Edgar Filing: ING PRIME RATE TRUST

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM N-Q

Quarterly Schedule of Portfolio Holdings of Registered
Management Investment Company

Investment Company Act file number: 811-5410

ING Prime Rate Trust

(Exact name of registrant as specified in charter)

7337 E. Doubletree Ranch Rd., Scottsdale, AZ 85258

(Address of principal executive offices) (Zip code)

C T Corporation System, 101 Federal Street, Boston, MA 02110
(Name and address of agent for service)

Registrant’s telephone number, including area code: 1-800-992-0180

Date of fiscal year end:	February 28

Date of reporting period:	May 31, 2009

Item 1. Schedule of Investments

The schedules of investments as of the close of the reporting period are set forth below for:

ING Prime Rate Trust

The schedules are not audited.

		PORTFOLIO OF INVESTMENTS
ING Prime Rate Trust		as of May 31, 2009 (Unaudited)

Bank Loan

Ratings†

(Unaudited)

Market

Principal Amount

Borrower/Tranche Description

Moody’s

S&P

Value

Senior Loans*: 134.3%

Aerospace & Defense: 2.1%

Avio Group

553,772

Term Loan, 3.743%, maturing December 13, 2014

383,487

EUR

705,000

Term Loan, 3.066%, maturing December 15, 2014

685,556

590,346

Term Loan, 4.288%, maturing December 13, 2015

408,814

EUR

705,000

Term Loan, 3.691%, maturing December 14, 2015

688,379

Delta Airlines, Inc.

Ba2

BB-

1,470,000

Term Loan, 2.414%, maturing April 30, 2012

1,257,463

Delta Airlines, Inc.

5,428,523

Term Loan, 3.664%, maturing April 30, 2014

3,514,969

McKechnie Aerospace DE, Inc.

B+

958,987

Term Loan, 2.320%, maturing May 11, 2014

799,555

Transdigm, Inc.

Ba3

BB-

3,000,000

Term Loan, 3.227%, maturing June 23, 2013

2,795,001

United Airlines, Inc.

B+

4,104,572

Term Loan, 2.375%, maturing February 01, 2014

2,498,658

Wesco Aircraft Hardware Corporation

BB-

1,458,750

Term Loan, 2.570%, maturing September 29, 2013

1,204,928

14,236,810

Automobile: 2.1%

Dollar Thrifty Automotive Group, Inc.

Caa3

CCC-

474,375

Term Loan, 2.819%, maturing June 15, 2014

237,187

Ford Motor Company

Caa1

CCC+

9,632,178

Term Loan, 3.613%, maturing December 16, 2013

6,887,007

KAR Holdings, Inc.

Ba3

B+

3,307,011

Term Loan, 3.051%, maturing October 18, 2013

2,860,565

Oshkosh Truck Corporation

B+

3,671,207

Term Loan, 7.243%, maturing December 06, 2013

3,168,920

TRW Automotive, Inc.

1,333,333

Term Loan, 1.938%, maturing February 09, 2014

1,175,556

14,329,235

Beverage, Food & Tobacco: 3.6%

ARAMARK Corporation

Ba3

1,932,500

Term Loan, 3.095%, maturing January 26, 2014

1,681,275

		PORTFOLIO OF INVESTMENTS
ING Prime Rate Trust		as of May 31, 2009 (Unaudited) (continued)

Bank Loan

Ratings†

(Unaudited)

Market

Principal Amount

Borrower/Tranche Description

Moody’s

S&P

Value

Beverage, Food & Tobacco: (continued)

11,180,905

Term Loan, 3.095%, maturing January 27, 2014

10,219,347

1,089,534

Term Loan, 4.063%, maturing January 27, 2014

995,834

Pinnacle Foods Holding Corporation

5,600,250

Term Loan, 3.161%, maturing April 02, 2014

4,781,213

Sturm Foods, Inc.

B-

2,940,000

Term Loan, 3.625%, maturing January 31, 2014

2,499,000

United Biscuits

GBP

1,476,692

Term Loan, 4.166%, maturing December 15, 2014

2,042,360

Van Houtte, Inc.

Ba3

BB-

648,450

Term Loan, 3.720%, maturing July 19, 2014

596,574

88,425

Term Loan, 3.720%, maturing July 19, 2014

81,351

Wm. Wrigley Jr. Company

Baa3

BBB

1,481,250

Term Loan, 6.500%, maturing October 06, 2014

1,486,338

24,383,292

Buildings & Real Estate: 1.4%

Capital Automotive, L.P.

Ba1

1,876,708

Term Loan, 2.170%, maturing December 15, 2010

1,354,358

Contech Construction Products, Inc.

1,651,129

Term Loan, 2.390%, maturing January 31, 2013

1,166,110

Custom Building Products, Inc.

Ba3

BB-

2,960,975

Term Loan, 8.000%, maturing October 29, 2011

2,524,231

John Maneely Company

4,031,721

Term Loan, 4.064%, maturing December 09, 2013

3,200,178

KCPC Acquisition, Inc.

Ba2

B-

522,257

Term Loan, 2.563%, maturing May 22, 2014

365,580

189,655

Term Loan, 2.810%, maturing May 22, 2014

132,758

Tishman Speyer

CCC

1,500,000

Term Loan, 2.070%, maturing December 27, 2012

540,000

9,283,215

		PORTFOLIO OF INVESTMENTS
ING Prime Rate Trust		as of May 31, 2009 (Unaudited) (continued)

Bank Loan

Ratings†

(Unaudited)

Market

Principal Amount

Borrower/Tranche Description

Moody’s

S&P

Value

Cargo Transport: 1.5%

Baker Tanks, Inc.

1,960,000

Term Loan, 2.588%, maturing May 08, 2014

1,572,900

Dockwise Transport, N.V.

1,084,197

Term Loan, 3.220%, maturing January 11, 2015

702,017

866,510

Term Loan, 3.220%, maturing January 11, 2015

561,065

1,084,197

Term Loan, 4.095%, maturing January 11, 2016

702,017

866,510

Term Loan, 4.095%, maturing January 11, 2016

561,065

560,000

Term Loan, 5.720%, maturing July 11, 2016

191,334

500,000

Term Loan, 5.720%, maturing July 11, 2016

170,834

(2)

Gainey Corporation

749,586

(3)

Term Loan, 6.344%, maturing April 20, 2012

88,076

Inmar, Inc.

510,971

Term Loan, 2.570%, maturing April 30, 2013

457,319

Railamerica Transportation Corporation

194,560

Term Loan, 5.200%, maturing August 14, 2009

187,750

3,005,440

Term Loan, 5.200%, maturing August 14, 2009

2,900,250

TNT Logistics

1,882,275

Term Loan, 3.319%, maturing November 04, 2013

1,068,191

723,070

Term Loan, 4.220%, maturing November 04, 2013

402,509

(2)

US Shipping Partners, L.P.

1,767,632

(3)

Term Loan, 12.000%, maturing March 21, 2012

870,559

10,435,886

Cellular: 0.9%

Cricket Communications, Inc.

Ba2

B+

5,835,000

Term Loan, 5.750%, maturing June 16, 2013

5,892,947

5,892,947

Chemicals, Plastics & Rubber: 7.1%

AZ Chem US, Inc.

BB-

EUR

707,090

Term Loan, 3.775%, maturing February 26, 2013

849,490

Borsodchem Nyrt.

EUR

804,394

Term Loan, 4.555%, maturing March 26, 2015

335,110

EUR

804,394

Term Loan, 5.055%, maturing March 26, 2016

335,110

		PORTFOLIO OF INVESTMENTS
ING Prime Rate Trust		as of May 31, 2009 (Unaudited) (continued)

