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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF
REGISTERED MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number: 811-5410

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)

CT 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:	August 31, 2010

Item 1. Reports to Stockholders.

The following is a copy of the report transmitted to stockholders pursuant to Rule 30e-1 under the Act (17 CFR 270.30e-1):

Funds

Semi-Annual Report

August 31, 2010

ING Prime Rate Trust

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This report is submitted for general information to shareholders of the ING Funds. It is not authorized for distribution to prospective shareholders unless accompanied or preceded by a prospectus which includes details regarding the fund's investment objectives, risks, charges, expenses and other information. This information should be read carefully.

ING Prime Rate Trust

SEMI-ANNUAL REPORT

August 31, 2010

Table of Contents

Portfolio Managers' Report					2

Statement of Assets and Liabilities					7

Statement of Operations					8

Statements of Changes in Net Assets					9

Statement of Cash Flows					10

Financial Highlights					11

Notes to Financial Statements					13

Portfolio of Investments					23

Shareholder Meeting Information					51

Additional Information					52

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ING Prime Rate Trust

PORTFOLIO MANAGERS' REPORT

Dear Shareholders:

ING Prime Rate Trust (the "Trust") is a diversified, closed-end management investment company that seeks to provide investors with as high a level of current income as is consistent with the preservation of capital. The Trust seeks to achieve this objective by investing, under normal circumstances, at least 80% of its net assets, plus the amount of any borrowings for investment purposes, in U.S. dollar denominated floating rate secured senior loans.

PORTFOLIO CHARACTERISTICS AS OF AUGUST 31, 2010
Net Assets	$	838,533,372
Total Assets	$	1,114,771,221
Assets Invested in Senior Loans	$	1,061,967,768
Senior Loans Represented		487
Average Amount Outstanding per Loan	$	2,180,632
Industries Represented		36
Average Loan Amount per Industry	$	29,499,105
Portfolio Turnover Rate (YTD)		28	%
Weighted Average Days to Interest Rate Reset		38
Average Loan Final Maturity		49 months
Total Leverage as a Percentage of Total Assets (including preferred shares)		23.05	%

PERFORMANCE SUMMARY

The Trust declared $0.08 of dividends during the second fiscal quarter and $0.16 during the six months ended August 31, 2010. Based on the average month-end net asset value ("NAV") per share of $5.68 for the second fiscal quarter and $5.75 for the six month period, this resulted in an annualized distribution rate^₍₁₎ of 5.77% for the second fiscal quarter and 5.60% for the six month period. The Trust's total net return for the second fiscal quarter, based on NAV, was 1.67% versus a total gross return on the S&P/LSTA Leveraged Loan Index (the "Index")^₍₂₎ of 1.43% for the same quarter. For the six months ended August 31, 2010, the Trust's total return, based on NAV, was 2.66%, versus 2.88% gross return for the Index. The total market value return (based on full reinvestment of dividends) for the Trust's common shares during the second fiscal quarter was 3.37% and for the six months ended August 31, 2010 was (4.78)%.

MARKET REVIEW

After a pullback starting in late April and lasting through June effectively ended a streak of 16 consecutive monthly gains, the U.S. loan market improved moderately in July and August, resulting in a respectable Index return for the six month period ended August 31, 2010. Consistent with the experience in most financial markets, the softness early in the period was

⁽¹⁾ The distribution rate is calculated by annualizing dividends and distributions declared during the period and dividing the resulting annualized dividend by the Trust's average net asset value (in the case of NAV) or the average month-end NYSE Composite closing price (in the case of market). The distribution rate is based solely on the actual dividends and distributions, which are made at the discretion of management. The distribution rate may or may not include all investment income and ordinarily will not include capital gains or losses, if any.

⁽²⁾ The Index is an unmanaged total return index that captures accrued interest, repayments, and market value changes. It represents a broad cross section of leveraged loans syndicated in the United States, including dollar-denominated loans to overseas issuers. Standard & Poor's ("S&P") and the Loan Syndications and Trading Association ("LSTA") conceived the Index to establish a performance benchmark for the syndicated leveraged loan industry. An investor cannot invest directly in an index.

ING Prime Rate Trust

PORTFOLIO MANAGERS' REPORT (continued)

directly attributable to investor fears over the fiscal condition of the weaker European Union nations, and the potential impact of that destabilization on euro zone growth. Moving into the summer months, solid underlying fundamental loan market performance (i.e., generally improving earnings and declining default rates), together with a relatively healthy supply/demand balance, was able to offset sporadic negative headlines regarding the state of the recovery here at home. The volume of new loan transactions coming to market during the late summer months, while up nicely from the year earlier period, was moderate in absolute terms, and easily absorbed by investors seeking incremental yield and protection from the eventual rise in short-term interest rates.

TOP TEN SENIOR LOAN ISSUERS AS OF AUGUST 31, 2010 AS A PERCENTAGE OF:
	TOTAL ASSETS			NET ASSETS
CHS/Community Health Systems, Inc.		3.3	%		4.4	%
Cequel Communications, LLC		2.4	%		3.2	%
CSC Holdings, Inc.		1.7	%		2.3	%
PBL Media Finance Pty., Ltd.		1.7	%		2.2	%
Univision Communications, Inc.		1.6	%		2.1	%
Texas Competitive Electric Holdings Company, LLC		1.6	%		2.1	%
Ford Motor Company		1.5	%		2.0	%
HCA, Inc.		1.5	%		2.0	%
Charter Communications Operating, LLC		1.3	%		1.8	%
HDC Mezz 1 Partners, L.P.		1.2	%		1.6	%

PORTFOLIO REVIEW

The use of leverage for investment purposes was beneficial to returns, as loan prices moved generally higher save for May and June. The Trust's quality bias relative to the Index proved to be a hindrance to relative performance during the period as a whole, as the riskiest part of the market, i.e., those loans rated CCC+ and below, posted a six-month return of 6.5%, versus 1.99% and 2.16% for those rated BB and B, respectively. We note that, at August-end, loans rated CCC+ and below accounted for approximately 2.4% of the Trust's portfolio, as compared to 14.8% for the Index. Gains on restructured loan assets, a relatively small portion of Trust assets, also proved beneficial later in the period. One such restructuring, LyondellBasell Industries N.V., in which the Trust received a combination of new debt and stock upon exit of bankruptcy, has performed well in recent months, allowing us to monetize portions of the Fund's equity position at attractive prices.

We believe the Trust remained well diversified as of August 31, 2010; the average issuer and sector exposure stood at 0.3% and 2.6%, respectively. There was no major shift in sector allocation or top holdings during the period, as healthcare, cable television and printing/publishing remained the top three industry weightings.

TOP TEN INDUSTRY SECTORS AS OF AUGUST 31, 2010 AS A PERCENTAGE OF:
	TOTAL ASSETS			NET ASSETS
Healthcare, Education and Childcare		13.0	%		17.2	%
North American Cable		8.8	%		11.7	%
Printing & Publishing		6.7	%		8.8	%
Data and Internet Services		5.6	%		7.5	%
Retail Stores		5.5	%		7.3	%
Chemicals, Plastics & Rubber		5.2	%		7.0	%
Utilities		4.6	%		6.2	%
Radio and TV Broadcasting		3.7	%		4.9	%
Containers, Packaging & Glass		3.6	%		4.8	%
Diversified / Conglomerate Service		3.6	%		4.8	%

ING Prime Rate Trust

PORTFOLIO MANAGERS' REPORT (continued)

Ratings Distribution as of August 31, 2010 (Unaudited)
Baa	3.0	%
Ba	43.7	%
B	41.3	%
Caa and below	3.0	%
Not rated*	9.0	%

Ratings distribution shows the percentage of the Trust's loan commitments (excluding cash and foreign cash) that are rated in each ratings category, based upon the categories provided by Moody's Investors Service, Inc. Ratings distribution is based on Moody's senior secured facility ratings. Loans rated below Baa by Moody's are considered to be below investment grade. Ratings can change from time to time, and current ratings may not fully reflect the actual credit condition or risks posed by a loan.

* Not rated includes loans to non-U.S. borrowers (which are typically unrated) and loans for which the rating has been withdrawn.

OUTLOOK

As we move into the final months of 2010, the loan market's technical positioning appears relatively solid, even in the face of a rising tide of attractively-priced new issues. Investor demand continues to be reasonably healthy despite the current low rate environment — perhaps an indication of a growing concern about the effect on asset values when the shift in monetary policy eventually comes. Issuer-level creditworthiness has generally improved, although much of the low hanging fruit has been collected (e.g., pretax earnings and profit margin improvement). From a macroeconomic perspective, we believe global headwinds remain both strong and unpredictable. In particular, the U.S. economy is growing at a sub-par pace and remains vulnerable to potential shocks, and uncertainties over sovereign debt risk in Europe continue to rear up with some regularity. We therefore continue to focus on credit fundamentals consistent with the Trust's relatively conservative and value-driven strategy.



Jeffrey A. Bakalar Senior Vice President Senior Portfolio Manager ING Investment Management Co.				Daniel A. Norman Senior Vice President Senior Portfolio Manager ING Investment Management Co.

ING Prime Rate Trust
October 8, 2010

ING Prime Rate Trust

PORTFOLIO MANAGERS' REPORT (continued)

	Average Annual Total Returns for the Years Ended August 31, 2010
	1 Year			3 Years			5 Years			10 Years
Based on Net Asset Value (NAV)		15.69	%		0.58	%		2.28	%		3.22	%
Based on Market Value		24.77	%		1.64	%		2.84	%		2.77	%
S&P/LSTA Leveraged Loan Index		12.76	%		4.84	%		4.61	%		4.87	%
Credit-Suisse Leveraged Loan Index		12.53	%		3.25	%		3.81	%		4.45	%

The table above illustrates the total return of the Trust against the Indices indicated. An index has no cash in its portfolio, imposes no sales charges and incurs no operating expenses. An investor cannot invest directly in an index.

Total returns based on NAV reflect that ING Investments, LLC (the Trust's "Investment Adviser") may have waived or recouped fees and expenses otherwise payable by the Trust.

Performance data represents past performance and is no guarantee of future results. Investment return and principal value of an investment in the Trust will fluctuate. Shares, when sold, may be worth more or less than their original cost. The Trust's future performance may be lower or higher than the performance data shown. Please log on to www.ingfunds.com or call (800) 992-0180 to get performance through the most recent month end.

Calculation of total return assumes a hypothetical initial investment at the net asset value (in the case of NAV) or the New York Stock Exchange ("NYSE") Composite closing price (in the case of Market Value) on the last business day before the first day of the stated period, with all dividends and distributions reinvested at the actual reinvestment price.

Senior loans are subject to credit risks and the potential for non-payment of scheduled principal or interest payments, which may result in a reduction of the Trust's NAV.

This report contains statements that may be "forward-looking" statements. Actual results could differ materially from those projected in the "forward-looking" statements.

The views expressed in this report reflect those of the portfolio managers only through the end of the period of the report as stated on the cover. The portfolio managers' views are subject to change at any time based on market and other conditions.

INDEX DESCRIPTIONS

The S&P/LSTA Leveraged Loan Index is an unmanaged total return index that captures accrued interest, repayments, and market value changes. It represents a broad cross section of leveraged loans syndicated in the United States, including dollar-denominated loans to overseas issuers. Standard & Poor's and the Loan Syndications & Trading Association ("LSTA") conceived the Index to establish a performance benchmark for the syndicated leveraged loan industry. An investor cannot invest directly in an index.

The Credit-Suisse Leveraged Loan Index is an unmanaged index of below investment grade loans designed to mirror the investable universe of the U.S. dollar-denominated leveraged loan market. An investor cannot invest directly in an index.

ING Prime Rate Trust

PORTFOLIO MANAGERS' REPORT (continued)

YIELDS AND DISTRIBUTION RATES
	Prime Rate			NAV 30-day SEC Yield^(A)			Mkt. 30-Day SEC Yield^(A)			Annualized Dist. Rate @ NAV^(B)			Annualized Dist. Rate @ Mkt.^(B)
August 31, 2010		3.25	%		4.89	%		5.08	%		5.78	%		6.00	%
May 31, 2010		3.25	%		4.91	%		5.19	%		5.47	%		5.78	%
February 28, 2010		3.25	%		4.20	%		4.04	%		5.24	%		5.05	%
November 30, 2009		3.25	%		5.40	%		5.72	%		6.18	%		6.54	%

^(A) Yield is calculated by dividing the Trust's net investment income per share for the most recent thirty days by the net asset value (in the case of NAV) or the NYSE Composite closing price (in the case of Market) at quarter-end. Yield calculations do not include any commissions or sales charges, and are compounded for six months and annualized for a twelve-month period to derive the Trust's yield consistent with the U.S. Securities and Exchange Commission ("SEC") standardized yield formula.

^(B) The distribution rate is calculated by annualizing the last monthly dividend of each quarter and dividing the resulting annualized dividend amount by the Trust's net asset value (in the case of NAV) or the NYSE Composite closing price (in case of Market) at quarter-end.

Risk is inherent in all investing. The following are the principal risks associated with investing in the Trust. This is not, and is not intended to be, a description of all risks of investing in the Trust. A more detailed description of the risks of investing in the Trust is contained in the Trust's current prospectus.

Credit Risk: The Trust invests a substantial portion of its assets in below investment grade senior loans and other below investment grade assets. Below investment grade loans involve a greater risk that borrowers may not make timely payment of the interest and principal due on their loans. They also involve a greater risk that the value of such loans could decline significantly. If borrowers do not make timely payments of the interest due on their loans, the yield on the Trust's common shares will decrease. If borrowers do not make timely payment of the principal due on their loans, or if the value of such loans decreases, the value of the Trust's NAV will decrease.

Interest Rate Risk: Changes in short-term market interest rates will directly affect the yield on the Trust's common shares. If short-term market interest rates fall, the yield on the Trust's common shares will also fall. To the extent that the interest rate spreads on loans in the Trust experience a general decline, the yield on the Trust will fall and the value of the Trust's assets may decrease, which will cause the Trust's value to decrease. Conversely, when short-term market interest rates rise, because of the lag between changes in such short-term rates and the resetting of the floating rates on assets in the Trust's portfolio, the impact of rising rates will be delayed to the extent of such lag.

Leverage Risk: The Trust borrows money for investment purposes. Borrowing increases both investment opportunity and investment risk. In the event of a general market decline in the value of assets such as those in which the Trust invests, the effect of that decline will be magnified in the Trust because of the additional assets purchased with the proceeds of the borrowings. The Trust also faces the risk that it might have to sell assets at relatively less advantageous times if it were forced to de-leverage if a source of leverage becomes unavailable.

ING Prime Rate Trust

STATEMENT OF ASSETS AND LIABILITIES as of August 31, 2010 (Unaudited)

ASSETS:
Investments in securities at value (Cost $1,163,084,936)	$	1,088,923,215
Cash		1,747,488
Foreign currencies at value (Cost $554,945)		554,911
Receivables:
Investment securities sold		18,214,076
Interest		4,979,418
Other		23,929
Unrealized appreciation on forward foreign currency contracts		325,443
Prepaid expenses		2,741
Total assets		1,114,771,221
LIABILITIES:
Notes payable		107,000,000
Payable for investment securities purchased		16,028,080
Deferred arrangement fees on senior loans		140,144
Dividends payable — preferred shares		5,229
Payable to affilates		994,431
Payable to custodian		95,750
Accrued trustees fees		12,407
Unrealized depreciation on forward foreign currency contracts		317,698
Unrealized depreciation on unfunded commitments		1,529,148
Other accrued expenses		114,962
Total liabilities		126,237,849
Preferred shares, $25,000 stated value per share at liquidation value (6,000 shares outstanding)		150,000,000
NET ASSETS	$	838,533,372
Net assets value per common share outstanding (net assets divided by 146,953,833 shares of beneficial interest authorized and outstanding, no par value)	$	5.71
NET ASSETS WERE COMPRISED OF:
Paid-in capital	$	1,274,477,658
Undistributed net investment income		3,444,695
Accumulated net realized loss		(363,667,448	)
Net unrealized depreciation		(75,721,533	)
NET ASSETS	$	838,533,372

See Accompanying Notes to Financial Statements
7

ING Prime Rate Trust

STATEMENT OF OPERATIONS for the Six Months Ended August 31, 2010 (Unaudited)

INVESTMENT INCOME:
Interest	$	27,108,440
Amendment fees earned		342,028
Other		1,106,974
Total investment income		28,557,442
EXPENSES:
Investment management fees		4,529,973
Administration fees		1,415,616
Transfer agent fees		35,871
Interest expense		1,376,007
Custody and accounting expense		274,635
Professional fees		107,824
Preferred shares — dividend disbursing agent fees		187,248
Postage expense		153,165
Trustees fees		9,766
Miscellaneous expense		158,618
Total expenses		8,248,723
Net investment income		20,308,719
REALIZED AND UNREALIZED GAIN (LOSS):
Net realized gain (loss) on:
Investments		(2,410,248	)
Forward foreign currency contracts		6,061,357
Foreign currency related transactions		481,177
Net realized gain		4,132,286
Net change in unrealized appreciation or depreciation on:
Investments		(2,052,829	)
Forward foreign currency contracts		(1,374,725	)
Foreign currency related transactions		9,885
Unfunded commitments		(40,569	)
Net change in unrealized appreciation or depreciation		(3,458,238	)
Net realized and unrealized gain		674,048
DISTRIBUTIONS TO PREFERRED SHAREHOLDERS:
From net investment income		(247,954	)
Increase in net assets resulting from operations	$	20,734,813

See Accompanying Notes to Financial Statements
8

ING Prime Rate Trust

STATEMENTS OF CHANGES IN NET ASSETS (Unaudited)

