Edgar Filing: ING PRIME RATE TRUST

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.

The borrower filed for protection under Chapter 7 of the U.S. Federal Bankruptcy code.

The borrower filed for protection under Chapter 11 of the U.S. Federal Bankruptcy code.

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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, 2008

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.

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS
as of May 31, 2008 (Unaudited)

Bank Loan
Ratings†
(Unaudited)

Market

Principal Amount

Borrower/Tranche Description

Moody’s

S&P

Value

SENIOR LOANS*: 161.3%

Aerospace & Defense: 2.1%

Avio Group

556,314

Term Loan, 6.423%, maturing December 13, 2014

519,358

EUR

708,333

Term Loan, 6.715%, maturing December 13, 2014

1,047,363

EUR

708,333

Term Loan, 7.146%, maturing December 13, 2015

1,047,363

590,346

Term Loan, 7.468%, maturing December 13, 2015

551,130

Delta Air Lines, Inc.

Ba2

BB-

1,485,000

Term Loan, 5.006%, maturing April 30, 2012

1,270,735

Delta Air Lines, Inc.

4,481,250

Term Loan, 6.149%, maturing April 30, 2012

3,293,719

Dyncorp International, LLC

Ba2

2,158,064

Term Loan, 4.625%, maturing February 11, 2011

2,087,926

McKechnie Aerospace DE, Inc.

Ba3

B+

992,500

Term Loan, 4.709%, maturing May 11, 2014

945,356

Transdigm, Inc.

Ba3

BB-

3,000,000

Term Loan, 4.655%, maturing June 23, 2013

2,915,001

United Airlines, Inc.

BB-

2,496,357

Term Loan, 4.809%, maturing February 01, 2014

1,927,187

US Airways Group, Inc.

B+

4,138,000

Term Loan, 4.883%, maturing March 24, 2014

2,853,151

Wesco Aircraft Hardware Corporation

BB-

1,458,750

Term Loan, 4.950%, maturing September 29, 2013

1,433,678

19,891,967

Automobile: 1.9%

Dollar Thrifty Automotive Group, Inc.

744,375

Term Loan, 4.381%, maturing June 15, 2014

562,003

Ford Motor Company

Ba3

B+

6,228,172

Term Loan, 5.800%, maturing December 15, 2013

5,389,318

KAR Holdings, Inc.

Ba3

B+

4,466,250

Term Loan, 4.950%, maturing October 20, 2013

4,159,195

Oshkosh Truck Corporation

Ba3

BBB-

7,775,000

Term Loan, 4.760%, maturing December 06, 2013

7,453,201

17,563,717

Beverage, Food & Tobacco: 3.9%

Advance Food Company

BB-

49,965

Term Loan, 1.858%, maturing March 16, 2014

45,468

578,544

Term Loan, 4.450%, maturing March 16, 2014

526,475

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS
as of May 31, 2008 (Unaudited) (continued)

Bank Loan
Ratings†
(Unaudited)

Market

Principal Amount

Borrower/Tranche Description

Moody’s

S&P

Value

Beverage, Food & Tobacco (continued)

ARAMARK Corporation

Ba3

15,882,231

Term Loan, 4.571%, maturing January 26, 2014

14,947,164

2,962,500

Term Loan, 4.571%, maturing January 26, 2014

2,788,083

1,388,208

Term Loan, 5.025%, maturing January 26, 2014

1,306,477

Birds Eye Foods, Inc.

B+

856,667

Term Loan, 4.450%, maturing March 22, 2013

818,117

Bumble Bee Foods, LLC

B+

1,200,000

Term Loan, 5.052%, maturing May 02, 2012

1,140,000

Golden State Foods

B+

3,840,000

Term Loan, 4.649%, maturing February 28, 2011

3,772,800

Pinnacle Foods Holding Corporation

5,657,250

Term Loan, 5.473%, maturing April 02, 2014

5,318,828

Sturm Foods, Inc.

2,970,000

Term Loan, 5.438%, maturing January 31, 2014

2,341,349

United Biscuits

GBP

1,476,692

Term Loan, 7.962%, maturing December 14, 2014

2,683,379

Van Houtte, Inc.

BB-

655,050

Term Loan, 5.196%, maturing July 19, 2014

619,841

89,325

Term Loan, 5.196%, maturing July 19, 2014

78,159

36,386,140

Buildings & Real Estate: 1.5%

Contech Construction Products, Inc.

Ba3

1,711,597

Term Loan, 4.649%, maturing January 31, 2013

1,474,113

Custom Building Products, Inc.

BB-

4,116,063

Term Loan, 6.883%, maturing October 29, 2011

3,580,975

John Maneely Company

B+

4,256,286

Term Loan, 5.975%, maturing December 08, 2013

3,988,494

KCPC Acquisition, Inc.

Ba2

560,170

Term Loan, 4.928%, maturing May 22, 2014

518,157

189,655

Term Loan, 5.125%, maturing May 22, 2014

175,431

Lafarge Roofing

169,425

Term Loan, 4.506%, maturing June 14, 2015

123,045

EUR

180,337

Term Loan, 6.856%, maturing June 14, 2015

203,737

EUR

441,573

Term Loan, 6.856%, maturing June 14, 2015

498,869

171,654

Term Loan, 4.756%, maturing March 14, 2016

124,664

EUR

409,551

Term Loan, 7.106%, maturing March 14, 2016

462,691

EUR

210,674

Term Loan, 7.106%, maturing March 14, 2016

238,010

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS
as of May 31, 2008 (Unaudited) (continued)

Bank Loan
Ratings†
(Unaudited)

Market

Principal Amount

Borrower/Tranche Description

Moody’s

S&P

Value

Buildings & Real Estate (continued)

Ply Gem Industries, Inc.

BB-

761,905

Revolver, 3.558%, maturing February 12, 2009

666,667

Shea Capital I, LLC

Ba3

BB-

490,550

Term Loan, 4.434%, maturing October 27, 2011

377,723

Tishman Speyer

Ba2

BB-

1,500,000

Term Loan, 4.340%, maturing December 27, 2012

1,286,250

13,718,826

Cargo Transport: 1.9%

Baker Tanks, Inc.

1,980,000

Term Loan, 5.086%, maturing May 08, 2014

1,831,500

Dockwise Transport, N.V.

875,000

Term Loan, 5.071%, maturing January 11, 2015

824,141

1,094,819

Term Loan, 5.071%, maturing January 11, 2015

1,031,183

1,094,819

Term Loan, 5.571%, maturing January 11, 2016

1,031,183

875,000

Term Loan, 5.571%, maturing January 11, 2016

824,141

500,000

Term Loan, 7.196%, maturing July 11, 2016

439,166

560,000

Term Loan, 7.196%, maturing October 20, 2016

491,866

Gainey Corporation

Caa2

749,586

(3)

Term Loan, 9.816%, maturing April 20, 2012

348,557

Greatwide Logistics Services, Inc.

2,212,500

Term Loan, 6.200%, maturing December 19, 2013

1,752,023

Inmar, Inc.

540,922

Term Loan, 5.200%, maturing April 29, 2013

508,467

Kenan Advantage Group, Inc.

B+

977,512

Term Loan, 6.196%, maturing December 16, 2011

913,974

(2)

Neoplan USA Corporation

896,585

(3)

Term Loan, 0.000%, maturing June 30, 2006

31,770

Railamerica Transportation Corporation

4,200,000

Term Loan, 4.930%, maturing August 14, 2008

4,116,000

TNT Logistics

Ba2

BB-

1,902,544

Term Loan, 5.381%, maturing November 04, 2013

1,797,904

723,070

Term Loan, 5.696%, maturing November 04, 2013

686,315

US Shipping Partners, L.P.

Caa2

1,795,275

Term Loan, 6.196%, maturing March 31, 2012

1,551,042

18,179,232

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS
as of May 31, 2008 (Unaudited) (continued)

Bank Loan
Ratings†
(Unaudited)

Market

Principal Amount

Borrower/Tranche Description

Moody’s

S&P

Value

Cellular: 1.9%

Alltel Communications, Inc.

Ba3

BB-

1,500,000

Term Loan, 5.248%, maturing May 16, 2015

1,389,643

3,730,003

Term Loan, 5.248%, maturing May 16, 2015

3,466,572

1,994,987

Term Loan, 5.550%, maturing May 16, 2015

1,854,091

Centennial Communications Corporation

Ba2

BB-

3,567,436

Term Loan, 4.795%, maturing February 09, 2011

3,497,871

Cricket Communications, Inc.

Ba2

B+

5,895,000

Term Loan, 5.696%, maturing June 16, 2013

5,796,748

NTELOS, Inc.

Ba3

BB-

2,155,575

Term Loan, 5.268%, maturing August 24, 2011

2,114,485

18,119,410

Chemicals, Plastics & Rubber: 6.8%

AZ Chem US, Inc.

BB-

EUR

714,414

Term Loan, 6.640%, maturing February 28, 2013

900,187

AZ Chem US, Inc.

Caa1

CCC+

333,333

Term Loan, 8.150%, maturing February 28, 2014

225,000

Borsodchem Nyrt.

EUR

804,394

Term Loan, 6.812%, maturing March 26, 2015

1,109,500

EUR

804,394

Term Loan, 7.312%, maturing March 26, 2016

1,112,628

Brenntag Holding GmbH & Co. KG

B+

1,178,182

Term Loan, 5.794%, maturing January 17, 2014

1,103,073

3,621,818

Term Loan, 5.794%, maturing January 17, 2014

3,390,927

Celanese

Ba2

BB+

3,200,000

Term Loan, 2.803%, maturing April 02, 2014

3,078,666

Cristal Inorganic Chemicals, Inc.

