved the following proposal. Shareholders of both Funds voted together for purposes of the proposal.

Proposal: To elect twelve Trustees:

	SHARES VOTED		% VOTED			% OF T/O
Ellen S. Alberding
FOR		15,187,450.989		98.375	%		54.540	%
WITHHELD		250,945.300		1.625	%		0.901	%
Kevin J. Bannon
FOR		15,164,701.151		98.228	%		54.459	%
WITHHELD		273,695.138		1.772	%		0.982	%
Linda W. Bynoe
FOR		15,192,615.580		98.408	%		54.559	%
WITHHELD		245,780.709		1.592	%		0.882	%
Keith F. Hartstein
FOR		15,165,114.424		98.230	%		54.460	%
WITHHELD		273,281.865		1.770	%		0.981	%
Michael S. Hyland
FOR		15,145,801.546		98.105	%		54.391	%
WITHHELD		292,594.743		1.895	%		1.050	%
Stephen P. Munn
FOR		15,158,448.225		98.187	%		54.436	%
WITHHELD		279,948.064		1.813	%		1.005	%
James E. Quinn
FOR		15,172,914.113		98.281	%		54.488	%
WITHHELD		265,482.176		1.719	%		0.953	%
Richard A. Redeker
FOR		15,144,841.498		98.099	%		54.387	%
WITHHELD		293,554.791		1.901	%		1.054	%
Stephen G. Stoneburn
FOR		15,138,379.548		98.057	%		54.364	%
WITHHELD		300,016.741		1.943	%		1.077	%
Grace C. Torres
FOR		15,185,459.877		98.362	%		54.533	%
WITHHELD		252,936.412		1.638	%		0.908	%

Prudential Income Builder Fund 83

Results of Proxy Voting

(Unaudited) continued

	SHARES VOTED		% VOTED			% OF T/O
Stuart S. Parker
FOR		15,165,114.424		98.230	%		54.460	%
WITHHELD		273,281.865		1.770	%		0.981	%
Scott E. Benjamin
FOR		15,161,091.251		98.204	%		54.446	%
WITHHELD		277,305.038		1.796	%		0.995	%

84

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 Trustees 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. 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.

TRUSTEES

Ellen S. Alberding • Kevin J. Bannon • Scott E. Benjamin • Linda W. Bynoe • Keith F. Hartstein • Michael S. Hyland • Stephen P. Munn • Stuart S. Parker • James E. Quinn • Richard A. Redeker • Stephen G. Stoneburn • Grace C. Torres

OFFICERS

Stuart S. Parker, President • Scott E. Benjamin, Vice President • M. Sadiq Peshimam, Treasurer and Principal Financial and Accounting Officer • Raymond A. O’Hara, Chief Legal Officer • Chad A. Earnst, Chief Compliance Officer • Deborah A. Docs, Secretary • 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 • Peter Parrella, Assistant Treasurer • Lana Lomuti, Assistant Treasurer • Linda McMullin, Assistant Treasurer • Kelly A. Coyne, Assistant Treasurer

MANAGER	Prudential Investments LLC	Gateway Center Three 100 Mulberry Street Newark, NJ 07102
INVESTMENT SUBADVISERS	Jennison Associates LLC	466 Lexington Avenue New York, NY 10017
	Prudential Investment Management, Inc.	Gateway Center Two 100 Mulberry Street Newark, NJ 07102
	Prudential Real Estate Investors	7 Giralda Farms Madison, NJ 07940
	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 TRUSTEES

Shareholders can communicate directly with the Board of Trustees by writing to the Chair of the Board, Prudential Income Builder Fund, Prudential Investments, Attn: Board of Trustees, 100 Mulberry Street, Gateway Center Three, Newark, NJ 07102. Shareholders can communicate directly with an individual Trustee 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 1-800-SEC-0330. The Fund’s schedule of portfolio holdings is also available on the Fund’s website as of the end of each month.

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

PRUDENTIAL INCOME BUILDER FUND

SHARE CLASS	A	B	C	R	Z
NASDAQ	PCGAX	PBCFX	PCCFX	PCLRX	PDCZX
CUSIP	74442X108	74442X207	74442X306	74442X405	74442X504

MFSP504E2    0278658-00001-00

PRUDENTIAL INVESTMENTS»MUTUAL FUNDS

PRUDENTIAL

DEFENSIVE EQUITY FUND

SEMIANNUAL REPORT ^· APRIL 30, 2015

Objective

Long-term 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.

The accompanying financial statements as of April 30, 2015, were not audited and, accordingly, no auditor’s opinion is expressed on them.

Mutual funds are distributed by Prudential Investment Management Services LLC (PIMS), a Prudential Financial company. Quantitative Management Associates LLC (QMA) is a wholly owned subsidiary of Prudential Investment Management, Inc. (PIM). QMA and PIM are registered investment advisers and Prudential Financial companies. ^© 2015 Prudential Financial, Inc. and its related entities. Prudential Investments LLC, Prudential, the Prudential logo, Bring Your Challenges, and the Rock symbol are service marks of Prudential Financial, Inc. and its related entities, registered in many jurisdictions worldwide.

June 15, 2015

Dear Shareholder:

We hope you find the semiannual report for the Prudential Defensive Equity Fund informative and useful. The report covers performance for the six-month period that ended April 30, 2015.

Since market conditions change over time, we believe it is important 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,

Stuart S. Parker, President

Prudential Defensive Equity Fund

Prudential Defensive Equity Fund 1

Your Fund’s Performance (Unaudited)

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.

Cumulative Total Returns (Without Sales Charges) as of 4/30/15
	Six Months			One Year			Five Years			Ten Years
Class A		2.19	%		8.99	%		57.16	%		88.64	%
Class B		1.83			8.17			51.43			74.96
Class C		1.83			8.18			51.43			74.96
Class R		2.09			8.74			55.33			84.06
Class Z		2.37			9.32			59.23			93.32
S&P 500 Index		4.39			12.96			95.20			122.26
Russell 1000® Defensive Index		3.53			11.22			96.90			116.82
Lipper Large-Cap Core Funds Average		3.87			11.09			83.50			110.35
Average Annual Total Returns (With Sales Charges) as of 3/31/15
				One Year			Five Years			Ten Years
Class A					2.71	%		8.26	%		5.68	%
Class B					2.87			8.54			5.49
Class C					6.87			8.68			5.49
Class R					8.44			9.22			6.03
Class Z					8.94			9.77			6.54
S&P 500 Index					12.71			14.45			8.00
Russell 1000 Defensive Index					12.12			14.59			7.82
Lipper Large-Cap Core Funds Average					10.55			12.97			7.30

Source: Prudential Investments LLC and Lipper, Inc.

2 Visit our website at www.prudentialfunds.com

The returns in the tables do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or following the redemption of Fund shares. The average annual total returns take into account applicable sales charges, which are described for each share class in the table below.

	Class A	Class B*	Class C	Class R	Class Z
Maximum initial sales charge	5.50% of the public offering price	None	None	None	None
Contingent deferred sales charge (CDSC) (as a percentage of the lower of original purchase price or net asset value at redemption)	1% on sales of $1 million or more made within 12 months of purchase	5% (Year 1) 4% (Year 2) 3% (Year 3) 2% (Year 4) 1% (Years 5/6) 0% (Year  7)	1% on sales made within 12 months of purchase	None	None
Annual distribution and service (12b-1) fees (shown as a percentage of average daily net assets)	.30% (.25% currently)	1%	1%	.75% (.50% currently)	None

*Class B shares are closed to all purchase activity and no additional Class B shares may be purchased or acquired except by exchange from Class B shares of another Fund or through dividend or capital gains reinvestment.

Benchmark Definitions

S&P 500 Index

The Standard & Poor’s 500 Composite Stock Price Index (S&P 500 Index) is an unmanaged index of 500 stocks of large US public companies. It gives a broad look at how stock prices in the United States have performed.

Russell 1000 Defensive Index

The Russell 1000 Defensive Index is unmanaged and measures the performance of the large-cap defensive segment of the US equity universe. It includes those Russell 1000 Index companies with relatively stable business conditions which are less sensitive to economic cycles, credit cycles, and market volatility based on their stability variables. Stability is measured in terms of volatility (price and earnings), leverage, and return on assets.

Lipper Large-Cap Core Funds Average

The Lipper Large-Cap Core Funds Average (Lipper Average) is based on the average return of all funds in the Lipper Large-Cap Core Funds category for the periods noted. Funds in the Lipper Average invest at least 75% of their equity assets in companies with market capitalizations (on a three-year weighted basis) greater than 300% of the dollar-weighted median market capitalization of the middle 1,000 securities of the S&P SuperComposite 1500 Index. Large-cap core funds have wide latitude in the companies in which they invest. These funds typically have a below-average price-to-earnings ratio, price-to-book ratio, and three-year sales-per-share-growth value compared with the S&P 500 Index.

Prudential Defensive Equity Fund 3

Your Fund’s Performance (continued)

Investors cannot invest directly in an index or average. The returns for the indexes 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 expressed as a percentage of net assets as of 4/30/15
Apple, Inc., Technology Hardware, Storage & Peripherals	4.3	%
Verizon Communications, Inc., Diversified Telecommunication Services	3.4
AT&T, Inc., Diversified Telecommunication Services	2.9
Microsoft Corp., Software	2.3
Johnson & Johnson, Pharmaceuticals	1.7

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

Five Largest Industries expressed as a percentage of net assets as of 4/30/15
Pharmaceuticals	7.2	%
Diversified Telecommunication Services	7.0
Oil, Gas & Consumable Fuels	6.0
Technology Hardware, Storage & Peripherals	5.3
Banks	4.3

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

4 Visit our website at www.prudentialfunds.com

Fees and Expenses (Unaudited)

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

The example is based on an investment of $1,000 invested on November 1, 2014, at the beginning of the period, and held through the six-month period ended April 30, 2015. The example is for illustrative purposes only; you should consult the Prospectus for information on initial and subsequent minimum investment requirements.

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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 Defensive Equity Fund 5

Fees and Expenses (continued)

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.

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  Defensive Equity Fund		Beginning Account Value November 1, 2014		Ending Account Value April 30, 2015		Annualized Expense Ratio Based on the Six-Month Period			Expenses Paid During the Six-Month  Period*
Class A	Actual	$	1,000.00	$	1,021.90		1.29	%	$	6.47
	Hypothetical	$	1,000.00	$	1,018.40		1.29	%	$	6.46
Class B	Actual	$	1,000.00	$	1,018.30		2.04	%	$	10.21
	Hypothetical	$	1,000.00	$	1,014.68		2.04	%	$	10.19
Class C	Actual	$	1,000.00	$	1,018.30		2.04	%	$	10.21
	Hypothetical	$	1,000.00	$	1,014.68		2.04	%	$	10.19
Class R	Actual	$	1,000.00	$	1,020.90		1.54	%	$	7.72
	Hypothetical	$	1,000.00	$	1,017.16		1.54	%	$	7.70
Class Z	Actual	$	1,000.00	$	1,023.70		1.04	%	$	5.22
	Hypothetical	$	1,000.00	$	1,019.64		1.04	%	$	5.21

*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 181 days in the six-month period ended April 30, 2015, and divided by the 365 days in the Fund’s fiscal year ending October 31, 2015 (to reflect the six-month period). Expenses presented in the table include the expenses of any underlying portfolios in which the Fund may invest.

6 Visit our website at www.prudentialfunds.com

The Fund’s annualized expense ratios for the six-month period ended April 30, 2015, are as follows:

Class	Gross Operating Expenses			Net Operating Expenses
A		1.34	%		1.29	%
B		2.04			2.04
C		2.04			2.04
R		1.79			1.54
Z		1.04			1.04

Net operating expenses shown above reflect fee waivers and/or expense reimbursements. Additional information on Fund expenses and any fee waivers and/or expense reimbursements can be found in the “Financial Highlights” tables in this report and in the Notes to the Financial Statements in this report.