				Bank Loan
				Ratings†
				(Unaudited)		Market
Principal Amount			Borrower/Tranche Description	Moody’s	S&P	Value
*Chemicals, Plastics & Rubber: (continued)*
			Brenntag Holding GmbH & Co. KG	B1	B+
$	1,158,699		Term Loan, 2.367%, maturing January 20, 2014			$	1,002,275
3,603,005			Term Loan, 3.134%, maturing January 20, 2014			3,116,599
			Celanese	Ba2	BB+
3,200,000			Term Loan, 1.911%, maturing April 02, 2014			2,917,456
			Cristal Inorganic Chemicals, Inc.	B1	B
2,601,442			Term Loan, 3.470%, maturing May 15, 2014			1,729,959
			Hexion Specialty Chemicals, Inc.	B1	B-
1,164,000			Term Loan, 2.350%, maturing May 05, 2013			670,593
2,437,500			Term Loan, 3.312%, maturing May 05, 2013			1,404,271
6,120,918			Term Loan, 3.500%, maturing May 05, 2013			3,526,328
1,328,284			Term Loan, 3.500%, maturing May 05, 2013			765,239
982,500			Term Loan, 3.500%, maturing May 06, 2013			584,588
			Ineos US Finance, LLC	Caa1	CCC+
1,723,353			Term Loan, 7.001%, maturing December 17, 2012			1,137,413
2,714,710			Term Loan, 7.501%, maturing December 16, 2013			1,757,775
2,713,966			Term Loan, 8.001%, maturing December 16, 2014			1,757,293
			ISP Chemco, Inc.	Ba3	BB-
3,438,750			Term Loan, 2.125%, maturing June 04, 2014			3,131,412
			JohnsonDiversey, Inc.	Ba2	BB-
495,950			Term Loan, 3.016%, maturing December 16, 2010			468,673
2,522,944			Term Loan, 2.688%, maturing December 16, 2011			2,384,182
			Kraton Polymers, LLC	B1	B
1,989,744			Term Loan, 3.250%, maturing May 13, 2013			1,437,590
		(2)	Lyondell Chemical Company	Ba1	NR
2,189,639			Term Loan, 8.668%, maturing December 15, 2009			2,252,318
		(2)	Lyondell Chemical Company	Ba3	NR
5,282,336		(5)	Term Loan, 5.940%, maturing December 15, 2009			4,256,680
		(2)	Lyondell Chemical Company	Caa2	C
833,935		(5)	Revolver, 5.750%, maturing December 20, 2013			366,931
222,747		(5)	Revolver, 5.750%, maturing December 20, 2013			99,122
525,398		(5)	Term Loan, 5.750%, maturing December 20, 2013			231,175
1,588,881		(5)	Term Loan, 5.750%, maturing December 20, 2013			699,108
638,439		(5)	Term Loan, 6.000%, maturing December 20, 2013			264,952

		PORTFOLIO OF INVESTMENTS
ING Prime Rate Trust		as of May 31, 2009 (Unaudited) (continued)

					Bank Loan
					Ratings†
					(Unaudited)		Market
Principal Amount				Borrower/Tranche Description	Moody’s	S&P	Value
*Chemicals, Plastics & Rubber: (continued)*
$	638,439		(5)	Term Loan, 6.000%, maturing December 20, 2013			$	264,952
638,439			(5)	Term Loan, 6.000%, maturing December 20, 2013			264,952
2,770,367			(5)	Term Loan, 7.000%, maturing December 20, 2013			1,218,961
2,770,367			(5)	Term Loan, 7.000%, maturing December 20, 2013			1,218,961
2,770,367			(5)	Term Loan, 7.000%, maturing December 20, 2013			1,218,961
				MacDermid, Inc.	B2	B+
EUR		729,117		Term Loan, 3.179%, maturing April 11, 2014			535,878
$	1,599,272			Term Loan, 2.319%, maturing April 12, 2014			1,107,496
			(2)	Northeast Biofuels, LLC	NR	D
115,095			(3)	Term Loan, 10.750%, maturing June 28, 2013			17,264
				Polypore, Inc.	Ba2	BB-
3,275,000				Term Loan, 2.590%, maturing July 03, 2014			2,857,437
				Rockwood Specialties Group, Inc.	Ba2	BB
1,809,564				Term Loan, 2.069%, maturing July 30, 2012			1,700,990
							47,887,494
*Containers, Packaging & Glass: 3.5%*
				Berry Plastics Corporation	B1	B+
2,841,346				Term Loan, 2.382%, maturing April 03, 2015			2,284,916
				Graham Packaging Company	B1	B+
9,827,682				Term Loan, 2.688%, maturing October 07, 2011			9,315,237
				Graphic Packaging International, Inc.	Ba3	BB-
3,790,864				Term Loan, 3.042%, maturing May 16, 2014			3,514,249
				Mauser AG	NR	NR
842,699				Term Loan, 2.695%, maturing June 13, 2015			419,594
EUR		625,000		Term Loan, 3.317%, maturing June 15, 2015			439,847
$	842,699			Term Loan, 2.945%, maturing June 13, 2016			419,594
EUR		625,000		Term Loan, 3.567%, maturing June 13, 2016			439,847
				Owens-Illinois	Baa3	BBB-
EUR		654,375		Term Loan, 2.345%, maturing June 14, 2013			827,780
				Pro Mach, Inc.	B1	B
$	2,334,825			Term Loan, 2.570%, maturing December 14, 2011			2,101,343
			(2)	Smurfit-Stone Container Corporation	NR	D
200,000			(5)	Revolver, 3.169%, maturing November 01, 2009			169,000
603,062			(5)	Revolver, 2.932%, maturing November 02, 2009			509,587
121,035			(5)	Term Loan, 4.500%, maturing November 01, 2010			99,854
259,619			(5)	Term Loan, 2.653%, maturing November 01, 2011			217,755

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS
as of May 31, 2009 (Unaudited) (continued)

Bank Loan

Ratings†

(Unaudited)

Market

Principal Amount

Borrower/Tranche Description

Moody’s

S&P

Value

Containers, Packaging & Glass: (continued)

137,741

(5)

Term Loan, 2.690%, maturing November 01, 2011

113,636

78,494

(5)

Term Loan, 2.690%, maturing November 01, 2011

65,837

Tegrant Holding Company

Caa3

500,000

Term Loan, 6.720%, maturing March 08, 2015

112,500

Xerium Technologies, Inc.

Caa1

B-

4,161,911

Term Loan, 6.720%, maturing May 18, 2012

2,434,718

23,485,294

Data and Internet Services: 6.3%

Activant Solutions, Inc.

B+

891,915

Term Loan, 2.794%, maturing May 02, 2013

671,909

Amadeus IT Group, S.A.

EUR

768,581

Term Loan, 2.932%, maturing July 01, 2013

825,597

EUR

768,581

Term Loan, 3.432%, maturing July 01, 2014

825,597

Audatex

Ba3

BB-

1,077,038

Term Loan, 3.125%, maturing May 16, 2014

1,031,264

Carlson Wagonlit Holdings, B.V.

B-

2,632,692

Term Loan, 3.289%, maturing August 03, 2012

1,632,269

First Data Corporation

B+

2,432,071

Term Loan, 3.059%, maturing September 24, 2014

1,793,805

2,241,187

Term Loan, 3.059%, maturing September 24, 2014

1,653,016

1,675,833

Term Loan, 3.059%, maturing September 24, 2014

1,237,235

L-1 Identity Solutions Operating Company

Ba3

BB+

487,500

Term Loan, 6.750%, maturing August 05, 2013

484,250

Mitchell International, Inc.

Caa1

CCC+

250,000

Term Loan, 6.500%, maturing March 30, 2015

136,250

Orbitz Worldwide, Inc.

BB-

6,372,651

(5)

Term Loan, 3.836%, maturing July 25, 2014

4,062,565

Reynolds & Reynolds Company

Ba2

7,212,124

Term Loan, 2.319%, maturing October 26, 2012

5,291,896

Sabre, Inc.

11,958,689

Term Loan, 3.038%, maturing September 30, 2014

8,336,916

Sitel, LLC

B+

2,261,385

Term Loan, 6.391%, maturing January 30, 2014

1,594,277

Sungard Data Systems, Inc.

Ba3

7,042,752

Term Loan, 2.477%, maturing February 28, 2014

6,435,314

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS
as of May 31, 2009 (Unaudited) (continued)

Bank Loan

Ratings†

(Unaudited)

Market

Principal Amount

Borrower/Tranche Description

Moody’s

S&P

Value

Data and Internet Services: (continued)

1,490,006

Term Loan, 6.750%, maturing February 28, 2014

1,474,042

Transaction Network Services, Inc.

2,047,018

Term Loan, 9.500%, maturing March 28, 2014

2,000,961

750,000

Term Loan, 9.500%, maturing March 28, 2014

733,125

Travelport, Inc.

Ba2

BB-

982,500

Term Loan, 2.819%, maturing August 23, 2013

730,910

1,445,156

Term Loan, 3.146%, maturing August 23, 2013

1,068,062

289,971

Term Loan, 3.720%, maturing August 23, 2013

214,307

42,233,567

Diversified / Conglomerate Manufacturing: 2.9%

BOC Edwards

3,193,125

Term Loan, 2.428%, maturing May 31, 2014

2,017,656

Brand Services, Inc.

2,814,817

Term Loan, 3.493%, maturing February 07, 2014

2,251,854

1,231,250

Term Loan, 4.492%, maturing February 07, 2014

1,003,469

Brand Services, Inc.

Caa1

CCC+

1,600,000

Term Loan, 6.463%, maturing February 07, 2015

724,000

Dresser, Inc.

B+

4,852,885

Term Loan, 3.104%, maturing May 04, 2014

4,241,076

EPD, Inc.

B+

432,031

Term Loan, 2.890%, maturing July 31, 2014

267,139

3,016,563

Term Loan, 2.890%, maturing July 31, 2014

1,865,240

(2)

Ferretti, S.P.A

EUR

577,667

(3)

Term Loan, 3.435%, maturing January 23, 2015

192,018

EUR

577,667

(3)

Term Loan, 3.935%, maturing January 25, 2016

192,018

Mueller Group, Inc.

BB-

1,730,294

Term Loan, 2.628%, maturing May 24, 2014

1,469,308

Rexnord Corporation / RBS Global, Inc.

