SEC File No. 333-61831

                         Filed Pursuant to Rule 497(h)



                            PROSPECTUS SUPPLEMENT
                      (TO PROSPECTUS DATED JULY 1, 2004)

                            ING PRIME RATE TRUST

                   14,314.193 SHARES OF BENEFICIAL INTEREST

                              _________________


   On September 16, 2004, ING Prime Rate Trust (the "Trust") sold 14,314.193
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 $7.937 per share.

     Gross Proceeds..........................................  $113,611.77
     Commission to IFD.......................................  $      0.00
     Net Proceeds to Trust...................................  $113,611.77

On September 15, 2004, the last day of the corresponding pricing period, the
last reported sales price of the Shares on the NYSE was $7.93.

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.

                              _________________


         The Date of this Prospectus Supplement is September 21, 2004.