Prudential Defensive Equity Fund 7

Portfolio of Investments

as of April 30, 2015 (Unaudited)

Description	Shares		Value (Note 1)
LONG-TERM INVESTMENTS    95.5%
COMMON STOCKS    95.5%
Aerospace & Defense    1.7%
Boeing Co. (The)		5,850	$	838,539
General Dynamics Corp.		2,820		387,243
Honeywell International, Inc.		6,990		705,431
L-3 Communications Holdings, Inc.		740		85,033
Lockheed Martin Corp.		2,400		447,840
Northrop Grumman Corp.		1,780		274,191
Precision Castparts Corp.		1,270		262,496
Raytheon Co.		2,750		286,000
Rockwell Collins, Inc.		1,200		116,796
Textron, Inc.		2,500		109,950
United Technologies Corp.		7,380		839,475
				4,352,994
Air Freight & Logistics    0.5%
C.H. Robinson Worldwide, Inc.		1,300		83,707
Expeditors International of Washington, Inc.		1,700		77,911
FedEx Corp.		2,360		400,185
United Parcel Service, Inc. (Class B Stock)		6,200		623,286
				1,185,089
Airlines    0.3%
American Airlines Group, Inc.		6,400		309,024
Delta Air Lines, Inc.		7,300		325,872
Southwest Airlines Co.		6,000		243,360
				878,256
Auto Components    0.2%
BorgWarner, Inc.		1,260		74,592
Delphi Automotive PLC (United Kingdom)		1,600		132,800
Goodyear Tire & Rubber Co. (The)		1,400		39,711
Johnson Controls, Inc.		3,600		181,368
				428,471
Automobiles    0.3%
Ford Motor Co.		21,400		338,120
General Motors Co.		7,300		255,938
Harley-Davidson, Inc.		1,100		61,831
				655,889

See Notes to Financial Statements.

Prudential Defensive Equity Fund 9

Portfolio of Investments

as of April 30, 2015 (Unaudited) continued

Description	Shares		Value (Note 1)
COMMON STOCKS (Continued)
Banks    4.3%
Bank of America Corp.		104,800	$	1,669,464
BB&T Corp.		7,200		275,688
Citigroup, Inc.		30,200		1,610,264
Comerica, Inc.		1,800		85,338
Fifth Third Bancorp		8,300		166,000
Huntington Bancshares, Inc.		8,400		91,224
JPMorgan Chase & Co.		37,100		2,346,946
KeyCorp		8,800		127,160
M&T Bank Corp.		1,360		162,751
PNC Financial Services Group, Inc. (The)		5,200		476,996
Regions Financial Corp.		13,700		134,671
SunTrust Banks, Inc.		5,300		219,950
U.S. Bancorp		17,800		763,086
Wells Fargo & Co.		46,700		2,573,170
Zions Bancorporation		2,100		59,504
				10,762,212
Beverages    2.2%
Brown-Forman Corp. (Class B Stock)		2,200		198,506
Coca-Cola Co. (The)		55,800		2,263,248
Coca-Cola Enterprises, Inc.		3,100		137,671
Constellation Brands, Inc. (Class A Stock)*		2,390		277,097
Dr. Pepper Snapple Group, Inc.		2,800		208,824
Molson Coors Brewing Co. (Class B Stock)		2,300		169,073
Monster Beverage Corp.*		2,080		285,189
PepsiCo, Inc.		21,070		2,004,178
				5,543,786
Biotechnology    3.4%
Alexion Pharmaceuticals, Inc.*		3,150		533,075
Amgen, Inc.		11,820		1,866,496
Biogen, Inc.*		3,660		1,368,584
Celgene Corp.*		12,470		1,347,508
Gilead Sciences, Inc.*		23,240		2,335,852
Regeneron Pharmaceuticals, Inc.*		1,150		526,079
Vertex Pharmaceuticals, Inc.*		3,770		464,766
				8,442,360

See Notes to Financial Statements.

10

Description	Shares		Value (Note 1)
COMMON STOCKS (Continued)
Building Products    0.1%
Allegion PLC		866	$	52,956
Masco Corp.		3,100		82,119
				135,075
Capital Markets    1.7%
Affiliated Managers Group, Inc.*		570		128,894
Ameriprise Financial, Inc.		1,850		231,768
Bank of New York Mellon Corp. (The)		11,200		474,208
BlackRock, Inc.		1,280		465,843
Charles Schwab Corp. (The)		11,600		353,800
E*TRADE Financial Corp.*		3,000		86,370
Franklin Resources, Inc.		3,990		205,725
Goldman Sachs Group, Inc. (The)		4,050		795,501
Invesco Ltd.		4,300		178,106
Legg Mason, Inc.		1,100		57,915
Morgan Stanley		15,400		574,574
Northern Trust Corp.		2,200		160,930
State Street Corp.		4,200		323,904
T. Rowe Price Group, Inc.		2,700		219,186
				4,256,724
Chemicals    1.3%
Air Products & Chemicals, Inc.		1,410		202,236
Airgas, Inc.		490		49,627
CF Industries Holdings, Inc.		350		100,615
Dow Chemical Co. (The)		7,900		402,900
E.I. du Pont de Nemours & Co.		6,600		483,120
Eastman Chemical Co.		1,100		83,842
Ecolab, Inc.		1,970		220,601
FMC Corp.		1,000		59,310
International Flavors & Fragrances, Inc.		590		67,703
LyondellBasell Industries NV (Class A Stock)		2,910		301,243
Monsanto Co.		3,520		401,139
Mosaic Co. (The)		2,200		96,800
PPG Industries, Inc.		1,000		221,560
Praxair, Inc.		2,110		257,272
Sherwin-Williams Co. (The)		590		164,020
Sigma-Aldrich Corp.		870		120,860
				3,232,848

See Notes to Financial Statements.

Prudential Defensive Equity Fund 11

Portfolio of Investments

as of April 30, 2015 (Unaudited) continued

Description	Shares		Value (Note 1)
COMMON STOCKS (Continued)
Commercial Services & Supplies    0.3%
ADT Corp. (The)		1,500	$	56,400
Cintas Corp.		900		71,955
Pitney Bowes, Inc.		1,800		40,266
Republic Services, Inc.		2,200		89,386
Stericycle, Inc.*		760		101,407
Tyco International PLC		3,700		145,706
Waste Management, Inc.		3,800		188,214
				693,334
Communications Equipment    1.7%
Cisco Systems, Inc.		74,900		2,159,367
F5 Networks, Inc.*		1,060		129,341
Harris Corp.		1,500		120,360
Juniper Networks, Inc.		5,300		140,079
Motorola Solutions, Inc.		2,800		167,300
QUALCOMM, Inc.		24,200		1,645,600
				4,362,047
Construction & Engineering    0.1%
Fluor Corp.		1,300		78,182
Jacobs Engineering Group, Inc.*		1,100		47,146
Quanta Services, Inc.*		1,800		52,038
				177,366
Construction Materials    0.1%
Martin Marietta Materials, Inc.		450		64,193
Vulcan Materials Co.		1,000		85,520
				149,713
Consumer Finance    0.6%
American Express Co.		8,800		681,560
Capital One Financial Corp.		5,500		444,675
Discover Financial Services		4,500		260,865
Navient Corp.		4,100		80,114
				1,467,214
Containers & Packaging    0.1%
Avery Dennison Corp.		700		38,913
Ball Corp.		1,000		73,410
MeadWestvaco Corp.		1,200		58,560

See Notes to Financial Statements.

12

Description	Shares		Value (Note 1)
COMMON STOCKS (Continued)
Containers & Packaging (cont’d.)
Owens-Illinois, Inc.*		1,100	$	26,301
Sealed Air Corp.		1,500		68,400
				265,584
Distributors
Genuine Parts Co.		820		73,677
Diversified Consumer Services
H&R Block, Inc.		1,500		45,360
Diversified Financial Services    1.5%
Berkshire Hathaway, Inc. (Class B Stock)*		18,160		2,564,374
CME Group, Inc.		3,200		290,912
Intercontinental Exchange, Inc.		1,136		255,066
Leucadia National Corp.		3,300		78,441
McGraw-Hill Financial, Inc.		2,760		287,868
Moody’s Corp.		1,810		194,611
NASDAQ OMX Group, Inc. (The)		1,200		58,356
				3,729,628
Diversified Telecommunication Services    7.0%
AT&T, Inc.		209,000		7,239,760
CenturyLink, Inc.		22,800		819,888
Frontier Communications Corp.		40,300		276,458
Level 3 Communications, Inc.*		11,500		643,310
Verizon Communications, Inc.		167,400		8,443,656
Windstream Holdings, Inc.		4,033		47,109
				17,470,181
Electric Utilities    4.3%
American Electric Power Co., Inc.		16,600		944,042
Duke Energy Corp.		23,900		1,853,923
Edison International		11,000		670,340
Entergy Corp.		6,100		470,798
Eversource Energy		10,700		521,732
Exelon Corp.		29,000		986,580
FirstEnergy Corp.		14,200		509,922
NextEra Energy, Inc.		15,000		1,513,950
Pepco Holdings, Inc.		8,500		220,830
Pinnacle West Capital Corp.		3,700		226,440

See Notes to Financial Statements.

Prudential Defensive Equity Fund 13

Portfolio of Investments

as of April 30, 2015 (Unaudited) continued

Description	Shares		Value (Note 1)
COMMON STOCKS (Continued)
Electric Utilities (cont’d.)
PPL Corp.		22,500	$	765,675
Southern Co. (The)		30,800		1,364,440
Xcel Energy, Inc.		17,100		579,861
				10,628,533
Electrical Equipment    0.4%
AMETEK, Inc.		2,100		110,082
Eaton Corp. PLC		4,200		288,666
Emerson Electric Co.		6,100		358,863
Rockwell Automation, Inc.		1,210		143,506
				901,117
Electronic Equipment, Instruments & Components    0.4%
Amphenol Corp. (Class A Stock)		4,540		251,380
Corning, Inc.		18,600		389,298
FLIR Systems, Inc.		2,000		61,780
TE Connectivity Ltd. (Switzerland)		6,000		399,300
				1,101,758
Energy Equipment & Services    1.2%
Baker Hughes, Inc.		5,000		342,300
Cameron International Corp.*		2,200		120,604
Diamond Offshore Drilling, Inc.		700		23,429
Ensco PLC (Class A Stock)		2,600		70,928
FMC Technologies, Inc.*		2,600		114,660
Halliburton Co.		9,700		474,815
Helmerich & Payne, Inc.		1,270		99,022
National Oilwell Varco, Inc.		4,700		255,727
Noble Corp. PLC		2,700		46,737
Schlumberger Ltd.		14,590		1,380,360
Transocean Ltd.		3,800		71,516
				3,000,098
Food & Staples Retailing    2.5%
Costco Wholesale Corp.		6,260		895,493
CVS Health Corp.		15,990		1,587,647
Kroger Co. (The)		7,000		482,370
Sysco Corp.		8,400		311,052
Wal-Mart Stores, Inc.		22,500		1,756,125
Walgreens Boots Alliance, Inc.		12,400		1,028,332

See Notes to Financial Statements.

14

Description	Shares		Value (Note 1)
COMMON STOCKS (Continued)
Food & Staples Retailing (cont’d.)
Whole Foods Market, Inc.		5,100	$	243,576
				6,304,595
Food Products    1.7%
Archer-Daniels-Midland Co.		9,000		439,920
Campbell Soup Co.		2,500		111,775
ConAgra Foods, Inc.		6,000		216,900
General Mills, Inc.		8,600		475,924
Hershey Co. (The)		2,100		193,032
Hormel Foods Corp.		1,900		103,265
J.M. Smucker Co. (The)		1,450		168,084
Kellogg Co.		3,600		227,988
Keurig Green Mountain, Inc.		1,730		201,320
Kraft Foods Group, Inc.		8,400		711,900
McCormick & Co., Inc.		1,800		135,540
Mead Johnson Nutrition Co.		2,880		276,250
Mondelez International, Inc. (Class A Stock)		23,400		897,858
Tyson Foods, Inc. (Class A Stock)		4,100		161,950
				4,321,706
Gas Utilities    0.1%
AGL Resources, Inc.		4,000		201,080
Health Care Equipment & Supplies    2.5%
Abbott Laboratories		23,500		1,090,870
Baxter International, Inc.		8,500		584,290
Becton, Dickinson and Co.		3,255		458,532
Boston Scientific Corp.*		20,700		368,874
C.R. Bard, Inc.		1,160		193,233
DENTSPLY International, Inc.		2,200		112,200
Edwards Lifesciences Corp.*		1,680		212,772
Intuitive Surgical, Inc.*		570		282,709
Medtronic PLC		22,188		1,651,896
St. Jude Medical, Inc.		4,400		308,220
Stryker Corp.		4,700		433,528
Varian Medical Systems, Inc.*		1,600		142,160
Zimmer Holdings, Inc.		2,650		291,076
				6,130,360

See Notes to Financial Statements.