Ba3

B+

2,892,750

Term Loan, 4.946%, maturing May 15, 2014

2,516,692

Cristal Inorganic Chemicals, Inc.

CCC

900,000

Term Loan, 8.446%, maturing November 15, 2014

708,750

Flint Group

936,821

Term Loan, 4.880%, maturing December 31, 2012

838,748

353,279

Term Loan, 4.880%, maturing December 31, 2014

316,295

2,333,333

Term Loan, 4.880%, maturing May 29, 2015

2,089,064

EUR

666,667

Term Loan, 6.983%, maturing May 29, 2015

915,643

1,290,100

Term Loan, 4.880%, maturing December 31, 2015

1,155,043

Hawkeye Renewables, LLC

3,626,591

Term Loan, 6.955%, maturing June 30, 2012

2,425,283

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS
as of May 31, 2008 (Unaudited) (continued)

Bank Loan
Ratings†
(Unaudited)

Market

Principal Amount

Borrower/Tranche Description

Moody’s

S&P

Value

Chemicals, Plastics & Rubber (continued)

Hexion Specialty Chemicals, Inc.

Ba3

B+

7,826,935

Term Loan, 4.938%, maturing May 05, 2013

7,441,177

1,176,000

Term Loan, 4.959%, maturing May 05, 2013

1,118,040

1,698,865

Term Loan, 5.000%, maturing May 05, 2013

1,615,135

992,500

Term Loan, 5.000%, maturing May 05, 2013

943,584

2,462,500

Term Loan, 5.000%, maturing May 05, 2013

2,341,133

Ineos US Finance, LLC

Ba3

BB-

2,150,615

Term Loan, 4.885%, maturing December 16, 2012

1,987,975

2,854,474

Term Loan, 4.885%, maturing December 16, 2013

2,624,926

2,853,691

Term Loan, 5.385%, maturing December 23, 2014

2,624,206

ISP Chemco, Inc.

Ba3

BB-

3,473,750

Term Loan, 4.236%, maturing June 04, 2014

3,315,260

JohnsonDiversey, Inc.

Ba2

BB-

501,036

Term Loan, 4.784%, maturing December 16, 2010

481,204

2,582,579

Term Loan, 4.784%, maturing December 16, 2011

2,480,353

Kraton Polymers, LLC

B-

1,578,407

Term Loan, 4.750%, maturing May 12, 2013

1,385,052

Lucite International US Finco, Ltd.

Ba3

BB-

699,375

Term Loan, 5.150%, maturing July 07, 2013

644,299

1,030,382

Term Loan, 5.150%, maturing July 07, 2013

949,239

LyondellBasell Industries

Ba2

3,250,000

(5)

Term Loan, maturing April 30, 2015

2,954,250

MacDermid, Inc.

BB-

1,648,421

Term Loan, 4.696%, maturing April 12, 2014

1,510,366

EUR

807,192

Term Loan, 6.981%, maturing April 12, 2014

1,114,405

Northeast Biofuels, LLC

1,073,171

Term Loan, 5.946%, maturing June 30, 2013

965,854

Polypore, Inc.

Ba2

BB-

3,308,333

Term Loan, 5.110%, maturing July 03, 2014

3,194,609

Rockwood Specialties Group, Inc.

Ba2

BB+

2,862,617

Term Loan, 4.399%, maturing December 13, 2013

2,747,889

64,324,455

Containers, Packaging & Glass: 4.8%

Berry Plastics Corporation

BB-

9,916,128

Term Loan, 4.784%, maturing April 03, 2015

9,214,562

Graham Packaging Company

B+

13,068,000

Term Loan, 5.037%, maturing October 07, 2011

12,510,794

Graphic Packaging International, Inc.

Ba3

BB-

7,866,343

Term Loan, 4.795%, maturing May 16, 2014

7,500,117

Klockner Pentaplast

2,000,000

Term Loan, 5.210%, maturing January 03, 2016

1,455,000

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS
as of May 31, 2008 (Unaudited) (continued)

Bank Loan
Ratings†
(Unaudited)

Market

Principal Amount

Borrower/Tranche Description

Moody’s

S&P

Value

Containers, Packaging & Glass (continued)

Klockner Pentaplast (continued)

EUR

480,547

Term Loan, 7.242%, maturing January 03, 2016

545,470

EUR

1,019,453

Term Loan, 7.242%, maturing January 03, 2016

1,157,184

Mauser AG

EUR

625,000

Term Loan, 6.762%, maturing June 13, 2013

730,808

EUR

625,000

Term Loan, 7.012%, maturing June 13, 2014

737,694

842,699

Term Loan, 4.757%, maturing June 13, 2015

633,429

842,699

Term Loan, 5.007%, maturing June 13, 2016

639,398

Owens-Illinois

Baa3

BBB-

EUR

2,154,375

Term Loan, 5.884%, maturing June 14, 2013

3,094,407

Pro Mach, Inc.

2,450,000

Term Loan, 4.950%, maturing December 01, 2011

2,290,750

Smurfit-Stone Container Corporation

Ba2

99,264

Term Loan, 5.058%, maturing November 01, 2011

96,584

594,668

Term Loan, 5.067%, maturing November 01, 2011

578,612

Tegrant Holding Company

495,000

Term Loan, 5.430%, maturing March 08, 2014

340,312

Tegrant Holding Company

Caa2

CCC-

500,000

Term Loan, 8.180%, maturing March 08, 2015

205,000

Xerium Technologies, Inc.

Caa1

CCC+

4,235,415

Term Loan, 5.446%, maturing May 18, 2012

3,578,926

45,309,047

Data and Internet Services: 8.2%

Activant Solutions, Inc.

B+

930,897

Term Loan, 4.759%, maturing May 02, 2013

827,335

Acxiom Corporation

Ba2

BB+

1,703,333

Term Loan, 4.893%, maturing September 15, 2012

1,639,458

Amadeus IT Group, S.A.

EUR

768,581

Term Loan, 6.709%, maturing May 04, 2015

1,105,293

EUR

768,581

Term Loan, 7.209%, maturing May 04, 2016

1,105,507

Audatex

Ba3

BB-

3,098,073

Term Loan, 4.875%, maturing May 16, 2014

2,881,208

Carlson Wagonlit Holdings, B.V.

Ba2

BB-

2,750,000

Term Loan, 5.149%, maturing August 03, 2012

2,499,062

First Data Corporation

Ba3

BB-

5,974,438

Term Loan, 5.168%, maturing September 24, 2014

5,556,909

2,192,827

Term Loan, 5.355%, maturing September 24, 2014

2,041,248

248,750

Term Loan, 5.355%, maturing September 24, 2014

231,422

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS
as of May 31, 2008 (Unaudited) (continued)

Bank Loan
Ratings†
(Unaudited)

Market

Principal Amount

Borrower/Tranche Description

Moody’s

S&P

Value

Data and Internet Services (continued)

Open Text Corporation

Ba3

1,322,614

Term Loan, 4.631%, maturing October 02, 2013

1,279,629

Orbitz

BB-

9,447,500

Term Loan, 5.673%, maturing July 25, 2014

7,983,137

Reynolds & Reynolds Company

Ba2

9,855,732

Term Loan, 4.383%, maturing October 26, 2012

9,449,183

Sabre, Inc.

B+

15,958,689

Term Loan, 4.691%, maturing September 30, 2014

13,678,591

Sitel, LLC

B+

3,893,842

Term Loan, 5.163%, maturing January 30, 2014

3,154,012

Sungard Data Systems, Inc.

Ba3

20,186,112

Term Loan, 4.508%, maturing February 28, 2014

19,091,924

Transaction Network Services, Inc.

BB-

2,282,110

Term Loan, 4.621%, maturing March 28, 2014

2,110,952

Travelport, Inc.

Ba3

BB-

1,445,156

Term Loan, 4.631%, maturing August 23, 2013

1,328,640

289,971

Term Loan, 4.946%, maturing August 23, 2013

266,593

992,500

Term Loan, 4.631%, maturing May 23, 2014

909,130

77,139,233

Diversified / Conglomerate Manufacturing: 3.3%

BOC Edwards

3,225,625

(5)

Term Loan, 4.644%, maturing May 31, 2014

2,548,244

Brand Services, Inc.

2,830,965

Term Loan, 5.014%, maturing February 07, 2014

2,590,333

1,238,250

Term Loan, 6.024%, maturing February 07, 2014

1,176,338

Brand Services, Inc.

Caa1

CCC+

1,600,000

Term Loan, 8.838%, maturing February 07, 2015

1,400,000

Dresser, Inc.

B+

4,910,577

Term Loan, 5.211%, maturing May 04, 2014

4,711,085

EPD, Inc.

B+

436,406

Term Loan, 4.890%, maturing July 31, 2014

371,127

3,047,188

Term Loan, 5.400%, maturing July 31, 2014

2,591,380

Ferretti S.P.A.

EUR

577,667

Term Loan, 4.715%, maturing March 31, 2015

849,194

EUR

577,667

Term Loan, 4.715%, maturing March 31, 2016

849,194

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS
as of May 31, 2008 (Unaudited) (continued)

Bank Loan
Ratings†
(Unaudited)

Market

Principal Amount

Borrower/Tranche Description

Moody’s

S&P

Value

Diversified / Conglomerate Manufacturing (continued)

Flextronics International, Ltd.

Ba1

BB+

691,719

Term Loan, 4.947%, maturing October 01, 2014

651,946

197,825

Term Loan, 4.963%, maturing October 01, 2014

184,472

Generac Power Systems, Inc.