	Six Months Ended August 31, 2010			Year Ended February 28, 2010
FROM OPERATIONS:
Net investment income	$	20,308,719		$	40,578,441
Net realized gain (loss)		4,132,286			(79,461,767	)
Net change in unrealized appreciation or depreciation		(3,458,238	)		362,783,607
Distributions to preferred shareholders from net investment income		(247,954	)		(534,821	)
Increase in net assets resulting from operations		20,734,813			323,365,460
FROM DISTRIBUTIONS TO COMMON SHAREHOLDERS:
From net investment income		(23,394,644	)		(45,727,025	)
Decrease in net assets from distributions to common shareholders		(23,394,644	)		(45,727,025	)
CAPITAL SHARE TRANSACTIONS:
Reinvestment of distributions from common shares		392,395			193,985
Proceeds from shares sold		10,016,035			112,650
Net increase from capital share transactions		10,408,430			306,635
Net increase in net assets		7,748,599			277,945,070
NET ASSETS:
Beginning of period		830,784,773			552,839,703
End of period (including undistributed net investment income of $3,444,695 and $6,778,574 respectively)	$	838,533,372		$	830,784,773

See Accompanying Notes to Financial Statements
9

ING Prime Rate Trust

STATEMENT OF CASH FLOWS for the Six Months Ended August 31, 2010 (Unaudited)

INCREASE (DECREASE) IN CASH Cash Flows From Operating Activities:
Interest received	$	21,208,379
Dividends paid to preferred shareholders		(247,973	)
Arrangement fee paid		(101,474	)
Other income received		1,463,031
Interest paid		(1,376,007	)
Other operating expenses paid		(7,223,417	)
Purchases of securities		(320,459,642	)
Proceeds on sale of securities		345,611,740
Net cash provided by operating activities		38,874,637
Cash Flows From Financing Activities:
Dividends paid to common shareholders		(23,002,249	)
Redemption of preferred shares		(50,000,000	)
Proceeds from shares sold		10,016,035
Net increase of notes payable		24,000,000
Net cash flows used in financing activities		(38,986,214	)
Net decrease		(111,577	)
Cash at beginning of period		1,859,065
Cash at end of period	$	1,747,488
Reconciliation of Net Increase In Net Assets Resulting From Operations To Net Cash Provided by Operating Activities:
Net increase in net assets resulting from operations	$	20,734,813
Adjustments to reconcile net increase in net assets resulting from operations to net cash provided by operating activities:
Change in unrealized appreciation or depreciation on investments		2,052,829
Change in unrealized appreciation or depreciation on foreign currencies		42
Change in unrealized appreciation or depreciation on forward foreign currency contracts		1,374,725
Change in unrealized depreciation on unfunded commitments		40,569
Change in unrealized appreciation or depreciation on other assets and liablilities		(9,927	)
Net accretion of discounts on investments		(5,365,123	)
Net amortization of premiums on investments		115,851
Net realized gain on sale of investments and foreign currency related transactions		(4,132,286	)
Purchases of securities		(320,459,642	)
Proceeds on sale of securities		345,611,740
Decrease in other assets		4,102
Increase in interest receivable		(650,789	)
Decrease in prepaid expenses		6,208
Decrease in deferred arrangement fees on senior loans		(101,474	)
Decrease in dividends payable — preferred shares		(19	)
Increase in payable to affiliates		98,007
Decrease in accrued trustees fees		(5,221	)
Decrease in other accrued expenses		(439,768	)
Total adjustments		18,139,824
Net cash provided by operating activities	$	38,874,637
Non Cash Financing Activities
Reinvestment of dividends	$	392,395

See Accompanying Notes to Financial Statements
10

FINANCIAL HIGHLIGHTS (UNAUDITED)

Selected data for a share of beneficial interest outstanding throughout each year or period.

				Per Share Operating Performance
		Net asset value, beginning of year or period		Net investment income (loss)		Net realized and unrealized gain (loss)			Distribution to Preferred Shareholders			Change in net asset value from Share offerings			Total from investment operations			Distribution to Common Shareholders from net investment income			Total distributions			Net asset value, end of year or period		Closing market price, end of year or period
Year or period ended		($)		($)		($)			($)			($)			($)			($)			($)			($)		($)
ING Prime Rate Trust
	08-31-10		5.72		0.14		0.01			(0.00	)*		—			0.15			(0.16	)		(0.16	)		5.71		5.50
	02-28-10		3.81		0.28		1.95			(0.00	)*		—			2.23			(0.32	)		(0.32	)		5.72		5.94
	02-28-09		6.11		0.46		(2.29	)		(0.06	)		—			(1.89	)		(0.41	)		(0.47	)		3.81		3.50
	02-29-08		7.65		0.75		(1.57	)		(0.16	)		—			(0.98	)		(0.56	)		(0.72	)		6.11		5.64
	02-28-07		7.59		0.71		0.06			(0.16	)		—			0.61			(0.55	)		(0.71	)		7.65		7.40
	02-28-06		7.47		0.57		0.12			(0.11	)		—			0.58			(0.46	)		(0.57	)		7.59		7.02
	02-28-05		7.34		0.45		0.16			(0.05	)		—			0.56			(0.43	)		(0.48	)		7.47		7.56
	02-29-04		6.73		0.46		0.61			(0.04	)		—			1.03			(0.42	)		(0.46	)		7.34		7.84
	02-28-03		7.20		0.50		(0.47	)		(0.05	)		—			(0.02	)		(0.45	)		(0.50	)		6.73		6.46
	02-28-02		8.09		0.74		(0.89	)		(0.11	)		—			(0.26	)		(0.63	)		(0.74	)		7.20		6.77
	02-28-01		8.95		0.88		(0.78	)		(0.06	)		(0.04	)		—			(0.86	)		(0.92	)		8.09		8.12

		Total Investment Return⁽¹⁾						Ratios to average net assets										Supplemental data
		Total Investment Return at net asset value⁽²⁾			Total Investment Return at closing market price⁽³⁾			Expenses (before interest and other fees related to revolving credit facility)⁽⁴⁾			Expenses, prior to fee waivers and/or recoupments, if any⁽⁴⁾			Expenses, net of fee waivers and/or recoupments, if any⁽⁴⁾		Net investment income (loss)⁽⁴⁾		Net assets, end of year or period		Portfolio Turnover
Year or period ended		(%)			(%)			(%)			(%)			(%)		(%)		($000's)		(%)
ING Prime Rate Trust
	08-31-10		2.66			(4.78	)		1.63			1.94			1.94		4.78		838,533		28
	02-28-10		60.70			81.66			1.77	⁽⁶⁾		1.99	⁽⁶⁾		1.93		5.56		830,785		38
	02-28-09		(31.93	)⁽⁵⁾		(32.03	)⁽⁵⁾		1.95			3.01			3.01		7.86		552,840		10
	02-29-08		(13.28	)		(17.25	)		2.20			4.36			4.36		10.35		886,976		60
	02-28-07		8.85			13.84			2.21			4.62			4.62		9.42		1,109,539		60
	02-28-06		8.53			(0.82	)		2.33			4.27			4.27		7.71		1,100,671		81
	02-28-05		7.70			2.04			2.29			3.18			3.17		6.04		1,082,748		93
	02-29-04		15.72			28.77			2.11			2.40			2.40		6.68		1,010,325		87
	02-28-03		0.44			2.53			2.19			2.68			2.68		7.33		922,383		48
	02-28-02		(3.02	)		(9.20	)		2.25			3.64			3.64		9.79		985,982		53
	02-28-01		0.19			9.10			1.81			4.45			4.45		10.39		1,107,432		46

⁽¹⁾ Total investment return calculations are attributable to common shares.

⁽²⁾ Total investment return at net asset value has been calculated assuming a purchase at net asset value at the beginning of each period and a sale at net asset value at the end of each period and assumes reinvestment of dividends and capital gain distributions, if any, in accordance with the provisions of the dividend reinvestment plan. Total investment return at net asset value is not annualized for periods less than one year.

⁽³⁾ Total investment return at market value has been calculated assuming a purchase at market value at the beginning of each period and a sale at market value at the end of each period and assumes reinvestment of dividends and capital gain distributions, if any, in accordance with the provisions of the dividend reinvestment plan. Total investment return at market value is not annualized for periods less than one year.

⁽⁴⁾ Annualized for periods less than one year.

⁽⁵⁾ There was no impact on total return due to payments by affiliates.

⁽⁶⁾ Includes excise tax fully reimbursed by the Investment Adviser.

^* Amount is more than $(0.005).

See Accompanying Notes to Financial Statements
11

FINANCIAL HIGHLIGHTS (UNAUDITED) (CONTINUED)

Selected data for a share of beneficial interest outstanding throughout each year or period.

		Ratios to average net assets including Preferred Shares^(a)										Ratios to average net assets plus borrowings
		Expenses (before interest and other fees related to revolving credit facility)⁽⁴⁾			Expenses, prior to fee waivers and/or recoupments, if any⁽⁴⁾			Expenses, net of fee waivers and/or recoupments, if any⁽⁴⁾		Net investment income (loss)⁽⁴⁾		Expenses (before interest and other fees related to revolving credit facility)⁽⁴⁾			Expenses, prior to fee waivers and/or recoupments, if any⁽⁴⁾			Expenses, net of fee waivers and/or recoupments, if any⁽⁴⁾		Net investment income (loss)⁽⁴⁾
Year or period ended		(%)			(%)			(%)		(%)		(%)			(%)			(%)		(%)
ING Prime Rate Trust
	08-31-10		1.35			1.61			1.61		3.97		1.43			1.73			1.73		4.25
	02-28-10		1.36	⁽⁶⁾		1.52	⁽⁶⁾		1.48		4.26		1.67	⁽⁶⁾		1.87	⁽⁶⁾		1.81		5.23
	02-28-09		1.54			2.38			2.38		6.22		1.54			2.37			2.37		6.21
	02-29-08		1.54			3.05			3.05		7.23		1.60			3.17			3.17		7.53
	02-28-07		1.57			3.27			3.27		6.68		1.56			3.25			3.25		6.63
	02-28-06		1.64			3.02			3.02		5.44		1.58			2.90			2.90		5.24
	02-28-05		1.60			2.22			2.21		4.21		1.63			2.27			2.26		4.32
	02-29-04		1.45			1.65			1.65		4.57		1.84			2.09			2.09		5.82
	02-28-03		1.49			1.81			1.81		4.97		1.82			2.23			2.23		6.10
	02-28-02		1.57			2.54			2.54		6.83		1.66			2.70			2.70		7.24
	02-28-01		1.62			3.97			3.97		9.28		1.31			3.21			3.21		7.50

		Supplemental data
		Preferred Shares — Aggregate amount outstanding		Liquidation and market value per share of Preferred Shares		Asset coverage inclusive of Preferred Shares and debt per share^(b)		Borrowings at end of period		Asset coverage per $1,000 of debt^(b)		Average borrowings		Common shares outstanding at end of year or period
Year or period ended		($000's)		($)		($)		($000's)		($)		($000's)		(000's)
ING Prime Rate Trust
	08-31-10		150,000		25,000		106,575		107,000		10,239		107,690		146,954
	02-28-10		200,000		25,000		98,400		83,000		13,419		46,416		145,210
	02-28-09		225,000		25,000		70,175		81,000		10,603		227,891		145,178
	02-29-08		450,000		25,000		53,125		338,000		4,956		391,475		145,094
	02-28-07		450,000		25,000		62,925		281,000		6,550		459,982		145,033
	02-28-06		450,000		25,000		55,050		465,000		4,335		509,178		145,033
	02-28-05		450,000		25,000		53,600		496,000		4,090		414,889		145,033
	02-29-04		450,000		25,000		62,425		225,000		7,490		143,194		137,638
	02-28-03		450,000		25,000		62,375		167,000		9,218		190,671		136,973
	02-28-02		450,000		25,000		58,675		282,000		6,092		365,126		136,973
	02-28-01		450,000		25,000		53,825		510,000		4,054		450,197		136,847

(a) Ratios do not reflect the effect of dividend payments to Preferred Shareholders; income ratios reflect income earned on assets attributable to Preferred Shareholders; ratios do not reflect any add-back for the borrowings.

(b) Asset coverage ratios, for periods prior to fiscal 2009, represented the coverage available for both the borrowings and preferred shares expressed in relation to each $1,000 of borrowings and preferred shares liquidation value outstanding. The Asset coverage ratio per $1,000 of debt for periods subsequent to fiscal 2008, is presented to represent the coverage available to each $1,000 of borrowings before consideration of any preferred shares liquidation price, while the Asset coverage inclusive of Preferred Shares, presents the coverage available to both borrowings and preferred shares, expressed in relation to the per share liquidation price of the preferred shares.

See Accompanying Notes to Financial Statements
12

ING Prime Rate Trust

NOTES TO FINANCIAL STATEMENTS as of August 31, 2010 (Unaudited)

NOTE 1 — ORGANIZATION

ING Prime Rate Trust (the "Trust"), a Massachusetts business trust, is registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as a diversified, closed-end, management investment company. The Trust invests primarily in senior loans, which generally are not registered under the Securities Act of 1933, as amended (the "1933 Act"), and which contain certain restrictions on resale and cannot be sold publicly. These 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.

NOTE 2 — SIGNIFICANT ACCOUNTING POLICIES

The following is a summary of the significant accounting policies consistently followed by the Trust in the preparation of its financial statements. The policies are in conformity with U.S. generally accepted accounting principles for investment companies.

A. Senior Loan and Other Security Valuation. Senior loans held by the Trust are normally valued at the average of the means of one or more bid and ask quotations obtained from an independent pricing service or other sources determined by the Trust's Board to be independent and believed to be reliable. Loans for which reliable market value quotations are not readily available may be valued with reference to another loan or a group of loans for which reliable quotations are readily available and whose characteristics are comparable to the loan being valued. Under this approach, the comparable loan or loans serve as a proxy for changes in value of the loan being valued.

The Trust has engaged independent pricing services to provide market value quotations from dealers in loans and, when such quotations are not readily available, to calculate values under the proxy procedure described above. As of August 31, 2010, 98.4% of total loans were valued based on these procedures. It is expected that most of the loans held by the Trust will continue to be valued with reference to quotations from the independent pricing service (level 2) or with reference to the proxy procedure described above.

Prices from a pricing source may not be available for all loans and the Investment Adviser or ING Investment Management Co. ("ING IM" or the "Sub-Adviser"), may believe that the price for a loan derived from market quotations or the proxy procedure described above is not reliable or accurate. Among other reasons, this may be the result of information about a particular loan or borrower known to the Investment Adviser or the Sub-Adviser that the Investment Adviser or the Sub-Adviser believes may not be known to the pricing service or reflected in a price quote. In this event, the loan is valued at fair value, as defined by the 1940 Act, as determined in good faith under procedures established by the Board and in accordance with the provisions of the 1940 Act. Under these procedures, fair value is determined by the Investment Adviser or Sub-Adviser and monitored by the Board through its Compliance Committee.

In fair valuing a loan, consideration is given to several factors, which may include, among others, the following: (i) the characteristics of and fundamental analytical data relating to the loan, including the cost, size, current interest rate, period until the next interest rate reset, maturity and base lending rate of the loan, the terms and conditions of the loan and any related agreements, and the position of the loan in the borrower's debt structure; (ii) the nature, adequacy and value of the collateral, including the Trust's rights, remedies and interests with respect to the collateral; (iii) the creditworthiness of the borrower and the cash flow coverage of outstanding principal and interest, based on an evaluation of its financial condition, financial statements and information about the borrower's business, cash flows, capital structure and future prospects; (iv) information relating to the market for the loan, including price quotations

ING Prime Rate Trust

NOTES TO FINANCIAL STATEMENTS as of August 31, 2010 (Unaudited) (continued)

NOTE 2 — SIGNIFICANT ACCOUNTING POLICIES (continued)

for, and trading in, the loan and interests in similar loans; (v) the reputation and financial condition of the agent for the loan and any intermediate participants in the loan; (vi) the borrower's management; and (vii) the general economic and market conditions affecting the fair value of the loan. Securities for which the primary market is a national securities exchange are valued at the last reported sale price. Securities reported by NASDAQ will be valued at the NASDAQ Official Closing Price. Securities traded in the over-the-counter market and listed securities for which no sale was reported on a valuation date are valued at the mean between the last reported bid and ask price on such exchange. Securities, other than senior loans, for which reliable market value quotations are not readily available, and all other assets, will be valued at their respective fair values as determined in good faith by, and under procedures established by, the Board. Investments in securities of sufficient credit quality maturing in 60 days or less from the date of acquisition are valued at amortized cost which approximates fair value.

Fair value is defined as the price that the Trust would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. Each investment asset or liability of the Trust is assigned a level at measurement date based on the significance and source of the inputs to its valuation. Quoted prices in active markets for identical securities are classified as "Level 1", inputs other than quoted prices for an asset or liability that are observable are classified as "Level 2" and unobservable inputs, including the sub-adviser's judgment about the assumptions that a market participant would use in pricing an asset or liability are classified as "Level 3". The inputs used for valuing securities are not necessarily an indication of the risks associated with investing in those securities. Short-term securities of sufficient credit quality which are valued at amortized cost, which approximates fair value, are generally considered to be Level 2 securities under applicable accounting rules. A table summarizing the Trust's investments under these levels of classification is included following the Portfolio of Investments.

For the period ended August 31, 2010, there have been no significant changes to the fair valuation methodologies.