Prudential Defensive Equity Fund 15

Portfolio of Investments

as of April 30, 2015 (Unaudited) continued

Description	Shares		Value (Note 1)
COMMON STOCKS (Continued)
Health Care Providers & Services    3.1%
Aetna, Inc.		5,480	$	585,648
AmerisourceBergen Corp.		3,250		371,475
Anthem, Inc.		4,160		627,869
Cardinal Health, Inc.		5,200		438,568
Cigna Corp.		4,030		502,299
DaVita HealthCare Partners, Inc.*		2,680		217,348
Express Scripts Holding Co.*		11,300		976,320
HCA Holdings, Inc.*		4,600		340,446
Henry Schein, Inc.*		1,310		179,601
Humana, Inc.		2,330		385,848
Laboratory Corp. of America Holdings*		1,570		187,709
McKesson Corp.		3,630		810,942
Patterson Cos., Inc.		1,300		61,041
Quest Diagnostics, Inc.		2,300		164,266
Tenet Healthcare Corp.*		1,500		71,790
UnitedHealth Group, Inc.		14,860		1,655,404
Universal Health Services, Inc. (Class B Stock)		1,420		166,069
				7,742,643
Health Care Technology    0.1%
Cerner Corp.*		4,800		344,688
Hotels, Restaurants & Leisure    0.7%
Carnival Corp.		2,400		105,528
Chipotle Mexican Grill, Inc.*		170		105,628
Darden Restaurants, Inc.		700		44,639
Marriott International, Inc. (Class A Stock)		1,100		88,055
McDonald’s Corp.		5,230		504,956
Royal Caribbean Cruises Ltd.		900		61,254
Starbucks Corp.		8,200		406,556
Starwood Hotels & Resorts Worldwide, Inc.		900		77,355
Wyndham Worldwide Corp.		700		59,780
Wynn Resorts Ltd.		440		48,871
Yum! Brands, Inc.		2,400		206,304
				1,708,926
Household Durables    0.2%
D.R. Horton, Inc.		1,800		45,720
Garmin Ltd.		600		27,114
Harman International Industries, Inc.		380		49,544

See Notes to Financial Statements.

16

Description	Shares		Value (Note 1)
COMMON STOCKS (Continued)
Household Durables (cont’d.)
Leggett & Platt, Inc.		700	$	29,729
Lennar Corp. (Class A Stock)		1,000		45,800
Mohawk Industries, Inc.*		340		58,990
Newell Rubbermaid, Inc.		1,400		53,382
PulteGroup, Inc.		1,700		32,810
Whirlpool Corp.		430		75,508
				418,597
Household Products    1.9%
Clorox Co. (The)		1,870		198,407
Colgate-Palmolive Co.		12,100		814,088
Kimberly-Clark Corp.		5,200		570,388
Procter & Gamble Co. (The)		38,400		3,053,184
				4,636,067
Independent Power & Renewable Electricity Producers    0.2%
AES Corp. (The)		21,800		288,850
NRG Energy, Inc.		11,400		287,736
				576,586
Industrial Conglomerates    1.6%
3M Co.		5,670		886,731
Danaher Corp.		5,500		450,340
General Electric Co.		89,800		2,431,784
Roper Technologies, Inc.		900		151,353
				3,920,208
Insurance    1.8%
ACE Ltd.		3,290		351,997
Aflac, Inc.		4,400		277,376
Allstate Corp. (The)		4,200		292,572
American International Group, Inc.		13,700		771,173
Aon PLC		2,820		271,369
Assurant, Inc.		800		49,168
Chubb Corp. (The)		2,340		230,139
Cincinnati Financial Corp.		1,500		75,960
Genworth Financial, Inc. (Class A Stock)*		5,500		48,345
Hartford Financial Services Group, Inc. (The)		4,300		175,311
Lincoln National Corp.		2,600		146,874
Loews Corp.		3,000		124,920

See Notes to Financial Statements.

Prudential Defensive Equity Fund 17

Portfolio of Investments

as of April 30, 2015 (Unaudited) continued

Description	Shares		Value (Note 1)
COMMON STOCKS (Continued)
Insurance (cont’d.)
Marsh & McLennan Cos., Inc.		5,400	$	303,264
MetLife, Inc.		11,200		574,448
Principal Financial Group, Inc.		2,800		143,136
Progressive Corp. (The)		5,400		143,964
Torchmark Corp.		1,300		72,943
Travelers Cos., Inc. (The)		3,240		327,596
Unum Group		2,600		88,816
XL Group PLC (Ireland)		2,600		96,408
				4,565,779
Internet & Catalog Retail    0.6%
Amazon.com, Inc.*		2,070		873,085
Expedia, Inc.		600		56,538
Netflix, Inc.*		330		183,645
Priceline Group, Inc. (The)*		290		358,965
TripAdvisor, Inc.*		590		47,489
				1,519,722
Internet Software & Services    3.6%
Akamai Technologies, Inc.*		2,600		191,828
eBay, Inc.*		16,200		943,812
Equinix, Inc.		830		212,422
Facebook, Inc. (Class A Stock)*		30,800		2,426,116
Google, Inc. (Class A Stock)*		4,200		2,304,834
Google, Inc. (Class C Stock)*		4,222		2,268,422
VeriSign, Inc.*		1,500		95,265
Yahoo!, Inc.*		12,800		544,832
				8,987,531
IT Services    3.7%
Accenture PLC (Class A Stock)		9,200		852,380
Alliance Data Systems Corp.*		930		276,498
Automatic Data Processing, Inc.		7,000		591,780
Cognizant Technology Solutions Corp. (Class A Stock)*		8,920		522,177
Computer Sciences Corp.		2,100		135,345
Fidelity National Information Services, Inc.		4,200		262,458
Fiserv, Inc.*		3,560		276,256
International Business Machines Corp.		13,500		2,312,415
MasterCard, Inc. (Class A Stock)		14,400		1,299,024
Paychex, Inc.		4,800		232,272

See Notes to Financial Statements.

18

Description	Shares		Value (Note 1)
COMMON STOCKS (Continued)
IT Services (cont’d.)
Teradata Corp.*		2,100	$	92,379
Total System Services, Inc.		2,400		94,944
Visa, Inc. (Class A Stock)		28,460		1,879,783
Western Union Co. (The)		7,600		154,128
Xerox Corp.		15,300		175,950
				9,157,789
Leisure Products
Hasbro, Inc.		600		42,474
Mattel, Inc.		1,800		50,688
				93,162
Life Sciences Tools & Services    0.5%
Agilent Technologies, Inc.		5,200		215,124
PerkinElmer, Inc.		1,800		92,268
Thermo Fisher Scientific, Inc.		6,180		776,702
Waters Corp.*		1,300		162,747
				1,246,841
Machinery    1.0%
Caterpillar, Inc.		5,380		467,414
Cummins, Inc.		1,510		208,773
Deere & Co.		3,000		271,560
Dover Corp.		1,500		113,580
Flowserve Corp.		1,200		70,236
Illinois Tool Works, Inc.		3,100		290,098
Ingersoll-Rand PLC		2,400		158,016
Joy Global, Inc.		800		34,112
PACCAR, Inc.		3,200		209,120
Pall Corp.		950		92,454
Parker Hannifin Corp.		1,270		151,587
Pentair PLC (United Kingdom)		1,600		99,440
Snap-on, Inc.		520		77,766
Stanley Black & Decker, Inc.		1,400		138,180
Xylem, Inc.		1,600		59,232
				2,441,568
Media    1.4%
Cablevision Systems Corp. (Class A Stock)		1,100		21,978
CBS Corp. (Class B Stock)		2,500		155,325

See Notes to Financial Statements.

Prudential Defensive Equity Fund 19

Portfolio of Investments

as of April 30, 2015 (Unaudited) continued

Description	Shares		Value (Note 1)
COMMON STOCKS (Continued)
Media (cont’d.)
Comcast Corp. (Class A Stock)		13,800	$	797,088
DIRECTV*		2,700		244,903
Discovery Communications, Inc. (Class A Stock)*		800		25,888
Discovery Communications, Inc. (Class C Stock)*		1,400		42,322
Gannett Co., Inc.		1,200		41,184
Interpublic Group of Cos., Inc. (The)		2,200		45,848
News Corp. (Class A Stock)*		2,650		41,817
Omnicom Group, Inc.		1,400		106,064
Scripps Networks Interactive, Inc. (Class A Stock)		500		34,930
Time Warner Cable, Inc.		1,530		237,946
Time Warner, Inc.		4,500		379,845
Twenty-First Century Fox, Inc. (Class A Stock)		9,900		337,392
Viacom, Inc. (Class B Stock)		2,000		138,900
Walt Disney Co. (The)		8,490		923,033
				3,574,463
Metals & Mining    0.2%
Alcoa, Inc.		8,900		119,438
Allegheny Technologies, Inc.		700		23,793
Freeport-McMoRan, Inc.		7,500		174,525
Newmont Mining Corp.		3,600		95,364
Nucor Corp.		2,300		112,378
				525,498
Multiline Retail    0.3%
Dollar General Corp.		1,700		123,607
Dollar Tree, Inc.*		1,100		84,051
Family Dollar Stores, Inc.		500		39,070
Kohl’s Corp.		1,100		78,815
Macy’s, Inc.		1,900		122,797
Nordstrom, Inc.		800		60,448
Target Corp.		3,500		275,905
				784,693
Multi-Utilities    2.9%
Ameren Corp.		8,200		335,708
CenterPoint Energy, Inc.		14,500		304,065
CMS Energy Corp.		9,300		315,549
Consolidated Edison, Inc.		9,900		609,345
Dominion Resources, Inc.		19,900		1,426,432

See Notes to Financial Statements.

20

Description	Shares		Value (Note 1)
COMMON STOCKS (Continued)
Multi-Utilities (cont’d.)
DTE Energy Co.		6,000	$	477,780
Integrys Energy Group, Inc.		2,700		197,370
NiSource, Inc.		10,700		464,594
PG&E Corp.		16,100		852,012
Public Service Enterprise Group, Inc.		17,100		710,334
SCANA Corp.		4,800		254,304
Sempra Energy		7,830		831,311
TECO Energy, Inc.		7,900		149,705
Wisconsin Energy Corp.		7,600		373,312
				7,301,821
Oil, Gas & Consumable Fuels    6.0%
Anadarko Petroleum Corp.		5,830		548,603
Apache Corp.		4,300		294,120
Cabot Oil & Gas Corp.		4,700		158,954
Chesapeake Energy Corp.		5,900		93,043
Chevron Corp.		21,440		2,381,126
Cimarex Energy Co.		1,000		124,400
ConocoPhillips		14,000		950,880
CONSOL Energy, Inc.		2,600		84,448
Devon Energy Corp.		4,400		300,124
EOG Resources, Inc.		6,230		616,459
EQT Corp.		1,770		159,194
Exxon Mobil Corp.		47,820		4,178,034
Hess Corp.		2,730		209,937
Kinder Morgan, Inc.		19,400		833,230
Marathon Oil Corp.		7,600		236,360
Marathon Petroleum Corp.		3,120		307,538
Murphy Oil Corp.		1,900		90,459
Newfield Exploration Co.*		1,800		70,632
Noble Energy, Inc.		4,400		223,168
Occidental Petroleum Corp.		8,800		704,880
ONEOK, Inc.		2,400		115,440
Phillips 66		6,200		491,722
Pioneer Natural Resources Co.		1,700		293,726
QEP Resources, Inc.		1,800		40,500
Range Resources Corp.		1,900		120,764
Southwestern Energy Co.*		4,300		120,529
Spectra Energy Corp.		7,600		283,100
Tesoro Corp.		1,400		120,162

See Notes to Financial Statements.