4,405,756

Term Loan, 5.184%, maturing November 09, 2013

3,612,720

Gentek Holding Corporation

Ba3

BB-

381,695

Term Loan, 4.765%, maturing February 28, 2011

358,555

1,128,890

Term Loan, 4.765%, maturing February 28, 2011

1,060,451

Mueller Group, Inc.

Ba3

BB+

1,747,905

Term Loan, 4.571%, maturing May 24, 2014

1,651,770

Rexnord Corporation / RBS Global, Inc.

Ba2

BB-

968,485

Term Loan, 4.978%, maturing July 19, 2013

920,061

Sensata Technologies

Ba3

4,126,500

Term Loan, 4.662%, maturing April 27, 2013

3,817,013

Sensus Metering Systems, Inc.

Ba3

1,408,696

Term Loan, 5.271%, maturing December 17, 2010

1,338,261

97,174

Term Loan, 6.878%, maturing December 17, 2010

92,315

Textron Fastening Systems

B+

492,500

Term Loan, 6.196%, maturing August 11, 2013

462,950

31,237,409

Diversified / Conglomerate Service: 3.9%

Affinion Group

Ba2

3,937,668

Term Loan, 5.167%, maturing October 17, 2012

3,777,700

AlixPartners, LLP

BB-

2,578,769

Term Loan, 4.710%, maturing October 12, 2013

2,505,705

Brickman Group

Ba3

BB-

1,980,000

Term Loan, 4.696%, maturing January 23, 2014

1,861,200

Brock Holdings, Inc.

B+

1,485,000

Term Loan, 4.633%, maturing February 26, 2014

1,381,050

Catalina Marketing Corporation

Ba3

BB-

2,985,000

Term Loan, 5.696%, maturing October 01, 2014

2,834,505

Coach America Holdings, Inc.

2,126,791

Term Loan, 5.399%, maturing April 20, 2014

1,403,682

442,989

Term Loan, 5.446%, maturing April 20, 2014

292,373

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS
as of May 31, 2008 (Unaudited) (continued)

Bank Loan
Ratings†
(Unaudited)

Market

Principal Amount

Borrower/Tranche Description

Moody’s

S&P

Value

Diversified / Conglomerate Service (continued)

Fleetcor Technologies Operating Company, LLC

Ba3

B+

116,667

Term Loan, 4.880%, maturing April 30, 2013

111,417

577,500

Term Loan, 5.075%, maturing April 30, 2013

551,513

Intergraph Corporation

Ba3

BB-

1,884,107

Term Loan, 4.646%, maturing May 29, 2014

1,819,341

ISS Global A/S

EUR

877,193

Term Loan, 6.652%, maturing December 31, 2013

1,276,717

EUR

122,807

Term Loan, 6.652%, maturing December 31, 2013

178,740

ISTA International GmbH

EUR

331,478

Term Loan, 6.769%, maturing May 14, 2015

448,320

EUR

1,668,522

Term Loan, 6.769%, maturing May 14, 2015

2,256,656

Mitchell International, Inc.

Ba3

B+

445,500

Term Loan, 4.671%, maturing March 28, 2014

427,958

Mitchell International, Inc.

Caa1

B+

250,000

Term Loan, 7.938%, maturing March 28, 2015

238,750

Valley National Gases, Inc.

Ba3

BB-

1,956,000

Term Loan, 4.885%, maturing February 28, 2014

1,770,180

Valley National Gases, Inc.

CCC+

250,000

Term Loan, 8.381%, maturing August 28, 2014

212,500

Valleycrest Companies, LLC

B+

1,976,906

Term Loan, 5.076%, maturing October 04, 2013

1,769,331

Vertafore, Inc.

3,069,116

Term Loan, 5.138%, maturing January 31, 2012

2,877,296

West Corporation

BB-

9,417,803

Term Loan, 5.155%, maturing October 24, 2013

8,746,785

36,741,719

Diversified Nat’l Rsrcs, Precious Metals & Minerals: 2.6%

Georgia Pacific Corporation

Ba2

BB+

25,608,613

Term Loan, 4.685%, maturing December 20, 2012

24,313,508

24,313,508

Ecological: 0.1%

Synagro Technologies, Inc.

B+

893,250

Term Loan, 4.690%, maturing April 02, 2014

772,661

Synagro Technologies, Inc.

Caa2

CCC+

485,000

Term Loan, 7.440%, maturing October 02, 2014

352,838

1,125,499

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS
as of May 31, 2008 (Unaudited) (continued)

Bank Loan
Ratings†
(Unaudited)

Market

Principal Amount

Borrower/Tranche Description

Moody’s

S&P

Value

Electronics: 1.6%

Decision One

1,691,707

Term Loan, 12.000%, maturing April 15, 2010

1,522,536

Freescale Semiconductor, Inc.

Ba1

4,090,148

Term Loan, 4.578%, maturing December 01, 2013

3,690,892

Infor Global Solutions

B+

496,250

Term Loan, 5.450%, maturing July 28, 2012

407,545

105,800

Term Loan, 6.450%, maturing July 28, 2012

93,038

202,784

Term Loan, 6.450%, maturing July 28, 2012

178,323

EUR

740,625

Term Loan, 7.731%, maturing July 28, 2012

962,017

Infor Global Solutions

Caa2

CCC+

EUR

500,000

Term Loan, 10.978%, maturing March 02, 2014

515,940

Kronos, Inc.

Ba3

B+

2,463,393

Term Loan, 4.946%, maturing June 11, 2014

2,275,559

NXP, B.V.

Ba3

BB-

1,750,000

Floating Rate Note, 5.463%, maturing October 15, 2013

1,601,250

EUR

1,500,000

Floating Rate Note, 7.497%, maturing October 15, 2013

2,070,892

ON Semiconductor

Baa3

1,980,000

Term Loan, 4.446%, maturing September 03, 2013

1,885,950

15,203,942

Finance: 0.7%

LPL Holdings, Inc.

7,431,203

Term Loan, 4.696%, maturing June 28, 2013

6,985,331

6,985,331

Foreign Cable, Foreign TV, Radio and Equipment: 6.7%

Casema Bidco/Serpering Investments, B.V.

EUR

113,008

Term Loan, 6.874%, maturing November 14, 2014

170,046

EUR

58,702

Term Loan, 6.874%, maturing November 14, 2014

88,330

EUR

120,197

Term Loan, 6.874%, maturing November 14, 2014

180,863

EUR

171,427

Term Loan, 7.374%, maturing November 14, 2015

258,079

EUR

119,999

Term Loan, 7.374%, maturing November 14, 2015

180,655

Com Hem

SEK

8,666,667

Term Loan, 7.195%, maturing January 31, 2014

1,312,869

SEK

8,000,000

Term Loan, 7.320%, maturing January 31, 2015

1,211,879

Levana Holding 4 GmbH

EUR

1,081,359

Term Loan, 6.770%, maturing March 02, 2015

1,181,194

EUR

1,081,359

Term Loan, 7.284%, maturing March 02, 2016

1,181,194

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS
as of May 31, 2008 (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)

Numericable/YPSO France SAS

EUR

1,249,580

Term Loan, 6.873%, maturing July 28, 2016

1,680,212

EUR

1,984,549

Term Loan, 6.873%, maturing July 28, 2016

2,668,467

EUR

765,871

Term Loan, 6.873%, maturing July 28, 2016

1,029,806

EUR

694,875

Term Loan, 7.123%, maturing July 28, 2016

936,821

EUR

1,305,125

Term Loan, 7.123%, maturing July 28, 2016

1,759,552

ProSiebenSat.1 Media AG

EUR

64,583

Term Loan, 6.605%, maturing July 02, 2014

83,738

EUR

1,190,021

Term Loan, 6.605%, maturing July 02, 2014

1,542,971

SEK

2,269,914

Term Loan, 6.742%, maturing July 02, 2014

315,384

EUR

122,161

Term Loan, 6.730%, maturing May 09, 2015

158,413

EUR

2,715,121

Term Loan, 6.730%, maturing May 09, 2015

3,520,852

TDF, S.A.

EUR

1,000,000

Term Loan, 6.386%, maturing January 31, 2015

1,359,067

EUR

1,000,000

Term Loan, 6.645%, maturing January 31, 2016

1,359,067

UPC Financing Partnership

Ba3

B+

5,000,000

Term Loan, 4.553%, maturing December 31, 2014

4,707,815

EUR

1,741,434

Term Loan, 6.391%, maturing December 31, 2014

2,473,913

EUR

12,401,899

Term Loan, 6.391%, maturing December 31, 2014

17,618,368

Virgin Media Investment Holdings Ltd.

Ba2

GBP

3,954,322

Term Loan, 7.657%, maturing September 03, 2012

7,289,537

GBP

3,383,112

Term Loan, 7.657%, maturing September 03, 2012

6,236,549

GBP

423,993

Term Loan, 7.680%, maturing September 03, 2012

781,604

GBP

833,853

Term Loan, 7.680%, maturing September 03, 2012

1,537,154

62,824,399

Gaming: 4.9%

Cannery Casino Resorts, LLC

590,551

Term Loan, 3.475%, maturing May 18, 2013

570,620

1,641,142

Term Loan, 4.945%, maturing May 18, 2013

1,585,753

CCM Merger, Inc.

BB-

3,375,375

Term Loan, 4.691%, maturing July 13, 2012

3,185,510

Centaur, LLC

BB-

1,649,123

Term Loan, 6.696%, maturing October 30, 2012

1,426,491

Fontainebleau Las Vegas, LLC

B+

1,933,333

Term Loan, 6.258%, maturing June 06, 2014

1,645,750

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS
as of May 31, 2008 (Unaudited) (continued)

Bank Loan
Ratings†
(Unaudited)

Market

Principal Amount

Borrower/Tranche Description

Moody’s

S&P

Value

Gaming (continued)

Golden Nugget, Inc.