BB-

958,678

Term Loan, 2.375%, maturing July 19, 2013

766,542

Sensata Technologies

4,084,500

Term Loan, 2.803%, maturing April 26, 2013

2,913,609

Sensus Metering Systems, Inc.

Ba2

1,382,609

Term Loan, 2.651%, maturing December 17, 2010

1,278,913

Textron Fastening Systems

CCC+

487,500

Term Loan, 4.720%, maturing August 11, 2013

225,469

19,408,311

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS
as of May 31, 2009 (Unaudited) (continued)

Bank Loan

Ratings†

(Unaudited)

Market

Principal Amount

Borrower/Tranche Description

Moody’s

S&P

Value

Diversified / Conglomerate Service: 3.1%

Affinion Group

Ba2

3,899,193

Term Loan, 2.428%, maturing October 17, 2012

3,614,065

AlixPartners, LLP

BB-

2,578,769

Term Loan, 2.446%, maturing October 12, 2013

2,449,831

Brickman Group

Ba3

BB-

1,935,941

Term Loan, 2.319%, maturing January 23, 2014

1,689,109

Brock Holdings, Inc.

Caa1

1,470,000

Term Loan, 3.229%, maturing February 26, 2014

1,073,100

Catalina Marketing Corporation

Ba3

BB-

1,473,750

Term Loan, 3.395%, maturing October 01, 2014

1,353,087

Coach America Holdings, Inc.

2,105,351

Term Loan, 3.070%, maturing April 18, 2014

1,407,075

442,989

Term Loan, 3.870%, maturing April 20, 2014

296,064

Intergraph Corporation

Ba3

BB-

1,884,107

Term Loan, 2.664%, maturing May 29, 2014

1,733,378

Valleycrest Companies, LLC

BB-

1,839,649

Term Loan, 3.260%, maturing March 12, 2014

1,333,746

Vertafore, Inc.

1,038,000

Term Loan, 3.161%, maturing January 31, 2012

960,150

West Corporation

BB-

5,342,978

Term Loan, 2.733%, maturing October 24, 2013

4,651,362

20,560,967

Diversified Nat’l Rsrcs, Precious Metals & Minerals: 1.7%

Georgia Pacific Corporation

Ba2

BB+

12,002,141

Term Loan, 3.229%, maturing December 20, 2012

11,179,250

11,179,250

Ecological: 0.1%

Synagro Technologies, Inc.

884,250

Term Loan, 2.341%, maturing March 31, 2014

683,820

Synagro Technologies, Inc.

Caa2

485,000

Term Loan, 5.090%, maturing October 02, 2014

226,737

910,557

Electronics: 2.5%

Aeroflex, Inc.

Ba3

BB-

1,000,000

Term Loan, 4.101%, maturing

August 15, 2014

725,000

Brocade Communications Systems, Inc.

Ba2

BB+

3,028,409

Term Loan, 7.000%, maturing

October 07, 2013

3,000,647

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS
as of May 31, 2009 (Unaudited) (continued)

					Bank Loan
					Ratings†
					(Unaudited)		Market
Principal Amount				Borrower/Tranche Description	Moody’s	S&P	Value
*Electronics: (continued)*
				Decision One	NR	NR
$		1,761,366		Term Loan, 12.000%, maturing November 30, 2013			$	1,761,366
				Freescale Semiconductor, Inc.	B2	B-
5,008,996				Term Loan, 2.168%, maturing November 29, 2013			3,123,665
				Infor Global Solutions	B1	B+
491,250				Term Loan, 3.070%, maturing July 28, 2012			362,297
EUR		733,125		Term Loan, 3.929%, maturing July 28, 2012			720,158
$		615,520		Term Loan, 4.070%, maturing July 28, 2012			466,256
1,179,747				Term Loan, 4.070%, maturing July 28, 2012			893,658
				Infor Global Solutions	Caa2	CCC+
EUR		500,000		Term Loan, 7.223%, maturing March 02, 2014			219,077
				Kronos, Inc.	Ba3	B+
$		3,196,457		Term Loan, 3.470%, maturing June 11, 2014			2,565,157
				NXP, B.V.	C	CCC+
1,750,000				Floating Rate Note, 3.881%, maturing October 15, 2013			494,375
EUR		1,500,000		Floating Rate Note, 5.362%, maturing October 15, 2013			551,226
				ON Semiconductor	Baa3	BB
$		1,960,000		Term Loan, 2.069%, maturing September 03, 2013			1,636,600
							16,519,482
*Finance: 1.0%*
				LPL Holdings, Inc.	Ba3	B+
7,356,140				Term Loan, 2.615%, maturing June 28, 2013			6,427,428
							6,427,428
*Foreign Cable, Foreign TV, Radio and Equipment: 4.0%*
				Levana Holding 4 GmbH	NR	NR
EUR		728,399	(3)	Term Loan, 0.000%, maturing March 02, 2015			259,239
EUR		728,398	(3)	Term Loan, 0.000%, maturing March 02, 2016			259,239
				Numericable/YPSO France SAS	NR	NR
EUR		510,581	(5)	Term Loan, 3.686%, maturing July 28, 2016			530,416
EUR		833,053	(5)	Term Loan, 3.686%, maturing July 28, 2016			865,416
EUR		1,323,033	(5)	Term Loan, 3.686%, maturing July 28, 2016			1,374,431
EUR		463,250	(5)	Term Loan, 3.936%, maturing July 28, 2016			481,247
EUR		870,083	(5)	Term Loan, 3.936%, maturing July 28, 2016			903,885
				ProSiebenSat.1 Media AG	NR	NR
SEK	2,269,914			Term Loan, 2.503%, maturing July 02, 2014			206,657
EUR		64,583		Term Loan, 3.017%, maturing July 02, 2014			63,061
EUR		1,190,021		Term Loan, 3.625%, maturing July 02, 2014			1,161,963
EUR		801,232		Term Loan, 3.142%, maturing July 03, 2015			785,802
EUR		36,050		Term Loan, 3.142%, maturing July 03, 2015			35,355

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS
as of May 31, 2009 (Unaudited) (continued)

Bank Loan

Ratings†

(Unaudited)

Market

Principal Amount

Borrower/Tranche Description

Moody’s

S&P

Value

Foreign Cable, Foreign TV, Radio and Equipment: (continued)

UPC Financing Partnership

Ba3

B+

1,944,864

Term Loan, 2.161%, maturing December 31, 2014

1,817,232

EUR

3,078,704

Term Loan, 2.946%, maturing December 31, 2014

3,767,619

EUR

4,268,168

Term Loan, 4.696%, maturing December 31, 2016

5,293,629

1,055,136

Term Loan, 3.911%, maturing December 31, 2016

1,009,414

Virgin Media Investment Holdings, Ltd.

Ba2

GBP

730,970

Term Loan, 3.809%, maturing September 03, 2012

1,069,640

GBP

371,680

Term Loan, 3.809%, maturing September 03, 2012

543,885

GBP

2,109,972

Term Loan, 3.889%, maturing September 03, 2012

3,087,553

GBP

2,540,227

Term Loan, 3.889%, maturing September 03, 2012

3,717,152

27,232,835

Gaming: 3.9%

Cannery Casino Resorts, LLC

611,773

Term Loan, 2.558%, maturing May 18, 2013

513,889

505,764

Term Loan, 2.657%, maturing May 18, 2013

424,842

CCM Merger, Inc.

B+

3,036,424

Term Loan, 8.500%, maturing July 13, 2012

2,326,660

Centaur, LLC

CCC

1,108,075

Term Loan, 9.250%, maturing October 30, 2014

700,857

Fontainebleau Las Vegas, LLC

Caa2

CCC

633,333

Term Loan, 4.316%, maturing June 06, 2014

91,042

1,266,667

Term Loan, 5.277%, maturing June 06, 2014

177,333

Golden Nugget, Inc.

B-

1,834,127

Term Loan, 2.320%, maturing June 30, 2014

1,118,818

1,046,326

Term Loan, 2.476%, maturing June 30, 2014

638,259

Green Valley Ranch Gaming, LLC

Caa3

CCC+

1,415,455

Term Loan, 3.459%, maturing February 16, 2014

796,193

Green Valley Ranch Gaming, LLC

750,000

Term Loan, 3.599%, maturing August 16, 2014

90,000

Harrahs Operating Company, Inc.

Caa1

B-

1,485,000

Term Loan, 4.088%, maturing January 28, 2015

1,148,223

1,980,000

Term Loan, 4.090%, maturing January 28, 2015

1,529,550

Isle of Capri Casinos, Inc.

B+

853,237

(5)

Term Loan, 2.970%, maturing November 25, 2013

726,318

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS
as of May 31, 2009 (Unaudited) (continued)

Bank Loan

Ratings†

(Unaudited)

Market

Principal Amount

Borrower/Tranche Description

Moody’s

S&P

Value

Gaming: (continued)

1,207,973

(5)

Term Loan, 2.069%, maturing July 26, 2014

1,028,287

3,019,932

(5)

Term Loan, 2.970%, maturing July 26, 2014

2,570,717

Las Vegas Sands, LLC

B-

1,588,000

Term Loan, 2.070%, maturing May 23, 2014

1,147,330

6,288,000

Term Loan, 2.070%, maturing May 23, 2014

4,543,080

New World Gaming Partners, Ltd.