Prudential Defensive Equity Fund 21

Portfolio of Investments

as of April 30, 2015 (Unaudited) continued

Description	Shares		Value (Note 1)
COMMON STOCKS (Continued)
Oil, Gas & Consumable Fuels (cont’d.)
Valero Energy Corp.		5,900	$	335,710
Williams Cos., Inc. (The)		7,700		394,163
				14,881,405
Paper & Forest Products    0.1%
International Paper Co.		3,100		166,532
Personal Products    0.1%
Estee Lauder Cos., Inc. (The) (Class A Stock)		3,200		260,128
Pharmaceuticals    7.2%
AbbVie, Inc.		24,800		1,603,568
Actavis PLC*		6,088		1,722,052
Bristol-Myers Squibb Co.		25,900		1,650,607
Eli Lilly & Co.		15,200		1,092,424
Endo International PLC*		2,800		235,382
Hospira, Inc.*		2,700		235,683
Johnson & Johnson		43,320		4,297,344
Mallinckrodt PLC*		1,820		205,987
Merck & Co., Inc.		44,200		2,632,552
Mylan NV*		6,300		455,238
Perrigo Co. PLC		2,200		403,216
Pfizer, Inc.		95,400		3,236,922
Zoetis, Inc.		7,800		346,476
				18,117,451
Professional Services    0.1%
Dun & Bradstreet Corp. (The)		320		40,854
Equifax, Inc.		1,100		106,623
Nielsen NV		2,800		125,832
Robert Half International, Inc.		1,200		66,540
				339,849
Real Estate Investment Trusts (REITs)    1.9%
American Tower Corp.		4,310		407,424
Apartment Investment & Management Co. (Class A Stock)		1,600		60,368
AvalonBay Communities, Inc.		1,340		220,216
Boston Properties, Inc.		1,560		206,404
Communications Sales & Leasing, Inc.*		4,840		145,587
Crown Castle International Corp.		3,400		284,002

See Notes to Financial Statements.

22

Description	Shares		Value (Note 1)
COMMON STOCKS (Continued)
Real Estate Investment Trusts (REITs) (cont’d.)
Equity Residential		3,700	$	273,282
Essex Property Trust, Inc.		670		148,706
General Growth Properties, Inc.		6,300		172,620
HCP, Inc.		4,700		189,363
Health Care REIT, Inc.		3,500		252,070
Host Hotels & Resorts, Inc.		7,700		155,078
Iron Mountain, Inc.		1,938		66,842
Kimco Realty Corp.		4,200		101,220
Macerich Co. (The)		1,500		122,640
Plum Creek Timber Co., Inc.		1,800		75,960
Prologis, Inc.		5,200		209,040
Public Storage		1,470		276,228
Simon Property Group, Inc.		3,120		566,249
SL Green Realty Corp.		1,020		124,807
Ventas, Inc.		3,400		234,260
Vornado Realty Trust		1,780		184,212
Weyerhaeuser Co.		5,300		167,003
				4,643,581
Real Estate Management & Development
CBRE Group, Inc. (Class A Stock)*		2,900		111,186
Road & Rail    0.6%
CSX Corp.		8,800		317,592
Kansas City Southern		990		101,465
Norfolk Southern Corp.		2,750		277,338
Ryder System, Inc.		500		47,680
Union Pacific Corp.		7,870		836,030
				1,580,105
Semiconductors & Semiconductor Equipment    2.6%
Altera Corp.		4,400		183,392
Analog Devices, Inc.		4,600		284,464
Applied Materials, Inc.		18,000		356,220
Avago Technologies Ltd. (Singapore)		3,770		440,638
Broadcom Corp. (Class A Stock)		8,000		353,640
First Solar, Inc.*		1,100		65,637
Intel Corp.		69,500		2,262,225
KLA-Tencor Corp.		2,400		141,120
Lam Research Corp.		2,300		173,834

See Notes to Financial Statements.

Prudential Defensive Equity Fund 23

Portfolio of Investments

as of April 30, 2015 (Unaudited) continued

Description	Shares		Value (Note 1)
COMMON STOCKS (Continued)
Semiconductors & Semiconductor Equipment (cont’d.)
Linear Technology Corp.		3,500	$	161,455
Microchip Technology, Inc.		2,900		138,200
Micron Technology, Inc.*		15,800		444,454
NVIDIA Corp.		7,500		166,462
Skyworks Solutions, Inc.		2,800		258,300
Texas Instruments, Inc.		15,400		834,834
Xilinx, Inc.		3,800		164,768
				6,429,643
Software    4.3%
Adobe Systems, Inc.*		7,000		532,420
Autodesk, Inc.*		3,300		187,539
CA, Inc.		4,600		146,142
Citrix Systems, Inc.*		2,300		154,468
Electronic Arts, Inc.*		4,600		267,214
Intuit, Inc.		4,100		411,353
Microsoft Corp.		120,500		5,861,120
Oracle Corp.		47,100		2,054,502
Red Hat, Inc.*		2,700		203,202
salesforce.com, Inc.*		8,900		648,098
Symantec Corp.		10,000		249,250
				10,715,308
Specialty Retail    0.9%
AutoNation, Inc.*		400		24,620
AutoZone, Inc.*		180		121,079
Bed Bath & Beyond, Inc.*		1,000		70,460
Best Buy Co., Inc.		1,500		51,975
CarMax, Inc.*		1,100		74,921
GameStop Corp. (Class A Stock)		600		23,124
Gap, Inc. (The)		1,400		55,496
Home Depot, Inc. (The)		7,160		765,977
L Brands, Inc.		1,400		125,104
Lowe’s Cos., Inc.		5,300		364,958
O’Reilly Automotive, Inc.*		560		121,985
Ross Stores, Inc.		1,130		111,734
Staples, Inc.		3,400		55,488
Tiffany & Co.		640		55,987
TJX Cos., Inc. (The)		3,700		238,798
Tractor Supply Co.		800		68,848

See Notes to Financial Statements.

24

Description	Shares		Value (Note 1)
COMMON STOCKS (Continued)
Specialty Retail (cont’d.)
Urban Outfitters, Inc.*		500	$	20,020
				2,350,574
Technology Hardware, Storage & Peripherals    5.3%
Apple, Inc.		85,540		10,705,331
EMC Corp.		29,100		783,081
Hewlett-Packard Co.		26,600		877,002
NetApp, Inc.		4,500		163,125
SanDisk Corp.		3,180		212,869
Seagate Technology PLC		4,800		281,856
Western Digital Corp.		3,170		309,836
				13,333,100
Textiles, Apparel & Luxury Goods    0.4%
Coach, Inc.		1,500		57,315
Fossil Group, Inc.*		300		25,194
Hanesbrands, Inc.		2,100		65,268
Michael Kors Holdings Ltd.*		1,100		68,046
NIKE, Inc. (Class B Stock)		3,800		375,592
PVH Corp.		450		46,507
Ralph Lauren Corp.		330		44,025
Under Armour, Inc. (Class A Stock)*		900		69,795
VF Corp.		1,820		131,823
				883,565
Thrifts & Mortgage Finance
Hudson City Bancorp, Inc.		5,100		47,430
People’s United Financial, Inc.		3,300		49,863
				97,293
Tobacco    1.6%
Altria Group, Inc.		28,000		1,401,400
Lorillard, Inc.		5,100		356,286
Philip Morris International, Inc.		22,000		1,836,340
Reynolds American, Inc.		4,400		322,520
				3,916,546
Trading Companies & Distributors    0.1%
Fastenal Co.		2,400		102,288
United Rentals, Inc.*		850		82,093

See Notes to Financial Statements.

Prudential Defensive Equity Fund 25

Portfolio of Investments

as of April 30, 2015 (Unaudited) continued

Description	Shares		Value (Note 1)
COMMON STOCKS (Continued)
Trading Companies & Distributors (cont’d.)
W.W. Grainger, Inc.		540	$	134,152
				318,533
TOTAL COMMON STOCKS (cost $189,749,365)				238,588,436
RIGHTS*
Food & Staples Retailing
Safeway Casa Ley, expiring 01/30/19, CVR		2,400		354
Safeway PDC, expiring 01/30/17, CVR		2,400		102
TOTAL RIGHTS (cost $2,553)				456
TOTAL LONG-TERM INVESTMENTS (cost $189,751,918)				238,588,892
SHORT-TERM INVESTMENTS    4.6%
AFFILIATED MONEY MARKET MUTUAL FUND    4.3%
Prudential Investment Portfolios 2 - Prudential Core Taxable Money Market Fund (cost $10,802,423) (Note 3)(c)		10,802,423		10,802,423

	Interest Rate	Maturity Date		Principal Amount (000)#
U.S. TREASURY OBLIGATION(a)(b)    0.3%
U.S. Treasury Bills (cost $799,537)	0.150%		09/17/15		800		799,930
TOTAL SHORT-TERM INVESTMENTS (cost $11,601,960)							11,602,353
TOTAL INVESTMENTS    100.1% (cost $201,353,878; Note 5)							250,191,245
Liabilities in excess of other assets(d)    (0.1)%							(301,570	)
NET ASSETS    100.0%						$	249,889,675

The following abbreviations are used in the portfolio descriptions:

CVR—Contingent Value Rights

# Principal amount is shown in U.S. dollars unless otherwise stated.

* Non-income producing security.

(a) Represents security, or a portion thereof, segregated as collateral for futures contracts.

See Notes to Financial Statements.

26

(b) Rates shown reflect yield to maturity at purchase date.

(c) Prudential Investments LLC, the manager of the Fund, also serves as manager of the Prudential Investment Portfolios 2 - Prudential Core Taxable Money Market Fund.

(d) Includes net unrealized appreciation (depreciation) on the following derivative contracts held at reporting period end:

Futures contracts outstanding at April 30, 2015:

Number of Contracts		Type	Expiration Date		Value at Trade Date		Value at April 30, 2015		Unrealized Appreciation(1)
		Long Positions:
	76	S&P 500 E-Mini		Jun. 2015	$	7,858,515	$	7,899,820	$	41,305
	5	S&P 500 Index		Jun. 2015		2,585,625		2,598,625		13,000
									$	54,305

(1) U.S. Treasury obligations with a combined market value of $799,930 have been segregated with Goldman Sachs & Co. to cover requirements for open futures contracts at April 30, 2015.

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—quoted prices for similar securities, interest rates and yield curves, prepayment speeds, foreign currency exchange rates and other observable inputs.

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

The following is a summary of the inputs used as of April 30, 2015 in valuing such portfolio securities:

	Level 1		Level 2		Level 3
Investments in Securities
Common Stocks
Aerospace & Defense	$	4,352,994	$	—	$	—
Air Freight & Logistics		1,185,089		—		—
Airlines		878,256		—		—
Auto Components		428,471		—		—
Automobiles		655,889		—		—
Banks		10,762,212		—		—

See Notes to Financial Statements.

Prudential Defensive Equity Fund 27

Portfolio of Investments

as of April 30, 2015 (Unaudited) continued

	Level 1		Level 2		Level 3
Common Stocks (continued):
Beverages	$	5,543,786	$	—	$	—
Biotechnology		8,442,360		—		—
Building Products		135,075		—		—
Capital Markets		4,256,724		—		—
Chemicals		3,232,848		—		—
Commercial Services & Supplies		693,334		—		—
Communications Equipment		4,362,047		—		—
Construction & Engineering		177,366		—		—
Construction Materials		149,713		—		—
Consumer Finance		1,467,214		—		—
Containers & Packaging		265,584		—		—
Distributors		73,677		—		—
Diversified Consumer Services		45,360		—		—
Diversified Financial Services		3,729,628		—		—
Diversified Telecommunication Services		17,470,181		—		—
Electric Utilities		10,628,533		—		—
Electrical Equipment		901,117		—		—
Electronic Equipment, Instruments & Components		1,101,758		—		—
Energy Equipment & Services		3,000,098		—		—
Food & Staples Retailing		6,304,595		—		—
Food Products		4,321,706		—		—
Gas Utilities		201,080		—		—
Health Care Equipment & Supplies		6,130,360		—		—
Health Care Providers & Services		7,742,643		—		—
Health Care Technology		344,688		—		—
Hotels, Restaurants & Leisure		1,708,926		—		—
Household Durables		418,597		—		—
Household Products		4,636,067		—		—
Independent Power & Renewable Electricity Producers		576,586		—		—
Industrial Conglomerates		3,920,208		—		—
Insurance		4,565,779		—		—
Internet & Catalog Retail		1,519,722		—		—
Internet Software & Services		8,987,531		—		—
IT Services		9,157,789		—		—
Leisure Products		93,162		—		—
Life Sciences Tools & Services		1,246,841		—		—
Machinery		2,441,568		—		—
Media		3,574,463		—		—
Metals & Mining		525,498		—		—
Multiline Retail		784,693		—		—
Multi-Utilities		7,301,821		—		—
Oil, Gas & Consumable Fuels		14,881,405		—		—

See Notes to Financial Statements.

