MERRILL LYNCH BASIC VALUE FUND INC
N-30B-2, 1995-05-05
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MERRILL LYNCH
BASIC VALUE
FUND, INC.




FUND LOGO





Quarterly Report

March 31, 1995





Officers and Directors
Arthur Zeikel, President and Director
Donald Cecil, Director
M. Colyer Crum, Director
Edward H. Meyer, Director
Jack B. Sunderland, Director
J. Thomas Touchton, Director
Terry K. Glenn, Executive Vice President
Norman R. Harvey, Senior Vice President
Donald C. Burke, Vice President
Paul M. Hoffmann, Vice President and
     Portfolio Manager
Gerald M. Richard, Treasurer
Mark B. Goldfus, Secretary

Custodian
The Bank of New York
90 Washington Street
New York, NY 10286

Transfer Agent
Financial Data Services, Inc.
4800 Deer Lake Drive East
Jacksonville, FL 32246-6484
(800) 637-3863
<PAGE>




This report is not authorized for use as an offer of sale or a
solicitation of an offer to buy shares of the Fund unless
accompanied or preceded by the Fund's current prospectus. Past
performance results shown in this report should not be considered a
representation of future performance. Investment return and
principal value of shares will fluctuate so that shares, when
redeemed, may be worth more or less than their original cost.



Merrill Lynch
Basic Value Fund, Inc.
Box 9011
Princeton, NJ
08543-9011





MERRILL LYNCH BASIC VALUE FUND, INC.


TO OUR SHAREHOLDERS

Increasing signs of slowing economic growth led to higher US stock
and bond prices during the March quarter. Although gross domestic
product (GDP) was reported to have increased at a revised 5.1% rate
during the final quarter of 1994, declines in other indicators such
as new home sales and durable goods orders registered thus far in
1995 have led investors to anticipate that the economy is losing
enough momentum to keep inflation under control and preclude further
significant monetary policy tightening by the Federal Reserve Board.

However, as US stock and bond markets have risen, the value of the
US dollar reached new lows relative to the yen and the Deutschemark.
Persistent trade deficits and exports of capital from the United
States have kept the US currency in a decade-long decline relative
to the Japanese and German currencies. Over the longer term, since
the United States has the highest productivity among industrialized
nations and among the lowest labor costs, demand for US dollar
denominated assets may improve. However, a reduction of the still-
widening US trade deficit may be necessary before the US dollar
appreciates substantially relative to the yen and the Deutschemark.
<PAGE>
The first three months of 1995 were very positive for the US stock
and bond markets. Continued signs of a moderating expansion and well-
contained inflationary pressures would provide further assurance
that the peak in interest rates is behind us, creating a stronger
foundation for higher stock and bond prices. On the other hand,
indications of reaccelerating growth and further significant
monetary policy tightening by the Federal Reserve Board would be a
decided negative for the US financial markets.

Portfolio Matters
Security purchases during the first quarter of 1995 amounted to $367
million, while equity sales totaled $141 million. The $226 million
disparity between purchases and sales was unusual for Merrill Lynch
Basic Value Fund, Inc. during a period of generally rising stock
prices. Normally, we would take advantage of market strength to sell
on balance, while during weak market periods we are most frequently
buyers of stocks. We entered the year with a high cash position,
17.3% of net assets, and attracted a significant amount of new money
into the Fund during the March quarter, $263 million. Thus, we
essentially spent most of the new money coming in and ended the
quarter with a cash position of 16.5%.

We added three new securities during the March quarter: Eaton
Corporation, The Limited, Inc. and Student Loan Marketing
Association, which accounted for one-third of our purchases. Two-
thirds of the money spent was dedicated to increasing positions in
28 existing holdings.

Our largest purchase during the March quarter was The Limited, Inc.,
one of the major retailers in the women's apparel field. The stock
has been a dismal market performer in recent years, reflecting
chaotic conditions in women's apparel in general. The company's "non-
core" operations, such as Victoria's Secret and Bath & Body Works,
have exhibited strong growth. We believed the stock had little risk
and good recovery possibilities. Following our purchase, the company
announced its intention to explore a restructuring for purposes of
enhancing shareholder value.

Eaton Corporation is a major global manufacturer of vehicle
components and electrical and electronic controls. Earnings have
progressed well in recent years as the company was a prime
beneficiary of strong demand for their truck transmissions and
engine components. The stock sold off about 20% from its early 1994
high, reflecting concern over the possibility that truck sales were
peaking. However, backlogs are at record levels, and the 1994
acquisition of the Westinghouse Distribution and Control operations
provides solid diversification. We expect strong earnings gains and
believe the stock provided good value at our entry price.
<PAGE>
The third new addition to the portfolio during the first quarter of
1995 was Student Loan Marketing Association (Sallie Mae), a
Federally chartered corporation created to purchase student loans
under Federally sponsored programs and to make secure loans to
providers of education credit. The stock price has been more than
cut in half based on the Congressional passage of legislation that
restricts Sallie Mae's activities. There are, however, pending
Treasury Department recommendations that would free the company from
its status as a Government-sponsored entity. Earnings will be lower
in 1995, but we believe this is already reflected in the stock's
valuations. Selling at under ten times projected 1995 earnings and
with an above-average yield, this out-of-favor issue has appeal.