B+

708,333

Term Loan, 3.708%, maturing September 30, 2014

430,903

3,497,396

Term Loan, 3.708%, maturing September 30, 2014

2,127,581

Seminole Tribe of Florida

Baa3

BBB

16,574

Term Loan, 2.750%, maturing March 05, 2014

15,476

VML US Finance, LLC

B-

867,738

Term Loan, 2.570%, maturing May 25, 2012

733,238

1,932,262

Term Loan, 2.570%, maturing May 25, 2013

1,632,762

2,000,000

Term Loan, 2.570%, maturing May 25, 2013

1,690,000

26,201,358

Healthcare, Education and Childcare: 18.0%

Accellent, Inc.

B+

1,908,120

Term Loan, 3.174%, maturing November 22, 2012

1,660,064

AGA Medical Corporation

BB-

1,632,209

Term Loan, 2.695%, maturing April 28, 2013

1,375,136

Catalent Pharma Solutions

Ba3

BB-

6,462,667

Term Loan, 2.569%, maturing April 10, 2014

5,065,115

CHG Medical Staffing, Inc.

Ba3

B+

400,000

Term Loan, 1.095%, maturing January 08, 2013

354,000

1,519,000

Term Loan, 2.813%, maturing January 08, 2013

1,344,315

CHS/Community Health Systems, Inc.

Ba3

1,825,546

Term Loan, 2.569%, maturing July 25, 2014

1,625,773

35,819,740

Term Loan, 2.898%, maturing July 25, 2014

31,899,914

Concentra Operating Corporation

B+

1,965,000

Term Loan, 3.470%, maturing June 25, 2014

1,572,000

CRC Health Corporation

Ba3

BB-

926,091

Term Loan, 3.470%, maturing February 06, 2013

703,830

969,117

Term Loan, 3.470%, maturing February 06, 2013

736,529

Education Management Corporation

B+

4,146,885

Term Loan, 3.000%, maturing June 01, 2013

3,738,860

Emdeon Business Services, LLC

BB-

2,291,432

Term Loan, 2.847%, maturing November 16, 2013

2,151,082

EMSC, L.P.

Ba1

BB+

2,876,253

Term Loan, 2.415%, maturing February 10, 2012

2,660,534

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS
as of May 31, 2009 (Unaudited) (continued)

					Bank Loan
					Ratings†
					(Unaudited)		Market
Principal Amount				Borrower/Tranche Description	Moody’s	S&P	Value
*Healthcare, Education and Childcare: (continued)*
				Gambro	NR	NR
SEK		2,111,070		Term Loan, 3.868%, maturing June 05, 2014			$	205,787
SEK		2,146,343		Term Loan, 3.868%, maturing June 05, 2014			209,225
$	646,459			Term Loan, 4.266%, maturing June 05, 2014			478,178
SEK		2,146,343		Term Loan, 4.368%, maturing June 05, 2015			209,225
SEK		2,111,070		Term Loan, 4.368%, maturing June 05, 2015			205,787
$	646,459			Term Loan, 4.766%, maturing June 05, 2015			478,178
				Harlan Sprague Dawley, Inc.	B2	BB-
2,474,375				Term Loan, 2.849%, maturing July 14, 2014			2,015,069
				Harrington Holdings, Inc.	B1	BB-
2,398,833				Term Loan, 2.569%, maturing December 28, 2013			2,043,007
				HCA, Inc.	Ba3	BB
20,481,708				Term Loan, 3.470%, maturing November 18, 2013			18,292,726
				Health Management Associates, Inc.	B1	BB-
1,659,797				Term Loan, 2.970%, maturing February 28, 2014			1,442,571
				Iasis Healthcare, LLC	Ba2	B+
144,841				Term Loan, 2.313%, maturing March 14, 2014			130,646
539,079				Term Loan, 2.319%, maturing March 14, 2014			486,250
1,557,836				Term Loan, 2.319%, maturing March 14, 2014			1,405,168
				IM US Holdings, LLC	Ba3	BB
1,927,690				Term Loan, 2.734%, maturing June 26, 2014			1,787,932
				Life Technologies Corporation	Baa3	BBB-
1,741,250				Term Loan, 5.250%, maturing November 20, 2015			1,742,121
				Multiplan, Inc.	B1	B+
1,163,245				Term Loan, 2.875%, maturing April 12, 2013			1,048,375
				National Mentor, Inc.	B1	B+
1,964,586				Term Loan, 3.220%, maturing June 29, 2013			1,650,252
117,736				Term Loan, 5.570%, maturing June 29, 2013			98,898
				Nycomed	NR	NR
EUR			535,383	Term Loan, 3.781%, maturing December 29, 2014			618,393
EUR			1,397,300	Term Loan, 3.781%, maturing December 29, 2014			1,613,947
EUR			86,211	Term Loan, 3.781%, maturing December 29, 2014			99,578
EUR			54,917	Term Loan, 3.781%, maturing December 29, 2014			63,432
EUR			388,312	Term Loan, 3.781%, maturing December 29, 2014			448,519
EUR			535,383	Term Loan, 4.531%, maturing December 29, 2015			618,393
EUR			1,397,300	Term Loan, 4.531%, maturing December 29, 2015			1,613,947

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS
as of May 31, 2009 (Unaudited) (continued)

Bank Loan

Ratings†

(Unaudited)

Market

Principal Amount

Borrower/Tranche Description

Moody’s

S&P

Value

Healthcare, Education and Childcare: (continued)

EUR

86,211

Term Loan, 4.531%, maturing December 29, 2015

99,578

EUR

54,917

Term Loan, 4.531%, maturing December 29, 2015

63,432

EUR

388,312

Term Loan, 4.531%, maturing December 29, 2015

448,519

Orthofix International/Colgate Medical

BB+

1,605,303

Term Loan, 7.175%, maturing September 22, 2013

1,529,051

Quintiles Transnational Corporation

2,930,903

Term Loan, 2.883%, maturing March 31, 2013

2,692,768

Renal Advantage, Inc.

B+

3,228,054

Term Loan, 3.704%, maturing October 05, 2012

2,945,600

Rural/Metro Operating Company, LLC

Ba2

BB-

776,470

Term Loan, 3.901%, maturing March 04, 2011

745,411

519,127

Term Loan, 3.960%, maturing March 04, 2011

498,362

Sterigenics International, Inc.

B+

1,860,345

Term Loan, 3.587%, maturing November 21, 2013

1,637,103

Stiefel Laboratories, Inc.

BB-

894,789

Term Loan, 3.389%, maturing December 28, 2013

884,723

684,400

Term Loan, 3.389%, maturing December 30, 2013

676,700

Sun Healthcare Group, Inc.

Ba2

B+

934,638

Term Loan, 3.175%, maturing April 21, 2014

829,492

217,241

Term Loan, 3.220%, maturing April 21, 2014

192,802

Surgical Care Affiliates, LLC

Ba3

2,947,500

Term Loan, 3.220%, maturing December 29, 2014

2,527,481

Team Health, Inc.

BB-

2,016,308

Term Loan, 2.853%, maturing November 23, 2012

1,713,862

United Surgical Partners International, Inc.

Ba3

310,512

Term Loan, 2.320%, maturing April 19, 2014

280,496

1,643,871

Term Loan, 2.690%, maturing April 19, 2014

1,484,963

Vanguard Health Holdings Company II, LLC

Ba3

B+

3,376,122

Term Loan, 2.569%, maturing September 23, 2011

3,217,866

Viant Holdings, Inc.

Ba3

B+

722,037

Term Loan, 3.470%, maturing June 25, 2014

584,850

VWR International, Inc.

B+

1,500,000

Term Loan, 2.819%, maturing June 29, 2014

1,260,000

EUR

2,500,000

Term Loan, 3.441%, maturing June 29, 2014

2,915,137

121,120,952

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS
as of May 31, 2009 (Unaudited) (continued)

Bank Loan

Ratings†

(Unaudited)

Market

Principal Amount

Borrower/Tranche Description

Moody’s

S&P

Value

Home & Office Furnishings: 1.5%

Global Garden Products Italy, S.P.A.

EUR

1,250,000

Term Loan, 8.417%, maturing October 19, 2014

750,869

EUR

1,250,000

Term Loan, 8.917%, maturing October 19, 2015

750,869

Hilding Anders

SEK

17,864,613

Term Loan, 3.493%, maturing March 31, 2015

804,384

EUR

324,872

Term Loan, 3.943%, maturing April 25, 2015

175,634

National Bedding Company

BB-

2,166,385

Term Loan, 2.344%, maturing February 28, 2013

1,538,133

Simmons Company

5,942,562

Term Loan, 10.500%, maturing December 19, 2011

5,069,005

Springs Window Fashions, LLC

B+

1,334,075

Term Loan, 4.000%, maturing December 31, 2012

833,797

9,922,691

Insurance: 1.9%

AmWINS Group, Inc.