BB-

954,545

Term Loan, 4.427%, maturing June 30, 2014

874,602

Green Valley Ranch Gaming, LLC

BB-

1,430,455

Term Loan, 4.654%, maturing February 16, 2014

1,207,543

Green Valley Ranch Gaming, LLC

Caa1

CCC+

750,000

Term Loan, 5.894%, maturing August 16, 2014

499,687

Greenwood Racing, Inc.

BB-

1,481,250

Term Loan, 4.640%, maturing November 28, 2011

1,384,969

Harrahs Operating Company, Inc.

Ba2

2,000,000

Term Loan, 5.920%, maturing January 28, 2015

1,872,812

1,500,000

Term Loan, 5.920%, maturing January 28, 2015

1,403,062

Isle Of Capri Casinos, Inc.

Ba3

1,321,310

Term Loan, 4.446%, maturing July 26, 2014

1,195,786

1,752,916

Term Loan, 4.446%, maturing July 26, 2014

1,586,389

4,382,290

Term Loan, 4.446%, maturing July 26, 2014

3,965,972

Las Vegas Sands, LLC

Ba3

1,600,000

Term Loan, 4.170%, maturing May 23, 2014

1,476,110

6,352,000

Term Loan, 4.450%, maturing May 23, 2014

5,860,158

New World Gaming Partners Ltd.

Ba3

BB-

708,333

Term Loan, 5.188%, maturing September 30, 2014

614,479

3,532,813

Term Loan, 5.188%, maturing September 30, 2014

3,064,715

Penn National Gaming, Inc.

Ba2

BBB-

1,496,164

Term Loan, 4.579%, maturing October 03, 2012

1,461,046

Riviera Holdings Corporation

BB-

500,000

Term Loan, 4.390%, maturing June 08, 2014

446,250

Seminole Tribe Of Florida

Baa3

BBB

16,747

Term Loan, 4.625%, maturing March 05, 2014

16,371

(2)

Tropicana Entertainment — Landco

3,750,000

Term Loan, 6.946%, maturing July 03, 2008

3,597,656

VML US Finance, LLC

BB-

1,600,000

Term Loan, 4.95%, maturing May 25, 2012

1,549,626

3,200,000

Term Loan, 4.950%, maturing May 25, 2013

3,099,251

2,000,000

Term Loan, 4.950%, maturing May 26, 2013

1,937,032

45,527,640

Grocery: 0.1%

Roundys Supermarkets, Inc.

Ba3

B+

1,129,112

Term Loan, 5.280%, maturing November 03, 2011

1,083,947

1,083,947

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS
as of May 31, 2008 (Unaudited) (continued)

Bank Loan
Ratings†
(Unaudited)

Market

Principal Amount

Borrower/Tranche Description

Moody’s

S&P

Value

Healthcare, Education and Childcare: 18.6%

Accellent, Inc.

B+

1,955,000

Term Loan, 5.138%, maturing November 22, 2012

1,710,625

AGA Medical Corporation

BB-

1,632,209

Term Loan, 4.725%, maturing April 28, 2013

1,468,988

Catalent Pharma Solutions

Ba3

BB-

6,528,444

Term Loan, 4.946%, maturing April 10, 2014

5,838,877

CHG Medical Staffing, Inc.

Ba3

B+

400,000

Term Loan, 2.560%, maturing January 08, 2013

372,000

1,584,000

Term Loan, 5.151%, maturing January 08, 2013

1,473,120

CHS/Community Health Systems, Inc.

Ba3

48,909,672

Term Loan, 4.835%, maturing July 25, 2014

46,271,387

Concentra Operating Corporation

B+

1,985,000

Term Loan, 4.946%, maturing June 25, 2014

1,816,275

CRC Health Corporation

Ba3

BB-

1,449,636

Term Loan, 4.921%, maturing February 06, 2013

1,362,657

1,470,113

Term Loan, 4.921%, maturing February 06, 2013

1,381,906

Davita, Inc.

Ba1

BB+

1,999,946

Term Loan, 4.032%, maturing October 05, 2012

1,921,698

Education Management Corporation

B+

8,213,877

Term Loan, 4.500%, maturing June 01, 2013

7,590,140

Emdeon Business Services, LLC

BB-

2,367,848

Term Loan, 4.700%, maturing November 16, 2013

2,240,576

EMSC, L.P.

Ba1

3,194,155

Term Loan, 4.993%, maturing February 10, 2012

3,076,370

Gambro

646,459

Term Loan, 5.219%, maturing June 05, 2014

586,123

SEK

2,146,343

Term Loan, 7.458%, maturing June 05, 2014

324,393

SEK

2,111,070

Term Loan, 7.458%, maturing June 05, 2014

319,062

646,459

Term Loan, 5.719%, maturing June 05, 2015

586,123

SEK

2,111,070

Term Loan, 7.958%, maturing June 05, 2015

319,062

SEK

2,146,343

Term Loan, 7.958%, maturing June 05, 2015

324,393

Gentiva Health Services, Inc.

Ba3

BB-

2,513,513

Term Loan, 4.475%, maturing March 31, 2013

2,325,000

Golden Gate National Senior Care Holdings, LLC

Ba3

BB-

1,086,857

Term Loan, 5.131%, maturing March 14, 2011

1,021,646

Harlan Sprague Dawley, Inc.

BB-

2,501,875

Term Loan, 5.239%, maturing July 11, 2014

2,351,762

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS
as of May 31, 2008 (Unaudited) (continued)

				Bank Loan Ratings† (Unaudited)		Market
Principal Amount			Borrower/Tranche Description	Moody’s	S&P	Value
*Healthcare, Education and Childcare (continued)*
			Harrington Holdings, Inc.	B1	BB-
$	2,442,000		Term Loan, 4.631%, maturing January 11, 2014			$	2,258,850
			HCA, Inc.	Ba3	BB
33,153,103			Term Loan, 4.946%, maturing November 17, 2013			31,264,338
			Health Management Associates, Inc.	Ba3	BB-
3,802,727			Term Loan, 4.446%, maturing February 28, 2014			3,544,686
			Iasis Healthcare, LLC	Ba2	B+
2,971,102			Term Loan, 4.379%, maturing March 15, 2014			2,823,786
1,025,437			Term Loan, 4.381%, maturing March 15, 2014			974,593
273,450			Term Loan, 6.631%, maturing March 15, 2014			259,891
			IM US Holdings, LLC	B1	BB
4,962,500			Term Loan, 4.671%, maturing June 26, 2014			4,652,344
			inVentiv Health, Inc.	Ba3	BB-
935,786			Term Loan, 4.450%, maturing July 06, 2014			881,978
			Multiplan, Inc.	B1	B+
1,287,529			Term Loan, 4.938%, maturing April 12, 2013			1,218,325
			National Mentor, Inc.	B1	B+
117,736			Term Loan, 4.559%, maturing June 29, 2013			102,136
1,984,787			Term Loan, 4.700%, maturing June 29, 2013			1,721,803
			Nycomed	NR	NR
EUR		535,383	Term Loan, 6.978%, maturing December 10, 2014			716,690
EUR		388,312	Term Loan, 6.978%, maturing December 10, 2014			519,814
EUR		54,917	Term Loan, 6.978%, maturing December 10, 2014			73,515
EUR		1,397,300	Term Loan, 6.978%, maturing December 10, 2014			1,870,494
EUR		86,211	Term Loan, 6.978%, maturing December 10, 2014			115,407
EUR		388,312	Term Loan, 7.728%, maturing December 10, 2014			519,814
EUR		535,383	Term Loan, 7.728%, maturing December 10, 2014			716,690
EUR		1,397,300	Term Loan, 7.728%, maturing December 10, 2014			1,870,494
EUR		86,211	Term Loan, 7.728%, maturing December 10, 2014			115,407
EUR		54,917	Term Loan, 7.728%, maturing December 10, 2014			73,515
			Orthofix International/Colgate Medical	B1	BB+
$	1,776,818		Term Loan, 4.640%, maturing September 22, 2013			1,643,557

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS
as of May 31, 2008 (Unaudited) (continued)

Bank Loan
Ratings†
(Unaudited)

Market

Principal Amount

Borrower/Tranche Description

Moody’s

S&P

Value

Healthcare, Education and Childcare (continued)

Quintiles Transnational Corporation

4,978,772

Term Loan, 4.700%, maturing March 31, 2013

4,757,839

Renal Advantage, Inc.

B+

3,376,287

Term Loan, 5.264%, maturing October 06, 2012

3,173,710

Rural/Metro Operating Company, LLC

Ba2

BB-

917,646

Term Loan, 6.270%, maturing March 04, 2011

853,411

519,127

Term Loan, 5.690%, maturing March 04, 2011

482,788

Sterigenics International, Inc.

BB-

1,949,310

Term Loan, 5.050%, maturing November 21, 2013

1,783,619

Stiefel Laboratories, Inc.

BB-

1,538,709

Term Loan, 4.966%, maturing December 28, 2013

1,496,394

1,176,916

Term Loan, 4.966%, maturing December 28, 2013

1,144,551

Sun Healthcare Group, Inc.

Ba2

B+

217,241

Term Loan, 4.696%, maturing April 12, 2014

203,121

847,364

Term Loan, 4.789%, maturing April 12, 2014

792,286

136,941

Term Loan, 4.798%, maturing April 12, 2014

128,040

Surgical Care Affiliates, LLC

Ba3

2,977,500

Term Loan, 4.946%, maturing December 29, 2014

2,597,869

Team Health, Inc.