B. Security Transactions and Revenue Recognition. Revolver and delayed draw loans are booked on a settlement date basis. Security transactions and senior loans are accounted for on trade date (date the order to buy or sell is executed). Realized gains or losses are reported on the basis of identified cost of securities sold. Dividend income is recognized on the ex-dividend date. Interest income is recorded on an accrual basis at the then-current interest rate of the loan. The accrual of interest on loans is partially or fully discontinued when, in the opinion of management, there is an indication that the borrower may be unable to meet payments as they become due. If determined to be uncollectable, accrued interest is also written off. Cash collections on non-accrual senior loans are generally applied as a reduction to the recorded investment of the loan. Senior loans are generally returned to accrual status only after all past due amounts have been received and the borrower has demonstrated sustained performance. For all loans, except revolving credit facilities, fees received are treated as discounts and are accreted whereas premiums are amortized. Fees associated with revolving credit facilities are deferred and recognized over the shorter of four years or the actual term of the loan.

C. Foreign Currency Translation. The books and records of the Trust are maintained in U.S. dollars. Any foreign currency amounts are translated into U.S. dollars on the following basis:

(1) Market value of investment securities, other assets and liabilities — at the exchange rates prevailing at the end of the day.

(2) Purchases and sales of investment securities, income and expenses — at the rates of exchange prevailing on the respective dates of such transactions.

ING Prime Rate Trust

NOTES TO FINANCIAL STATEMENTS as of August 31, 2010 (Unaudited) (continued)

NOTE 2 — SIGNIFICANT ACCOUNTING POLICIES (continued)

Although the net assets and the market values are presented at the foreign exchange rates at the end of the day, the Trust does not isolate the portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gains or losses from investments. For securities, which are subject to foreign withholding tax upon disposition, liabilities are recorded on the Statement of Assets and Liabilities for the estimated tax withholding based on the securities current market value. Upon disposition, realized gains or losses on such securities are recorded net of foreign withholding tax.

Reported net realized foreign exchange gains or losses arise from sales of foreign currencies, currency gains or losses realized between the trade and settlement dates on securities transactions, the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Trust's books, and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities other than investments in securities at fiscal year end, resulting from changes in the exchange rate. Foreign security and currency transactions may involve certain considerations and risks not typically associated with investing in U.S. companies and the U.S. government. These risks include, but are not limited to, revaluation of currencies and future adverse political and economic developments which could cause securities and their markets to be less liquid and prices more volatile than those of comparable U.S. companies and U.S. government securities.

D. Forward Foreign Currency Contracts. The Trust may enter into forward foreign currency contracts primarily to hedge against foreign currency exchange rate risks on its non-U.S. dollar denominated investment securities. A forward foreign currency contract is an agreement between two parties to buy and sell a currency at a set price on a future date. The market value of a foreign currency contract fluctuates with changes in foreign currency exchange rates. Forward foreign currency contracts are marked to market daily and the change in value is recorded by the Trust as an unrealized gain or loss and is reported in the Statement of Assets and Liabilities. Realized gains or losses equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed are recorded upon delivery or receipt of the currency and are included in the Statement of Operations. These instruments may involve market risk in excess of the amount recognized in the Statement of Assets and Liabilities. In addition, the Trust could be exposed to risk if the counterparties are unable to meet the terms of the contracts or if the value of the currency changes unfavorably to the U.S. dollar. Open forward foreign currency contracts are presented following the Portfolio of Investments. For the period ended August 31, 2010, the Trust had an average quarterly contract amount on forward foreign currency contracts to sell of $111,894,204.

E. Federal Income Taxes. It is the policy of the Trust to comply with the requirements of subchapter M of the Internal Revenue Code that are applicable to regulated investment companies and to distribute substantially all of its net investment income and any net realized capital gains to its shareholders. Therefore, a federal income tax or excise tax provision is not required. Management has considered the sustainability of the Trust's tax positions taken on federal income tax returns for all open tax years in making this determination. No capital gain distributions shall be made until the capital loss carryforwards have been fully utilized or expire.

F. Distributions to Common Shareholders. The Trust declares and pays dividends monthly from net investment income. Distributions from capital gains, if any, are declared and paid annually. The Trust may make additional distributions to comply with the distribution requirements of the Internal Revenue Code. The character and amounts of income and gains to be distributed are

ING Prime Rate Trust

NOTES TO FINANCIAL STATEMENTS as of August 31, 2010 (Unaudited) (continued)

NOTE 2 — SIGNIFICANT ACCOUNTING POLICIES (continued)

determined in accordance with federal income tax regulations, which may differ from U.S. generally accepted accounting principles for investment companies. The Trust records distributions to its shareholders on the ex-dividend date.

G. Dividend Reinvestments. Pursuant to the Trust's Shareholder Investment Program (the "Program"), PNC Global Investment Servicing (U.S.) Inc. ("PNC"), the Program administrator, purchases, from time to time, shares of beneficial interest of the Trust on the open market to satisfy dividend reinvestments. Such shares are purchased on the open market only when the closing sale or bid price plus commission is less than the NAV per share of the Trust's common shares on the valuation date. If the market price plus commissions is equal to or exceeds NAV, new shares are issued by the Trust at the greater of (i) NAV or (ii) the market price of the shares during the pricing period, minus a discount of 5%.

H. Use of Estimates. The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates.

I. Share Offerings. The Trust issues shares under various shelf registration statements, whereby the net proceeds received by the Trust from share sales may not be less than the greater of (i) the NAV per share or (ii) 94% of the average daily market price over the relevant pricing period.

NOTE 3 — INVESTMENTS

For the period ended August 31, 2010, the cost of purchases and the proceeds from principal repayment and sales of investments, excluding short-term notes, totaled $311,605,946 and $336,243,668, respectively. At August 31, 2010, the Trust held senior loans valued at $1,061,967,768 representing 97.5% of its total investments. The fair value of these assets is established as set forth in Note 2.

The senior loans acquired by the Trust typically take the form of a direct lending relationship with the borrower, and are typically acquired through an assignment of another lender's interest in a loan. The lead lender in a typical corporate loan syndicate administers the loan and monitors the collateral securing the loan.

Common and preferred shares, and stock purchase warrants held in the portfolio were acquired in conjunction with loans held by the Trust. Certain of these stocks and warrants are restricted and may not be publicly sold without registration under the 1933 Act, or without an exemption under the 1933 Act. In some cases, these restrictions expire after a designated period of time after issuance of the shares or warrants.

ING Prime Rate Trust

NOTES TO FINANCIAL STATEMENTS as of August 31, 2010 (Unaudited) (continued)

NOTE 3 — INVESTMENTS (continued)

Dates of acquisition and cost or assigned basis of restricted securities are as follows:

	Date of Acquisition	Cost or Assigned Basis
Allied Digital Technologies Corporation (Residual Interest in Bankruptcy Estate)	06/05/02	$	100
Ascend Media (Residual Interest)	01/05/10		—
Block Vision Holdings Corporation (719 Common Shares)	09/17/02		—
Boston Chicken, Inc. (Residual Interest in Boston Chicken Plan Trust)	12/26/00		9,793
Cedar Chemical (Liquidation Interest)	12/31/02		—
Enterprise Profit Solutions (Liquidation Interest)	10/21/02		—
Euro United Corporation (Residual Interest in Bankruptcy Estate)	06/21/02		100
Ferretti SPA (Warrants for 0.111% Participation Interest)	09/30/09		—
Gainey Corporation (Residual Interest)	12/31/09		—
Grand Union Company (Residual Interest in Bankruptcy Estate)	07/01/02		2,576
Kevco Inc. (Residual Interest in Bankruptcy Estate)	06/05/02		25
Lincoln Paper & Tissue (Warrants for 291 Common Shares, Expires August 14, 2015)	08/25/05		—
Lincoln Pulp and Eastern Fine (Residual Interest in Bankruptcy Estate)	06/08/04		—
Safelite Realty Corporation (57,804 Common Shares)	10/12/00		—
Supermedia, Inc. (39,592 Common Shares)	01/05/10		—
Transtar Metals (Residual Interest in Bankruptcy Estate)	01/09/03		40,230
US Office Products Company (Residual Interest in Bankruptcy Estate)	02/11/04		—
Total Restricted Securities excluding senior loans (fair value $599,862 was 0.07% of net assets at August 31, 2010)		$	52,823

NOTE 4 — MANAGEMENT AND ADMINISTRATION AGREEMENTS

The Trust has entered into an investment management agreement ("Investment Advisory Agreement") with the Investment Adviser, an Arizona limited liability company, to provide advisory and management services. The Investment Advisory Agreement compensates the Investment Adviser with a fee, computed daily and payable monthly, at an annual rate of 0.80% of the Trust's Managed Assets. For purposes of the Investment Advisory Agreement, "Managed Assets" shall mean the Trust's average daily gross asset value, minus the sum of the Trust's accrued and unpaid dividends on any outstanding preferred shares and accrued liabilities (other than liabilities for the principal amount of any borrowings incurred, commercial paper or notes issued by the Trust and the liquidation preference of any outstanding preferred shares).

The Investment Adviser entered into a Sub-Advisory agreement with ING IM, a Connecticut corporation. Subject to such policies as the Board or the Investment Adviser may determine, ING IM manages the Trust's assets in accordance with the Trust's investment objectives, policies, and limitations.

The Trust has also entered into an administration agreement with ING Funds Services, LLC (the "Administrator") to provide administrative services and also to furnish facilities. The Administrator is compensated with a fee, computed daily and payable monthly, at an annual rate of 0.25% of the Trust's Managed Assets.

ING Prime Rate Trust

NOTES TO FINANCIAL STATEMENTS as of August 31, 2010 (Unaudited) (continued)

NOTE 4 — MANAGEMENT AND ADMINISTRATION AGREEMENTS (continued)

The Investment Adviser, ING IM and the Administrator are indirect, wholly-owned subsidiaries of ING Groep N.V. ("ING Groep"). ING Groep is a global financial institution of Dutch origin offering banking, investments, life insurance, and retirement services.

ING Groep has adopted a formal restructuring plan that was approved by the European Commission in November 2009 under which the ING life insurance businesses, including the retirement services and investment management businesses, which include the Investment Adviser and its affiliates, would be divested by ING Groep by the end of 2013. While there can be no assurance that it will be carried out, the restructuring plan presents certain risks, including uncertainty about the effect on the businesses of the ING entities that service the Trust and potential termination of the Trust's existing advisory agreement, which may trigger the need for shareholder approval of new agreements.

NOTE 5 — TRANSACTIONS WITH AFFILIATES AND RELATED PARTIES

At August 31, 2010, the Trust had the following amounts recorded in payables to affiliates on the accompanying Statement of Assets and Liabilities:

Accrued Investment Management Fees				Accrued Administrative Fees				Total
$	757,662			$	236,769			$	994,431

The Trust has adopted a Retirement Policy ("Policy") covering independent trustees of the Trust who were trustees on or before May 9, 2007, and who will have served as an independent trustee for at least five years as of the date of their retirement (as that term is defined in the Policy). Benefits under the Policy are based on an annual rate as defined in the Policy.

The Trust has adopted a Deferred Compensation Plan (the "Plan"), which allows eligible non-affiliated trustees as described in the Plan to defer the receipt of all or a portion of the trustees fees payable. Amounts deferred are treated as though invested in various "notional" funds advised by ING Investments until distribution in accordance with the Plan.

NOTE 6 — COMMITMENTS

The Trust has entered into a $275 million 364-day revolving credit agreement which matures August 17, 2011, collateralized by assets of the Trust. Borrowing rates under this agreement are based on a fixed spread over LIBOR, and a commitment fee is charged on the unused portion. Prepaid arrangement fees are amortized over the term of the agreement. The amount of borrowings outstanding at August 31, 2010, was $107 million. Weighted average interest rate on outstanding borrowings was 1.69%, excluding fees related to the unused portion of the facilities, and other fees. The amount of borrowings represented 9.60% of total assets at August 31, 2010. Average borrowings for the period ended August 31, 2010 were $107,690,217 and the average annualized interest rate was 2.53% excluding other fees related to the unused portion of the facilities, and other fees.

As of August 31, 2010, the Trust had unfunded loan commitments pursuant to the terms of the following loan agreements:

Calpine Corporation	$	2,100,000
Cengage Learning, Inc.		2,622,222
Coleto Creek Power		5,000,000
	$	9,722,222

The unrealized depreciation on these commitments of $1,529,148 as of August 31, 2010 is reported as such on the Statement of Assets and Liabilities.

ING Prime Rate Trust

NOTES TO FINANCIAL STATEMENTS as of August 31, 2010 (Unaudited) (continued)

NOTE 7 — RIGHTS AND OTHER OFFERINGS

As of August 31, 2010, outstanding share offerings pursuant to shelf registrations were as follows:

Registration Date		Shares Registered		Shares Remaining
	8/17/09		25,000,000		24,980,237
	8/17/09		5,000,000		5,000,000

On November 2, 2000, the Trust issued 3,600 shares each of Series M, Series W and Series F Auction Rate Cumulative Preferred Shares, $0.01 Par Value, $25,000 liquidation preference, for a total issuance of $270 million. Also, on November 16, 2000, the Trust issued 3,600 shares of Series T and Series Th Auction Rate Cumulative Preferred Shares, $0.01 Par Value, $25,000 liquidation preference, for a total issuance of $180 million. The Trust used the net proceeds of the offering to partially pay down the then existing indebtedness and to purchase additional senior loans. Historically, Preferred Shares paid dividends based on a rate set at auctions, normally held every 7 days. In most instances dividends are also payable every 7 days, on the first business day following the end of the rate period. Preferred shares have no stated conversion, redemption or liquidation date, but may be redeemed at the election of the Trust. Such shares may only be redeemed by the Preferred Shareholders if the Trust fails to meet certain credit quality thresholds within its portfolio.

Since early February 2008, the Trust has not received sufficient hold orders or any purchase requests for its preferred shares during their weekly auctions that equaled the full amount of such shares. As a result, under the terms of the preferred shares, the amounts sold, if any, by each selling shareholder are reduced pro rata or to zero. In addition, the dividend rate on such preferred shares, which is normally set by means of a Dutch auction procedure, automatically reset to the maximum rate permitted under the preferred shares program. That maximum rate is 150% of the applicable commercial paper base rate on the day of the auction. While it is possible that the dividend rate for the preferred shares will be set by means of an auction at some future time, there is no current expectation that this will be the case.

On June 9, 2008, the Trust announced the approval by the Board of a partial redemption of its outstanding preferred shares. The Trust subsequently redeemed approximately $225 million of the $450 million of its outstanding preferred shares. Additionally, on November 12, 2009, the Board approved a redemption of up to $100 million preferred shares to be redeemed on a quarterly basis in the amount of up to $25 million per quarter beginning January 2010 through December 2010.

As of August 31, 2010, pursuant to the November 2009 announcement, the first three redemptions of $25 million each occurred. The preferred shares were redeemed using proceeds available through the Trust's existing bank loan facility and with cash held by the Trust. Redemption costs and the ongoing costs of obtaining leverage through a bank loan facility may reduce returns to common shares and may be higher or lower than the costs of leverage obtained through the preferred shares. The Trust will continue to monitor the situation and evaluate potential options to restore liquidity to and/or provide additional refinancing options for this market in the context of regulatory guidelines, as well as the economic and tax implications for both its common and preferred shareholders. There can be no assurance that any means for liquidity will be identified, and if they are, it is possible that the Trust's leverage or its benefits from leverage will diminish.

NOTE 8 — CUSTODIAL AGREEMENT

State Street Bank and Trust Company ("SSB") serves as the Trust's custodian and recordkeeper. Custody fees paid to SSB are reduced by earnings credits based on the cash balances held by SSB for the Trust. There were no earnings credits for the period ended August 31, 2010.

ING Prime Rate Trust

NOTES TO FINANCIAL STATEMENTS as of August 31, 2010 (Unaudited) (continued)

NOTE 9 — SUBORDINATED LOANS AND UNSECURED LOANS

The Trust may invest in subordinated loans and in unsecured loans. The primary risk arising from investing in subordinated loans or in unsecured loans is the potential loss in the event of default by the issuer of the loans. The Trust may acquire a subordinated loan only if, at the time of acquisition, it acquires or holds a senior loan from the same borrower. The Trust will acquire unsecured loans only where the Investment Adviser believes, at the time of acquisition, that the Trust would have the right to payment upon default that is not subordinate to any other creditor. Subject to the aggregate 20% limit on other investments, the Trust may invest up to 20% of its total assets in unsecured floating rate loans, notes and other debt instruments and 5% of its total assets in floating rate subordinated loans. As of August 31, 2010, the Trust held 1.0% of its total assets in subordinated loans and unsecured loans.

NOTE 10 — CAPITAL SHARES

Transactions in capital shares and dollars were as follows:

	Prime Rate Trust
	Six Months Ended August 31, 2010		Year Ended February 28, 2010
Number of Shares
Reinvestment of distributions from common shares		66,580		34,032
Proceeds from shares sold		1,677,409		19,763
Net increase in shares outstanding		1,743,989		53,795
Dollar Amount ($)
Reinvestment of distributions from common shares	$	392,395	$	193,985
Proceeds from shares sold		10,016,035		112,650
Net increase	$	10,408,430	$	306,635

NOTE 11 — FEDERAL INCOME TAXES

The amount of distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations, which may differ from U.S. generally accepted accounting principles for investment companies. These book/tax differences may be either temporary or permanent. Permanent differences are reclassified within the capital accounts based on their federal tax-basis treatment; temporary differences are not reclassified. Key differences include the treatment of short-term capital gains, foreign currency transactions, and wash sale deferrals. Distributions in excess of net investment income and/or net realized capital gains for tax purposes are reported as return of capital.

Dividends paid by the Trust from net investment income and distributions of net realized short-term capital gains are, for federal income tax purposes, taxable as ordinary income to shareholders.