B-

1,965,000

Term Loan, 3.438%, maturing June 08, 2013

1,198,650

Applied Systems Inc.

B-

1,256,850

Term Loan, 3.596%, maturing September 26, 2013

1,131,165

Conseco, Inc.

Caa1

CCC

6,090,539

Term Loan, 6.500%, maturing October 10, 2013

3,654,323

Crawford & Company

BB-

1,826,264

Term Loan, 3.720%, maturing October 30, 2013

1,543,193

Hub International, Ltd.

B+

2,011,567

Term Loan, 3.720%, maturing June 13, 2014

1,692,230

452,139

Term Loan, 3.720%, maturing June 13, 2014

380,362

Swett & Crawford

B-

2,548,000

Term Loan, 2.569%, maturing April 03, 2014

1,503,320

USI Holdings Corporation

2,265,968

Term Loan, 3.970%, maturing May 05, 2014

1,688,147

12,791,390

Leisure, Amusement, Entertainment: 5.4%

24 Hour Fitness Worldwide, Inc

Ba3

B+

3,152,500

Term Loan, 3.258%, maturing June 08, 2012

2,206,750

Alpha D2, Ltd.

1,680,428

Term Loan, 2.694%, maturing December 31, 2013

1,197,305

1,135,081

Term Loan, 2.694%, maturing December 31, 2013

808,746

AMF Bowling Worldwide, Inc.

CCC-

3,056,397

Term Loan, 3.733%, maturing June 08, 2013

2,017,222

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS
as of May 31, 2009 (Unaudited) (continued)

Bank Loan

Ratings†

(Unaudited)

Market

Principal Amount

Borrower/Tranche Description

Moody’s

S&P

Value

Leisure, Amusement, Entertainment: (continued)

Cedar Fair, L.P.

Ba3

BB-

6,659,895

Term Loan, 2.319%, maturing August 30, 2012

6,278,736

HIT Entertainment, Inc.

B-

1,940,892

Term Loan, 3.260%, maturing March 20, 2012

1,077,195

Kerasotes Showplace Theater, LLC

B-

281,259

Term Loan, 4.875%, maturing October 28, 2011

217,976

75,000

Revolver, 1.330%, maturing October 31, 2010

71,625

Metro-Goldwyn-Mayer, Inc.

Ba3

B+

25,928,133

(5)

Term Loan, 3.569%, maturing April 08, 2012

15,038,317

5,735,000

Term Loan, 3.569%, maturing April 08, 2012

3,326,300

NEP II, Inc.

4,407,495

Term Loan, 2.559%, maturing February 16, 2014

3,878,595

36,118,767

Lodging: 1.0%

Audio Visual Services Corporation

Ba3

B+

985,000

Term Loan, 3.470%, maturing February 28, 2014

389,075

Hotel Del Coronado

B+

16,400,000

Term Loan, 2.202%, maturing January 15, 2011

6,560,000

6,949,075

Machinery: 0.2%

Kion Group

EUR

1,238,909

Term Loan, 2.941%, maturing December 23, 2014

799,657

EUR

1,145,833

Term Loan, 3.441%, maturing December 23, 2015

739,582

1,539,239

Mining, Steel, Iron & Nonprecious Metals: 1.0%

Continental Alloys & Services, Inc.

B-

481,875

Term Loan, 3.720%, maturing June 14, 2012

301,172

Noranda Aluminum Acquisition Corporation

645,663

Term Loan, 2.316%, maturing May 18, 2014

437,436

Novelis

Ba3

1,228,125

Term Loan, 2.320%, maturing July 06, 2014

1,022,414

2,701,901

Term Loan, 3.220%, maturing July 06, 2014

2,249,333

Oxbow Carbon and Minerals Holdings, LLC

BB-

174,995

Term Loan, 2.319%, maturing May 08, 2014

157,204

1,779,339

Term Loan, 2.683%, maturing May 08, 2014

1,598,439

Tube City IMS Corporation

B+

1,311,081

Term Loan, 3.220%, maturing January 25, 2014

793,204

162,162

Term Loan, 3.459%, maturing January 25, 2014

98,108

6,657,310

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS
as of May 31, 2009 (Unaudited) (continued)

Bank Loan

Ratings†

(Unaudited)

Market

Principal Amount

Borrower/Tranche Description

Moody’s

S&P

Value

North American Cable: 13.2%

Atlantic Broadband

BB-

1,945,304

Term Loan, 3.470%, maturing September 01, 2011

1,870,410

Block Communications, Inc.

Ba1

967,500

Term Loan, 3.220%, maturing December 22, 2011

836,888

Bresnan Communications, LLC

BB-

2,750,000

Term Loan, 3.070%, maturing March 29, 2014

2,526,562

1,250,000

Term Loan, 3.035%, maturing September 29, 2013

1,148,438

Cequel Communications, LLC

BB-

32,376,471

Term Loan, 2.397%, maturing November 05, 2013

29,381,647

Cequel Communications, LLC

Caa1

B-

1,525,000

Term Loan, 4.911%, maturing May 05, 2014

1,249,309

(2)

Charter Communications Operating, LLC

11,011,389

Term Loan, 6.250%, maturing March 06, 2014

9,375,735

CSC Holdings, Inc.

Baa3

BBB-

19,982,057

Term Loan, 2.095%, maturing March 29, 2013

18,823,717

Insight Midwest Holdings, LLC

B+

9,002,500

Term Loan, 2.410%, maturing April 07, 2014

8,349,819

Knology, Inc.

1,936,124

Term Loan, 2.668%, maturing June 30, 2012

1,732,831

Mediacom Broadband, LLC

Ba3

BB-

8,212,970

Term Loan, 2.040%, maturing January 31, 2015

7,555,933

San Juan Cable, LLC

BB-

1,694,994

Term Loan, 2.420%, maturing October 31, 2012

1,428,032

WideOpenWest Finance, LLC

B-

5,833,333

Term Loan, 2.926%, maturing June 18, 2014

4,673,958

88,953,279

Oil & Gas: 3.2%

Alon USA

1,728,889

Term Loan, 2.645%, maturing June 22, 2013

946,567

216,111

Term Loan, 2.887%, maturing June 22, 2013

118,321

CR Gas Storage

Ba3

BB-

95,962

Term Loan, 2.085%, maturing May 12, 2013

89,724

1,330,367

Term Loan, 2.099%, maturing May 12, 2013

1,243,893

142,407

Term Loan, 2.099%, maturing May 12, 2013

133,151

Hercules Offshore, LLC

Ba3

BB-

1,994,924

Term Loan, 2.960%, maturing July 11, 2013

1,615,888

McJunkin Corporation

B+

2,643,805

Term Loan, 4.470%, maturing January 31, 2014

2,383,390

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS
as of May 31, 2009 (Unaudited) (continued)

Bank Loan

Ratings†

(Unaudited)

Market

Principal Amount

Borrower/Tranche Description

Moody’s

S&P

Value

Oil & Gas: (continued)

MEG Energy

BB+

1,725,572

(5)

Term Loan, 3.220%, maturing April 03, 2013

1,495,856

1,758,928

(5)

Term Loan, 3.220%, maturing April 03, 2013

1,524,771

Pine Prairie Energy Center

B-

490,000

Term Loan, 2.820%, maturing December 31, 2013

392,000

SG Resources Mississippi, LLC

2,481,250

Term Loan, 2.194%, maturing April 02, 2014

1,985,000

Targa Resources, Inc.

Ba3

B+

2,820,392

Term Loan, 2.330%, maturing October 31, 2012

2,624,979

1,039,832

Term Loan, 3.345%, maturing October 31, 2012

967,786

Western Refining, Inc.

BB-

6,554,709

Term Loan, 8.250%, maturing May 30, 2014

6,115,543

21,636,869

Other Broadcasting and Entertainment: 1.0%

Deluxe Entertainment Services Group, Inc.

Ba3

B-

2,126,965

Term Loan, 2.940%, maturing May 11, 2013

1,648,397

208,547

Term Loan, 3.470%, maturing May 11, 2013

161,624

118,110

Term Loan, 3.709%, maturing May 11, 2013

91,535

Getty Images, Inc.

Ba2

987,500

Term Loan, 6.250%, maturing July 02, 2015

960,549

VNU

Ba3

B+

4,639,914

Term Loan, 2.382%, maturing August 09, 2013

4,117,924

6,980,029

Other Telecommunications: 2.7%

Asurion Corporation

B-

5,250,000

Term Loan, 3.635%, maturing July 03, 2014

4,753,875

BCM Ireland Holdings, Ltd.

Ba3

BB-

EUR

1,683,863

Term Loan, 2.816%, maturing September 30, 2014

1,735,680

EUR

1,684,092

Term Loan, 3.066%, maturing September 30, 2015

1,735,916

Cavalier Telephone

Caa1

B-

2,352,220

Term Loan, 9.500%, maturing December 31, 2012

1,313,322

Consolidated Communications

B+

1,000,000

Term Loan, 2.820%, maturing December 31, 2014

813,750

(2)

Hawaiian Telcom Communications, Inc.