BB-

2,037,149

Term Loan, 4.641%, maturing November 23, 2012

1,869,084

United Surgical Partners International, Inc.

Ba3

250,000

Term Loan, 4.093%, maturing April 19, 2014

228,750

1,660,645

Term Loan, 5.490%, maturing April 19, 2014

1,519,490

Vanguard Health Holdings Company II, LLC

Ba3

B+

3,410,095

Term Loan, 5.134%, maturing September 23, 2011

3,314,895

Viant Holdings, Inc.

Ba3

B+

744,375

Term Loan, 4.946%, maturing June 25, 2014

655,050

VWR International, Inc.

B+

3,500,000

Term Loan, 5.196%, maturing June 29, 2014

3,263,750

EUR

2,500,000

Term Loan, 7.231%, maturing June 29, 2014

3,650,797

174,535,754

Home & Office Furnishings: 1.6%

Global Garden Products Italy, S.P.A.

EUR

1,250,000

Term Loan, 7.148%, maturing October 19, 2014

1,696,576

EUR

1,250,000

Term Loan, 7.648%, maturing October 19, 2015

1,699,817

Hilding Anders

EUR

324,872

Term Loan, 6.968%, maturing April 25, 2015

443,463

SEK

17,864,613

Term Loan, 7.113%, maturing April 25, 2015

2,434,480

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS

as of May 31, 2008 (Unaudited) (continued)

Bank Loan
Ratings†
(Unaudited)

Market

Principal Amount

Borrower/Tranche Description

Moody’s

S&P

Value

Home & Office Furnishings (continued)

National Bedding Company

2,188,547

Term Loan, 4.741%, maturing February 28, 2013

1,769,075

Simmons Company

Ba2

BB-

6,942,562

Term Loan, 5.610%, maturing December 19, 2011

6,230,950

Springs Window Fashions, LLC

B+

1,418,066

Term Loan, 5.500%, maturing December 31, 2012

1,006,827

15,281,188

Insurance: 1.8%

AmWINS Group, Inc.

B-

1,985,000

Term Loan, 5.123%, maturing June 08, 2013

1,597,925

Applied Systems, Inc.

B-

1,907,273

Term Loan, 5.396%, maturing September 26, 2013

1,773,764

Conseco, Inc.

Ba3

B+

6,161,913

Term Loan, 4.381%, maturing October 10, 2013

5,279,989

Crawford & Company

BB-

2,853,036

Term Loan, 5.450%, maturing October 30, 2013

2,667,588

Hub International, Ltd.

B+

283,255

Term Loan, 4.402%, maturing June 13, 2014

257,408

1,621,732

Term Loan, 5.196%, maturing June 13, 2014

1,473,749

Swett & Crawford

2,574,000

Term Loan, 4.966%, maturing April 03, 2014

1,981,980

USI Holdings Corporation

1,786,500

Term Loan, 5.450%, maturing May 05, 2014

1,656,979

16,689,382

Leisure, Amusement, Entertainment: 7.8%

24 Hour Fitness Worldwide, Inc.

Ba3

B+

3,185,000

Term Loan, 5.933%, maturing June 08, 2012

2,993,900

Alpha D2, Ltd.

1,285,714

Term Loan, 7.093%, maturing December 31, 2013

1,215,459

1,714,286

Term Loan, 7.093%, maturing December 31, 2013

1,620,612

AMF Bowling Worldwide, Inc.

B+

3,101,563

Term Loan, 5.468%, maturing June 10, 2013

2,465,742

Cedar Fair, L.P.

Ba3

7,857,538

Term Loan, 4.381%, maturing August 30, 2012

7,495,219

Cinemark USA, Inc.

Ba3

3,688,682

Term Loan, 4.480%, maturing October 05, 2013

3,515,115

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS

as of May 31, 2008 (Unaudited) (continued)

Bank Loan
Ratings†
(Unaudited)

Market

Principal Amount

Borrower/Tranche Description

Moody’s

S&P

Value

Leisure, Amusement, Entertainment (continued)

HIT Entertainment, Inc.

Ba3

B+

1,940,892

Term Loan, 4.790%, maturing March 20, 2012

1,763,786

Kerasotes Showplace Theater, LLC

B-

150,000

Revolver, 1.178%, maturing October 31, 2010

143,250

281,978

Term Loan, 4.688%, maturing October 28, 2011

269,642

Metro-Goldwyn-Mayer, Inc.

Ba3

B+

7,813,929

Term Loan, 5.946%, maturing April 08, 2012

6,345,152

33,241,693

Term Loan, 5.946%, maturing April 08, 2012

26,993,285

NEP II, Inc.

4,452,497

Term Loan, 4.946%, maturing February 16, 2014

4,048,064

Warner Music Group

Ba3

14,886,097

Term Loan, 4.613%, maturing February 28, 2011

14,030,146

72,899,372

Lodging: 1.7%

Audio Visual Services Corporation

Ba3

B+

995,000

Term Loan, 4.950%, maturing February 28, 2014

855,700

Hotel Del Coronado

B+

16,400,000

Term Loan, 4.466%, maturing January 15, 2009

15,328,014

16,183,714

Machinery: 0.8%

Enersys Capital, Inc.

Ba2

1,236,799

Term Loan, 4.437%, maturing March 17, 2011

1,230,615

Kion Group

EUR

1,238,909

Term Loan, 6.775%, maturing December 23, 2014

1,832,329

EUR

1,145,833

Term Loan, 7.275%, maturing December 23, 2015

1,694,672

LN Acquisition Corporation

BB-

360,909

Term Loan, 5.399%, maturing July 11, 2014

342,864

135,341

Term Loan, 5.403%, maturing July 11, 2014

128,574

Maxim Crane Works, L.P.

BB-

2,481,250

Term Loan, 4.725%, maturing June 29, 2014

2,464,191

7,693,245

Mining, Steel, Iron & Nonprecious Metals: 1.0%

Continental Alloys & Services, Inc.

493,750

Term Loan, 3.288%, maturing June 15, 2012

464,125

Noranda Aluminum Acquisition Corporation

Ba2

BB-

688,538

Term Loan, 4.719%, maturing May 18, 2014

666,160

Novelis

Ba2

1,240,625

Term Loan, 4.700%, maturing July 06, 2014

1,194,722

2,729,375

Term Loan, 4.700%, maturing July 06, 2014

2,628,388

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS

as of May 31, 2008 (Unaudited) (continued)

Bank Loan
Ratings†
(Unaudited)

Market

Principal Amount

Borrower/Tranche Description

Moody’s

S&P

Value

Mining, Steel, Iron & Nonprecious Metals (continued)

Oxbow Carbon and Minerals Holdings, LLC

BB-

259,782

Term Loan, 4.381%, maturing May 08, 2014

243,870

2,901,823

Term Loan, 4.440%, maturing May 08, 2014

2,724,086

Tube City IMS Corporation

Ba3

162,162

Term Loan, 4.946%, maturing January 25, 2013

150,811

1,324,459

Term Loan, 7.196%, maturing January 25, 2013

1,231,747

9,303,909

North American Cable: 15.7%

Atlantic Broadband

1,965,154

Term Loan, 4.950%, maturing August 10, 2012

1,881,635

Bresnan Communications, LLC

BB-

2,750,000

Term Loan, 4.983%, maturing September 29, 2013

2,633,986

2,246,939

Term Loan, 5.020%, maturing September 29, 2013

2,152,147

Cequel Communications, LLC

BB-

38,621,921

Term Loan, 4.727%, maturing November 05, 2013

36,077,702

Cequel Communications, LLC

Caa1

B-

525,000

Term Loan, 7.373%, maturing May 05, 2014

454,781

Charter Communications Operating, LLC

B+

55,213,672

Term Loan, 4.900%, maturing March 06, 2014

49,240,546

CSC Holdings, Inc.

Ba1

BBB-

24,208,569

Term Loan, 4.340%, maturing March 29, 2013

23,036,657

Insight Midwest Holdings, LLC

B+

11,002,500

Term Loan, 4.690%, maturing April 06, 2014

10,545,698

Knology, Inc.

1,985,000

Term Loan, 4.934%, maturing June 30, 2012

1,836,125

Mediacom Broadband, LLC

Ba3

BB-

10,753,875

Term Loan, 4.235%, maturing January 31, 2015

9,907,007

Quebecor Media, Inc.

2,932,500

Term Loan, 4.713%, maturing January 17, 2013

2,829,862

San Juan Cable, LLC

BB-

1,712,492

Term Loan, 5.020%, maturing October 31, 2012

1,536,962

WideOpenWest Finance, LLC

B-

5,833,333

Term Loan, 5.264%, maturing June 28, 2014

5,075,000

147,208,108

Oil & Gas: 4.8%

Alon USA

1,729,620

Term Loan, 4.693%, maturing June 22, 2013

1,569,630

216,202

Term Loan, 4.899%, maturing June 22, 2013

196,204

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS

as of May 31, 2008 (Unaudited) (continued)

Bank Loan
Ratings†
(Unaudited)

Market

Principal Amount

Borrower/Tranche Description

Moody’s

S&P

Value

Oil & Gas (continued)

Calumet Lubricants Company

BB-

131,779

Term Loan, 6.534%, maturing January 03, 2015

117,613

1,012,160

Term Loan, 6.675%, maturing January 03, 2015

903,353

Coffeyville Resources, LLC

BB-

1,067,105

Term Loan, 5.448%, maturing December 28, 2010

1,038,648

1,268,528

Term Loan, 5.450%, maturing December 28, 2013

1,234,700

CR Gas Storage

Ba3

BB-

79,940

Term Loan, 4.550%, maturing May 13, 2011

77,143

1,342,938

Term Loan, 4.534%, maturing May 12, 2013

1,295,935

225,766

Term Loan, 4.589%, maturing May 12, 2013

217,865

152,133

Term Loan, 4.600%, maturing May 12, 2013

146,809

Energy Transfer Company, L.P.