28

	Level 1		Level 2		Level 3
Common Stocks (continued):
Paper & Forest Products	$	166,532	$	—	$	—
Personal Products		260,128		—		—
Pharmaceuticals		18,117,451		—		—
Professional Services		339,849		—		—
Real Estate Investment Trusts (REITs)		4,643,581		—		—
Real Estate Management & Development		111,186		—		—
Road & Rail		1,580,105		—		—
Semiconductors & Semiconductor Equipment		6,429,643		—		—
Software		10,715,308		—		—
Specialty Retail		2,350,574		—		—
Technology Hardware, Storage & Peripherals		13,333,100		—		—
Textiles, Apparel & Luxury Goods		883,565		—		—
Thrifts & Mortgage Finance		97,293		—		—
Tobacco		3,916,546		—		—
Trading Companies & Distributors		318,533		—		—
Rights
Food & Staples Retailing		—		—		456
Affiliated Money Market Mutual Fund		10,802,423		—		—
U.S. Treasury Obligation		—		799,930		—
Other Financial Instruments*
Futures Contracts		54,305		—		—
Total	$	249,445,164	$	799,930	$	456

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

The industry classification of investments and liabilities in excess of other assets shown as a percentage of net assets as of April 30, 2015 was as follows:

Pharmaceuticals	7.2	%
Diversified Telecommunication Services	7.0
Oil, Gas & Consumable Fuels	6.0
Technology Hardware, Storage & Peripherals	5.3
Affiliated Money Market Mutual Fund	4.3
Banks	4.3
Software	4.3
Electric Utilities	4.3
IT Services	3.7
Internet Software & Services	3.6
Biotechnology	3.4
Health Care Providers & Services	3.1
Multi-Utilities	2.9	%
Semiconductors & Semiconductor Equipment	2.6
Food & Staples Retailing	2.5
Health Care Equipment & Supplies	2.5
Beverages	2.2
Real Estate Investment Trusts (REITs)	1.9
Household Products	1.9
Insurance	1.8
Communications Equipment	1.7
Aerospace & Defense	1.7
Food Products	1.7
Capital Markets	1.7

See Notes to Financial Statements.

Prudential Defensive Equity Fund 29

Portfolio of Investments

as of April 30, 2015 (Unaudited) continued

Industrial Conglomerates	1.6	%
Tobacco	1.6
Diversified Financial Services	1.5
Media	1.4
Chemicals	1.3
Energy Equipment & Services	1.2
Machinery	1.0
Specialty Retail	0.9
Hotels, Restaurants & Leisure	0.7
Road & Rail	0.6
Internet & Catalog Retail	0.6
Consumer Finance	0.6
Life Sciences Tools & Services	0.5
Air Freight & Logistics	0.5
Electronic Equipment, Instruments & Components	0.4
Electrical Equipment	0.4
Textiles, Apparel & Luxury Goods	0.4
Airlines	0.3
U.S. Treasury Obligation	0.3
Multiline Retail	0.3
Commercial Services & Supplies	0.3	%
Automobiles	0.3
Independent Power & Renewable Electricity Producers	0.2
Metals & Mining	0.2
Auto Components	0.2
Household Durables	0.2
Health Care Technology	0.1
Professional Services	0.1
Trading Companies & Distributors	0.1
Containers & Packaging	0.1
Personal Products	0.1
Gas Utilities	0.1
Construction & Engineering	0.1
Paper & Forest Products	0.1
Construction Materials	0.1
Building Products	0.1
	100.1
Liabilities in excess of other assets	(0.1	)
	100.0	%

The Fund invested in derivative instruments during the reporting period. The primary types of risk associated with these derivative instruments is equity risk.

The effect of such derivative instruments on the Fund’s 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 April 30, 2015 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
Equity contracts	Due from/to broker—variation margin futures	$	54,305	*	—	$	—
Equity contracts	Unaffiliated Investments		456		—		—
Total		$	54,761			$	—

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

See Notes to Financial Statements.

30

The effects of derivative instruments on the Statement of Operations for the six months ended April 30, 2015 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	Futures
Equity contracts	$	1,017,203

Change in Unrealized Appreciation or (Depreciation) on Derivatives Recognized in Income
Derivatives not accounted for as hedging instruments, carried at fair value	Rights(1)			Futures			Total
Equity contracts	$	—		$	(622,365	)	$	(622,365	)
Equity contracts		(2,097	)		—			(2,097	)
Total	$	(2,097	)	$	(622,365	)	$	(624,462	)

(1) Included in net change in unrealized appreciation (depreciation) on investments in the Statement of Operations.

For the six months ended April 30, 2015, the Fund’s average value at trade date for futures long position was $10,410,905.

See Notes to Financial Statements.

Prudential Defensive Equity Fund 31

Statement of Assets & Liabilities

as of April 30, 2015 (Unaudited)

Assets
Investments at value:
Unaffiliated investments (cost $190,551,455)	$	239,388,822
Affiliated investments (cost $10,802,423)		10,802,423
Dividends receivable		338,583
Receivable for Fund shares sold		112,192
Tax reclaim receivable		51,281
Prepaid expenses		869
Total assets		250,694,170
Liabilities
Payable for Fund shares reacquired		217,836
Accrued expenses and other liabilities		208,787
Management fee payable		155,146
Due to broker-variation margin futures		101,505
Distribution fee payable		89,961
Affiliated transfer agent fee payable		29,439
Deferred trustees’ fees		1,821
Total liabilities		804,495
Net Assets	$	249,889,675
Net assets were comprised of:
Shares of beneficial interest, at par	$	18,324
Paid-in capital in excess of par		201,740,721
		201,759,045
Undistributed net investment income		492,018
Accumulated net realized loss on investment and foreign currency transactions		(1,249,112	)
Net unrealized appreciation on investments and foreign currencies		48,887,724
Net assets, April 30, 2015	$	249,889,675

See Notes to Financial Statements.

32

Class A
Net asset value and redemption price per share, ($182,471,280 ÷ 13,365,717 shares of beneficial interest issued and outstanding)	$	13.65
Maximum sales charge (5.50% of offering price)		0.79
Maximum offering price to public	$	14.44
Class B
Net asset value, offering price and redemption price per share, ($14,637,566 ÷ 1,076,779 shares of beneficial interest issued and outstanding)	$	13.59
Class C
Net asset value, offering price and redemption price per share, ($47,961,304 ÷ 3,528,839 shares of beneficial interest issued and outstanding)	$	13.59
Class R
Net asset value, offering price and redemption price per share, ($336,885 ÷ 24,705 shares of beneficial interest issued and outstanding)	$	13.64
Class Z
Net asset value, offering price and redemption price per share, ($4,482,640 ÷ 327,719 shares of beneficial interest issued and outstanding)	$	13.68

See Notes to Financial Statements.

Prudential Defensive Equity Fund 33

Statement of Operations

Six Months Ended April 30, 2015 (Unaudited)

Net Investment Income
Income
Unaffiliated dividend income (net of foreign withholding taxes of $251)	$	2,709,220
Affiliated dividend income		9,189
Interest income		1,997
Total income		2,720,406
Expenses
Management fee		943,802
Distribution fee—Class A		272,866
Distribution fee—Class B		79,924
Distribution fee—Class C		247,467
Distribution fee—Class R		1,421
Transfer agent’s fees and expenses (including affiliated expense of $51,900)		187,000
Custodian and accounting fees		57,000
Reports to shareholders		40,000
Registration fees		36,000
Audit fee		24,000
Legal fees and expenses		10,000
Trustees’ fees		9,000
Insurance fees		2,000
Miscellaneous		5,240
Total expenses		1,915,720
Less: Distribution fee waiver—Class A		(45,478	)
Distribution fee waiver—Class R		(474	)
Net expenses		1,869,768
Net investment income		850,638
Realized and Unrealized Gain (Loss) on Investment and Foreign Currency Transactions
Net realized gain (loss) on:
Investment transactions		2,235,953
Futures transactions		1,017,203
Foreign currency transactions		(245	)
		3,252,911
Net change in unrealized appreciation (depreciation) on:
Investments		1,927,428
Futures		(622,365	)
Foreign currencies		(2,146	)
		1,302,917
Net gain on investments and foreign currency transactions		4,555,828
Net Increase In Net Assets Resulting From Operations	$	5,406,466

See Notes to Financial Statements.

34

Statement of Changes in Net Assets

(Unaudited)

	Six Months Ended April 30, 2015			Three Months Ended October 31, 2014			Year Ended July 31, 2014
Increase (Decrease) in Net Assets
Operations
Net investment income	$	850,638		$	348,446		$	1,798,453
Net realized gain on investment and foreign currency transactions		3,252,911			3,714,330			9,171,759
Net change in unrealized appreciation (depreciation) on investments and foreign currencies		1,302,917			6,842,139			18,862,723
Net increase in net assets resulting from operations		5,406,466			10,904,915			29,832,935
Dividends and Distributions (Note 1)
Dividends from net investment income:
Class A		(1,552,445	)		—			(1,706,561	)
Class B		(22,631	)		—			(46,788	)
Class C		(69,299	)		—			(119,274	)
Class R		(2,542	)		—			(2,728	)
Class X		—			—			(528	)
Class Z		(40,752	)		—			(42,064	)
		(1,687,669	)		—			(1,917,943	)
Distributions from net realized gains:
Class A		(10,270,415	)		—			(8,953,338	)
Class B		(928,083	)		—			(956,040	)
Class C		(2,841,969	)		—			(2,437,173	)
Class R		(23,456	)		—			(19,075	)
Class X		—			—			(2,769	)
Class Z		(210,246	)		—			(176,605	)
		(14,274,169	)		—			(12,545,000	)
Fund share transactions (Net of share conversions) (Note 6)
Net proceeds from shares sold		7,009,143			3,111,603			14,630,338
Net asset value of shares issued in reinvestment of dividends and distributions		15,559,827			—			14,034,436
Cost of shares reacquired		(18,796,638	)		(9,897,163	)		(44,459,227	)
Net increase (decrease) in net assets from Fund share transactions		3,772,332			(6,785,560	)		(15,794,453	)
Total increase (decrease)		(6,783,040	)		4,119,355			(424,461	)
Net Assets:
Beginning of period		256,672,715			252,553,360			252,977,821
End of period(a)	$	249,889,675		$	256,672,715		$	252,553,360
(a) Includes undistributed net investment income of:	$	492,018		$	1,329,049		$	980,603

See Notes to Financial Statements.

Prudential Defensive Equity Fund 35

Notes to Financial Statements

(Unaudited)

Prudential Investment Portfolios 16 (the “Trust”) is registered under the Investment Company Act of 1940, as amended, (“1940 Act”) as an open-end, diversified management investment company presently consisting of two funds: Prudential Defensive Equity Fund (the “Fund”) and Prudential Income Builder Fund. These financial statements relate only to Prudential Defensive Equity Fund. The financial statements of the other fund are not presented herein. The Trust was organized as a business trust in Delaware on July 29, 1998.

The Trust’s fiscal year has changed from an annual reporting period that ends July 31 to one that ends October 31. This change should have no impact on the way the Trust is managed. Shareholders will receive future annual and semi-annual reports on the new fiscal year-end schedule.

The investment objective of the Fund is to seek long-term capital appreciation.

Note 1. Accounting Policies

The Fund follows investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 Financial Services-Investment Companies. The following accounting policies conform to U.S. generally accepted accounting principles. The Fund consistently follows such policies in the preparation of its financial statements.