The tax composition of dividends and distributions to shareholders was as follows:

Six Months Ended August 31, 2010		Year Ended February 28, 2010
Ordinary Income		Ordinary Income
$	23,642,598	$	46,261,846

ING Prime Rate Trust

NOTES TO FINANCIAL STATEMENTS as of August 31, 2010 (Unaudited) (continued)

NOTE 11 — FEDERAL INCOME TAXES (continued)

The tax-basis components of distributable earnings and the expiration dates of the capital loss carryforwards which may be used to offset future realized capital gains for federal income tax purposes as of February 28, 2010 were:

Undistributed Ordinary Income		Unrealized Depreciation			Post-October Capital Losses Deferred			Capital Loss Carryforwards			Expiration Dates
$	8,166,292	$	(74,816,431	)	$	(21,497,833	)	$	(97,064,717	)		2011
									(57,686,392	)		2012
									(22,421,058	)		2013
									(560,828	)		2014
									(41,585,301	)		2017
									(125,812,939	)		2018
								$	(345,131,235	)

The Trust's major tax jurisdictions are federal and Arizona. The earliest tax year that remains subject to examination by these jurisdictions is 2005.

As of August 31, 2010, no provision for income tax is required in the Trust's financial statements as a result of tax positions taken on federal and state income tax returns for open tax years. The Trust's federal and state income and federal excise tax returns for tax years for which the applicable statutes of limitations have not expired are subject to examination by the Internal Revenue Service and state department of revenue.

NOTE 12 — SUBSEQUENT EVENTS

Subsequent to August 31, 2010, the Trust paid to Common Shareholders the following dividends from net investment income:

Per Share
Amount

Declaration
Date

Record Date

Payable Date

0.028

8/31/10

9/10/10

9/22/10

0.027

9/30/10

10/12/10

10/22/10

Subsequent to August 31, 2010, the Trust paid to Preferred Shareholders the following dividends from net investment income:

Preferred Shares	Total Per Share Amount		Auction Dates	Record Dates	Payable Dates	Average Rate
Series M	$	10.36	09/03/10 — 10/18/10	09/13/10 — 10/25/10	09/14/10 — 10/26/10		0.30	%
Series T	$	8.91	09/07/10 — 10/19/10	09/14/10 — 10/26/10	09/15/10 — 10/27/10		0.26	%
Series W	$	10.30	09/01/10 — 10/20/10	09/08/10 — 10/27/10	09/09/10 — 10/28/10		0.28	%
Series Th	$	11.67	09/02/10 — 10/21/10	09/09/10 — 10/28/10	09/10/10 — 10/29/10		0.30	%
Series F	$	9.38	09/03/10 — 10/15/10	09/10/10 — 10/22/10	09/13/10 — 10/25/10		0.29	%

Subsequent to August 31, 2010, the fourth quarterly redemption of preferred shares took place and is itemized below:

Preferred Shares	Total Shares Redeemed		Total Liquidation Preference		Redemption Date
Series F		200	$	5,000,000	10/12/10
Series M		200	$	5,000,000	10/12/10
Series T		200	$	5,000,000	10/13/10
Series W		200	$	5,000,000	10/1410
Series Th		200	$	5,000,000	10/15/10
Totals		1,000	$	25,000,000

ING Prime Rate Trust

NOTES TO FINANCIAL STATEMENTS as of August 31, 2010 (Unaudited) (continued)

Subsequent to August 31, 2010, the Board of Trustees approved a continuance of the redemption of the ARPS through a series of periodic redemptions of up to $25 million each, the next of which is expected to occur in January 2011, subject to satisfying the notice and other requirements that apply to ARPS redemptions. Upon completion of such notice and other requirements, the Trust will issue a formal redemption notice to the paying agent and record holders. The amount and timing of redemptions of ARPS will be at the discretion of the Trust's management, subject to market conditions and investment considerations.

The Trust has evaluated events occurring after the Statement of Assets and Liabilities date (subsequent events) to determine whether any subsequent events necessitated adjustment to or disclosure in the financial statements. Other than the above, no such subsequent events were identified.

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited)

Senior Loans*: 126.7%

Bank Loan
Ratings†
(Unaudited)

Fair

Principal Amount

Borrower/Tranche Description

Moody's

S&P

Value

Aerospace & Defense: 2.1%

Delta Airlines, Inc.

Ba2

BB-

496,250

Term Loan, 8.750%, maturing
September 27, 2013

502,143

Delta Airlines, Inc.

6,332,827

Term Loan, 3.529%, maturing April 30, 2014

5,857,865

Forgings International, Ltd.

1,500,000

Term Loan, 5.033%, maturing
December 18, 2015

1,325,625

1,500,000

Term Loan, 5.533%, maturing
December 20, 2016

1,325,625

McKechnie Aerospace DE, Inc.

B+

1,906,062

Term Loan, 2.270%, maturing
May 11, 2014

1,813,141

Transdigm, Inc.

Ba2

BB-

1,500,000

Term Loan, 2.538%, maturing
June 23, 2013

1,463,840

Triumph Group, Inc.

Baa3

BB+

800,000

Term Loan, 4.500%, maturing June 16, 2016

804,500

United Airlines, Inc.

B+

4,016,895

Term Loan, 2.313%, maturing
February 03, 2014

3,656,632

Wesco Aircraft Hardware Corporation

Ba3

BB-

1,294,914

Term Loan, 2.520%, maturing
September 30, 2013

1,258,495

18,007,866

Automobile: 3.9%

Avis Budget Car Rental, LLC

Ba2

3,201,014

Term Loan, 5.750%, maturing
April 19, 2014

3,183,008

Dollar Thrifty Automotive Group, Inc.

B-

3,330,171

Term Loan, 2.760%, maturing
June 15, 2014

3,302,420

Ford Motor Company

Ba1

13,485,394

Term Loan, 3.030%, maturing
December 16, 2013

13,019,892

3,984,950

Term Loan, 3.030%, maturing
December 16, 2013

3,836,435

KAR Holdings, Inc.

Ba3

B+

5,687,496

Term Loan, 3.020%, maturing
October 18, 2013

5,495,543

Oshkosh Truck Corporation

Ba2

BB+

1,324,834

Term Loan, 6.534%, maturing
December 06, 2013

1,336,841

Speedy 1, Ltd.

EUR

933,055

Term Loan, 4.630%, maturing
August 31, 2013

1,120,614

TRW Automotive, Inc.

Ba1

BBB-

1,836,125

Term Loan, 4.083%, maturing May 30, 2015

1,833,830

33,128,583

See Accompanying Notes to Financial Statements
23

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)

Bank Loan
Ratings†
(Unaudited)

Fair

Principal Amount

Borrower/Tranche Description

Moody's

S&P

Value

Beverage, Food & Tobacco: 3.5%

ARAMARK Corporation

Ba3

1,907,788

Term Loan, 2.408%, maturing
January 26, 2014

1,755,165

632,780

Term Loan, 2.073%, maturing
January 27, 2014

599,856

3,501,625

Term Loan, 2.408%, maturing
January 27, 2014

3,323,263

456,754

Term Loan, 3.598%, maturing July 26, 2016

444,536

6,945,247

Term Loan, 3.783%, maturing July 26, 2016

6,759,462

Bolthouse Farms, Inc.

997,500

Term Loan, 5.500%, maturing
February 11, 2016

996,872

Iglo Birds Eye

BB-

EUR

1,125,000

)

Term Loan, maturing May 21, 2016

1,417,187

Michael Foods, Inc.

BB-

1,000,000

Term Loan, 6.250%, maturing June 29, 2016

1,004,286

Pinnacle Foods Holding Corporation

Ba3

B+

7,423,092

Term Loan, 2.812%, maturing April 02, 2014

7,065,855

United Biscuits Holdco, Ltd.

GBP

2,976,692

Term Loan, 3.066%, maturing
December 15, 2014

4,346,015

Van Houtte, Inc.

Ba3

BB-

1,247,166

Term Loan, 3.033%, maturing July 19, 2014

1,213,389

170,068

Term Loan, 3.033%, maturing July 19, 2014

165,462

29,091,348

Buildings & Real Estate: 1.2%

Capital Automotive, L.P.

Ba3

3,969,458

Term Loan, 2.820%, maturing
December 14, 2012

3,795,794

Contech Construction Products, Inc.

1,001,485

Term Loan, 2.270%, maturing
January 31, 2013

841,999

Custom Building Products, Inc.

B+

1,051,525

Term Loan, 5.750%, maturing
March 19, 2015

1,050,211

Goodman Global, Inc.

Ba3

1,922,577

Term Loan, 6.250%, maturing
February 13, 2014

1,936,596

John Maneely Company

2,286,549

Term Loan, 3.775%, maturing
December 09, 2013

2,184,608

KCPC Acquisition, Inc.

Ba3

CCC

520,902

Term Loan, 2.563%, maturing May 22, 2014

444,721

189,655

Term Loan, 2.688%, maturing May 22, 2014

161,918

10,415,847

See Accompanying Notes to Financial Statements
24

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)

Bank Loan
Ratings†
(Unaudited)

Fair

Principal Amount

Borrower/Tranche Description

Moody's

S&P

Value

Cargo Transport: 1.0%

Baker Tanks, Inc.

1,697,581

Term Loan, 4.913%, maturing May 08, 2014

1,615,672

Ceva Group, PLC

B-

992,327

Term Loan, 3.260%, maturing
November 04, 2013

883,171

1,856,938

Term Loan, 3.260%, maturing
November 04, 2013

1,652,675

723,070

Term Loan, 3.533%, maturing
November 04, 2013

643,533

Dockwise Transport, N.V.

725,864

Term Loan, 2.283%, maturing
January 11, 2015

663,258

594,840

Term Loan, 2.283%, maturing
January 11, 2015

543,535

594,840

Term Loan, 3.158%, maturing
January 11, 2016

543,535

609,882

Term Loan, 3.158%, maturing
January 11, 2016

557,280

Inmar, Inc.

745,328

Term Loan, 2.520%, maturing April 29, 2013

722,968

US Shipping Partners, L.P.

B-

1,165,560

Term Loan, 9.200%, maturing
November 12, 2013

981,984

8,807,611

Cellular: 0.2%

NTELOS, Inc.

Ba3

992,500

Term Loan, 5.750%, maturing
August 07, 2015

997,085

500,000

)

Term Loan, maturing August 07, 2015

501,250

1,498,335

Chemicals, Plastics & Rubber: 6.3%

AZ Chem US, Inc.

BB-

EUR

635,473

Term Loan, 3.139%, maturing
February 26, 2013

748,459

Brenntag Holding GmbH & Co. KG

Ba2

BBB-

3,542,098

Term Loan, 4.029%, maturing
January 20, 2014

3,515,533

695,099

Term Loan, 4.037%, maturing
January 20, 2014

682,934

Celanese U.S. Holdings, LLC

Ba2

BB+

3,200,000

Term Loan, 1.812%, maturing April 02, 2014

3,062,000

Chemtura Corporation

Ba1

765,000

)

Term Loan, maturing August 11, 2016

769,781

Chemtura Corporation

1,250,000

Term Loan, 6.000%, maturing
February 11, 2011

1,249,219

Cristal Inorganic Chemicals, Inc.

2,568,512

Term Loan, 2.783%, maturing May 15, 2014

2,393,532

See Accompanying Notes to Financial Statements
25

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)

Bank Loan
Ratings†
(Unaudited)

Fair

Principal Amount

Borrower/Tranche Description

Moody's

S&P

Value

Chemicals, Plastics & Rubber: (continued)

GenTek Holding, LLC

B+

301,731

Term Loan, 7.000%, maturing
October 29, 2014

302,598

Hexion Specialty Chemicals, Inc.

Ba3

B-

1,140,000

Term Loan, 2.499%, maturing May 05, 2013

1,040,250

1,176,927

Term Loan, 4.187%, maturing May 05, 2015

1,126,907

2,955,935

Term Loan, 4.313%, maturing May 05, 2015

2,834,741

970,000

Term Loan, 4.313%, maturing May 05, 2015

916,650

1,311,211

Term Loan, 4.313%, maturing May 05, 2015

1,257,451

Huntsman International, LLC

Ba2

B+

5,606,098

Term Loan, 2.602%, maturing June 30, 2016

5,354,698

Ineos US Finance, LLC

282,828

Term Loan, 7.001%, maturing
December 14, 2012

283,429

EUR

865,735

Term Loan, 7.501%, maturing
December 16, 2013

1,082,704

1,864,962

Term Loan, 7.501%, maturing
December 16, 2013

1,855,637

EUR

989,691

Term Loan, 8.001%, maturing
December 16, 2014

1,237,726

2,171,244

Term Loan, 8.001%, maturing
December 16, 2014

2,160,388

ISP Chemco, Inc.

Ba3

3,395,000

Term Loan, 1.813%, maturing June 04, 2014

3,223,834

JohnsonDiversey, Inc.

Ba2

BB-

1,990,000

Term Loan, 5.500%, maturing
November 24, 2015

2,001,194

Kraton Polymers, LLC

Ba3

1,353,618

Term Loan, 2.313%, maturing May 13, 2013

1,295,413

Lyondell Chemical Company

Ba3

750,000

Term Loan, 5.500%, maturing April 08, 2016

757,083

MacDermid, Inc.

B+

EUR

1,639,846

Term Loan, 2.828%, maturing April 11, 2014

1,921,024

2,408,969

Term Loan, 2.260%, maturing April 12, 2014

2,230,303

Polypore, Inc.

Ba2

BB-

3,159,728

Term Loan, 2.270%, maturing July 03, 2014

3,051,112

Rockwood Specialties Group, Inc.

Ba2

BB+

1,500,473

Term Loan, 6.000%, maturing May 15, 2014

1,504,037

Solutia, Inc.

Ba3

BB-

1,296,750

Term Loan, 4.750%, maturing March 17, 2017

1,300,600

Styron, Inc.

B+

3,450,000

Term Loan, 7.500%, maturing June 17, 2016

3,487,736

52,646,973

Containers, Packaging & Glass: 4.8%

Berry Plastics Corporation

4,784,644

Term Loan, 2.376%, maturing April 03, 2015

4,381,537

Bway Holding Corporation

Ba3

B+

914,286

Term Loan, 5.501%, maturing June 16, 2017

916,571

See Accompanying Notes to Financial Statements
26

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)

Bank Loan
Ratings†
(Unaudited)

Fair

Principal Amount

Borrower/Tranche Description

Moody's

S&P

Value

Containers, Packaging & Glass: (continued)

85,714

Term Loan, 5.501%, maturing June 16, 2017

85,929

Graham Packaging Company, L.P.

B+

7,729,739

Term Loan, 6.750%, maturing April 05, 2014

7,800,821

Graphic Packaging International, Inc.

Ba3

BB+

4,375,408

Term Loan, 2.521%, maturing May 16, 2014

4,251,440

KLEOPATRA LUX 2 S.À. R.L

2,917,598

Term Loan, 3.242%, maturing
January 03, 2016

2,403,371

OI European Group, B.V.

Baa2

BBB

EUR

647,541

Term Loan, 2.150%, maturing June 14, 2013

801,626

Pro Mach, Inc.

2,304,737

Term Loan, 2.520%, maturing
December 14, 2011

1,959,026

Reynolds Group Holdings, Ltd.

BB-

3,000,000

Term Loan, 5.750%, maturing May 05, 2016

2,988,126

1,490,625

Term Loan, 6.250%, maturing May 05, 2016

1,488,389

Smurfit-Stone Container Corporation

BB+

3,895,000

Term Loan, 6.750%, maturing
February 22, 2016

3,918,300

Xerium Technologies, Inc.

Ba3

BB-

3,750,000

)

Term Loan, 6.500%, maturing
November 25, 2014

3,773,438

Xerium Technologies, Inc.

B+

5,445,686

Term Loan, 8.250%, maturing May 25, 2015

5,217,648

39,986,222

Data and Internet Services: 7.5%

Activant Solutions, Inc.

86,171

Term Loan, 3.062%, maturing May 01, 2013

81,647

2,626,118

Term Loan, 2.563%, maturing May 02, 2013

2,488,247

Amadeus IT Group, S.A.

EUR

1,268,581

Term Loan, 4.147%, maturing July 01, 2013

1,560,003

EUR

1,268,581

Term Loan, 4.647%, maturing July 01, 2014

1,560,003

Aspect Software, Inc.

Ba3

B+

1,246,875

Term Loan, 6.250%, maturing April 19, 2016

1,226,093

Audatex North America, Inc.

Ba2

1,063,219

Term Loan, 2.313%, maturing May 16, 2014

1,022,905

AutoTrader.com, Inc.

Ba3

BB+

1,350,000

Term Loan, 6.000%, maturing June 14, 2016

1,354,219

Carlson Wagonlit Holdings, B.V.

B-

3,649,879

Term Loan, 4.225%, maturing
August 03, 2012

3,390,737

Dealer Computer Services, Inc.

Ba3

BB-

5,245,879

Term Loan, 5.250%, maturing April 21, 2017

5,207,605

First Data Corporation

B+

3,447,996

Term Loan, 3.014%, maturing
September 24, 2014

2,953,857

2,869,521

Term Loan, 3.014%, maturing
September 24, 2014

2,455,056

See Accompanying Notes to Financial Statements
27

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)

Bank Loan
Ratings†
(Unaudited)

Fair

Principal Amount

Borrower/Tranche Description

Moody's

S&P

Value

Data and Internet Services: (continued)

7,779,138

Term Loan, 3.014%, maturing
September 24, 2014

6,657,487

Information Solutions Company

Ba2

BB+

625,000

Term Loan, 4.750%, maturing April 12, 2016

628,516

Orbitz Worldwide, Inc.

B+

3,159,183

Term Loan, 3.326%, maturing July 25, 2014

2,969,067

Sabre, Inc.