Ba2

6,000,000

Term Loan, 4.508%, maturing February 08, 2012

5,851,074

Hercules Offshore, LLC

Ba3

2,481,250

Term Loan, 4.450%, maturing July 11, 2013

2,419,219

McJunkin Corporation

B+

2,670,852

Term Loan, 6.134%, maturing January 31, 2013

2,640,805

MEG Energy

Ba3

2,796,500

Term Loan, 4.693%, maturing April 03, 2013

2,652,013

2,744,000

Term Loan, 4.700%, maturing April 03, 2013

2,599,940

Pine Prairie Energy Center

B+

495,000

Term Loan, 5.400%, maturing December 31, 2013

477,675

Semcrude, L.P.

Ba2

3,201,514

Term Loan, 4.899%, maturing March 01, 2011

3,145,488

SG Resources Mississippi, LLC

BB-

2,500,000

Term Loan, 4.599%, maturing April 02, 2014

2,387,500

Targa Resources, Inc.

Ba3

B+

2,888,314

Term Loan, 4.651%, maturing October 31, 2012

2,833,436

1,039,832

Term Loan, 4.696%, maturing October 31, 2012

1,020,075

Venoco, Inc.

Caa1

3,000,000

Term Loan, 6.688%, maturing September 20, 2011

2,862,501

Western Refining, Inc.

BB-

10,322,000

Term Loan, 4.649%, maturing May 30, 2014

9,186,580

44,874,206

Other Broadcasting and Entertainment: 2.3%

Deluxe Entertainment Services Group, Inc.

2,397,437

Term Loan, 4.934%, maturing May 11, 2013

2,097,757

224,610

Term Loan, 4.946%, maturing May 11, 2013

196,534

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS

as of May 31, 2008 (Unaudited) (continued)

Bank Loan
Ratings†
(Unaudited)

Market

Principal Amount

Borrower/Tranche Description

Moody’s

S&P

Value

Other Broadcasting and Entertainment (continued)

118,110

Term Loan, 4.946%, maturing May 11, 2013

103,346

VNU

Ba3

B+

20,781,904

Term Loan, 4.734%, maturing August 09, 2013

19,575,806

21,973,443

Other Telecommunications: 3.6%

Asurion Corporation

B-

13,250,000

Term Loan, 5.784%, maturing July 03, 2014

12,357,692

BCM Ireland Holdings, Ltd.

Ba3

EUR

2,083,333

Term Loan, 6.606%, maturing September 30, 2014

3,034,518

EUR

2,083,333

Term Loan, 6.856%, maturing September 30, 2015

3,036,410

Cavalier Telephone

B-

2,444,211

Term Loan, 10.500%, maturing December 31, 2012

2,025,640

Gabriel Communications

CCC+

496,250

Term Loan, 6.050%, maturing May 31, 2014

450,347

Hargray Communications Group, Inc.

454,647

Term Loan, 4.946%, maturing June 29, 2014

416,571

Hawaiian Telcom Communications, Inc.

Ba3

B-

2,818,023

Term Loan, 5.196%, maturing June 01, 2014

2,280,838

Kentucky Data Link, Inc.

3,956,268

Term Loan, 4.631%, maturing February 26, 2014

3,699,111

One Communications

B-

2,843,571

Term Loan, 6.813%, maturing June 30, 2012

2,530,779

PAETEC Holding Corporation

B-

436,065

Term Loan, 4.881%, maturing February 28, 2013

423,528

Time Warner Telecom Holdings, Inc.

Ba2

3,179,750

Term Loan, 4.390%, maturing January 07, 2013

3,039,046

U.S. Telepacific Corporation

CCC+

985,004

Term Loan, 6.835%, maturing August 04, 2011

935,754

34,230,234

Personal & Nondurable Consumer Products: 5.4%

Advantage Sales And Marketing

B-

3,021,790

Term Loan, 4.690%, maturing March 29, 2013

2,850,554

Bushnell Performance Optics

Ba3

BB-

1,741,250

Term Loan, 6.446%, maturing August 24, 2013

1,619,362

Fender Musical Instruments Corporation

B+

1,166,667

Term Loan, 6.970%, maturing June 09, 2014

1,055,833

2,315,833

Term Loan, 7.160%, maturing June 09, 2014

2,095,829

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS

as of May 31, 2008 (Unaudited) (continued)

Bank Loan
Ratings†
(Unaudited)

Market

Principal Amount

Borrower/Tranche Description

Moody’s

S&P

Value

Personal & Nondurable Consumer Products (continued)

Gibson Guitar Corporation

493,750

Term Loan, 5.196%, maturing December 29, 2013

459,188

Huish Detergents, Inc.

B+

2,679,750

Term Loan, 4.450%, maturing April 26, 2014

2,392,392

Information Resources, Inc.

B+

435,159

Term Loan, 4.415%, maturing May 16, 2014

374,237

Jarden Corporation

Ba3

BB-

9,170,032

Term Loan, 4.446%, maturing January 24, 2012

8,757,426

1,181,245

Term Loan, 4.446%, maturing January 24, 2012

1,128,095

KIK Custom Products, Inc.

CCC+

72,805

Term Loan, 5.170%, maturing May 31, 2014

54,604

424,695

Term Loan, 5.170%, maturing May 31, 2014

318,521

Mega Bloks, Inc.

972,500

Term Loan, 8.250%, maturing July 26, 2012

865,525

Natural Products Group, LLC

B+

684,646

Term Loan, 4.992%, maturing March 08, 2014

406,229

Norwood Promotional Products

26,595,363

Term Loan, 6.000%, maturing August 17, 2011

24,467,734

Spectrum Brands, Inc.

B-

879,524

Term Loan, 6.670%, maturing March 30, 2013

840,312

44,301

Term Loan, 6.828%, maturing March 30, 2013

42,326

Totes Isotoner Corporation

411,458

Term Loan, 5.143%, maturing January 31, 2013

339,453

Yankee Candle Company, Inc.

Ba3

BB-

2,693,077

Term Loan, 4.606%, maturing February 06, 2014

2,469,937

50,537,557

Personal, Food & Miscellaneous: 2.5%

Acosta, Inc.

2,947,500

Term Loan, 4.640%, maturing July 28, 2013

2,801,967

Arbys Restaurant Group, Inc.

Ba3

5,239,389

Term Loan, 4.859%, maturing July 25, 2012

4,970,870

Culligan International Company

B-

990,000

Term Loan, 4.813%, maturing November 24, 2012

707,850

Dennys, Inc.

Ba2

555,000

Term Loan, 4.700%, maturing March 31, 2012

526,556

750,000

Term Loan, 4.715%, maturing March 31, 2012

711,562

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS

as of May 31, 2008 (Unaudited) (continued)

Bank Loan
Ratings†
(Unaudited)

Market

Principal Amount

Borrower/Tranche Description

Moody’s

S&P

Value

Personal, Food & Miscellaneous (continued)

MD Beauty, Inc.

BB-

2,327,481

Term Loan, 4.780%, maturing February 18, 2012

2,298,388

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

3,191,953

Term Loan, 5.277%, maturing May 22, 2014

2,892,708

OSI Restaurant Partners, Inc.

BB-

372,420

Term Loan, 4.920%, maturing June 14, 2013

322,237

4,391,539

Term Loan, 5.000%, maturing June 14, 2014

3,799,779

QCE, LLC (Quiznos)

B+

2,030,500

Term Loan, 4.985%, maturing May 05, 2013

1,745,383

Reddy Ice Group, Inc.

Ba3

BB-

1,000,000

Term Loan, 4.460%, maturing August 09, 2012

866,250

Sbarro, Inc.

Ba3

B+

495,000

Term Loan, 4.881%, maturing January 31, 2014

415,800

Seminole Hard Rock Entertainment

750,000

Term Loan, 5.300%, maturing March 15, 2014

633,750

U.S. Security Holdings, Inc.

B+

585,671

Term Loan, 5.179%, maturing May 08, 2013

562,244

23,255,344

Printing & Publishing: 10.4%

American Achievement Corporation

Ba3

BB-

488,273

Term Loan, 4.862%, maturing March 25, 2011

482,169

Ascend Media Holdings, LLC

853,249

Term Loan, 4.625%, maturing January 31, 2012

733,794

Black Press Ltd.

Ba3

BB-

1,200,082

Term Loan, 4.649%, maturing August 02, 2013

1,096,575

728,621

Term Loan, 4.649%, maturing August 02, 2013

665,778

Caribe Information Investments, Inc.

B+

1,704,032

Term Loan, 4.785%, maturing March 31, 2013

1,533,629

Cengage Learning, Inc.

B+

17,163,750

Term Loan, 4.916%, maturing July 05, 2014

15,541,776

Cenveo Corporation

Ba2

BB+

61,448

Term Loan, 4.349%, maturing June 21, 2013

58,299

2,836,960

Term Loan, 4.349%, maturing June 21, 2013

2,691,566

Hanley Wood, LLC

2,715,688

Term Loan, 4.953%, maturing March 08, 2014

2,104,658

Idearc, Inc.

Ba3

BBB-

25,107,312

Term Loan, 4.687%, maturing November 17, 2014

20,952,051

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS

as of May 31, 2008 (Unaudited) (continued)

Bank Loan
Ratings†
(Unaudited)

Market

Principal Amount

Borrower/Tranche Description

Moody’s

S&P

Value

Printing & Publishing (continued)

Intermedia Outdoor, Inc.