2,828,855

Term Loan, 4.750%, maturing June 01, 2014

1,490,807

Kentucky Data Link, Inc.

B-

2,702,041

Term Loan, 2.569%, maturing February 26, 2014

2,445,347

One Communications

CCC+

3,603,344

Term Loan, 4.399%, maturing October 31, 2012

2,720,525

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS
as of May 31, 2009 (Unaudited) (continued)

Bank Loan

Ratings†

(Unaudited)

Market

Principal Amount

Borrower/Tranche Description

Moody’s

S&P

Value

Other Telecommunications: (continued)

PAETEC Holding Corporation

427,381

Term Loan, 2.819%, maturing February 28, 2013

389,184

U.S. Telepacific Corporation

CCC

1,475,007

Term Loan, 4.866%, maturing August 04, 2011

1,065,692

18,464,098

Personal & Nondurable Consumer Products: 3.8%

Advantage Sales and Marketing

B-

2,799,659

Term Loan, 2.400%, maturing March 29, 2013

2,585,017

Bushnell Performance Optics

Ba3

B-

1,690,355

Term Loan, 4.970%, maturing August 24, 2013

1,208,604

Fender Musical Instruments Corporation

B+

1,157,917

Term Loan, 2.670%, maturing June 09, 2014

729,488

2,292,500

Term Loan, 3.470%, maturing June 09, 2014

1,444,275

Gibson Guitar Corporation

B+

440,487

Term Loan, 3.470%, maturing December 29, 2013

376,616

Huish Detergents, Inc.

Ba3

1,657,813

Term Loan, 2.070%, maturing April 26, 2014

1,531,405

Information Resources, Inc.

B-

341,976

Term Loan, 2.437%, maturing May 16, 2014

299,229

Jarden Corporation

Ba2

4,620,190

Term Loan, 2.970%, maturing January 24, 2012

4,379,557

552,161

Term Loan, 2.970%, maturing January 24, 2012

523,403

KIK Custom Products, Inc.

CCC+

72,073

Term Loan, 2.560%, maturing May 31, 2014

46,127

420,427

Term Loan, 2.570%, maturing May 31, 2014

269,073

Mega Bloks, Inc.

Caa3

CCC

962,500

Term Loan, 9.750%, maturing July 26, 2012

344,094

(2)

Norwood Promotional Products

28,265,901

(3)

Term Loan, 0.000%, maturing August 16, 2011

8,575,874

(2)

Spectrum Brands, Inc.

44,301

Term Loan, 5.205%, maturing March 30, 2013

36,859

872,911

Term Loan, 6.250%, maturing March 30, 2013

726,262

Totes Isotoner Corporation

B-

339,429

Term Loan, 2.836%, maturing January 31, 2013

180,746

Yankee Candle Company, Inc.

Ba3

BB-

2,550,705

Term Loan, 3.207%, maturing February 06, 2014

2,191,481

25,448,110

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS
as of May 31, 2009 (Unaudited) (continued)

Bank Loan

Ratings†

(Unaudited)

Market

Principal Amount

Borrower/Tranche Description

Moody’s

S&P

Value

Personal, Food & Miscellaneous: 2.1%

Acosta, Inc.

2,917,500

Term Loan, 2.570%, maturing July 28, 2013

2,684,100

Arbys Restaurant Group, Inc.

Ba2

3,789,498

Term Loan, 7.250%, maturing July 25, 2013

3,678,181

Culligan International Company

B-

976,226

Term Loan, 2.926%, maturing November 24, 2012

523,908

Dennys, Inc.

Ba2

555,000

Term Loan, 2.444%, maturing March 31, 2012

516,150

631,646

Term Loan, 3.662%, maturing March 31, 2012

587,431

N.E.W. Customer Services Companies, Inc.

B+

3,069,750

Term Loan, 3.157%, maturing May 22, 2014

2,555,567

OSI Restaurant Partners, Inc.

B+

372,420

Term Loan, 3.688%, maturing June 14, 2013

277,453

4,129,457

Term Loan, 2.625%, maturing June 14, 2014

3,076,446

Seminole Hard Rock Entertainment

750,000

Floating Rate Note, 4.496%, maturing March 15, 2014

517,500

14,416,736

Printing & Publishing: 7.9%

American Achievement Corporation

302,430

Term Loan, 6.251%, maturing March 25, 2011

260,090

(2)

Ascend Media Holdings, LLC

888,941

(3)

Term Loan, 2.750%, maturing January 31, 2012

248,903

Black Press, Ltd.

B-

1,163,950

Term Loan, 2.674%, maturing August 02, 2013

355,005

706,684

Term Loan, 2.674%, maturing August 02, 2013

215,539

Canwest Media, Inc.

735,000

Term Loan, 4.250%, maturing July 13, 2014

292,162

Caribe Information Investments, Inc.

1,624,516

Term Loan, 2.651%, maturing March 31, 2013

832,564

Cengage Learning, Inc.

B+

222,222

Revolver, 0.676%, maturing July 05, 2013

183,333

5,051,856

Term Loan, 2.820%, maturing July 03, 2014

3,972,810

Cenveo Corporation

Ba3

BB-

29,069

Term Loan, 5.727%, maturing June 21, 2013

26,561

1,798,631

Term Loan, 5.727%, maturing June 21, 2013

1,643,499

(2)

Dex Media West, LLC

5,250,000

(5)

Term Loan, 7.000%, maturing October 24, 2014

4,335,623

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS
as of May 31, 2009 (Unaudited) (continued)

Bank Loan

Ratings†

(Unaudited)

Market

Principal Amount

Borrower/Tranche Description

Moody’s

S&P

Value

Printing & Publishing: (continued)

Flint Group

353,279

Term Loan, 4.013%, maturing December 31, 2014

217,856

841,151

Term Loan, 4.013%, maturing December 31, 2014

518,710

1,277,104

Term Loan, 4.013%, maturing December 31, 2015

787,548

EUR

666,667

Term Loan, 3.945%, maturing May 29, 2015

581,065

2,333,333

Term Loan, 4.013%, maturing May 29, 2015

1,438,890

Hanley Wood, LLC

B-

2,690,339

Term Loan, 2.588%, maturing March 08, 2014

1,005,514

(2)

Idearc, Inc.

21,188,437

(3)(5)

Term Loan, 6.250%, maturing November 17, 2014

8,460,246

Intermedia Outdoor, Inc.

1,612,875

Term Loan, 4.220%, maturing January 31, 2013

806,437

Mediannuaire Holding

EUR

581,289

Term Loan, 3.913%, maturing April 10, 2016

451,877

EUR

581,289

Term Loan, 4.413%, maturing April 10, 2016

451,877

Merrill Communications, LLC

2,862,954

Term Loan, 3.047%, maturing December 24, 2012

1,903,864

Nelson Canada

Ba3

3,940,000

Term Loan, 3.720%, maturing July 05, 2014

2,265,500

PagesJaunes Groupe, S.A.

EUR

800,000

Term Loan, 2.364%, maturing November 22, 2013

942,385

PBL Media

AUD

24,331,191

Term Loan, 5.545%, maturing February 05, 2013

10,013,172

Prism Business Media Holdings/

Penton Media, Inc.

Caa1

B-

1,666,000

Term Loan, 3.219%, maturing February 01, 2013

1,012,095

(2)

R.H. Donnelley Corporation

5,298,958

(5)

Term Loan, 3.095%, maturing June 30, 2011

4,133,187

Readers Digest

Caa2

CCC

EUR

742,087

Term Loan, 3.273%, maturing March 02, 2014

430,035

4,287,500

Term Loan, 3.287%, maturing March 02, 2014

1,843,625

Source Media, Inc.

2,743,380

Term Loan, 5.320%, maturing November 08, 2011

1,440,274

Thomas Nelson Publishers

1,849,332

Term Loan, 8.750%, maturing June 12, 2012

684,253

(2)

Tribune Company

1,491,225

(3)

Term Loan, 5.250%, maturing June 04, 2014

461,451

Yell Group, PLC

2,000,000

Term Loan, 3.319%, maturing October 27, 2012

1,325,000

53,540,950

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS
as of May 31, 2009 (Unaudited) (continued)

Bank Loan

Ratings†

(Unaudited)

Market

Principal Amount

Borrower/Tranche Description

Moody’s

S&P

Value

Radio and TV Broadcasting: 5.7%

Citadel Broadcasting Corporation

Caa2

9,600,000

Term Loan, 2.953%, maturing June 12, 2014

4,512,000

CMP KC, LLC

1,345,663

Term Loan, 4.405%, maturing May 03, 2011

127,838

CMP Susquehanna Corporation

Caa3

CCC+

6,615,582

Term Loan, 2.367%, maturing May 05, 2013

3,305,032

Cumulus Media, Inc.

Caa1

5,097,090

(5)

Term Loan, 2.099%, maturing June 11, 2014

3,007,283

CW Media Holdings, Inc.