11,849,782

Term Loan, 2.338%, maturing
September 30, 2014

10,689,712

SAVVIS Communications Corporation

2,000,000

Term Loan, 6.755%, maturing July 30, 2016

1,980,500

Sungard Data Systems, Inc.

Ba3

247,806

Term Loan, 2.043%, maturing
February 28, 2014

237,274

1,471,288

Term Loan, 6.750%, maturing
February 28, 2014

1,477,593

6,704,885

Term Loan, 4.038%, maturing
February 26, 2016

6,554,957

Trans Union, LLC

Ba3

BB-

3,420,000

Term Loan, 6.750%, maturing June 15, 2017

3,460,612

Transaction Network Services, Inc.

Ba3

1,384,615

Term Loan, 6.000%, maturing
November 18, 2015

1,390,385

Transfirst Holdings, Inc.

1,994,859

Term Loan, 3.010%, maturing June 15, 2014

1,820,308

Travelport, Inc.

Ba3

598,833

Term Loan, 2.760%, maturing
August 23, 2013

568,158

970,000

Term Loan, 2.761%, maturing
August 23, 2013

924,572

136,295

Term Loan, 3.033%, maturing
August 23, 2013

129,313

62,788,826

Diversified / Conglomerate Manufacturing: 2.4%

Brand Services, Inc.

2,633,981

Term Loan, 2.813%, maturing
February 07, 2014

2,419,970

1,152,204

Term Loan, 3.580%, maturing
February 07, 2014

1,070,109

Dresser, Inc.

B+

4,813,677

Term Loan, 2.612%, maturing May 04, 2014

4,579,010

Edwards (Cayman Islands II), Ltd.

1,160,199

Term Loan, 2.260%, maturing May 31, 2014

1,052,881

EPD, Inc.

176,322

Term Loan, 2.770%, maturing July 31, 2014

153,180

1,231,085

Term Loan, 2.770%, maturing July 31, 2014

1,069,505

Ferretti, S.P.A.

EUR

385,205

)

Term Loan, 3.627%, maturing
January 31, 2015

187,820

See Accompanying Notes to Financial Statements
28

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)

Bank Loan
Ratings†
(Unaudited)

Fair

Principal Amount

Borrower/Tranche Description

Moody's

S&P

Value

Diversified / Conglomerate Manufacturing: (continued)

EUR

385,868

)

Term Loan, 4.127%, maturing
January 31, 2016

188,142

EUR

65,586

)

Term Loan, 6.627%, maturing
January 31, 2017

32,810

Flextronics International, Ltd.

Ba1

BB+

81,513

)

Term Loan, maturing October 01, 2014

76,690

Manitowoc Company, Inc.

1,000,000

Term Loan, 5.563%, maturing
November 06, 2013

989,500

766,239

Term Loan, 8.000%, maturing
November 06, 2014

767,567

Rexnord Corporation / RBS Global, Inc.

Ba3

BB-

946,418

Term Loan, 2.563%, maturing July 19, 2013

908,266

1,000,000

Term Loan, 2.813%, maturing July 19, 2013

959,688

Sensata Technologies, B.V.

5,021,691

Term Loan, 2.231%, maturing April 26, 2013

4,758,052

Sensus Metering Systems, Inc.

Ba2

698,773

Term Loan, 2.473%, maturing
December 17, 2010

681,303

19,894,493

Diversified / Conglomerate Service: 4.1%

Affinion Group, Inc.

Ba2

BB-

2,493,750

Term Loan, 5.000%, maturing
October 10, 2016

2,408,808

AlixPartners, LLP

Ba3

2,578,769

Term Loan, 2.527%, maturing
October 12, 2013

2,498,183

Brickman Group Holdings, Inc.

1,925,909

Term Loan, 2.533%, maturing
January 23, 2014

1,829,614

Brock Holdings, Inc.

1,527,842

Term Loan, 3.073%, maturing
February 26, 2014

1,394,156

Catalina Marketing Corporation

Ba2

BB-

4,219,205

Term Loan, 3.012%, maturing
October 01, 2014

4,045,162

Coach America Holdings, Inc.

1,251,656

Term Loan, 3.230%, maturing April 18, 2014

998,196

269,883

Term Loan, 3.283%, maturing April 20, 2014

215,232

Fidelity National Information Services, Inc.

Ba1

BBB-

3,300,000

Term Loan, 5.250%, maturing July 18, 2016

3,322,981

Intergraph Corporation

BB-

2,384,107

Term Loan, 4.549%, maturing May 29, 2014

2,379,637

ISS Holding A/S

EUR

240,402

Term Loan, 2.720%, maturing
December 31, 2013

290,539

EUR

42,895

Term Loan, 2.720%, maturing
December 31, 2013

51,841

See Accompanying Notes to Financial Statements
29

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)

Bank Loan
Ratings†
(Unaudited)

Fair

Principal Amount

Borrower/Tranche Description

Moody's

S&P

Value

Diversified / Conglomerate Service: (continued)

EUR

32,118

Term Loan, 2.720%, maturing
December 31, 2013

38,816

EUR

227,055

Term Loan, 2.720%, maturing
December 31, 2013

274,409

EUR

424,609

Term Loan, 2.720%, maturing
December 31, 2013

513,163

EUR

3,032,921

Term Loan, 2.720%, maturing
December 31, 2013

3,665,453

ISTA International GmbH

EUR

377,847

Term Loan, 3.036%, maturing May 14, 2015

422,758

EUR

1,617,426

Term Loan, 3.036%, maturing May 14, 2015

1,809,673

Valleycrest Companies, LLC

1,669,420

Term Loan, 2.540%, maturing
March 12, 2014

1,548,387

Vertafore, Inc.

B+

750,000

Term Loan, 6.750%, maturing July 29, 2016

748,031

West Corporation

BB-

4,113,976

Term Loan, 2.641%, maturing
October 24, 2013

3,943,538

2,107,827

Term Loan, 4.141%, maturing July 15, 2016

2,067,867

34,466,444

Diversified Natural Resources, Precious Metals & Minerals: 1.2%

Georgia Pacific, LLC

Ba1

BBB

5,953,762

Term Loan, 2.502%, maturing
December 21, 2012

5,886,783

3,818,032

Term Loan, 3.786%, maturing
December 23, 2014

3,807,593

9,694,376

Ecological: 0.1%

Synagro Technologies, Inc.

CCC+

873,000

Term Loan, 2.280%, maturing April 02, 2014

742,777

Synagro Technologies, Inc.

Caa3

CCC-

485,000

Term Loan, 5.030%, maturing
October 02, 2014

381,635

1,124,412

Electronics: 2.0%

Aeroflex, Inc.

Ba3

BB-

987,668

Term Loan, 3.625%, maturing
August 15, 2014

933,346

Brocade Communications Systems, Inc.

Ba2

BBB-

718,069

Term Loan, 7.000%, maturing
October 07, 2013

722,706

FCI International, S.A.S.

343,834

Term Loan, 3.030%, maturing
September 30, 2012

321,055

314,400

Term Loan, 3.030%, maturing
September 30, 2012

293,571

See Accompanying Notes to Financial Statements
30

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)

					*Bank Loan* *Ratings†* *(Unaudited)*		Fair
*Principal Amount*				Borrower/Tranche Description	Moody's	S&P	Value
*Electronics: (continued)*
				Freescale Semiconductor, Inc.	B2	B-
$	5,328,967			Term Loan, 4.562%, maturing December 01, 2016			$	4,786,078
				Infor Enterprise Solutions Holdings, Inc.	B1	B+
	485,000			Term Loan, 5.020%, maturing July 28, 2015				434,075
EUR	723,750			Term Loan, 5.584%, maturing July 28, 2015				820,351
$	605,857			Term Loan, 6.020%, maturing July 28, 2015				542,242
	1,161,226			Term Loan, 6.020%, maturing July 28, 2015				1,042,200
				Infor Enterprise Solutions Holdings, Inc.	Caa2	CCC+
EUR	500,000			Term Loan, 6.890%, maturing March 02, 2014				408,430
				Intersil Corporation	Ba2	BB+
$	500,000			Term Loan, 4.750%, maturing April 27, 2016				501,313
				Kronos, Inc.	Ba3	B+
	3,106,269			Term Loan, 2.533%, maturing June 11, 2014				2,931,541
				Redprairie Corporation	B2	B+
	997,500			Term Loan, 6.000%, maturing March 24, 2016				996,253
				Spansion, LLC	NR	BB-
	1,870,313			Term Loan, 7.500%, maturing January 08, 2015				1,858,234
								16,591,395
*Finance: 2.9%*
				Interactive Data Corporation	Ba3	B+
	5,000,000			Term Loan, 6.750%, maturing January 27, 2017				5,043,750
				LPL Holdings, Inc.	Ba3	B+
	1,751,055			Term Loan, 2.608%, maturing June 28, 2013				1,709,467
	5,511,820			Term Loan, 4.250%, maturing June 25, 2015				5,360,246
	1,995,000			Term Loan, 5.250%, maturing June 28, 2017				1,985,025
				MSCI, Inc.	Ba2	BB+
	5,486,250			Term Loan, 4.750%, maturing June 01, 2016				5,514,822
				Nuveen Investments, Inc.	B3	B
	4,893,540			Term Loan, 3.511%, maturing November 13, 2014				4,339,195
								23,952,505
*Gaming: 3.7%*
				Cannery Casino Resorts, LLC	B3	B
	481,740			Term Loan, 4.516%, maturing May 17, 2013				437,982
	398,340			Term Loan, 4.545%, maturing May 20, 2013				362,158
		(2	)	Fontainebleau Las Vegas, LLC	NR	NR
	535,170	(3	)	Term Loan, 6.000%, maturing June 06, 2014				113,724
	1,070,339	(3	)	Term Loan, 6.000%, maturing June 06, 2014				227,447
				Golden Nugget, Inc.	Caa3	CC
	1,220,504			Term Loan, 3.283%, maturing June 30, 2014				995,093
	2,142,896			Term Loan, 3.320%, maturing June 30, 2014				1,747,131
		(2	)	Green Valley Ranch Gaming, LLC	C	NR
	750,000	(3	)	Term Loan, 3.507%, maturing August 16, 2014				33,750

See Accompanying Notes to Financial Statements
31

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)

					*Bank Loan* *Ratings†* *(Unaudited)*		Fair
*Principal Amount*				Borrower/Tranche Description	Moody's	S&P	Value
*Gaming: (continued)*
				Harrahs Operating Company, Inc.	Caa1	B
$	2,415,817			Term Loan, 3.498%, maturing January 28, 2015			$	2,075,641
	2,249,697			Term Loan, 3.498%, maturing January 28, 2015				1,937,169
	4,176,826			Term Loan, 3.498%, maturing January 28, 2015				3,582,489
	1,547,778			Term Loan, 9.500%, maturing October 31, 2016				1,584,859
				Isle of Capri Casinos, Inc.	B1	B+
	842,437			Term Loan, 5.000%, maturing November 25, 2013				804,001
	1,192,604			Term Loan, 5.000%, maturing November 25, 2013				1,138,192
	2,981,511			Term Loan, 5.000%, maturing November 25, 2013				2,845,479
				Las Vegas Sands, LLC	NR	B
	1,028,742			Term Loan, 3.010%, maturing November 23, 2016				934,869
	4,072,979			Term Loan, 3.010%, maturing November 23, 2016				3,707,140
		(2	)	New World Gaming Partners, Ltd.	Caa3	D
	620,577	(3	)	Term Loan, 3.046%, maturing September 30, 2014				605,062
	3,063,903	(3	)	Term Loan, 3.048%, maturing September 30, 2014				2,987,305
				Seminole Tribe of Florida	Ba1	BBB
	16,357			Term Loan, 2.063%, maturing March 05, 2014				15,315
				VML US Finance, LLC	B2	B
	871,110			Term Loan, 5.040%, maturing May 25, 2012				858,899
	2,130,738			Term Loan, 5.040%, maturing May 27, 2013				2,091,008
	1,602,478			Term Loan, 5.040%, maturing May 27, 2013				1,580,015
								30,664,728
*Healthcare, Education and Childcare: 17.2%*
				AGA Medical Corporation	B2	BB-
	1,632,209			Term Loan, 2.558%, maturing April 26, 2013				1,493,471
				Bausch & Lomb, Inc.	B1	BB-
	382,422			Term Loan, 3.510%, maturing April 24, 2015				367,343
	1,578,947			Term Loan, 3.589%, maturing April 24, 2015				1,516,686
				Biomet, Inc.	B1	BB-
	5,933,907			Term Loan, 3.497%, maturing March 25, 2015				5,747,796
				Bright Horizons Family Solutions, Inc.	Ba2	BB-
	461,176			Term Loan, 7.500%, maturing May 28, 2015				462,082
				Catalent Pharma Solutions, Inc.	Ba3	BB-
	6,380,444			Term Loan, 2.510%, maturing April 10, 2014				5,767,922

See Accompanying Notes to Financial Statements
32

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)

			*Bank Loan* *Ratings†* *(Unaudited)*		Fair
*Principal Amount*		Borrower/Tranche Description	Moody's	S&P	Value
*Healthcare, Education and Childcare: (continued)*
		CHG Medical Staffing, Inc.	Ba3	B+
$	1,798,500	Term Loan, 2.762%, maturing December 30, 2013			$	1,753,537
	400,000	Term Loan, 2.900%, maturing December 30, 2013				390,000
		CHS/Community Health Systems, Inc.	Ba3	BB
	1,922,625	Term Loan, 2.549%, maturing July 25, 2014				1,816,548
	37,509,170	Term Loan, 2.549%, maturing July 25, 2014				35,439,677
		Concentra Operating Corporation	Ba3	B+
	1,888,055	Term Loan, 2.790%, maturing June 25, 2014				1,777,919
		CRC Health Corporation	B1	B+
	902,331	Term Loan, 2.783%, maturing February 06, 2013				825,633
	944,252	Term Loan, 2.783%, maturing February 06, 2013				863,991
		Education Management Corporation	B1	BB
	1,092,515	Term Loan, 2.313%, maturing June 03, 2013				1,003,749
		Emdeon Business Services, LLC	Ba3	BB
	2,260,182	Term Loan, 2.383%, maturing November 16, 2013				2,195,202
		EMSC, L.P.	Baa3	BB+
	1,987,500	Term Loan, 3.286%, maturing April 08, 2015				1,992,469
		Gambro Holding AB	NR	NR
	1,670,984	Term Loan, 2.852%, maturing June 05, 2014				1,487,176
SEK	2,111,070	Term Loan, 3.340%, maturing June 05, 2014				254,007
SEK	2,146,343	Term Loan, 3.340%, maturing June 05, 2014				258,251
$	1,670,984	Term Loan, 3.352%, maturing June 05, 2015				1,487,176
SEK	2,146,343	Term Loan, 3.840%, maturing June 05, 2015				258,251
SEK	2,111,070	Term Loan, 3.840%, maturing June 05, 2015				254,007
		Harlan Sprague Dawley, Inc.	B3	BB-
$	2,440,000	Term Loan, 3.770%, maturing July 11, 2014				2,212,267
		Harrington Holdings, Inc.	B1	BB-
	2,386,500	Term Loan, 2.510%, maturing December 28, 2013				2,350,702
		HCA, Inc.	Ba3	BB
	5,009,376	Term Loan, 2.783%, maturing November 18, 2013				4,833,181
	12,013,480	Term Loan, 3.783%, maturing March 31, 2017				11,655,886
		Health Management Associates, Inc.	B1	BB-
	3,589,778	Term Loan, 2.283%, maturing February 28, 2014				3,369,904
		Iasis Healthcare, LLC	Ba2	B+
	3,604,328	Term Loan, 2.260%, maturing March 14, 2014				3,420,356
	1,247,459	Term Loan, 2.260%, maturing March 14, 2014				1,183,786
	339,445	Term Loan, 3.159%, maturing March 14, 2014				322,119

See Accompanying Notes to Financial Statements
33

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)

			*Bank Loan* *Ratings†* *(Unaudited)*		Fair
*Principal Amount*		Borrower/Tranche Description	Moody's	S&P	Value
*Healthcare, Education and Childcare: (continued)*
		IM US Holdings, LLC	B2	B-
$	1,000,000	Term Loan, 4.510%, maturing June 26, 2015			$	969,375
		IM US Holdings, LLC	Ba2	BB
	4,380,192	Term Loan, 2.391%, maturing June 26, 2014				4,220,315
		IMS Health, Inc.	Ba3	BB
EUR	989,818	Term Loan, 5.500%, maturing January 31, 2016				1,248,070
$	1,980,480	Term Loan, 5.250%, maturing February 26, 2016				1,988,319
		inVentiv Health, Inc.	Ba3	BB-
	2,140,000	Term Loan, 6.500%, maturing August 04, 2016				2,140,000
		Molnlycke Health Care Group	NR	NR
EUR	200,000	Term Loan, 2.625%, maturing March 30, 2015				239,232
GBP	250,000	Term Loan, 2.573%, maturing March 31, 2015				358,432
EUR	170,016	Term Loan, 2.875%, maturing March 30, 2016				203,367
GBP	203,835	Term Loan, 2.823%, maturing March 31, 2016				292,244
		National Mentor, Inc.	Ba3	B
$	68,040	Term Loan, 2.300%, maturing June 29, 2013				59,592
	2,105,519	Term Loan, 2.540%, maturing June 29, 2013				1,844,083
		Nyco Holdings 3 ApS	NR	NR
EUR	81,310	Term Loan, 4.469%, maturing December 29, 2014				95,947
EUR	1,317,855	Term Loan, 4.469%, maturing December 29, 2014				1,555,088
EUR	51,795	Term Loan, 4.469%, maturing December 29, 2014				61,119
EUR	366,234	Term Loan, 4.469%, maturing December 29, 2014				432,162
EUR	504,944	Term Loan, 4.469%, maturing December 29, 2014				595,841
EUR	504,819	Term Loan, 5.219%, maturing December 29, 2015				595,694
EUR	1,317,531	Term Loan, 5.219%, maturing December 29, 2015				1,554,706
EUR	81,290	Term Loan, 5.219%, maturing December 29, 2015				95,923
EUR	51,782	Term Loan, 5.219%, maturing December 29, 2015				61,104
EUR	366,144	Term Loan, 5.291%, maturing December 29, 2015				432,056
		Quintiles Transnational Corporation	Ba2	BB
$	2,893,040	Term Loan, 2.441%, maturing March 29, 2013				2,817,097