Securities Valuation: The Fund holds 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 adopted Valuation Procedures for security valuation under which fair valuation responsibilities have been delegated to Prudential Investments LLC (“PI” or “Manager”). Under the current Valuation Procedures, the established Valuation Committee is responsible for supervising the valuation of portfolio securities and other assets. The Valuation Procedures permit the Fund to utilize independent pricing vendor services, quotations from market makers, and alternative valuation methods when market quotations are either not readily available or not deemed representative of fair value. A record of the Valuation Committee’s actions is subject to the Board’s review, approval, and ratification at its next regularly-scheduled quarterly meeting.

36

Various inputs determine how the Fund’s investments are valued, all of which are categorized according to the three broad levels (Level 1, 2, or 3) detailed in the table following the Portfolio of Investments.

Common and preferred stocks, exchange-traded funds, and derivative instruments such as futures or options 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 where the security principally trades. 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 in the fair value hierarchy.

In the event that no sale or official closing price on valuation date exists, these securities are generally valued at the mean between the last reported bid and ask prices, or at the last bid price in the absence of an ask price. These securities are classified as Level 2 in the fair value hierarchy, as the inputs are observable.

Common and preferred stocks traded on foreign securities exchanges 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 in the fair value hierarchy, as the adjustment factors are observable. Such securities are valued using model prices to the extent that the valuation meets the established confidence level for each security. If the confidence level is not met or the vendor does not provide a model price, securities are valued in accordance with exchange-traded common and preferred stocks discussed above.

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 in the fair value hierarchy since they may be purchased or sold at their net asset values on the date of valuation.

Fixed income securities traded in the over-the-counter market are generally valued at prices provided by approved independent pricing vendors. The pricing vendors provide these prices after evaluating observable inputs including, but not limited to yield curves, yield spreads, credit ratings, deal terms, tranche level attributes, default rates, cash flows, prepayment speeds, broker/dealer quotations, and reported trades. Securities valued using such vendor prices are classified as Level 2 in the fair value hierarchy.

Prudential Defensive Equity Fund 37

Notes to Financial Statements

(Unaudited) continued

Over-the-counter derivative instruments are generally valued using pricing vendor services, which derive the valuation based on inputs such as underlying asset prices, indices, spreads, interest rates, and exchange rates. These instruments are categorized as Level 2 in the fair value hierarchy.

Centrally cleared swaps listed or traded on a multilateral or trade facility platform, such as a registered exchange, are valued at the daily settlement price determined by the respective exchange. These securities are classified as Level 2 in the fair value hierarchy, as the daily settlement price is not public.

Securities and other assets that cannot be priced according to the methods described above are valued based on pricing methodologies approved by the Board. In the event that unobservable inputs are used when determining such valuations, the securities will be classified as Level 3 in 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.

Concentration of Risk: Foreign security and currency transactions may involve certain considerations and risks not typically associated with those of U.S. companies 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.

Foreign Currency Translation: The books and records of the Fund 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 daily rates of exchange;

38

(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 Fund are presented at the foreign exchange rates and market values at the close of the period, the Fund 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 period. Similarly, the Fund 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, forward currency contracts, disposition 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 Fund’s 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.

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 Fund 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 Fund 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 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 Fund invested in financial futures contracts in order to hedge its existing portfolio securities, or securities the Fund intends to purchase, against fluctuations in value caused by changes in prevailing interest rates or foreign currency exchange rates. Should interest rates move unexpectedly, the Fund 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. With exchange-traded futures contracts, there is minimal counterparty credit risk to the

Prudential Defensive Equity Fund 39

Notes to Financial Statements

(Unaudited) continued

Fund since the exchanges’ clearing house acts as counterparty to all exchange-traded futures and guarantees the futures contracts against default.

Master Netting Arrangements: The Fund is subject to various Master Agreements, or netting arrangements, with select counterparties. These are agreements which a sub-adviser may have negotiated and entered into on behalf of the Fund. A master netting arrangement between the Fund and the counterparty permits the Fund to offset amounts payable by the Fund to the same counterparty against amounts to be received; and by the receipt of collateral from the counterparty by the Fund to cover the Fund’s exposure to the counterparty. However, there is no assurance that such mitigating factors are easily enforceable. The right to set-off exists when all the conditions are met such that each of the parties owes the other determinable amounts, the reporting party has the right to set-off the amount owed with the amount owed by the other party, the reporting party intends to set-off and the right of set-off is enforceable by law. During the reporting period, there were no instances where the right of set-off existed and management has not elected to offset.

Financial futures contracts involve elements of both market and credit risk in excess of the amounts reflected on the Statement of Assets and Liabilities. Such risks may be mitigated by engaging in master netting arrangements.

Securities Transactions and Net Investment Income: Securities transactions are recorded on the trade date. Realized gains or losses from investment and currency transactions on sales of portfolio securities are calculated on the identified cost basis. Dividend income is recorded on the ex-dividend date and 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 an accrual basis, which may require the use of certain estimates by management that may differ from actual.

The Fund invests in real estate investment trusts, (“REITs”), which report information on the source of their distributions annually. Based on current and historical information, a portion of distributions received from REITs during the period is estimated to be dividend income, capital gain or return of capital and recorded accordingly. These estimates are adjusted periodically when the actual source of distributions is disclosed by the REITs.

40

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 Fund 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, 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, the Fund is treated as a separate taxpaying entity. It is the Fund’s policy to continue to meet the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its taxable net 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 Trust 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 Quantitative Management Associates LLC (“QMA”). The subadvisory agreement provides that QMA furnishes investment advisory services in connection with the management of the Fund. In connection therewith, QMA is obligated to keep certain books and records of the Fund. PI pays for the services of QMA, the cost of compensation of officers of the Fund, occupancy and certain clerical and bookkeeping costs of the Fund. The Fund bears all other costs and expenses. The management fee paid to PI is accrued daily and payable monthly at an annual rate of .75% of the average daily net assets up to $500 million, .70% of average daily net assets for the next $500 million and .65% of average daily net assets in excess of $1 billion. The effective management fee rate was .75% for the six months ended April 30, 2015.

Prudential Defensive Equity Fund 41

Notes to Financial Statements

(Unaudited) continued

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, Class R and Class Z shares of the Fund. Formerly through April 11, 2014, the Fund had a distribution agreement with Prudential Annuities Distributors, Inc. (“PAD”), which, together with PIMS, served as co-distributor of the Class X shares of the Fund. The Fund compensates PIMS for distributing and servicing the Fund’s Class A, Class B, Class C and Class R shares, pursuant to plans of distribution (the “Distribution 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 Fund.

Pursuant to the Distribution Plans, the Fund compensates PIMS and PAD, as applicable, for distribution related activities at an annual rate of up to .30%, 1%, 1%, .75% and 1% of the average daily net assets of the Class A, B, C, R and X shares, respectively. PIMS has contractually agreed through February 29, 2016 to limit such expenses to .25% and .50% of the average daily net assets of the Class A and Class R shares, respectively. As of April 11, 2014, the last conversion of Class X shares to Class A shares was completed. There are no Class X shares outstanding and Class X shares are no longer being offered for sale.

Prior to the final conversion of Class X shares, Management received the maximum allowable amount of sales charges for Class X in accordance with regulatory limits. As such, any contingent deferred sales charges received by the Manager were contributed back into the Fund and included in the Financial Highlights as a contribution to capital.

PIMS has advised the Fund that it has received $93,086 in front-end sales charges resulting from sales of Class A shares during the six months ended April 30, 2015. 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 Fund that for the six months ended April 30, 2015, it has received $2,233, $9,387 and $437 in contingent deferred sales charges imposed upon certain redemptions by Class A, Class B and Class C shareholders, respectively.

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

42

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 Fund’s 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 Fund 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 portfolio securities, excluding short-term investments and U.S. government securities, for the six months ended April 30, 2015, aggregated $98,434,809 and $111,471,524, respectively.

Note 5. Tax Information

The United States federal income tax basis of the Fund’s investments and the net unrealized appreciation as of April 30, 2015 were as follows:

Tax Basis	$	205,189,563
Appreciation		45,795,268
Depreciation		(793,586	)
Net Unrealized Appreciation	$	45,001,682

The book basis may differ from tax basis due to certain tax related adjustments.

Management has analyzed the Fund’s tax positions taken on federal, state and local income tax returns for all open tax years and has concluded that no provisions for income tax are required in the Fund’s financial statements for the current reporting period. The Fund’s federal, state and local 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.

Prudential Defensive Equity Fund 43

Notes to Financial Statements

(Unaudited) continued

Note 6. Capital

The Fund offers Class A, Class B, Class C, Class R, and Class Z shares. Class A shares are subject to a maximum front-end sales charge of 5.50%. Investors who purchase $1 million or more of Class A shares 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 benefit plans. Class B shares are subject to a CDSC of 5%, which decreases by 1% annually to 1% in the fifth and sixth years and 0% in the seventh year. Class B shares automatically convert to Class A shares on a quarterly basis approximately seven years after purchase. Class B shares are closed to new purchases. The CDSC for Class C shares is 1% for shares redeemed within 12 months of purchase. As of April 11, 2014, the last conversion of Class X to Class A shares was completed. There are no Class X shares outstanding and Class X shares are no longer being offered for sale. An exchange privilege is also available for shareholders who qualify to purchase Class A shares at net asset value. Class R and 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.

The Fund has authorized an unlimited number of shares of beneficial interest at $.001 par value per share.

As of April 30, 2015, Prudential owned 265 shares of Class R.

44

Transactions in shares of beneficial interest were as follows:

Class A	Shares			Amount
Six months ended April 30, 2015:
Shares sold		339,930		$	4,660,934
Shares issued in reinvestment of dividends and distributions		851,329			11,654,699
Shares reacquired		(922,868	)		(12,787,572	)
Net increase (decrease) in shares outstanding before conversion		268,391			3,528,061
Shares issued upon conversion from Class B and Class Z		147,030			1,997,462
Shares reacquired upon conversion into Class Z		(12,779	)		(175,657	)
Net increase (decrease) in shares outstanding		402,642		$	5,349,866
Three months ended October 31, 2014:
Shares sold		102,855		$	1,427,801
Shares issued in reinvestment of dividends and distributions		—			—
Shares reacquired		(461,969	)		(6,438,802	)
Net increase (decrease) in shares outstanding before conversion		(359,114	)		(5,011,001	)
Shares issued upon conversion from Class B		47,177			661,409
Shares reacquired upon conversion into Class Z		(10,740	)		(147,694	)
Net increase (decrease) in shares outstanding		(322,677	)	$	(4,497,286	)
Year ended July 31, 2014:
Shares sold		682,676		$	8,978,523
Shares issued in reinvestment of dividends and distributions		818,551			10,477,453
Shares reacquired		(2,568,826	)		(33,874,215	)
Net increase (decrease) in shares outstanding before conversion		(1,067,599	)		(14,418,239	)
Shares issued upon conversion from Class B and Class X		383,775			5,076,077
Shares reacquired upon conversion into Class Z		(497	)		(6,957	)
Net increase (decrease) in shares outstanding		(684,321	)	$	(9,349,119	)

Prudential Defensive Equity Fund 45

Notes to Financial Statements

(Unaudited) continued

Class B	Shares			Amount
Six months ended April 30, 2015:
Shares sold		5,839		$	78,542
Shares issued in reinvestment of dividends and distributions		69,290			947,197
Shares reacquired		(66,369	)		(908,545	)
Net increase (decrease) in shares outstanding before conversion		8,760			117,194
Shares reacquired upon conversion into Class A		(144,758	)		(1,958,240	)
Net increase (decrease) in shares outstanding		(135,998	)	$	(1,841,046	)
Three months ended October 31, 2014:
Shares sold		4,039		$	55,320
Shares issued in reinvestment of dividends and distributions		—			—
Shares reacquired		(27,270	)		(376,535	)
Net increase (decrease) in shares outstanding before conversion		(23,231	)		(321,215	)
Shares reacquired upon conversion into Class A		(47,515	)		(661,409	)
Net increase (decrease) in shares outstanding		(70,746	)	$	(982,624	)
Year ended July 31, 2014:
Shares sold		143,539		$	1,865,871
Shares issued in reinvestment of dividends and distributions		77,954			997,032
Shares reacquired		(183,788	)		(2,408,895	)
Net increase (decrease) in shares outstanding before conversion		37,705			454,008
Shares reacquired upon conversion into Class A		(377,549	)		(4,969,752	)
Net increase (decrease) in shares outstanding		(339,844	)	$	(4,515,744	)