B+

2,708,750

Term Loan, 4.470%, maturing February 16, 2015

2,295,666

Emmis Communication

CCC+

1,157,569

Term Loan, 3.077%, maturing November 01, 2013

714,799

FoxCo Acquisition, LLC

1,122,391

Term Loan, 6.513%, maturing July 14, 2015

726,748

Local TV Finance, LLC

B-

2,842,627

Term Loan, 2.320%, maturing May 07, 2013

1,449,740

Nexstar Broadcasting Group

B+

2,220,380

Term Loan, 2.789%, maturing October 01, 2012

1,532,062

2,347,261

Term Loan, 2.970%, maturing October 01, 2012

1,619,610

Nextmedia Operating, Inc.

Caa2

CCC+

408,622

Term Loan, 5.250%, maturing November 15, 2012

204,311

919,398

Term Loan, 6.250%, maturing November 15, 2012

459,699

(2)

Paxson Communications

4,500,000

(3)

Term Loan, 4.344%, maturing January 15, 2012

1,186,875

Regent Communications

Caa1

CCC

1,387,663

Term Loan, 5.470%, maturing November 21, 2013

593,226

Spanish Broadcasting Systems

Caa3

CCC+

2,990,483

Term Loan, 2.970%, maturing June 11, 2012

1,532,623

Univision Communications, Inc.

B-

21,999,786

Term Loan, 2.569%, maturing September 29, 2014

15,152,352

38,419,864

Retail Stores: 8.6%

Amscan Holdings, Inc.

1,470,000

Term Loan, 3.533%, maturing May 25, 2013

1,297,275

CBR Fashion Holding

EUR

460,000

Term Loan, 3.316%, maturing April 19, 2016

379,371

EUR

500,000

Term Loan, 3.066%, maturing April 20, 2015

412,359

Claires Stores, Inc.

Caa2

B-

3,000,000

(5)

Term Loan, 3.348%, maturing December 31, 2014

1,695,939

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS
as of May 31, 2009 (Unaudited) (continued)

Bank Loan

Ratings†

(Unaudited)

Market

Principal Amount

Borrower/Tranche Description

Moody’s

S&P

Value

Retail Stores: (continued)

Dollar General Corporation

Ba3

BB-

8,500,000

Term Loan, 3.438%, maturing July 07, 2014

8,008,216

Dollarama Group, L.P

Ba1

BB-

2,216,228

Term Loan, 2.789%, maturing November 18, 2011

2,127,579

General Nutrition Centers, Inc.

B-

2,512,632

Term Loan, 3.257%, maturing September 16, 2013

2,179,708

Guitar Center, Inc.

B-

4,957,615

Term Loan, 3.822%, maturing October 09, 2014

3,619,059

Harbor Freight Tools USA, Inc.

B+

6,036,650

Term Loan, 9.750%, maturing February 12, 2013

5,131,153

Michaels Stores, Inc.

4,594,909

Term Loan, 2.679%, maturing October 31, 2013

3,316,950

Nebraska Book Company, Inc.

Ba3

2,357,451

Term Loan, 7.769%, maturing March 04, 2011

2,216,004

Neiman Marcus Group, Inc.

BB-

7,299,578

Term Loan, 2.945%, maturing April 06, 2013

5,181,182

Oriental Trading Company, Inc.

Caa1

CCC

2,370,274

Term Loan, 9.750%, maturing July 31, 2013

1,552,530

Petco Animal Supplies, Inc.

B+

5,009,687

Term Loan, 3.122%, maturing October 25, 2013

4,682,495

Phones 4U Group, Ltd.

GBP

1,615,726

Term Loan, 3.107%, maturing September 22, 2014

1,308,197

GBP

1,545,301

Term Loan, 3.857%, maturing September 22, 2015

1,251,177

Rite Aid

B+

4,950,000

Term Loan, 2.094%, maturing June 04, 2014

4,025,409

398,000

Term Loan, 6.000%, maturing June 04, 2014

334,121

Sally Holding, LLC

2,405,898

Term Loan, 2.712%, maturing November 16, 2013

2,245,648

Sports Authority

B-

972,500

Term Loan, 3.158%, maturing May 03, 2013

478,146

Toys “R” Us, Inc.

BB-

3,368,159

Term Loan, 4.566%, maturing July 19, 2012

2,745,050

Vivarte

EUR

1,966,980

Term Loan, 2.894%, maturing March 09, 2015

1,803,608

EUR

1,966,980

Term Loan, 3.394%, maturing March 08, 2016

1,803,608

57,794,784

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS
as of May 31, 2009 (Unaudited) (continued)

Bank Loan

Ratings†

(Unaudited)

Market

Principal Amount

Borrower/Tranche Description

Moody’s

S&P

Value

Satellite: 0.6%

Intelsat Corporation

BB-

1,380,499

Term Loan, 2.914%, maturing January 03, 2014

1,267,686

1,380,499

Term Loan, 2.914%, maturing January 03, 2014

1,267,686

1,380,919

Term Loan, 2.914%, maturing January 03, 2014

1,268,072

3,803,444

Telecommunications Equipment: 1.5%

CommScope, Inc.

Ba3

782,114

Term Loan, 3.720%, maturing December 27, 2014

742,519

Macquarie UK Broadcast Ventures, Ltd.

GBP

4,383,255

Term Loan, 2.673%, maturing March 10, 2014

5,641,797

Sorenson Communications, Inc.

Ba2

4,456,611

Term Loan, 2.820%, maturing August 16, 2013

3,980,310

10,364,626

Utilities: 7.3%

Boston Generating, LLC

CCC+

256,593

Revolver, 3.470%, maturing December 20, 2013

176,641

6,981,446

Term Loan, 2.569%, maturing December 20, 2013

4,806,090

1,916,404

Term Loan, 3.345%, maturing December 20, 2013

1,319,270

Calpine Corporation

B+

1,522,500

Revolver, 3.070%, maturing March 29, 2014

1,106,351

4,452,580

Term Loan, 4.095%, maturing March 29, 2014

3,857,047

Coleto Creek WLE, L.P.

BB-

1,125,000

Revolver, 1.078%, maturing June 30, 2011

877,500

2,463,421

Term Loan, 3.714%, maturing June 28, 2013

1,921,469

437,602

Term Loan, 4.070%, maturing June 28, 2013

341,330

FirstLight Power Resources, Inc.

B+

2,635,312

Term Loan, 3.750%, maturing November 01, 2013

2,373,976

906,823

Term Loan, 3.750%, maturing November 01, 2013

816,896

FirstLight Power Resources, Inc.

CCC+

610,514

Term Loan, 5.750%, maturing May 01, 2014

434,991

Infrastrux Group, Inc.

4,170,110

Term Loan, 4.569%, maturing November 05, 2012

3,690,547

MACH Gen, LLC

BB-

444,571

Term Loan, 3.482%, maturing February 22, 2013

381,590

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS
as of May 31, 2009 (Unaudited) (continued)

Bank Loan

Ratings†

(Unaudited)

Market

Principal Amount

Borrower/Tranche Description

Moody’s

S&P

Value

Utilities: (continued)

NRG Energy, Inc.

Ba1

BB+

2,789,779

Term Loan, 2.720%, maturing February 01, 2013

2,592,461

7,557,512

Term Loan, 2.820%, maturing February 01, 2013

7,022,976

Texas Competitive Electric

Holdings Company, LLC

B+

2,968,590

Term Loan, 3.881%, maturing October 10, 2014

2,040,493

5,910,000

Term Loan, 3.881%, maturing October 10, 2014

4,097,846

6,453,595

Term Loan, 3.881%, maturing October 10, 2014

4,440,480

TPF Generation Holdings, LLC

Ba3

2,256,937

Term Loan, 2.319%, maturing December 15, 2013

2,098,548

1,431,519

Term Loan, 3.459%, maturing December 15, 2013

1,331,057

TPF Generation Holdings, LLC

B+

1,500,000

Term Loan, 4.569%, maturing December 15, 2014

1,210,000

Viridian Group, PLC

GBP

1,080,000

Term Loan, 5.192%, maturing December 19, 2012

1,136,479

EUR

1,072,386

Term Loan, 5.349%, maturing December 19, 2012

990,263

49,064,301

Total Senior Loans

(Cost $1,190,634,902)

904,594,442

Other Corporate Debt: 1.0%

Automobile: 1.0%

Avis Budget Car Rental

Caa1

CCC-

750,000

Floating Rate Note, 3.383%, maturing May 15, 2014

472,500

Navistar International Corporation

BB-

1,800,000

Unsecured Term Loan, 3.589%, maturing January 19, 2012

1,515,215

4,950,000

Unsecured Term Loan, 3.510%, maturing January 19, 2012

4,166,841

Flextronics International, Ltd.

