U.S. Securities and Exchange Commission
Washington, D.C. 20549
Form 24F-2
Annual Notice of Securities Sold
Pursuant to Rule 24f-2
Merrill Lynch Real Estate Fund, Inc. went effective with the
Securities and Exchange Commission on November 14, 1997, but
did not commence operations until December 26, 1997.
1. Name and address of Issuer:
Merrill Lynch Real Estate Fund, Inc.
P.O. Box 9011
Princeton, N.J. 08543-9011
2. Name of each series or class of securities for which this
Form is filed (If the Form is being filed for all series
and classes of securities of the issuer, check the box
but do not list series or classes): [X]
3. Investment Company Act File Number: 811-08389
Securities Act File Number: 333-36721
4(a.) Last day of fiscal year for which this Form is filed:
November 30, 1997
4(b.) [ ]Check box if this Form is being filed late (i.e., more
than 90 calendar days after the end of the issuer's
fiscal year).
4(c.) [ ]Check box if this is the last time the issuer will be
filing this Form.
5. Calculation of registration fee:
(i) Aggregate sale price of securities sold
during the fiscal year pursuant to
section 24(f): $0
(ii) Aggregate price of securities redeemed
or repurchased during the fiscal year: $0
(iii) Aggregate price of securities redeemed
or repurchased during any prior fiscal
year ending no earlier than October 11,
1995 that were not previously used to
reduce registration fees payable to the
Commission: $0
(iv) Total available redemption credits [add
items 5(ii)and 5(iii)]: $0
(v) Net sales - if Item 5(i) is greater than
Item 5(iv)[subtract Item 5(iv) from Item
5(i)]: $0
(vi) Redemption credits available for use in
future years - if Item 5(i) is less than
Item 5(iv)[subtract Item 5(iv) from Item
5(i)]: $0
(vii) Multiplier for determing registration
fee (See instruction C.9): x .000295
(viii) Registration fee due [multiply Item 5(v)
by Item 5(vii)](enter "0" if no fee
is due): = $0
6. Prepaid Shares
If the response to item 5(i) was determined
by deducting an amount of securities that
were registered under the Securities Act of
1933 pursuant to rule 24e-2 as in effect before
October 11, 1997 then report the amount of
securities (number of shares or other units)
deducted here: ______.
If there is a number of shares or other units
that were registered pursuant to rule 24e-2
remaining unsold at the end of the fiscal year
for which this form is filed that are available
for use by the issuer in future fiscal years,
then state that number here: ______.
7. Interest due - if this Form is being filed
more than 90 days after the end of the issuer's
fiscal year (see instruction D):
+ $0
8. Total of the amount of the registration fee due
plus any interest due [line 5(viii) plus line 7]:
= $0
9. Date the registration fee and any interest
payment was sent to the Commission's lockbox
depository:
Method of Delivery:
[ ] Wire Transfer
[ ] Mail or other means
SIGNATURES
This report has been signed below by the following
persons on behalf of the issuer and in the capacities
and on the dates indicated.
By (Signature and Title)
/s/Jaclyn Scheck
Jaclyn Scheck, Assistant Secretary
Date: 2/03/98
