SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                              --------------------

                                    FORM 8-K

                                 CURRENT REPORT


                     Pursuant to Section 13 or 15(d) of the

                         Securities Exchange Act of 1934



Date of Report (Date of earliest event reported): October 4, 1999
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                   Prospect Street High Income Portfolio Inc.
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             (Exact name of registrant as specified in its charter)


          Maryland                     811-5557               04-302-8343
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(State or other jurisdiction        (Commission             (IRS Employer
   of incorporation)                File Number)          Identification No.)

                  60 State Street, Boston, Massachusetts 02109
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                     Address of principal executive offices


Registrant's telephone number, including area code: (617) 742-3800
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                                       N/A
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         (Former name or former address, if changed since last report.)



Item 5.  Other Events
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         On October 4, 1999  Prospect  Street High Income  Portfolio  Inc.  (the
"Fund")  announced  that its  investment  adviser,  Prospect  Street  Investment
Management Co., Inc. has entered into an agreement to sell certain of its assets
and  goodwill  relating  to the  management  of the  Fund  to  Highland  Capital
Management,  L.P.  ("Highland").   The  Fund  further  announced  that  (i)  the
Independent  Directors of the Fund  approved a new two-year  advisory  agreement
with  Highland  which will be  submitted to  shareholders  of the Fund for their
approval at a special meeting of shareholders and (ii) C. William Carey had been
appointed as interim Chairman of the Board of Directors of the Fund.

         A copy of the press release  announcing the foregoing is being filed as
an exhibit to this Form 8-K.

Item 7.  Financial Statements, Pro Forma Financial Information and
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         Exhibits
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         Exhibit 99 - Press Release dated October 4, 1999.


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                                    SIGNATURE
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         Pursuant to the  requirements  of the Securities  Exchange Act of 1934,
the  Registrant  has duly  caused  this report to be signed on its behalf by the
undersigned hereunto duly authorized.


                           PROSPECT STREET HIGH INCOME
                                 PORTFOLIO INC.


Dated: October 6, 1999              By: /s/ John A. Frabotta
                                       -------------------------------
                                             John A. Frabotta
                                             Vice President, Treasurer,
                                             Chief Investment Officer and
                                             Chief Financial Officer



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