See Accompanying Notes to Financial Statements
34

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)

					*Bank Loan* *Ratings†* *(Unaudited)*		Fair
*Principal Amount*				Borrower/Tranche Description	Moody's	S&P	Value
*Healthcare, Education and Childcare: (continued)*
				Renal Advantage, Inc.	Ba3	B
$	3,200,000			Term Loan, 6.000%, maturing June 03, 2016			$	3,210,000
				Rural/Metro Operating Company, LLC	Ba3	BB
	746,250			Term Loan, 7.000%, maturing December 09, 2014				750,914
				Skilled Healthcare Group, Inc.	B1	CCC+
	1,246,875			Term Loan, 5.250%, maturing April 08, 2016				1,174,400
				Sterigenics International, Inc.	B3	B+
	1,685,707			Term Loan, 2.790%, maturing November 21, 2013				1,588,779
				Sun Healthcare Group, Inc.	Ba2	B+
	139,655			Term Loan, 2.533%, maturing April 21, 2014				136,513
	235,545			Term Loan, 3.645%, maturing April 21, 2014				230,246
				Surgical Care Affiliates, LLC	Ba3	B
	2,910,000			Term Loan, 2.534%, maturing December 29, 2014				2,720,850
				Team Health, Inc.	B1	BB
	990,258			Term Loan, 2.391%, maturing November 23, 2012				949,409
				United Surgical Partners International, Inc.	Ba3	B
	1,622,903			Term Loan, 2.380%, maturing April 19, 2014				1,524,177
	306,621			Term Loan, 2.270%, maturing April 21, 2014				287,968
				Universal Health Services, Inc.	Ba2	BB+
	3,125,000	(5	)	Term Loan, maturing July 28, 2016				3,124,247
				Vanguard Health Holdings Company II, LLC	Ba2	BB-
	2,244,375			Term Loan, 5.000%, maturing January 29, 2016				2,223,603
				VWR International, Inc.	B1	B+
EUR	2,450,636			Term Loan, 3.128%, maturing June 29, 2014				2,839,800
$	1,470,382			Term Loan, 2.760%, maturing June 30, 2014				1,375,726
				Warner Chilcott Company, LLC	Ba3	BB
	1,110,462			Term Loan, 6.000%, maturing October 30, 2014				1,111,029
	523,236			Term Loan, 6.250%, maturing April 30, 2015				523,589
	871,282			Term Loan, 6.250%, maturing April 30, 2015				871,870
	943,627	(5	)	Term Loan, maturing February 20, 2016				948,739
	306,373	(5	)	Term Loan, maturing February 20, 2016				308,160
								144,520,879
*Home & Office Furnishings: 0.9%*
				Global Garden Products Italy, S.P.A.	NR	NR
EUR	745,552	(3	)	Term Loan, 3.206%, maturing August 31, 2016				830,900
EUR	745,552	(3	)	Term Loan, 3.206%, maturing August 31, 2017				830,900
				Hilding Anders AB	NR	NR
SEK	25,364,613			Term Loan, 3.008%, maturing March 31, 2015				2,730,429
EUR	324,872			Term Loan, 3.910%, maturing April 25, 2015				327,090

See Accompanying Notes to Financial Statements
35

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)

Bank Loan
Ratings†
(Unaudited)

Fair

Principal Amount

Borrower/Tranche Description

Moody's

S&P

Value

Home & Office Furnishings: (continued)

National Bedding Company

BB-

1,141,265

Term Loan, 2.375%, maturing
February 28, 2013

1,095,615

Springs Window Fashions, LLC

B+

2,087,470

Term Loan, 3.313%, maturing
December 31, 2012

1,988,315

7,803,249

Insurance: 2.0%

AmWINS Group, Inc.

B-

1,898,650

Term Loan, 2.901%, maturing June 08, 2013

1,763,371

Applied Systems, Inc.

B-

1,186,574

Term Loan, 2.760%, maturing
September 26, 2013

1,100,547

C.G. JCF Corporation

1,818,076

Term Loan, 3.270%, maturing
August 01, 2014

1,695,356

Conseco, Inc.

B-

2,283,764

Term Loan, 7.500%, maturing
October 10, 2013

2,238,803

Crawford & Company International, Inc.

BB-

741,088

Term Loan, 5.250%, maturing
October 30, 2013

726,267

HMSC Corporation

B-

2,486,845

Term Loan, 2.510%, maturing April 03, 2014

1,989,476

Hub International, Ltd.

446,406

Term Loan, 3.033%, maturing June 13, 2014

415,716

1,985,974

Term Loan, 3.033%, maturing June 13, 2014

1,849,438

992,500

Term Loan, 6.750%, maturing June 13, 2014

978,853

Sedgwick Holdings, Inc.

B+

1,396,500

Term Loan, 5.500%, maturing May 27, 2016

1,393,009

USI Holdings Corporation

B-

595,500

Term Loan, 7.000%, maturing April 15, 2014

579,124

2,237,139

Term Loan, 3.290%, maturing May 05, 2014

2,060,964

16,790,924

Leisure, Amusement, Entertainment: 3.4%

24 Hour Fitness Worldwide, Inc.

Ba2

B+

2,250,000

Term Loan, 6.750%, maturing April 22, 2016

2,105,156

Alpha D2, Ltd.

1,221,225

Term Loan, 2.424%, maturing
December 31, 2013

1,121,861

824,903

Term Loan, 2.424%, maturing
December 31, 2013

757,785

AMF Bowling Worldwide, Inc.

2,881,995

Term Loan, 2.793%, maturing June 08, 2013

2,516,941

Cedar Fair, L.P.

Ba2

BB-

3,125,000

Term Loan, 5.500%, maturing
December 15, 2016

3,143,800

HIT Entertainment, Inc.

CCC+

1,930,756

Term Loan, 5.685%, maturing June 01, 2012

1,810,566

See Accompanying Notes to Financial Statements
36

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)

Bank Loan
Ratings†
(Unaudited)

Fair

Principal Amount

Borrower/Tranche Description

Moody's

S&P

Value

Leisure, Amusement, Entertainment: (continued)

Live Nation Entertainment, Inc.

Ba2

BB-

997,500

Term Loan, 4.500%, maturing
November 07, 2016

980,460

Metro-Goldwyn-Mayer, Inc.

Ba3

B+

15,743,161

)

Term Loan, 20.500%, maturing
April 09, 2012

6,752,069

5,691,110

)

Term Loan, 20.500%, maturing
April 09, 2012

2,440,854

NEP II, Inc.

4,205,581

Term Loan, 2.314%, maturing
February 16, 2014

3,990,045

Regal Cinemas Corporation

Ba3

BB-

2,963,101

Term Loan, 4.033%, maturing
November 21, 2016

2,934,087

28,553,624

Lodging: 1.7%

Audio Visual Services Corporation

972,500

Term Loan, 2.790%, maturing
February 28, 2014

739,100

HDC Mezz 1 Partners, L.P.

B+

16,400,000

Term Loan, 2.026%, maturing
January 15, 2011

13,776,000

14,515,100

Machinery: 0.8%

Bucyrus International, Inc.

Ba2

2,992,626

Term Loan, 4.500%, maturing
February 19, 2016

3,012,827

Kion Group GmbH

506,341

Term Loan, 2.510%, maturing
December 23, 2014

397,196

EUR

1,252,951

Term Loan, 4.390%, maturing
December 23, 2014

1,275,209

506,341

Term Loan, 2.760%, maturing
December 23, 2015

397,196

EUR

1,158,821

Term Loan, 4.640%, maturing
December 23, 2015

1,179,407

NACCO Materials Handling Group, Inc.

992,248

Term Loan, 2.201%, maturing
March 22, 2013

895,504

7,157,339

Mining, Steel, Iron & Nonprecious Metals: 1.4%

Fairmount Minerals, Ltd.

2,100,000

)

Term Loan, 6.750%, maturing
August 05, 2016

2,104,813

Noranda Aluminum Acquisition Corporation

Ba3

B+

1,617,464

Term Loan, 2.047%, maturing May 18, 2014

1,524,460

Novelis Corporation

Ba1

BB-

2,207,372

Term Loan, 2.270%, maturing July 06, 2014

2,118,770

2,667,656

Term Loan, 2.395%, maturing July 06, 2014

2,560,579

See Accompanying Notes to Financial Statements
37

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)

					*Bank Loan* *Ratings†* *(Unaudited)*		Fair
*Principal Amount*				Borrower/Tranche Description	Moody's	S&P	Value
*Mining, Steel, Iron & Nonprecious Metals: (continued)*
				Oxbow Carbon, LLC	B1	BB+
$	3,386,930			Term Loan, 2.533%, maturing May 08, 2014			$	3,194,299
								11,502,921
*Non-North American Cable: 2.8%*
				Casema Bidco / Serpering Investments, B.V.	NR	NR
EUR	445,242	(5	)	Term Loan, 3.375%, maturing September 15, 2014				549,887
EUR	342,012	(5	)	Term Loan, 3.375%, maturing September 15, 2014				422,396
EUR	227,032	(5	)	Term Loan, 3.375%, maturing September 15, 2014				280,391
EUR	111,034	(5	)	Term Loan, 4.125%, maturing September 14, 2015				137,131
EUR	870,558			Term Loan, 4.125%, maturing September 14, 2015				1,075,167
				Numericable / YPSO France SAS	NR	NR
EUR	257,167			Term Loan, 4.390%, maturing June 16, 2014				248,971
EUR	419,588			Term Loan, 4.390%, maturing June 16, 2014				406,216
EUR	302,742			Term Loan, 4.390%, maturing June 16, 2014				293,093
EUR	438,239			Term Loan, 4.890%, maturing December 31, 2015				423,986
EUR	233,327			Term Loan, 4.890%, maturing December 31, 2015				225,739
				UPC Broadband Holding, B.V.	Ba3	B+
$	1,055,136			Term Loan, 4.251%, maturing December 30, 2016				1,017,152
EUR	4,268,168			Term Loan, 4.395%, maturing December 31, 2016				5,032,348
$	1,944,864			Term Loan, 4.251%, maturing December 29, 2017				1,866,462
EUR	3,078,704			Term Loan, 4.645%, maturing December 31, 2017				3,639,590
				Virgin Media Investment Holdings, Ltd.	Ba1	BB+
GBP	5,000,000			Term Loan, 4.778%, maturing December 31, 2015				7,484,306
								23,102,835
*North American Cable: 11.7%*
				Atlantic Broadband Finance, LLC	Ba3	BB-
$	1,849,614			Term Loan, 6.750%, maturing May 31, 2013				1,853,082
	68,783			Term Loan, 2.790%, maturing September 01, 2011				67,992
				Block Communications, Inc.	Ba1	BB
	955,000			Term Loan, 2.260%, maturing December 22, 2011				904,863
				Bresnan Communications, LLC	B1	BB-
	1,234,375			Term Loan, 2.270%, maturing June 30, 2013				1,227,624
	1,715,625			Term Loan, 2.309%, maturing March 29, 2014				1,706,242

See Accompanying Notes to Financial Statements
38

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)

Bank Loan
Ratings†
(Unaudited)

Fair

Principal Amount

Borrower/Tranche Description

Moody's

S&P

Value

North American Cable: (continued)

Cequel Communications, LLC

Ba3

BB-

27,948,418

Term Loan, 2.295%, maturing
November 05, 2013

26,956,557

Charter Communications Operating, LLC

Ba2

BB+

1,710,811

Term Loan, 2.260%, maturing
March 06, 2014

1,624,415

13,888,383

Term Loan, 3.790%, maturing
September 06, 2016

13,317,973

CSC Holdings, Inc.

Baa3

BBB-

19,726,616

Term Loan, 2.017%, maturing
March 29, 2016

19,212,323

Insight Midwest Holdings, LLC

Ba3

B+

8,276,372

Term Loan, 2.132%, maturing April 07, 2014

7,917,732

Knology, Inc.

B+

1,876,316

Term Loan, 4.033%, maturing June 30, 2014

1,824,718

Mediacom Broadband, LLC

Ba3

BB-

8,107,945

Term Loan, 2.010%, maturing
January 31, 2015

7,550,524

Mediacom LLC Group

Ba3

BB-

4,000,000

Term Loan, 4.500%, maturing
October 23, 2017

3,780,000

3,573,000

Term Loan, 5.500%, maturing
March 31, 2017

3,517,150

San Juan Cable, LLC

BB-

1,673,120

Term Loan, 2.050%, maturing
October 31, 2012

1,593,647

Wideopenwest Finance, LLC

B-

5,702,357

Term Loan, 2.793%, maturing June 18, 2014

5,271,117

98,325,959

Oil & Gas: 1.1%

Alon USA Energy, Inc.

B+

213,333

Term Loan, 2.510%, maturing June 22, 2013

158,933

1,706,667

Term Loan, 2.594%, maturing June 22, 2013

1,271,466

CGGVeritas Services, Inc.

Ba1

1,972,703

Term Loan, 5.500%, maturing
January 12, 2016

1,950,510

Hercules Offshore, LLC

B-

2,160,391

Term Loan, 6.000%, maturing July 11, 2013

1,914,647

MEG Energy Corporation

BB+

3,435,698

Term Loan, 6.000%, maturing April 03, 2016

3,438,560

Targa Resources, Inc.

B+

298,638

Term Loan, 5.750%, maturing July 05, 2016

298,862

9,032,978

Other Broadcasting and Entertainment: 1.3%

Nielson Finance, LLC

Ba3

B+

170,706

Term Loan, 2.295%, maturing
August 09, 2013

163,603

2,750,433

Term Loan, 4.045%, maturing May 02, 2016

2,646,434

5,941,349

Term Loan, 4.045%, maturing May 02, 2016

5,760,988

See Accompanying Notes to Financial Statements
39

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)

Bank Loan
Ratings†
(Unaudited)

Fair

Principal Amount

Borrower/Tranche Description

Moody's

S&P

Value

Other Broadcasting and Entertainment: (continued)

TWCC Holding Corporation

Ba2

1,984,297

Term Loan, 5.000%, maturing
September 14, 2015

1,988,513

10,559,538

Other Telecommunications: 2.0%

Asurion Corporation

Ba3

B+

5,210,625

Term Loan, 3.311%, maturing July 03, 2014

4,988,449

BCM Ireland Holdings, Ltd.

B+

EUR

1,679,980

Term Loan, 2.500%, maturing
September 30, 2014

1,783,645

EUR

1,680,261

Term Loan, 2.750%, maturing
September 30, 2015

1,783,944

Consolidated Communications, Inc.

B+

1,000,000

Term Loan, 2.770%, maturing
December 31, 2014

951,875

)

Hawaiian Telcom Communications, Inc.

1,905,829

Term Loan, 4.750%, maturing June 01, 2014

1,515,134

Kentucky Data Link, Inc.

B-

2,500,065

Term Loan, 2.510%, maturing
February 26, 2014

2,468,814

U.S. Telepacific Corporation

CCC+

3,092,250

Term Loan, 9.250%, maturing
August 17, 2015

3,110,612

16,602,473

Personal & Nondurable Consumer Products: 2.2%

Advantage Sales & Marketing, Inc.

Ba3

B+

1,995,000

Term Loan, 5.000%, maturing May 05, 2016

1,985,336

Bushnell, Inc.

B-

1,659,702

Term Loan, 4.783%, maturing
August 24, 2013

1,529,001

Fender Musical Instruments Corporation

1,009,053

Term Loan, 2.550%, maturing June 09, 2014

852,650

1,997,505

Term Loan, 2.790%, maturing June 09, 2014

1,687,892

Hillman Group, Inc.

Ba3

B+

900,000

Term Loan, 5.500%, maturing May 27, 2016

902,812

Huish Detergents, Inc.

Ba2

1,636,722

Term Loan, 2.020%, maturing April 26, 2014

1,556,522

Information Resources, Inc.

Ba3

267,268

Term Loan, 3.339%, maturing May 16, 2014

255,909

Jarden Corporation

Ba1

BB+

3,631,508

Term Loan, 3.783%, maturing
January 26, 2015

3,617,890

KIK Custom Products, Inc.

CCC+

288,991

Term Loan, 2.520%, maturing June 02, 2014

240,946

1,685,780

Term Loan, 2.520%, maturing June 02, 2014

1,405,519

Spectrum Brands, Inc.

2,400,000

Term Loan, 8.000%, maturing
June 16, 2016

2,430,751

See Accompanying Notes to Financial Statements
40

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)

Bank Loan
Ratings†
(Unaudited)

Fair

Principal Amount

Borrower/Tranche Description

Moody's

S&P

Value

Personal & Nondurable Consumer Products: (continued)

Yankee Candle Company, Inc.

Ba3

BB-

2,087,261

Term Loan, 2.270%, maturing
February 06, 2014

1,994,520

18,459,748

Personal, Food & Miscellaneous: 2.1%

Acosta, Inc.

4,712,742

Term Loan, 2.520%, maturing July 28, 2013

4,506,560

Culligan International Company

B-

467,500

Term Loan, 2.520%, maturing
November 24, 2012

375,850

Dennys, Inc.

