SEC File No. 333-61831

                          Filed Pursuant to Rule 497(h)


                              PROSPECTUS SUPPLEMENT
                       (TO PROSPECTUS DATED JULY 1, 2003)

                              ING PRIME RATE TRUST

                     2,789.420 SHARES OF BENEFICIAL INTEREST

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

         During the period of October 16, 2003 through October 17, 2003, ING
Prime Rate Trust (the "Trust") sold 2,789.420 shares of beneficial interest of
the Trust through the Trust's Shareholder Investment Program pursuant to a
Distribution Agreement with ING Funds Distributor, LLC ("IFD") at a sales price
of $7.287 per share.




                                                               
         Gross Proceeds........................................   $  20,326.51
         Commission to IFD.....................................   $       0.00
         Net Proceeds to Trust.................................   $  20,326.51


On October 15, 2003, the last day of the corresponding pricing period, the last
reported sales price of the Shares on the NYSE was $7.40.


THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
ACCURACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL
OFFENSE.

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          The Date of this Prospectus Supplement is October 21, 2003.