46

Class C	Shares			Amount
Six months ended April 30, 2015:
Shares sold		106,623		$	1,461,955
Shares issued in reinvestment of dividends and distributions		197,928			2,703,699
Shares reacquired		(332,969	)		(4,570,518	)
Net increase (decrease) in shares outstanding before conversion		(28,418	)		(404,864	)
Shares reacquired upon conversion into Class Z		(15,213	)		(207,830	)
Net increase (decrease) in shares outstanding		(43,631	)	$	(612,694	)
Three months ended October 31, 2014:
Shares sold		36,833		$	505,081
Shares issued in reinvestment of dividends and distributions		—			—
Shares reacquired		(135,394	)		(1,871,217	)
Net increase (decrease) in shares outstanding before conversion		(98,561	)		(1,366,136	)
Shares reacquired upon conversion into Class Z		(1,961	)		(26,552	)
Net increase (decrease) in shares outstanding		(100,522	)	$	(1,392,688	)
Year ended July 31, 2014:
Shares sold		216,654		$	2,843,942
Shares issued in reinvestment of dividends and distributions		182,822			2,338,297
Shares reacquired		(523,803	)		(6,869,389	)
Net increase (decrease) in shares outstanding before conversion		(124,327	)		(1,687,150	)
Shares reacquired upon conversion into Class Z		(5,256	)		(68,607	)
Net increase (decrease) in shares outstanding		(129,583	)	$	(1,755,757	)
Class R
Six months ended April 30, 2015
Shares sold		724		$	9,925
Shares issued in reinvestment of dividends and distributions		1,899			25,998
Shares reacquired		(8,452	)		(115,338	)
Net increase (decrease) in shares outstanding		(5,829	)	$	(79,415	)
Three months ended October 31, 2014:
Shares sold		255		$	3,518
Shares issued in reinvestment of dividends and distributions		—			—
Shares reacquired		(184	)		(2,551	)
Net increase (decrease) in shares outstanding		71		$	967
Year ended July 31, 2014:
Shares sold		1,041		$	13,810
Shares issued in reinvestment of dividends and distributions		1,703			21,803
Shares reacquired		(1,314	)		(17,062	)
Net increase (decrease) in shares outstanding		1,430		$	18,551

Prudential Defensive Equity Fund 47

Notes to Financial Statements

(Unaudited) continued

Class X	Shares			Amount
Period ended April 11, 2014*:
Shares sold		—		$	—
Shares issued in reinvestment of dividends and distributions		258			3,297
Shares reacquired		(27	)		(352	)
Net increase (decrease) in shares outstanding before conversion		231			2,945
Shares reacquired upon conversion into Class A		(8,184	)		(106,325	)
Net increase (decrease) in shares outstanding		(7,953	)	$	(103,380	)
Class Z
Six months ended April 30, 2015:
Shares sold		57,798		$	797,787
Shares issued in reinvestment of dividends and distributions		16,659			228,234
Shares reacquired		(30,100	)		(414,665	)
Net increase (decrease) in shares outstanding before conversion		44,357			611,356
Shares issued upon conversion from Class A and Class C		27,907			383,487
Shares reacquired upon conversion into Class A		(2,905	)		(39,222	)
Net increase (decrease) in shares outstanding		69,359		$	955,621
Three months ended October 31, 2014:
Shares sold		79,607		$	1,119,883
Shares issued in reinvestment of dividends and distributions		—			—
Shares reacquired		(87,731	)		(1,208,058	)
Net increase (decrease) in shares outstanding before conversion		(8,124	)		(88,175	)
Shares issued upon conversion from Class A and Class C		12,656			174,246
Net increase (decrease) in shares outstanding		4,532		$	86,071
Year ended July 31, 2014:
Shares sold		70,462		$	928,192
Shares issued in reinvestment of dividends and distributions		15,344			196,554
Shares reacquired		(97,316	)		(1,289,314	)
Net increase (decrease) in shares outstanding before conversion		(11,510	)		(164,568	)
Shares issued upon conversion from Class A and Class C		5,721			75,564
Net increase (decrease) in shares outstanding		(5,789	)	$	(89,004	)

* As of April 11, 2014, the last conversion of Class X shares to Class A shares was completed. There are no Class X shares outstanding and Class X shares are no longer being offered for sale.

48

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 October 9, 2014 through October 8, 2015. The Funds pay an annualized commitment fee of .075% of the unused portion of the SCA. Prior to October 9, 2014, the Funds had another SCA that provided a commitment of $900 million and the Funds paid an annualized commitment fee of .08% of the unused portion of the SCA. 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 Fund did not utilize the SCA during the period ended April 30, 2015.

Note 8. New Accounting Pronouncement

In May 2015, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2015-07 regarding “Disclosures for Investments in Certain Entities That Calculate Net Asset Value per Share”. The amendments in this update are effective for the Fund for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. ASU No. 2015-07 will eliminate the requirement to categorize investments in the fair value hierarchy if their fair value is measured at net asset value (NAV) per share (or its equivalent) using the practical expedient in the FASB’s fair value measurement guidance. At this time, management is evaluating the implications of ASU No. 2015-07 and its impact on the financial statement disclosures has not yet been determined.

Prudential Defensive Equity Fund 49

Financial Highlights

(Unaudited)

Class A Shares
	Six Months Ended April 30,			Three Months Ended October 31,			Year Ended July 31,
	2015			2014(f)			2014			2013			2012			2011			2010
Per Share Operating Performance(b):
Net Asset Value, Beginning Of Period		$14.26			$13.65			$12.86			$11.23			$11.12			$9.88			$8.97
Income (loss) from investment operations:
Net investment income		.06			.03			.12			.13			.13			.13			.14
Net realized and unrealized gain on investments		.25			.58			1.46			1.72			.09			1.20			.90
Total from investment operations		.31			.61			1.58			1.85			.22			1.33			1.04
Less Dividends and Distributions:
Dividends from net investment income		(.12	)		-			(.13	)		(.22	)		(.11	)		(.09	)		(.13	)
Distributions from net realized gains		(.80	)		-			(.66	)		-			-			-			-
Total dividends and distributions		(.92	)		-			(.79	)		(.22	)		(.11	)		(.09	)		(.13	)
Net asset value, end of period		$13.65			$14.26			$13.65			$12.86			$11.23			$11.12			$9.88
Total Return(a)		2.19%			4.47%			12.66%			16.69%			2.05%			13.51%			11.67%
Ratios/Supplemental Data:
Net assets, end of period (000)		$182,471			$184,830			$181,385			$179,711			$170,788			$196,985			$164,925
Average net assets (000)		$183,418			$181,880			$182,251			$172,847			$188,087			$186,704			$159,007
Ratios to average net assets(c):
Expense after waivers and/or expense reimbursement		1.29%	(d)		1.40%	(d)		1.25%			1.38%			1.41%			1.37%			1.41%
Expense before waivers and/or expense reimbursement		1.34%	(d)		1.45%	(d)		1.30%			1.43%			1.46%			1.42%			1.61%
Net investment income		.87%	(d)		.74%	(d)		.90%			1.05%			1.19%			1.16%			1.39%
Portfolio turnover rate		41%	(e)		20%	(e)		87%			239%			174%			151%			140%

(a) 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 one full year are not annualized.

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

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

(d) Annualized.

(e) Not annualized.

(f) For the three month period ended October 31, 2014. The Fund changed its fiscal year end from July 31 to October 31, effective October 31, 2014.

See Notes to Financial Statements.

50

Class B Shares
	Six Months Ended April 30,			Three Months Ended October 31,			Year Ended July 31,
	2015			2014(f)			2014			2013			2012			2011			2010
Per Share Operating Performance(b):
Net Asset Value, Beginning Of Period		$14.15			$13.58			$12.80			$11.17			$11.06			$9.84			$8.97
Income (loss) from investment operations:
Net investment income		.01			-	(g)		.02			.04			.05			.04			.06
Net realized and unrealized gain on investments		.25			.57			1.45			1.73			.09			1.20			.91
Total from investment operations		.26			.57			1.47			1.77			.14			1.24			.97
Less Dividends and Distributions:
Dividends from net investment income		(.02	)		-			(.03	)		(.14	)		(.03	)		(.02	)		(.10	)
Distributions from net realized gains		(.80	)		-			(.66	)		-			-			-			-
Total dividends and distributions		(.82	)		-			(.69	)		(.14	)		(.03	)		(.02	)		(.10	)
Net asset value, end of period		$13.59			$14.15			$13.58			$12.80			$11.17			$11.06			$9.84
Total Return(a)		1.83%			4.20%			11.84%			15.94%			1.26%			12.57%			10.82%
Ratios/Supplemental Data:
Net assets, end of period (000)		$14,638			$17,164			$17,425			$20,780			$24,968			$36,955			$52,726
Average net assets (000)		$16,117			$17,140			$19,454			$22,938			$29,979			$46,927			$62,087
Ratios to average net assets(c):
Expense after waivers and/or expense reimbursement		2.04%	(d)		2.15%	(d)		2.00%			2.13%			2.16%			2.12%			2.16%
Expense before waivers and/or expense reimbursement		2.04%	(d)		2.15%	(d)		2.00%			2.13%			2.16%			2.12%			2.16%
Net investment income		.14%	(d)		-%	(d)(h)		.16%			.30%			.45%			.41%			.65%
Portfolio turnover rate		41%	(e)		20%	(e)		87%			239%			174%			151%			140%

(a) 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 one full year are not annualized.

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

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

(d) Annualized.

(e) Not annualized.

(f) For the three month period ended October 31, 2014. The Fund changed its fiscal year end from July 31 to October 31, effective October 31, 2014.

(g) Less than $.005.

(h) Less than .005%.

See Notes to Financial Statements.

Prudential Defensive Equity Fund 51

Financial Highlights

(Unaudited) continued

Class C Shares
	Six Months Ended April 30,			Three Months Ended October 31,			Year Ended July 31,
	2015			2014(f)			2014			2013			2012			2011			2010
Per Share Operating Performance(b):
Net Asset Value, Beginning Of Period		$14.15			$13.57			$12.80			$11.17			$11.06			$9.84			$8.97
Income (loss) from investment operations:
Net investment income		.01			-	(g)		.02			.04			.05			.04			.06
Net realized and unrealized gain on investments		.25			.58			1.44			1.73			.09			1.20			.91
Total from investment operations		.26			.58			1.46			1.77			.14			1.24			.97
Less Dividends and Distributions:
Dividends from net investment income		(.02	)		-			(.03	)		(.14	)		(.03	)		(.02	)		(.10	)
Distributions from net realized gains		(.80	)		-			(.66	)		-			-			-			-
Total dividends and distributions		(.82	)		-			(.69	)		(.14	)		(.03	)		(.02	)		(.10	)
Net asset value, end of period		$13.59			$14.15			$13.57			$12.80			$11.17			$11.06			$9.84
Total Return(a)		1.83%			4.27%			11.75%			15.94%			1.26%			12.57%			10.82%
Ratios/Supplemental Data:
Net assets, end of period (000)		$47,961			$50,550			$49,855			$48,666			$50,632			$58,827			$63,077
Average net assets (000)		$49,904			$50,000			$49,435			$49,670			$52,831			$62,754			$68,051
Ratios to average net assets(c):
Expense after waivers and/or expense reimbursement		2.04%	(d)		2.15%	(d)		2.00%			2.13%			2.16%			2.12%			2.16%
Expense before waivers and/or expense reimbursement		2.04%	(d)		2.15%	(d)		2.00%			2.13%			2.16%			2.12%			2.16%
Net investment income (loss)		.12%	(d)		(.01)%	(d)		.15%			.30%			.44%			.41%			.64%
Portfolio turnover rate		41%	(e)		20%	(e)		87%			239%			174%			151%			140%

(a) 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 one full year are not annualized.

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

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

(d) Annualized.

(e) Not annualized.

(f) For the three month period ended October 31, 2014. The Fund changed its fiscal year end from July 31 to October 31, effective October 31, 2014.

(g) Less than $.005.

See Notes to Financial Statements.