Ba2

450,000

Term Loan, 2.240%, maturing
March 31, 2012

447,750

325,000

Term Loan, 2.341%, maturing
March 31, 2012

323,375

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

Ba3

B+

2,691,071

Term Loan, 6.000%, maturing
March 05, 2016

2,655,751

OSI Restaurant Partners, Inc.

B+

505,264

Term Loan, 2.802%, maturing June 14, 2013

448,500

5,321,788

Term Loan, 2.875%, maturing June 14, 2014

4,723,917

Seminole Hard Rock Entertainment, Inc.

750,000

Floating Rate Note, 2.571%, maturing
March 15, 2014

654,375

Wendys/Arbys Restaurants, LLC

Ba2

1,500,000

Term Loan, 5.000%, maturing May 24, 2017

1,505,063

Whitelabel IV, S.A.

Ba3

B+

EUR

583,833

)

Term Loan, maturing July 14, 2017

733,850

EUR

966,167

)

Term Loan, maturing July 14, 2017

1,214,425

17,589,416

Printing & Publishing: 8.8%

American Achievement Corporation

B+

148,305

Term Loan, 6.250%, maturing
March 25, 2011

141,632

Black Press, Ltd.

B-

772,942

Term Loan, 2.297%, maturing
August 02, 2013

674,392

1,269,774

Term Loan, 2.299%, maturing
August 02, 2013

1,107,878

Caribe Information Investments, Inc.

CCC-

1,836,411

Term Loan, 2.734%, maturing
March 31, 2013

1,404,855

Cengage Learning, Inc.

B+

711,111

Revolver, 0.904%, maturing July 05, 2013

577,778

6,993,957

Term Loan, 3.030%, maturing July 03, 2014

6,225,419

Cenveo Corporation

Ba2

15,677

Term Loan, 5.039%, maturing June 21, 2013

15,388

970,043

Term Loan, 5.039%, maturing June 21, 2013

952,158

See Accompanying Notes to Financial Statements
41

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)

Bank Loan
Ratings†
(Unaudited)

Fair

Principal Amount

Borrower/Tranche Description

Moody's

S&P

Value

Printing & Publishing: (continued)

CW Acquisition Limited Partnership

Ba3

1,961,667

Term Loan, 9.000%, maturing July 13, 2016

1,965,345

Dex Media East, LLC

B+

4,046,620

Term Loan, 2.907%, maturing
October 24, 2014

3,123,991

Dex Media West, LLC

Ba3

B+

2,253,903

Term Loan, 7.000%, maturing
October 24, 2014

1,959,955

Flint Group Holdings S.A.R.L.

353,279

Term Loan, 2.639%, maturing
December 31, 2014

322,661

841,151

Term Loan, 2.639%, maturing
December 31, 2014

768,251

2,333,333

Term Loan, 2.639%, maturing May 29, 2015

2,131,110

EUR

666,667

Term Loan, 2.970%, maturing May 29, 2015

792,797

1,277,104

Term Loan, 2.639%, maturing
December 31, 2015

1,166,422

Hanley Wood, LLC

Caa1

CCC

2,661,102

Term Loan, 2.623%, maturing
March 08, 2014

1,197,496

Intermedia Outdoor, Inc.

1,582,388

Term Loan, 3.283%, maturing
January 31, 2013

1,312,393

Mediannuaire Holding

EUR

1,487,172

Term Loan, 2.968%, maturing
October 10, 2014

1,339,803

EUR

1,486,320

Term Loan, 3.468%, maturing
October 09, 2015

1,336,468

Merrill Communications, LLC

CCC+

3,761,595

Term Loan, 8.500%, maturing
December 24, 2012

3,554,707

Nelson Canada, Ltd.

2,892,564

Term Loan, 3.033%, maturing July 05, 2014

2,545,456

PagesJaunes Groupe, S.A.

EUR

800,000

Term Loan, 2.218%, maturing
November 22, 2013

872,929

PBL Media Finance Pty., Ltd.

AUD

24,331,191

Term Loan, 7.128%, maturing
February 05, 2013

18,519,378

Penton Media, Inc.

Caa1

CCC+

1,650,381

Term Loan, 5.000%, maturing
August 01, 2014

1,151,141

Quad/Graphics, Inc.

Ba2

BB+

1,800,000

Term Loan, 5.500%, maturing April 14, 2016

1,725,300

R.H. Donnelley Corporation

3,903,816

Term Loan, 9.000%, maturing
October 24, 2014

3,365,089

Source Media, Inc.

2,700,641

Term Loan, 6.040%, maturing
November 08, 2011

2,585,864

See Accompanying Notes to Financial Statements
42

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)

Bank Loan
Ratings†
(Unaudited)

Fair

Principal Amount

Borrower/Tranche Description

Moody's

S&P

Value

Printing & Publishing: (continued)

Springer Science + Business Media, S.A.

B+

2,000,000

Term Loan, 6.751%, maturing June 17, 2016

1,991,666

SuperMedia, Inc.

B-

8,054,271

Term Loan, 11.000%, maturing
December 31, 2015

6,453,484

FM Mergerco, Inc.

Caa2

CCC

998,010

Term Loan, 9.000%, maturing June 14, 2016

973,060

)

Tribune Company

1,491,225

)

Term Loan, 5.250%, maturing June 04, 2014

946,661

Yell Group, PLC

1,690,294

Term Loan, 4.010%, maturing July 31, 2014

1,011,359

74,212,286

Radio and TV Broadcasting: 4.9%

Citadel Broadcasting Corporation

Ba2

BB+

1,684,277

Term Loan, 11.000%, maturing
June 03, 2015

1,775,017

CMP KC, LLC

1,338,663

)

Term Loan, 3.510%, maturing May 03, 2011

113,786

CMP Susquehanna Corporation

Caa1

B-

3,537,138

Term Loan, 2.313%, maturing May 05, 2013

3,175,466

Cumulus Media, Inc.

Caa1

B-

4,534,315

Term Loan, 4.012%, maturing June 11, 2014

4,112,057

CW Media Holdings, Inc.

Ba2

BB+

2,499,431

Term Loan, 3.533%, maturing
February 16, 2015

2,465,064

FoxCo Acquisition, LLC

1,084,969

Term Loan, 7.500%, maturing July 14, 2015

1,049,369

Local TV Finance, LLC

B-

1,813,000

Term Loan, 2.270%, maturing May 07, 2013

1,622,635

Nexstar Broadcasting, Inc.

Ba3

BB-

585,000

Term Loan, 5.000%, maturing
September 30, 2016

582,075

915,000

Term Loan, 5.006%, maturing
September 30, 2016

910,425

ProSiebenSat.1 Media AG

EUR

64,386

Term Loan, 2.390%, maturing July 02, 2014

72,504

EUR

1,186,386

Term Loan, 2.390%, maturing July 02, 2014

1,335,972

EUR

220,233

Term Loan, 2.390%, maturing
March 02, 2015

248,001

EUR

798,662

Term Loan, 2.765%, maturing June 26, 2015

909,477

EUR

35,934

Term Loan, 2.765%, maturing July 03, 2015

40,919

Regent Broadcasting, LLC

1,455,879

Term Loan, 5.250%, maturing April 27, 2014

1,426,762

Sinclair Television Group, Inc.

Ba1

1,145,455

Term Loan, 5.500%, maturing
October 29, 2015

1,149,988

Spanish Broadcasting Systems, Inc.

Caa3

B-

1,959,398

Term Loan, 2.290%, maturing June 11, 2012

1,817,341

See Accompanying Notes to Financial Statements
43

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)

Bank Loan
Ratings†
(Unaudited)

Fair

Principal Amount

Borrower/Tranche Description

Moody's

S&P

Value

Radio and TV Broadcasting: (continued)

Univision Communications, Inc.

B-

20,734,822

Term Loan, 2.510%, maturing
September 29, 2014

17,892,866

40,699,724

Retail Stores: 7.3%

Amscan Holdings, Inc.

1,529,009

Term Loan, 2.788%, maturing May 25, 2013

1,448,099

CBR FASHION GmbH

EUR

315,634

Term Loan, 2.750%, maturing April 20, 2015

370,754

EUR

288,085

Term Loan, 3.000%, maturing April 19, 2016

338,394

Claires Stores, Inc.

Caa2

B-

4,444,417

Term Loan, 3.074%, maturing May 29, 2014

3,820,336

Dollar General Corporation

Ba3

BBB-

7,256,413

Term Loan, 3.111%, maturing July 07, 2014

7,079,523

General Nutrition Centers, Inc.

B+

2,458,318

Term Loan, 2.688%, maturing
September 16, 2013

2,343,596

Guitar Center, Inc.

B-

4,782,785

Term Loan, 3.770%, maturing
October 09, 2014

4,229,349

Harbor Freight Tools USA, Inc.

B+

3,334,029

Term Loan, 5.016%, maturing
February 24, 2016

3,331,945

Michaels Stores, Inc.

1,842,617

Term Loan, 2.702%, maturing
October 31, 2013

1,744,089

2,479,746

Term Loan, 4.952%, maturing July 31, 2016

2,399,921

Missouri Bidco, Ltd.

Ba1

GBP

666,666

Term Loan, 5.574%, maturing
August 31, 2016

1,020,220

Neiman Marcus Group, Inc.

BB-

6,798,189

Term Loan, 2.456%, maturing April 05, 2013

6,469,021

Petco Animal Supplies, Inc.

B+

4,945,625

Term Loan, 2.632%, maturing
October 25, 2013

4,765,832

Pets at Home Group, Ltd.

BB-

GBP

2,500,000

Term Loan, 5.730%, maturing
January 24, 2017

3,843,081

Pilot Travel Centers, LLC

Ba2

BBB-

1,164,666

Term Loan, 5.250%, maturing June 30, 2016

1,169,762

Rite Aid Corporation

B+

5,871,739

Term Loan, 2.030%, maturing June 04, 2014

5,263,803

1,381,565

Term Loan, 6.000%, maturing June 04, 2014

1,341,154

Sally Holding, LLC

BB+

2,335,454

Term Loan, 2.510%, maturing
November 15, 2013

2,270,811

Savers, Inc.

Ba3

B+

1,496,250

Term Loan, 5.750%, maturing
March 11, 2016

1,503,731

See Accompanying Notes to Financial Statements
44

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)

Bank Loan
Ratings†
(Unaudited)

Fair

Principal Amount

Borrower/Tranche Description

Moody's

S&P

Value

Retail Stores: (continued)

Toys "R" Us, Inc.

BB-

2,845,000

)

Term Loan, maturing August 17, 2016

2,844,326

Vivarte, S.A.S.

EUR

1,924,280

Term Loan, 2.649%, maturing
March 09, 2015

1,945,947

EUR

1,924,280

Term Loan, 3.149%, maturing
March 08, 2016

1,945,947

61,489,641

Satellite: 0.5%

Intelsat Corporation

BB-

1,363,218

Term Loan, 3.033%, maturing
January 03, 2014

1,293,448

1,362,799

Term Loan, 3.033%, maturing
January 03, 2014

1,293,049

1,362,799

Term Loan, 3.033%, maturing
January 03, 2014

1,293,049

3,879,546

Telecommunications Equipment: 1.3%

CommScope, Inc.

Ba2

648,289

Term Loan, 3.025%, maturing
December 26, 2014

638,888

Macquarie UK Broadcast Ventures, Ltd.

GBP

4,383,255

Term Loan, 2.321%, maturing
December 01, 2014

5,542,252

Sorenson Communications, Inc.

Ba2

CCC+

1,432,625

Term Loan, 6.000%, maturing
August 16, 2013

1,284,886

TDF, S.A.

EUR

1,500,000

Term Loan, 2.625%, maturing
January 30, 2015

1,589,112

EUR

1,500,000

Term Loan, 2.875%, maturing
January 29, 2016

1,589,112

10,644,250

Textiles & Leather: 0.2%

Phillips-Van Heusen Corporation

Ba2

BBB

1,135,571

Term Loan, 4.750%, maturing May 06, 2016

1,144,287

EUR

709,732

Term Loan, 5.000%, maturing May 06, 2016

895,469

2,039,756

Utilities: 6.2%

Calpine Corporation

B+

7,068,125

Term Loan, 3.415%, maturing
March 29, 2014

6,771,165

Coleto Creek WLE, L.P.

B+

2,245,301

Term Loan, 3.223%, maturing June 28, 2013

2,028,629

437,602

Term Loan, 3.283%, maturing June 28, 2013

395,374

FirstLight Power Resources, Inc.

B+

2,019,865

Term Loan, 3.063%, maturing
November 01, 2013

1,883,525

See Accompanying Notes to Financial Statements
45

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)

Bank Loan
Ratings†
(Unaudited)

Fair

Principal Amount

Borrower/Tranche Description

Moody's

S&P

Value

Utilities: (continued)

90,682

Term Loan, 3.063%, maturing
November 01, 2013

84,561

FirstLight Power Resources, Inc.

CCC+

610,514

Term Loan, 5.063%, maturing May 01, 2014

547,936

Great Point Power, LLC

Ba1

BB+

997,500

Term Loan, 5.500%, maturing
March 10, 2017

996,253

MACH Gen, LLC

Ba3

BB-

444,571

Term Loan, 2.533%, maturing
February 22, 2013

417,897

New Development Holdings, LLC

Ba3

BB-

4,412,500

Term Loan, 7.000%, maturing July 03, 2017

4,485,386

NRG Energy, Inc.

Baa3

BB+

2,892

Term Loan, 1.933%, maturing
February 01, 2013

2,834

473,796

Term Loan, 2.033%, maturing
February 01, 2013

464,321

7,554,620

Term Loan, 3.783%, maturing
August 31, 2015

7,409,193

1,781,736

Term Loan, 3.783%, maturing
August 31, 2015

1,758,344

Texas Competitive Electric Holdings
Company, LLC

B+

7,947,462

Term Loan, 3.796%, maturing
October 10, 2014

6,012,478

2,930,917

Term Loan, 3.796%, maturing
October 10, 2014

2,232,260

6,371,697

Term Loan, 3.796%, maturing
October 10, 2014

4,828,153

5,835,000

Term Loan, 3.941%, maturing
October 10, 2014

4,444,082

TPF Generation Holdings, LLC

Ba3

1,431,519

Term Loan, 2.533%, maturing
December 13, 2013

1,350,996

1,922,535

Term Loan, 2.533%, maturing
December 15, 2013

1,814,392

TPF Generation Holdings, LLC

B+

1,500,000

Term Loan, 4.783%, maturing
December 15, 2014

1,364,250

Viridian Group, PLC

GBP

1,080,000

Term Loan, 5.069%, maturing
October 24, 2012

1,335,207

EUR

1,072,386

Term Loan, 5.138%, maturing
October 24, 2012

1,098,382

51,725,618

Total Senior Loans
(Cost $1,135,844,078)

1,061,967,768

See Accompanying Notes to Financial Statements
46

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)

Bank Loan
Ratings†
(Unaudited)

Fair

Principal Amount

Borrower/Tranche Description

Moody's

S&P

Value

Other Corporate Debt: 1.4%

Diversified / Conglomerate Manufacturing: 0.7%

Flextronics International, Ltd.

Ba1

BB+

2,401,686

Unsecured Term Loan, 2.526%, maturing
October 01, 2014

2,259,585

3,364,178

Unsecured Term Loan, 2.559%, maturing
October 01, 2014

3,165,130

5,424,715

Cargo Transport: 0.0%

US Shipping Partners, L.P.

Caa3

CCC-

297,646

Subordinated Term Loan, 2.500%, maturing
August 07, 2013

90,038

90,038

Chemicals, Plastics & Rubber: 0.7%

Lyondell Chemical Company

5,269,044

Fixed Rate Note, 11.000%, maturing
May 01, 2018

5,749,844

5,749,844

Radio and TV Broadcasting: 0.0%

Regent Broadcasting, LLC

392,280

Subordinated Term Loan, 12.000%,
maturing October 27, 2014

353,052

353,052

Total Other Corporate Debt
(Cost $11,937,204)

11,617,649

Equities and Other Assets: 1.8%

		Description	Market Value
(1	), (@), (R)	Allied Digital Technologies Corporation (Residual
		Interest in Bankruptcy Estate)	$	—
(@), (R)		Ascend Media (Residual Interest)		—
(@), (R)		Block Vision Holdings Corporation (719 Common Shares)		—
(2	), (@), (R)	Boston Chicken, Inc. (Residual Interest in Boston Chicken Plan Trust)		—
(2	), (@), (R)	Cedar Chemical (Liquidation Interest)		—
(@)		Citadel (77,330 Class A Shares)		1,309,752
(@)		Citadel (63,587 Class B Shares)		1,076,976
(2	), (@), (R)	Enterprise Profit Solutions (Liquidation Interest)		—
(4	), (@), (R)	Euro United Corporation (Residual Interest in Bankruptcy Estate)		—
(@)		Faith Media Holdings, Inc. (7,725 Class A-1 Shares)		397,817
(2	), (@), (R)	Ferretti SPA (Warrants for 0.111% Participation Interest)		—
(2	), (@), (R)	Gainey Corporation (Residual Interest)		—
(@)		Global Garden (14,911 Class A1 Shares)		—
(@)		Global Garden (138,579 Class A3 Shares)		—

See Accompanying Notes to Financial Statements
47

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)

		Description			Market Value
(@)		Glodyne Technoserve, Ltd. (55,483 Common Shares)			$	542,976
(@)		Glodyne Technoserve, Ltd. (Escrow Account)				285,001
(2	), (@), (R)	Grand Union Company (Residual Interest in Bankruptcy Estate)				—
(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)				—
(@)		LyondellBasell Industries NV (132,313 Class A Shares)				2,917,417
(@)		LyondellBasell Industries NV (286,245 Class B Shares)				5,865,160
(@)		Mega Brands Inc. (195,762 Common Shares)				80,711
(@)		Northeast Biofuels (Residual Interest)				—
(2	), (@)	RDA Holding Co. (16,497 Common Shares)				354,686
(@)		Regent Broadcasting, LLC (314,505 Common Shares)				909,046
(@)		Regent Broadcasting, LLC (314,505 Preferred Shares)				—
(@), (R)		Safelite Realty Corporation (57,804 Common Shares)				305,205
(2	), (@), (R)	Supermedia, Inc. (39,592 Common Shares)				294,632
(1	), (@), (R)	Transtar Metals (Residual Interest in Bankruptcy Estate)				—
(2	), (@), (R)	US Office Products Company (Residual Interest in Bankruptcy Estate)				—
(2	), (@)	US Shipping Partners, L.P. (19,404 Common Shares)				—
(2	), (@)	US Shipping Partners, L.P. (275,292 Contingency Rights)				—
(@)		Xerium Technologies, Inc. (99,244 Common Shares)				998,395
		Total for Equities and Other Assets (Cost $15,303,654)				15,337,798
		Total Investments (Cost $1,163,084,936)**	129.9	%	$	1,088,923,215
		Other Assets and Liabilities — Net	(29.9	)		(250,389,843	)
		Net Assets	100.0	%	$	838,533,372

* 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.