1,629,375

Term Loan, 5.696%, maturing January 31, 2013

1,384,969

Mediannuaire Holding

EUR

600,000

Term Loan, 6.607%, maturing April 10, 2016

783,597

EUR

600,000

Term Loan, 7.107%, maturing April 10, 2016

783,597

Medimedia USA, Inc.

Ba3

BB-

1,231,250

Term Loan, 5.744%, maturing October 05, 2013

1,141,984

Merrill Communications, LLC

BB-

2,894,162

Term Loan, 4.686%, maturing May 15, 2011

2,488,980

Nelson Canada

Ba3

BB-

3,980,000

Term Loan, 5.196%, maturing July 05, 2014

3,572,050

PagesJaunes Groupe, S.A.

EUR

800,000

Term Loan, 5.857%, maturing October 24, 2013

1,138,938

PBL Media

AUD

24,331,191

Term Loan, 10.228%, maturing February 05, 2013

20,041,582

Prism Business Media Holdings/ Penton Media, Inc.

BB-

1,683,000

Term Loan, 5.138%, maturing February 01, 2013

1,371,645

R.H. Donnelley Corporation

Ba1

3,650,129

Term Loan, 4.571%, maturing June 30, 2011

3,575,823

Readers Digest

4,331,250

Term Loan, 4.947%, maturing March 02, 2014

3,776,309

EUR

749,659

Term Loan, 6.374%, maturing March 02, 2014

979,582

Source Media, Inc.

2,777,571

Term Loan, 4.950%, maturing November 08, 2011

2,458,150

Thomas Nelson Publishers

2,292,500

Term Loan, 4.845%, maturing June 12, 2012

2,040,325

Tribune Company

496,250

Term Loan, 5.542%, maturing May 19, 2014

368,776

Valassis Communications, Inc.

Ba2

968,200

Term Loan, 4.450%, maturing March 02, 2014

916,563

320,000

Term Loan, 4.580%, maturing March 02, 2014

302,933

Yell Group, PLC

Ba3

BB-

2,000,000

Term Loan, 4.381%, maturing February 10, 2013

1,820,000

EUR

2,000,000

Term Loan, 6.374%, maturing February 27, 2013

2,816,341

97,622,439

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS

as of May 31, 2008 (Unaudited) (continued)

Bank Loan
Ratings†
(Unaudited)

Market

Principal Amount

Borrower/Tranche Description

Moody’s

S&P

Value

Radio and TV Broadcasting: 6.3%

Block Communications, Inc.

Ba1

BB+

977,500

Term Loan, 4.696%, maturing December 22, 2012

933,513

Citadel Broadcasting Corporation

Ba3

BB-

9,600,000

Term Loan, 4.175%, maturing June 12, 2014

8,335,997

CMP KC, LLC

1,359,663

Term Loan, 6.660%, maturing May 03, 2011

815,798

CMP Susquehanna Corporation

B-

4,923,286

Term Loan, 4.483%, maturing May 05, 2013

4,129,406

Cumulus Media, Inc.

Ba3

2,816,326

Term Loan, 4.274%, maturing June 11, 2014

2,451,964

CW Media Holdings, Inc.

Ba1

B+

2,736,250

Term Loan, 5.946%, maturing February 15, 2015

2,708,887

Emmis Communication

B+

1,202,188

Term Loan, 4.671%, maturing November 01, 2013

1,056,724

Local TV Finance, LLC

Ba3

B+

2,878,250

Term Loan, 4.869%, maturing May 07, 2013

2,518,469

Nexstar Broadcasting Group

Ba2

BB-

2,371,585

Term Loan, 4.446%, maturing October 01, 2012

2,217,432

2,245,141

Term Loan, 4.649%, maturing October 01, 2012

2,099,207

Nextmedia Operating, Inc.

641,326

Term Loan, 6.529%, maturing November 15, 2012

586,813

1,442,984

Term Loan, 6.451%, maturing November 15, 2012

1,320,330

Paxson Communications

CCC+

4,500,000

Term Loan, 5.963%, maturing January 15, 2012

3,645,000

Regent Communications

B+

1,434,783

Term Loan, 4.946%, maturing November 21, 2013

1,284,130

Spanish Broadcasting Systems

B-

3,880,000

Term Loan, 4.450%, maturing June 11, 2012

3,162,200

Univision Communications, Inc.

Ba3

23,499,786

Term Loan, 5.118%, maturing September 29, 2014

19,917,549

Univision Communications, Inc.

CCC

1,733,625

Term Loan, 4.881%, maturing March 29, 2009

1,671,865

58,855,284

Retail Stores: 8.9%

Amscan Holdings, Inc.

1,485,000

Term Loan, 4.816%, maturing May 25, 2013

1,299,375

Burlington Coat Factory

B-

3,787,868

Term Loan, 4.900%, maturing May 28, 2013

3,222,055

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS

as of May 31, 2008 (Unaudited) (continued)

Bank Loan
Ratings†
(Unaudited)

Market

Principal Amount

Borrower/Tranche Description

Moody’s

S&P

Value

Retail Stores (continued)

CBR Fashion Holding

EUR

500,000

Term Loan, 6.507%, maturing July 20, 2015

667,449

EUR

460,000

Term Loan, 6.749%, maturing July 20, 2016

614,053

Claires Stores, Inc.

2,962,500

Term Loan, 5.413%, maturing May 29, 2014

2,372,314

Dollar General Corporation

B+

12,500,000

Term Loan, 5.649%, maturing July 06, 2014

11,590,275

Dollarama Group, L.P.

Ba1

BB-

3,387,125

Term Loan, 4.649%, maturing November 18, 2011

3,251,640

General Nutrition Centers, Inc.

B-

3,564,000

Term Loan, 4.696%, maturing September 16, 2013

3,290,759

Guitar Center, Inc.

B-

5,000,000

Term Loan, 5.900%, maturing October 09, 2014

4,475,000

Harbor Freight Tools USA, Inc.

B+

6,548,082

Term Loan, 4.643%, maturing July 15, 2010

5,696,831

Mapco Express, Inc.

B+

2,056,754

Term Loan, 5.290%, maturing April 28, 2011

1,953,916

Mattress Firm

B+

495,009

Term Loan, 5.150%, maturing January 18, 2014

358,882

Michaels Stores, Inc.

8,647,086

Term Loan, 5.042%, maturing October 31, 2013

7,566,200

Nebraska Book Company, Inc.

Ba2

2,382,266

Term Loan, 5.130%, maturing March 04, 2011

2,239,330

Neiman Marcus Group, Inc.

Ba3

BB+

8,299,578

Term Loan, 4.758%, maturing April 06, 2013

7,965,869

Oriental Trading Company, Inc.

B+

2,395,274

Term Loan, 4.802%, maturing July 31, 2013

1,964,125

Petco Animal Supplies, Inc.

BB-

5,060,937

Term Loan, 5.025%, maturing October 26, 2013

4,706,672

Phones 4U Group, Ltd.

GBP

1,615,726

Term Loan, 8.136%, maturing September 22, 2014

2,514,422

GBP

1,545,301

Term Loan, 8.886%, maturing September 22, 2015

2,406,356

Rite Aid

Ba3

BB-

5,000,000

Term Loan, 4.227%, maturing June 04, 2014

4,727,500

Sally Holding, LLC

BB-

2,449,969

Term Loan, 5.060%, maturing November 16, 2013

2,347,758

Sports Authority

B-

982,500

Term Loan, 4.950%, maturing May 03, 2013

816,703

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS

as of May 31, 2008 (Unaudited) (continued)

Bank Loan
Ratings†
(Unaudited)

Market

Principal Amount

Borrower/Tranche Description

Moody’s

S&P

Value

Retail Stores (continued)

Toys “R” Us, Inc.

BB-

1,368,159

Term Loan, 6.969%, maturing July 19, 2012

1,337,946

Vivarte

EUR

2,500,000

Term Loan, 6.363%, maturing June 28, 2015

2,984,519

EUR

2,500,000

Term Loan, 6.863%, maturing June 28, 2016

2,985,666

83,355,615

Satellite: 0.4%

Intelsat Corporation

BB-

1,394,660

Term Loan, 5.184%, maturing January 03, 2012

1,327,367

1,395,079

Term Loan, 5.184%, maturing January 03, 2012

1,327,767

1,394,660

Term Loan, 5.184%, maturing January 03, 2012

1,327,367

3,982,501

Telecommunications Equipment: 1.4%

CommScope, Inc.

Ba3

BB-

1,250,000

Term Loan, 5.192%, maturing December 27, 2014

1,200,000

Macquarie UK Broadcast Ventures, Ltd.

GBP

4,500,000

Term Loan, 7.951%, maturing December 01, 2014

7,803,990

Sorenson Communications, Inc.

4,729,689

Term Loan, 5.196%, maturing April 27, 2014

4,546,413

13,550,403

Textiles & Leather: 0.7%

Polymer Group, Inc.

4,755,030

Term Loan, 4.921%, maturing November 22, 2012

4,303,303

St. John Knits International, Inc.

660,186

Term Loan, 5.381%, maturing March 21, 2012

617,274

Targus Group, Inc.