52

Class R Shares
	Six Months Ended April 30,			Three Months Ended October 31,			Year Ended July 31,
	2015			2014(f)			2014			2013			2012			2011			2010
Per Share Operating Performance(b):
Net Asset Value, Beginning Of Period		$14.23			$13.63			$12.85			$11.21			$11.10			$9.87			$8.97
Income (loss) from investment operations:
Net investment income		.04			.02			.09			.10			.10			.09			.11
Net realized and unrealized gain on investments		.26			.58			1.44			1.73			.09			1.21			.91
Total from investment operations		.30			.60			1.53			1.83			.19			1.30			1.02
Less Dividends and Distributions:
Dividends from net investment income		(.09	)		-			(.09	)		(.19	)		(.08	)		(.07	)		(.12	)
Distributions from net realized gains		(.80	)		-			(.66	)		-			-			-			-
Total dividends and distributions		(0.89	)		-			(.75	)		(.19	)		(.08	)		(.07	)		(.12	)
Net asset value, end of period		$13.64			$14.23			$13.63			$12.85			$11.21			$11.10			$9.87
Total Return(a)		2.09%			4.40%			12.32%			16.52%			1.78%			13.16%			11.43%
Ratios/Supplemental Data:
Net assets, end of period (000)		$337			$434			$415			$373			$311			$341			$578
Average net assets (000)		$382			$422			$391			$341			$306			$497			$632
Ratios to average net assets(c):
Expense after waivers and/or expense reimbursement		1.54%	(d)		1.65%	(d)		1.50%			1.63%			1.66%			1.62%			1.66%
Expense before waivers and/or expense reimbursement		1.79%	(d)		1.90%	(d)		1.75%			1.88%			1.91%			1.87%			1.91%
Net investment income		.62%	(d)		.48%	(d)		.65%			.81%			.94%			.89%			1.15%
Portfolio turnover rate		41%	(e)		20%	(e)		87%			239%			174%			151%			140%

(a) 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 one full year are not annualized.

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

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

(d) Annualized.

(e) Not annualized.

(f) For the three month period ended October 31, 2014. The Fund changed its fiscal year end from July 31 to October 31, effective October 31, 2014.

See Notes to Financial Statements.

Prudential Defensive Equity Fund 53

Financial Highlights

(Unaudited) continued

Class X Shares
	Period Ended April 11,			Year Ended July 31,
	2014(h)			2013			2012			2011			2010			2009
Per Share Operating Performance(b):
Net Asset Value, Beginning Of Period		$12.86			$11.22			$11.12			$9.88			$8.97			$10.66
Income (loss) from investment operations:
Net investment income		.08			.12			.13			.12			.10			.13
Net realized and unrealized gain (loss) on investment transactions		.74			1.74			.08			1.21			.91			(1.58	)
Total from investment operations		.82			1.86			.21			1.33			1.01			(1.45	)
Less Dividends and Distributions:
Dividends from net investment income		(.13	)		(.22	)		(.11	)		(.09	)		(.10	)		(.14	)
Distributions from net realized gains		(.66	)		-			-			-			-			(.10	)
Total dividends and distributions		(.79	)		(.22	)		(.11	)		(.09	)		(.10	)		(.24	)
Capital Contribution		-			-			-	(e)		-	(e)		-	(e)		-
Net asset value, end of period		$12.89			$12.86			$11.22			$11.12			$9.88			$8.97
Total Return(a)		6.39%			16.79%			1.96%			13.51%			11.28%			(13.43)%
Ratios/Supplemental Data:
Net assets, end of period (000)		$4			$102			$367			$777			$1,430			$2,235
Average net assets (000)		$57			$184			$505			$1,112			$1,847			$2,858
Ratios to average net assets(c):
Expense after waivers and/or expense reimbursement		1.34%	(f)		1.38%			1.41%			1.37%			1.77%			2.21%	(d)
Expense before waivers and/or expense reimbursement		1.34%	(f)		1.38%			1.41%			1.37%			1.77%			2.21%	(d)
Net investment income		.94%	(f)		1.02%			1.20%			1.15%			1.04%			1.48%
Portfolio turnover rate		87%	(g)		239%			174%			151%			140%			249%

(a) 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 one full year are not annualized.

(b) Calculated based upon average shares outstanding during the period.

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

(d) Includes interest expense of .03%.

(e) Less than $.005.

(f) Annualized.

(g) Calculated as of July 31, 2014. Not annualized.

(h) As of April 11, 2014, the last conversion of Class X was completed. There are no shares outstanding and Class X shares are no longer being offered for sale.

See Notes to Financial Statements.

54

Class Z Shares
	Six Months Ended April 30,			Three Months Ended October 31,			Year Ended July 31,
	2015			2014(f)			2014			2013			2012			2011			2010
Per Share Operating Performance(b):
Net Asset Value, Beginning Of Period		$14.30			$13.68			$12.89			$11.24			$11.14			$9.90			$8.98
Income (loss) from investment operations:
Net investment income		.07			.03			.15			.16			.16			.15			.16
Net realized and unrealized gain on investments		.27			.59			1.46			1.74			.08			1.21			.90
Total from investment operations		.34			.62			1.61			1.90			.24			1.36			1.06
Less Dividends and Distributions:
Dividends from net investment income		(.16	)		-			(.16	)		(.25	)		(.14	)		(.12	)		(.14	)
Distributions from net realized gains		(.80	)		-			(.66	)		-			-			-			-
Total dividends and distributions		(.96	)		-			(.82	)		(.25	)		(.14	)		(.12	)		(.14	)
Net asset value, end of period		$13.68			$14.30			$13.68			$12.89			$11.24			$11.14			$9.90
Total Return(a)		2.37%			4.53%			12.90%			17.13%			2.22%			13.75%			11.90%
Ratios/Supplemental Data:
Net assets, end of period (000)		$4,483			$3,694			$3,473			$3,346			$3,464			$3,539			$3,848
Average net assets (000)		$3,946			$4,210			$3,596			$3,533			$3,240			$3,846			$4,425
Ratios to average net assets(c):
Expense after waivers and/or expense reimbursement		1.04%	(d)		1.15%	(d)		1.00%			1.13%			1.16%			1.12%			1.16%
Expense before waivers and/or expense reimbursement		1.04%	(d)		1.15%	(d)		1.00%			1.13%			1.16%			1.12%			1.16%
Net investment income		1.09%	(d)		.99%	(d)		1.16%			1.30%			1.44%			1.42%			1.64%
Portfolio turnover rate		41%	(e)		20%	(e)		87%			239%			174%			151%			140%

(a) 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 one full year are not annualized.

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

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

(d) Annualized.

(e) Not annualized.

(f) For the three month period ended October 31, 2014. The Fund changed its fiscal year end from July 31 to October 31, effective October 31, 2014.

See Notes to Financial Statements.

Prudential Defensive Equity Fund 55

Results of Proxy Voting

(Unaudited)

At a special meeting of shareholders held on November 26, 2014, shareholders of Prudential Investment Portfolios 16, which is comprised of Prudential Defensive Equity Fund and Prudential Income Builder Fund approved the following proposal. Shareholders of both Funds voted together for purposes of the proposal.

Proposal: To elect twelve Trustees:

	SHARES VOTED		% VOTED			% OF T/O
Ellen S. Alberding
FOR		15,187,450.989		98.375	%		54.540	%
WITHHELD		250,945.300		1.625	%		0.901	%
Kevin J. Bannon
FOR		15,164,701.151		98.228	%		54.459	%
WITHHELD		273,695.138		1.772	%		0.982	%
Linda W. Bynoe
FOR		15,192,615.580		98.408	%		54.559	%
WITHHELD		245,780.709		1.592	%		0.882	%
Keith F. Hartstein
FOR		15,165,114.424		98.230	%		54.460	%
WITHHELD		273,281.865		1.770	%		0.981	%
Michael S. Hyland
FOR		15,145,801.546		98.105	%		54.391	%
WITHHELD		292,594.743		1.895	%		1.050	%
Stephen P. Munn
FOR		15,158,448.225		98.187	%		54.436	%
WITHHELD		279,948.064		1.813	%		1.005	%
James E. Quinn
FOR		15,172,914.113		98.281	%		54.488	%
WITHHELD		265,482.176		1.719	%		0.953	%
Richard A. Redeker
FOR		15,144,841.498		98.099	%		54.387	%
WITHHELD		293,554.791		1.901	%		1.054	%
Stephen G. Stoneburn
FOR		15,138,379.548		98.057	%		54.364	%
WITHHELD		300,016.741		1.943	%		1.077	%
Grace C. Torres
FOR		15,185,459.877		98.362	%		54.533	%
WITHHELD		252,936.412		1.638	%		0.908	%
Stuart S. Parker
FOR		15,165,114.424		98.230	%		54.460	%
WITHHELD		273,281.865		1.770	%		0.981	%

56

	SHARES VOTED		% VOTED			% OF T/O
Scott E. Benjamin
FOR		15,161,091.251		98.204	%		54.446	%
WITHHELD		277,305.038		1.796	%		0.995	%

The special meeting of shareholders of the Fund held on November 26, 2014, was adjourned to December 3, 2014, and further adjourned to December 10, 2014, and January 9, 2015 to permit further solicitation of proxies on the proposal noted below.

An abstention or a broker non-vote is considered present for purposes of determining a quorum but has the effect of a vote against such matters. At the special meeting of shareholders held on January 9, 2015, insufficient votes were obtained to approve the following proposal:

Proposal: To permit Prudential Investments LLC (PI) to enter into or make material changes to the Fund’s subadvisory agreements with subadvisers that are wholly-owned subsidiaries of PI or a sister company of PI (wholly-owned subadvisers) without shareholder approval.

	SHARES VOTED		% OF VOTED			% OF TOTAL
FOR		2,053,224.460		20.222	%		11.221	%
AGAINST		260,052.108		2.562	%		1.421	%
ABSTAIN		186,034.478		1.832	%		1.017	%
BROKER NON-VOTE		7,654,123.453		75.384	%		41.831	%
TOTAL		10,153,434.499		100.000	%		55.490	%

Prudential Defensive Equity Fund 57

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 Trustees 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. 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.

TRUSTEES

Ellen S. Alberding • Kevin J. Bannon • Scott E. Benjamin • Linda W. Bynoe • Keith F. Hartstein • Michael S. Hyland • Stephen P. Munn • Stuart S. Parker • James E. Quinn • Richard A. Redeker • Stephen G. Stoneburn • Grace C. Torres

OFFICERS

Stuart S. Parker, President • Scott E. Benjamin, Vice President • M. Sadiq Peshimam, Treasurer and Principal Financial and Accounting Officer • Raymond A. O’ Hara, Chief Legal Officer • Chad A. Earnst, Chief Compliance Officer • Deborah A. Docs, Secretary • 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 • Peter Parrella, Assistant Treasurer • Lana Lomuti, Assistant Treasurer • Linda McMullin, Assistant Treasurer • Kelly A. Coyne, 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 TRUSTEES

Shareholders can communicate directly with the Board of Trustees by writing to the Chair of the Board, Prudential Defensive Equity Fund, Prudential Investments, Attn: Board of Trustees, 100 Mulberry Street, Gateway Center Three, Newark, NJ 07102. Shareholders can communicate directly with an individual Trustee 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 1-800-SEC-0330. The Fund’s schedule of portfolio holdings is also available on the Fund’s website as of the end of each month.

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

PRUDENTIAL DEFENSIVE EQUITY FUND

SHARE CLASS	A	B	C	R	Z
NASDAQ	PAMGX	DMGBX	PIMGX	SPMRX	PDMZX
CUSIP	74442X868	74442X785	74442X793	74442X819	74442X827

MFSP504E4    0278707-00001-00

Item 2 –	Code of Ethics – Not required, as this is not an annual filing.
Item 3 –	Audit Committee Financial Expert – Not required, as this is not an annual filing.
Item 4 –	Principal Accountant Fees and Services – Not required, as this is not an annual filing.
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 – Not required, as this is not an annual filing.
	(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 Investment Portfolios 16
By:	/s/ Deborah A. Docs
	Deborah A. Docs
	Secretary
Date:	June 18, 2015
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:	June 18, 2015
By:	/s/ M. Sadiq Peshimam
	M. Sadiq Peshimam
	Treasurer and Principal Financial and Accounting Officer
Date:	June 18, 2015