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.

See Accompanying Notes to Financial Statements
48

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)

AUD Australian Dollar

GBP British Pound Stirling

EUR Euro

SEK Swedish Kronor

** For Federal Income Tax purposes cost of investments is $1,164,220,565.

Net unrealized depreciation consists of the following:

Gross Unrealized Appreciation	$	8,190,093
Gross Unrealized Depreciation		(83,487,443	)
Net Unrealized Depreciation	$	(75,297,350	)

Fair Value Measurements^

The following is a summary of the fair valuations according to the inputs used as of August 31, 2010 in valuing the Trust's assets and liabilities:

	Quoted Prices in Active Markets for Identical Investments		Significant Other Observable Inputs			Significant Unobservable Inputs		Fair Value at
	(Level 1)		(Level 2)			(Level 3)		8/31/10
Asset Table Investments, at value
Senior Loans	$	—	$	1,048,191,768		$	13,776,000	$	1,061,967,768
Other Corporate Debt		—		11,617,649			—		11,617,649
Equities and Other Assets		10,511,000		—			4,826,798		15,337,798
Total Investments, at value	$	10,511,000	$	1,059,809,417		$	18,602,798	$	1,088,923,215
Other Financial Instruments+
Forward foreign currency contracts		—		325,443			—		325,443
Total Assets	$	10,511,000	$	1,060,134,860		$	18,602,798	$	1,089,248,658
Liabilities Table Other Financial Instruments+
Forward foreign currency contracts	$	—	$	(317,698	)	$	—	$	(317,698	)
Unfunded Commitments		—		(1,529,148	)		—		(1,529,148	)
Total Liabilities	$	—	$	(1,846,846	)	$	—	$	(1,846,846	)

The following is a reconciliation of the fair valuations using significant unobservable inputs (Level 3) for the Trust's assets and liabilities during the period ended August 31, 2010:

	Beginning Balance at 02/28/10		Purchases		Sales			Accrued Discounts/ (Premiums)		Total Realized Gain/(Loss)		Total Unrealized Appreciation/ (Depreciation)
Senior Loans	$	13,776,000	$	—	$	—		$	—	$	—	$	—
Equities and Other Assets		5,029,484		1,525,693		(3,846,003	)		—		1,158,167		1,182,945
Total	$	18,805,484	$	1,525,693	$	(3,846,003	)	$	—	$	1,158,167	$	1,182,945

See Accompanying Notes to Financial Statements
49

ING Prime Rate Trust

PORTFOLIO OF INVESTMENTS as of August 31, 2010 (Unaudited) (continued)

	Transfers Into Level 3		Transfers Out of Level 3			Ending Balance at 8/31/10
Senior Loans	$	—	$	—		$	13,776,000
Equities and Other Assets		2,929,704		(3,153,192	)		4,826,798
Total	$	2,929,704	$	(3,153,192	)	$	18,602,798

As of August 31, 2010, total change in unrealized gain (loss) on Level 3 securities still held at period end and included in the change in net assets was $46,283.

^ See Note 2, "Significant Accounting Policies" in the Notes to Financial Statements for additional information.

+ Other Financial Instruments are securities or derivatives not reflected in the Portfolio of Investments and may include open forward foreign currency contracts, futures, swaps, unfunded committments and written options. Forward foreign currency contracts, futures and unfunded commitments are reported at their unrealized gain/loss at measurement date which represents the amount due to/from the Trust. Swaps and written options are reported at their fair value at measurement date.

Transfers in or out of Level 3 represents either the beginning value (for transfer in), or the ending value (for transfers out) of any security or derivative instrument where a change in the pricing level occurred fom the beginning to the end of the period. The Trust's policy is to recognize transfers between levels at the end of the reporting period.

At August 31, 2010 the following forward foreign currency contracts were outstanding for ING Prime Rate Trust :

Counterparty	Currency	Buy/Sell	Settlement Date	In Exchange For		Value		Unrealized Appreciation/ (Depreciation)
State Street Bank	Australian Dollar AUD 20,875,000	Sell	11/30/10		USD $18,214,272	$	18,346,194	$	(131,922	)
State Street Bank	British Pound Sterling GBP 10,580,000	Sell	10/08/10		16,356,479		16,219,432		137,047
State Street Bank	British Pound Sterling GBP 6,300,000	Sell	10/29/10		9,754,731		9,656,705		98,026
State Street Bank	Euro EUR 48,153,500	Sell	10/08/10		60,880,525		60,981,174		(100,649	)
State Street Bank	Euro EUR 2,368,500	Sell	10/29/10		3,089,715		2,999,345		90,370
State Street Bank	Euro EUR 2,695,000	Sell	11/30/10		3,409,741		3,412,559		(2,818	)
State Street Bank	Sweden Kronor SEK 20,851,000	Sell	10/08/10		2,742,294		2,817,345		(75,051	)
State Street Bank	Sweden Kronor SEK 7,000,000	Sell	11/30/10		937,629		944,887		(7,258	)
				$115,385,386		$115,377,641		$7,745

See Accompanying Notes to Financial Statements
50

ING Prime Rate Trust

SHAREHOLDER MEETING INFORMATION (Unaudited)

A special meeting of shareholders of the ING Prime Rate Trust Fund was held June 29, 2010, at the offices of ING Funds, 7337 East Doubletree Ranch Road, Scottsdale, AZ 85258.

ING Prime Rate Trust, Common Shares

1 To elect eight members of the Board of Trustees to represent the interests of the holders of Common Shares of the Trust until the election and qualification of their successors.

ING Prime Rate Trust, Preferred Shares

2 To elect two members of the Board of Trustees to represent the interests of the holders of Auction Rate Cumulative Preferred Shares - Series M, T, W, TH and F of the Trust - until the election and qualification of their successors.

	Proposals*	Shares voted Shares voted for		against or withheld		Shares abstained	Total Shares Voted
Common Shares Trustees	Colleen D. Baldwin		128,607,418.812		3,271,966.622			131,879,385.434
	Patricia W. Chadwick		128,601,576.305		3,277,809.129			131,879,385.434
	Robert W. Crispin		128,587,861.350		3,291,524.084			131,879,385.434
	Peter S. Drotch		128,581,351.045		3,298,034.389			131,879,385.434
	J. Michael Earley		128,653,367.122		3,226,018.312			131,879,385.434
	Patrick W. Kenny		128,654,269.507		3,225,115.927			131,879,385.434
	Shaun P. Mathews		128,563,887.707		3,315,497.727			131,879,385.434
	Sheryl K. Pressler		128,675,735.101		3,203,650.333			131,879,385.434
Preferred Shares Trustees	John V. Boyer		4,256.000		176.000			4,432.000
	Roger B. Vincent		4,256.000		176.000			4,432.000

* Proposals Passed

ING Prime Rate Trust

ADDITIONAL INFORMATION (Unaudited)

SHAREHOLDER INVESTMENT PROGRAM

The Trust offers a Shareholder Investment Program (the "Program") which allows holders of the Trust's common shares a simple way to reinvest dividends and capital gains distributions, if any, in additional common shares of the Trust. The Program also offers holders of the Trust's common shares the ability to make optional cash investments in any amount from $100 to $100,000 on a monthly basis.

For dividend and capital gains distribution reinvestment purposes, PNC will purchase shares of the Trust on the open market when the market price plus estimated fees is less than the NAV on the valuation date. The Trust will issue new shares for dividend and capital gains distribution reinvestment purchases when the market price plus estimated fees is equal to or exceeds the net asset value on the valuation date. New shares may be issued at the greater of (i) NAV or (ii) the market price of the shares during the pricing period, minus a discount of 5%.

For optional cash investments, shares will be purchased on the open market by PNC when the market price plus estimated fees is less than the NAV on the valuation date. New shares will be issued by the Trust for optional cash investments when the market price plus estimated fees is equal to or exceeds the net asset value on the valuation date. Such shares will be issued at a discount to market, determined by the Trust, between 0% and 5%.

There is no charge to participate in the Program. Participants may elect to discontinue participation in the Program at any time. Participants will share, on a pro rata basis, in the fees or expenses of any shares acquired in the open market.

Participation in the Program is not automatic. If you would like to receive more information about the Program or if you desire to participate, please contact your broker or the Trust's Shareholder Services Department at (800) 992-0180.

KEY FINANCIAL DATES — CALENDAR 2010 DIVIDENDS:

DECLARATION DATE	EX-DIVIDEND DATE	PAYABLE DATE
January 29, 2010	February 8, 2010	February 23, 2010

February 26, 2010	March 8, 2010	March 22, 2010

March 31, 2010	April 8, 2010	April 22, 2010

April 30, 2010	May 6, 2010	May 24, 2010

May 28, 2010	June 8, 2010	June 22, 2010

June 30, 2010	July 8, 2010	July 22, 2010

July 30, 2010	August 6, 2010	August 23, 2010

August 31, 2010	September 8, 2010	September 22, 2010

September 30, 2010	October 7, 2010	October 22, 2010

October 29, 2010	November 8, 2010	November 22, 2010

November 30, 2010	December 8, 2010	December 22, 2010

December 21, 2010	December 29, 2010	January 12, 2011

Record date will be two business days after each Ex-Dividend Date. These dates are subject to change.

ING Prime Rate Trust

ADDITIONAL INFORMATION (Unaudited) (continued)

STOCK DATA

The Trust's common shares are traded on the New York Stock Exchange (Symbol: PPR). Effective March 1, 2002, the Trust's name changed to ING Prime Rate Trust and its CUSIP number changed to 44977W106. The Trust's NAV and market price are published daily under the "Closed-End Funds" feature in Barron's, The New York Times, The Wall Street Journal and many other regional and national publications.

REPURCHASE OF SECURITIES BY CLOSED-END COMPANIES

In accordance with Section 23(c) of the 1940 Act, and Rule 23c-1 under the 1940 Act the Trust may from time to time purchase shares of beneficial interest of the Trust in the open market, in privately negotiated transactions and/or purchase shares to correct erroneous transactions.

NUMBER OF SHAREHOLDERS

The approximate number of record holders of Common Stock as of August 31, 2010 was 4,045 which does not include approximately 38,415 beneficial owners of shares held in the name of brokers of other nominees.

PROXY VOTING INFORMATION

A description of the policies and procedures that the Trust uses to determine how to vote proxies related to portfolio securities is available (1) without charge, upon request, by calling Shareholder Services toll-free at 1-800-336-3436; (2) on the Trust's website at www.ingfunds.com and (3) on the SEC's website at www.sec.gov. Information regarding how the Trust voted proxies related to portfolio securities during the most recent 12-month period ended June 30 is available without charge on the Trust's website at www.ingfunds.com and on the SEC's website at www.sec.gov.

QUARTERLY PORTFOLIO HOLDINGS

The Trust files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Trust's Forms N-Q are available on the SEC's website at www.sec.gov. The Trust's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC, and information on the operation of the Public Reference Room may be obtained by calling (800) SEC-0330; and is available upon request from the Trust by calling Shareholder Services toll-free at (800) 336-3436.

CERTIFICATIONS

In accordance with Section 303A.12 (a) of the New York Stock Exchange Listed Company Manual, the Trust submitted the Annual CEO Certification on May 26, 2009 certifying that he was not aware, as of that date, of any violation by the Trust of the NYSE's Corporate governance listing standards. In addition, as required by Section 203 of the Sarbanes-Oxley Act of 2002 and related SEC rules, the Trust's principal executive and financial officers have made quarterly certifications, included in filings with the SEC on Forms N-CSR and N-Q, relating to, among other things, the Trust's disclosure controls and procedures and internal controls over financial reporting.

Investment Adviser

ING Investments, LLC

7337 East Doubletree Ranch Road, Suite 100

Scottsdale, Arizona 85258

Sub-Adviser

ING Investment Management Co.

230 Park Avenue

New York, NY 10169

Institutional Investors and Analysts

Call ING Prime Rate Trust

1-800-336-3436, Extension 2217

Administrator

ING Funds Services, LLC

7337 East Doubletree Ranch Road, Suite 100

Scottsdale, Arizona 85258

1-800-992-0180

Written Requests

Please mail all account inquiries and other comments to:

ING Prime Rate Trust Account

c/o ING Fund Services, LLC

7337 East Doubletree Ranch Road, Suite 100

Scottsdale, Arizona 85258

Distributor

ING Investments Distributor, LLC

7337 East Doubletree Ranch Road, Suite 100

Scottsdale, Arizona 85258

1-800-334-3444

Transfer Agent

BNY Mellon Investment Servicing (U.S.) Inc.
(formerly, PNC Global Investment Servicing (U.S.) Inc.)

301 Bellevue Parkway

Wilmington, Delaware 19809

Custodian

State Street Bank and Trust Company

801 Pennsylvania Avenue

Kansas City, Missouri 64105

Legal Counsel

Dechert LLP

1775 I Street, N.W.

Washington, D.C. 20006

Toll-Free Shareholder Information

Call us from 9:00 a.m. to 7:00 p.m. Eastern time on any business day for account or other information, at (800)-992-0180

For more complete information, or to obtain a prospectus on any ING Fund, please call your Investment Professional or ING Funds Distributor, LLC at (800) 992-0180 or log on to www.ingfunds.com. The prospectus should be read carefully before investing. Consider the Trust's investment objectives, risks, charges and expenses carefully before investing. The prospectus contains this information and other information about the Trust.

PRSAR-UPRT

(0810-102510)

ITEM 2. CODE OF ETHICS.

Not required for semi-annual filing.

ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.

Not required for semi-annual filing.

ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

Not required for semi-annual filing.

ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.

Not required for semi-annual filing.

ITEM 6. SCHEDULE OF INVESTMENTS.

Schedule is included as part of the report to shareholders filed under Item 1 of this Form.

ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not required for semi-annual filing.

ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable.

ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS.

None.

ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

The Board has a Nominating Committee for the purpose of considering and presenting to the Board candidates it proposes for nomination to fill Independent Trustee vacancies on the Board. The Committee currently consists of all Independent Trustees of the Board (6 individuals). The Nominating Committee operates pursuant to a Charter approved by the Board. The primary purpose of the Nominating Committee is to consider and present to the Board the candidates it proposes for nomination to fill vacancies on the Board. In evaluating candidates, the Nominating Committee may consider a variety of factors, but it has not at this time set any specific minimum qualifications that must be met. Specific qualifications of candidates for Board membership will be based on the needs of the Board at the time of nomination.

The Nominating Committee is willing to consider nominations received from shareholders and shall assess shareholder nominees in the same manner as it reviews its own nominees. A shareholder nominee for director should be submitted in writing to the Fund’s Secretary. Any such shareholder nomination should include at a minimum the following information as to each individual proposed for nomination as trustee: such individual’s written consent to be named in the proxy statement as a nominee (if nominated) and to serve as a trustee (if elected), and all information relating to such individual that is required to be disclosed in the solicitation of proxies for election of trustees, or is otherwise required, in each case under applicable federal securities laws, rules and regulations.

The Secretary shall submit all nominations received in a timely manner to the Nominating Committee. To be timely, any such submission must be delivered to the Fund’s Secretary not earlier than the 90th day prior to such meeting and not later than the close of business on the later of the 60th day prior to such meeting or the 10th day following the day on which public announcement of the date of the meeting is first made, by either disclosure in a press release or in a document publicly filed by the Fund with the Securities and Exchange Commission.

ITEM 11. CONTROLS AND PROCEDURES.

(a) Based on our evaluation conducted within 90 days of the filing date, hereof, the design and operation of the registrant’s disclosure controls and procedures are effective to ensure that material information relating to the registrant is made known to the certifying officers by others within the appropriate entities, particularly during the period in which Forms N-CSR are being prepared, and the registrant’s disclosure controls and procedures allow timely preparation and review of the information for the registrant’s Form N-CSR and the officer certifications of such Form N-CSR.

(b) There were no significant changes in the registrant’s internal controls that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

ITEM 12. EXHIBITS.

(a)(1) The Code of Ethics is not required for the semi-annual filing.

(a)(2) A separate certification for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2 under the Act (17 CFR 270.30a-2) is attached hereto as EX-99.CERT.

(a)(3) Not required for semi-annual filing.

(b) The officer certifications required by Section 906 of the Sarbanes-Oxley Act of 2002 are attached hereto as EX-99.906CERT

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

(Registrant): ING Prime Rate Trust

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

Date: November 4, 2010

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: November 4, 2010

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

Date: November 4, 2010