1,335,227

Term Loan, 7.063%, maturing November 22, 2012

1,146,070

6,066,647

Utilities: 8.7%

Boston Generating, LLC

B+

256,593

Term Loan, 5.071%, maturing December 20, 2013

240,602

7,052,868

Term Loan, 4.946%, maturing December 20, 2013

6,613,326

1,916,404

Term Loan, 7.080%, maturing December 20, 2013

1,796,972

Calpine Corporation

B+

1,071,000

Revolver, 3.462%, maturing March 29, 2014

937,125

8,512,744

Term Loan, 5.575%, maturing March 29, 2014

8,257,362

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS

as of May 31, 2008 (Unaudited) (continued)

			Bank Loan Ratings† (Unaudited)		Market
Principal Amount		Borrower/Tranche Description	Moody’s	S&P	Value
*Utilities (continued)*
		Cellnet Technology, Inc.	Ba2	NR
$	1,296,370	Term Loan, 6.000%, maturing July 22, 2011			$	1,168,894
		Cellnet Technology, Inc.	B2	NR
333,333		Term Loan, 5.000%, maturing October 22, 2011			292,778
		Coleto Creek WLE, L.P.	B1	BB-
1,208,333		Revolver, 1.723%, maturing June 30, 2011			936,458
764,331		Term Loan, 5.446%, maturing June 28, 2013			700,637
5,187,424		Term Loan, 5.446%, maturing June 28, 2013			4,755,140
		FirstLight Power Resources, Inc.	B1	BB-
1,834,852		Term Loan, 5.040%, maturing November 01, 2013			1,741,581
792,683		Term Loan, 5.250%, maturing November 01, 2013			752,388
		FirstLight Power Resources, Inc.	B3	B-
1,675,000		Term Loan, 7.125%, maturing May 01, 2014			1,482,375
		Infrastrux Group, Inc.	B2	B
4,229,102		Term Loan, 6.881%, maturing November 03, 2012			3,890,774
		Longview Power, LLC	Ba3	BB
266,667		Term Loan, 5.000%, maturing February 28, 2014			237,333
933,333		Term Loan, 5.005%, maturing February 28, 2014			830,667
800,000		Term Loan, 5.063%, maturing February 28, 2014			712,000
		MACH Gen, LLC	B2	B+
453,125		Term Loan, 4.446%, maturing February 22, 2013			435,566
4,318,957		Term Loan, 4.638%, maturing February 22, 2014			4,151,597
		NRG Energy, Inc.	Ba1	BB
11,557,512		Term Loan, 4.196%, maturing February 01, 2013			11,133,501
4,060,899		Term Loan, 4.196%, maturing February 01, 2013			3,911,917
		NSG Holdings, LLC	Ba2	BB
183,673		Term Loan, 4.350%, maturing June 15, 2014			170,816
1,386,610		Term Loan, 4.350%, maturing June 15, 2014			1,289,547
		Texas Competitive Electric Holdings Company, LLC	Ba3	B+
5,970,000		Term Loan, 6.256%, maturing October 10, 2014			5,633,507
2,989,987		Term Loan, 6.262%, maturing October 10, 2014			2,818,437
2,500,000		Term Loan, 6.301%, maturing October 10, 2014			2,349,687

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS

as of May 31, 2008 (Unaudited) (continued)

Bank Loan
Ratings†
(Unaudited)

Market

Principal Amount

Borrower/Tranche Description

Moody’s

S&P

Value

Utilities (continued)

TPF Generation Holdings, LLC

Ba3

BB-

1,600,000

Term Loan, 4.696%, maturing December 15, 2013

1,529,600

4,719,017

Term Loan, 4.696%, maturing December 15, 2013

4,511,380

TPF Generation Holdings, LLC

B-

1,500,000

Term Loan, 6.946%, maturing December 15, 2014

1,363,125

Viridian Group, PLC

EUR

1,072,386

Term Loan, 8.526%, maturing December 19, 2012

1,489,567

GBP

1,080,000

Term Loan, 9.621%, maturing December 19, 2012

1,906,379

Wolf Hollow I, L.P.

B+

450,000

Term Loan, 4.636%, maturing June 22, 2012

411,750

1,800,000

Term Loan, 4.631%, maturing June 22, 2012

1,647,000

2,105,593

Term Loan, 4.946%, maturing June 22, 2012

1,926,618

82,026,406

Total Senior Loans
(Cost $1,636,072,667)

1,515,800,172

OTHER CORPORATE DEBT: 0.7%

Automobile: 0.7%

Avis Budget Car Rental

Ba1

BB-

750,000

Floating Rate Note, 5.565%, maturing May 15, 2014

643,125

Navistar International Corporation

BB-

4,950,000

Unsecured Term Loan, 6.234%, maturing January 19, 2012

4,677,750

1,800,000

Unsecured Term Loan, 6.045%, maturing January 19, 2012

1,701,000

Total Other Corporate Debt
(Cost $7,500,000)

7,021,875

EQUITIES AND OTHER ASSETS: 0.1%

	Description	Market 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)	Covenant Care, Inc.	—

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS

as of May 31, 2008 (Unaudited) (continued)

EQUITIES AND OTHER ASSETS (continued)

	Description		Market Value USD
(@), (R)	Covenant Care, Inc. (Warrants for 26,901 Common Shares, Expires March 31, 2013)		$	—
(@), (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)		—
(@), (R)	Humphrey’s, Inc. (Residual Interest in Bankruptcy Estate)		—
(@), (R)	IAP Acquisition Corporation (3,524 Common Shares)		—
(@), (R)	IAP Acquisition Corporation (1,084 Common Shares)		—
(@), (R)	IAP Acquisition Corporation (1,814 Common Shares)		—
(@), (R)	IAP Acquisition Corporation (17,348 Common Shares)		—
(2), (@), (R)	Imperial Home Décor Group, Inc. (Liquidation Interest)		—
(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)		—
(@), (R)	Norwood Promotional Products, Inc. (104,148 Common Shares)		—
(@), (R)	Norwood Promotional Products, Inc. (Contingent Value Rights)		377,999
(@), (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)		—
	Total for Equities and Other Assets (Cost $5,533,513)		840,481
	Total Investments (Cost $1,649,106,180)**	162.1%	$	1,523,662,528
	Other Assets and Liabilities — Net	(62.1)	(583,736,025)
	Net Assets	100.0%	$	939,926,503

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS

as of May 31, 2008 (Unaudited) (continued)

(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 $1,649,332,409.
	Net unrealized depreciation consists of the following:
	Gross Unrealized Appreciation	$	9,523,478
	Gross Unrealized Depreciation	(135,193,359)
	Net Unrealized Depreciation	$	(125,669,881)

At May 31, 2008 the following forward foreign currency contracts were outstanding for ING Prime Rate Trust :

Currency	Sell	In Settlement Date	Exchange For		Unrealized Value		Appreciation/ (Depreciation)
Australian Dollar AUD 10,910,000	Sell	07/15/08	$	9,996,091	$	10,370,445	$	(374,354)

Australian Dollar AUD 6,546,000	Sell	08/15/08	6,008,770		6,195,998		(187,228)

Australian Dollar AUD 4,364,000	Sell	09/15/08	4,131,225		4,114,045		17,180

Euro EUR 36,600,000	Sell	07/15/08	57,369,389		56,809,181		560,208

Euro EUR 21,960,000	Sell	08/15/08	34,027,896		34,032,005		(4,109)

Euro EUR 14,640,000	Sell	09/15/08	22,638,692		22,652,532		(13,840)

British Pound Sterling GBP 8,550,000	Sell	07/15/08	16,929,043		16,874,433		54,610

British Pound Sterling GBP 5,130,000	Sell	08/15/08	10,039,290		10,099,705		(60,415)

British Pound Sterling GBP 3,420,000	Sell	09/15/08	6,710,827		6,717,007		(6,180)

Swedish Kronor SEK 19,950,000	Sell	07/15/08	3,339,354		3,317,177		22,177

Swedish Kronor SEK 11,970,000	Sell	08/15/08	1,980,414		1,986,732		(6,318)

Swedish Kronor SEK 7,980,000	Sell	09/15/08	1,323,054		1,322,171		883
			$	174,494,045	$	174,491,431	$	2,614

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS

as of May 31, 2008 (Unaudited) (continued)

Fair Value Measurements — Effective March 1, 2008, the Trust adopted Financial Accounting Standards Board Statement of Financial Accounting Standards No. 157 (“SFAS 157”), “Fair Value Measurements.” This new accounting statement defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles (“GAAP”), and expands disclosures about fair value measurements. The three levels of the fair value hierarchy are as follows:

· Level 1 — quoted prices in active markets for identical investments

· Level 2 — other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

· Level 3 — significant unobservable inputs (including the Trust’s own assumption in determining the fair value of investments)

The inputs or methodology used in valuing securities are not necessarily an indication of the risk associated with investing in those securities.

The following is a summary of the inputs used as of May 31, 2008 in valuing the Trust’s investments at fair value:

	Investments in Securities		Other Financial Instruments*
Level 1 — Quoted Prices	$	—	$	—
Level 2 — Other Significant Observable Inputs	1,496,097,983		2,614
Level 3 — Significant Unobservable Inputs	27,564,545		—
Total	$	1,523,662,528	$	2,614

* Other financial instruments may include forward foreign currency contracts, futures, swaps, and written options, which are valued at the unrealized appreciation/depreciation of the instrument.

A roll forward of fair value measurements using significant unobservable inputs (Level 3) as of May 31, 2008, were as follows:

	Investments in Securities		Other Financial Instruments*
Balance at 02/29/08	$	18,607,111	$	—
Net purchases (sales)	5,615,412		—
Total realized and unrealized gain (loss)	2,535,842		—
Amortization of premium/discount	806,180
Transfers in and/or out of Level 3	—		—
Balance at 05/31/08	$	27,564,545	$	—

* Other financial instruments may include forward foreign currency contracts, futures, swaps, and written options, which are valued at the unrealized appreciation/depreciation of the instrument.

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 30, 2008

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 30, 2008

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

Date:	July 30, 2008