Ba1

BB+

683,155

Unsecured Term Loan, 3.083%, maturing October 01, 2014

552,331

195,837

Unsecured Term Loan, 3.381%, maturing October 01, 2014

158,334

Total Other Corporate Debt

Cost ($8,373,659)

6,865,221

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS
as of May 31, 2009 (Unaudited) (continued)

Equities And Other Assets: 0.3%

				Market
		Description		Value USD
(1), (@), (R)		Allied Digital Technologies Corporation (Residual Interest in Bankruptcy Estate)		$	—
(@), (R)		Block Vision Holdings Corporation (571 Common Shares)		—
(2), (@), (R)		Boston Chicken, Inc. (Residual Interest in Boston Chicken Plan Trust)		—
(2), (@), (R)		Cedar Chemical (Liquidation Interest)		—
(@), (R)		Decision One Corporation (1,752,103 Common Shares)		—
(2), (@), (R)		Enterprise Profit Solutions (Liquidation Interest)		—
(@), (R)		EquityCo, LLC (Warrants for 28,752 Common Shares)		—
(4), (@), (R)		Euro United Corporation (Residual Interest in Bankruptcy Estate)		—
(2), (@), (R)		Grand Union Company (Residual Interest in Bankruptcy Estate)		—
(@)		Humphrey’s, Inc. (Residual Interest in Bankruptcy Estate)		—
(2), (@), (R)		IT Group, Inc. (Residual Interest in Bankruptcy Estate)		25
(2), (@), (R)		Kevco Inc. (Residual Interest in Bankruptcy Estate)		25
(2), (@), (R)		Lincoln Paper & Tissue (Warrants for 291 Common Shares, Expires August 14, 2015)		—
(@), (R)		Lincoln Pulp and Eastern Fine (Residual Interest in Bankruptcy Estate)		—
(2), (@), (R)		Norwood Promotional Products, Inc. (104,148 Common Shares)		—
(2), (@), (R)		Norwood Promotional Products, Inc. (Contingent Value Rights)		—
(@), (R)		Safelite Realty Corporation (57,804 Common Shares)		462,432
(1), (@), (R)		Transtar Metals (Residual Interest in Bankruptcy Estate)		—
(1), (@), (R)		TSR Wireless, LLC (Residual Interest in Bankruptcy Estate)		—
(2), (@), (R)		US Office Products Company (Residual Interest in Bankruptcy Estate)		—
(2), (@), (R)		Promotional Holdings, Inc. (Escrow Interest in Norwood Promotional Products, Inc.)		1,176,353
		Total for Equities and Other Assets (Cost $2,792,629)		1,638,835
		Total Investments (Cost $1,201,801,190)**	135.6%	$	913,098,498
		Other Assets and Liabilities — Net	(35.6)	(239,652,335)
		Net Assets	100.0%	$	673,446,163

	*	Senior loans, while exempt from registration under the Securities Act of 1933, as amended, contain certain restrictions on resale and cannot be sold publicly. These senior loans bear interest (unless otherwise noted) at rates that float periodically at a margin above the London Inter-Bank Offered Rate (“LIBOR”) and other short-term rates.

	†	Bank Loans rated below Baa are considered to be below investment grade.

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS
as of May 31, 2009 (Unaudited) (continued)

NR	Not Rated
(1)	The borrower filed for protection under Chapter 7 of the U.S. Federal Bankruptcy code.
(2)	The borrower filed for protection under Chapter 11 of the U.S. Federal Bankruptcy code.
(3)	Loan is on non-accrual basis.
(4)	The borrower filed for protection under the Canadian Bankruptcy and Insolvency Act.
(5)	Trade pending settlement. Contract rates do not take effect until settlement date.
(@)	Non-income producing security.
(R)	Restricted security.
AUD	Australian Dollar
GBP	British Pound Stirling
EUR	Euro
SEK	Swedish Kronor
**	For Federal Income Tax purposes cost of investments is $1,203,774,976.

	Net unrealized depreciation consists of the following:
	Gross Unrealized Appreciation	$	1,466,659
	Gross Unrealized Depreciation	(292,143,137)
	Net Unrealized Depreciation	$	(290,676,478)

Fair Value Measurements*

The following is a summary of the inputs used as of May 31, 2009 in determining the Fund’s investments at fair value for purposes of SFAS 157:

	Quoted Prices		Significant Other		Significant
	in Active Markets		Observable		Unobservable
	for Identical Investments		Inputs		Inputs
	(Level 1)		(Level 2)		(Level 3)
Senior Loans	$	—	$	887,448,299	$	17,146,143
Other Corporate Debt	—		6,865,221		—
Equities and Other Assets	—		—		1,638,835
Total	$	—	$	894,313,520	$	18,784,978
Other Financial Instruments**	—		(5,932,792)		—
Total	$	—	$	(5,932,792)	$	—

“Fair value” for purposes of SFAS 157 is different from “fair value” as used in the 1940 Act. The former generally implies market value, and can include market quotations as a source of value, and the latter refers to determinations of value in absence of available market quotations.

*		See note 2 in the Notes to Financial Statements for additional information.
**		Other financial instruments may include open forward foreign currency contracts, futures, swaps, and written options. Forward foreign currency contracts and futures are reported at their unrealized gain/loss at period end. Swaps and written options are reported at their market value at period end.

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS
as of May 31, 2009 (Unaudited) (continued)

The following is a reconciliation of the fair value measurements using significant unobservable inputs (Level 3) for the three months ended May 31, 2009:

												Net
												Transfers
	Beginning		Net		Accrued		Total					In/(Out)		Ending
	Balance		Purchases/		Discounts/		Realized		Appreciation/			of		Balance at
	2/28/09		(Sales)		(Premiums)		Gain/(Loss)		(Depreciation)			Level 3		05/31/09
Senior Loans	$	24,595,232	$	—	$	654,539	$	—	$	(8,103,628	)	$	—	$	17,146,143
Other Corporate
Debt	—		—		—		—		—			—		—
Equities and
Other Assets	462,482		1,212,069		—		—		(35,716		)	—		1,638,835
Other Financial
Instruments**	—		—		—		—		—			—		—
Total	$	25,057,714	$	1,212,069	$	654,539	$	—	$	(8,139,344	)	$	—	$	18,784,978

For the three months ended May 31, 2009, total change in unrealized gain (loss) on Level 3 securities still held at period end and included in the change in net assets was $(8,139,344). Total unrealized gain (loss) for all securities (including Level 1 and Level 2) can be found on the accompanying Statement of Operations.

*		See NOTE 2, “Significant Accounting Policies” in the Notes to Financial Statements for additional information.
**		Other financial instruments may include open forward foreign currency contracts, futures, swaps, and written options. Forward foreign currency contracts and futures are reported at their unrealized gain/loss at period end. Swaps and written options are reported at their market value at period end.

Settlement

Exchange

Unrealized

Currency

Buy/Sell

Date

For

Value

Depreciation

USD

Australian Dollar

AUD 4,200,000

Sell

06/15/09

2,720,046

3,353,049

(633,003)

Australian Dollar

AUD 3,800,000

Sell

07/15/09

2,882,566

3,027,134

(144,568)

Australian Dollar

AUD 4,470,000

Sell

08/14/09

3,393,825

3,553,219

(159,394)

Euro

EUR 15,930,000

Sell

06/15/09

20,433,448

22,513,315

(2,079,867)

Euro

EUR 9,050,000

Sell

07/15/09

12,214,770

12,787,027

(572,257)

Euro

EUR 9,050,000

Sell

08/14/09

12,315,964

12,783,703

(467,739)

British Pound Sterling

GBP 4,895,000

Sell

06/15/09

6,785,075

7,899,944

(1,114,869)

British Pound Sterling

GBP 3,322,500

Sell

07/15/09

5,029,036

5,361,506

(332,470)

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS
as of May 31, 2009 (Unaudited) (continued)

			In
		Settlement	Exchange				Unrealized
Currency	Buy/Sell	Date	For		Value		Depreciation
British Pound Sterling
GBP 3,322,500	Sell	08/14/09	5,028,637		5,360,821		(332,184)

Sweden Kronor
SEK 3,020,000	Sell	06/15/09	344,049		397,973		(53,924)

Sweden Kronor
SEK 5,330,000	Sell	07/15/09	681,054		702,318		(21,264)

Sweden Kronor
SEK 5,330,000	Sell	08/14/09	681,020		702,273		(21,253)
			$	72,509,490	$	78,442,282	$	(5,932,792)

For the three months ended May 31, 2009, net realized gain (loss) on forward foreign currency contracts and the net change in unrealized gain (loss) on forward foreign currency contracts can be found on the Trust’s Statement of Operations. For additional information on the reason(s) why the Trust may enter into forward foreign currency contracts and the risks associated with these contracts, please refer to Note 2 in the accompanying Notes to Financial Statements.

See Accompanying Notes to Financial Statements

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): ING Prime Rate Trust

By	/s/ Shaun P. Mathews
	Shaun P. Mathews
	President and Chief Executive Officer

Date:	July 29, 2009

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/ Shaun P. Mathews
	Shaun P. Mathews
	President and Chief Executive Officer

Date:	July 29, 2009

By	/s/ Todd Modic
	Todd Modic
	Senior Vice President and Chief Financial Officer

Date:	July 29, 2009