The major additions to existing positions were, in order, Bell
Atlantic Corp., International Paper Co., Exxon Corp., Ford Motor
Co., and U.S. West, Inc. The addition to International Paper Co.
elevated the stock to the ten largest holdings list. (See page 7 of
this report to shareholders for a complete listing of the Fund's ten
largest stock holdings.)

On the sell side, we eliminated 4 positions and made reductions in
11 holdings. The largest sale was the elimination of CIGNA Corp., at
a substantial profit. We considered this property and casualty
insurer vulnerable following downgrades from rating agencies.

In Conclusion
The stock market's strong first-quarter performance surprised most
observers and has led to valuation levels seldom experienced. We
have been preaching caution for a considerable period of time, but
have still managed to keep pace with the stock market's advance. We
prefer to err on the side of caution and will continue to follow a
conservative path. Your Fund's portfolio provides an above-average
yield, a below-average price/earnings ratio and sells at half the
market's ratio to book value.

Thank you for your investment in Merrill Lynch Basic Value Fund,
Inc., and we look forward to reviewing our outlook and strategy
again in our upcoming annual report to shareholders.

Sincerely,



(Arthur Zeikel)
Arthur Zeikel
President



(Paul M. Hoffmann)
Paul M. Hoffmann
Vice President and Portfolio Manager


April 5, 1995
<PAGE>


  PERFORMANCE DATA


  About Fund Performance


  Since October 21, 1994, investors have been able to purchase shares
  of the Fund through the Merrill Lynch Select Pricing SM System,
  which offers four pricing alternatives:

* Class A Shares incur a maximum initial sales charge (front-end load)
  of 5.25% and bear no ongoing distribution or account maintenance
  fees. Class A Shares are available only to eligible investors.

* Class B Shares are subject to a maximum contingent deferred sales
  charge of 4% if redeemed during the first year, decreasing 1% each
  year thereafter to 0% after the fourth year. In addition, Class B
  Shares are subject to a distribution fee of 0.75% and an account
  maintenance fee of 0.25%. These shares automatically convert to
  Class D Shares after 8 years.

* Class C Shares are subject to a distribution fee of 0.75% and an
  account maintenance fee of 0.25%. In addition, Class C Shares are
  subject to a 1% contingent deferred sales charge if redeemed within
  one year of purchase.

* Class D Shares incur a maximum initial sales charge of 5.25% and an
  account maintenance fee of 0.25% (but no distribution fee).

  Performance data for the Fund's Class A and Class B Shares are
  presented in the "Average Annual Total Return" tables below. The
  "Results of a $1,000 Investment Since Inception--Class A Shares"
  table on page 4 illustrates the performance of a $1,000 investment
  in Class A Shares made at the Fund's inception (assuming the maximum
  initial sales charge of 5.25%) through March 31, 1995. "Aggregate
  Total Return" tables for Class C and Class D Shares are also
  presented below. Data for all of the Fund's Shares, including Class
  C and Class D Shares, are presented in the "Recent Performance
  Results" table on page 4.

  The "Recent Performance Results" table shows investment results
  before the deduction of any sales charges for Class A and Class B
  Shares for the 12-month and 3-month periods ended March 31, 1995 and
  for Class C and Class D Shares for the since inception and 3-month
  periods ended March 31, 1995. All data in this table assume
  imposition of the actual total expenses incurred by each class of
  shares during the relevant period.
<PAGE>
  None of the past results shown should be considered a representation
  of future performance. Investment return and principal value of
  shares will fluctuate so that shares, when redeemed, may be worth
  more or less than their original cost. Dividends paid to each class
  of shares will vary because of the different levels of account
  maintenance, distribution and transfer agency fees applicable to
  each class, which are deducted from the income available to be paid
  to shareholders.


Average Annual Total Return


                                    % Return Without   % Return With
                                      Sales Charge      Sales Charge**

Class A Shares*

Year Ended 3/31/95                      +12.85%           + 6.93%
Five Years Ended 3/31/95                +11.25            +10.05
Ten Years Ended 3/31/95                 +13.31            +12.70


[FN]
 *Maximum sales charge is 5.25%.
**Assuming maximum sales charge.


                                       % Return           % Return
                                     Without CDSC        With CDSC**

Class B Shares*

Year Ended 3/31/95                      +11.67%           + 7.67%
Five Years Ended 3/31/95                +10.11            +10.11
Inception (10/21/88) through 3/31/95    + 9.58            + 9.58


[FN]
 *Maximum contingent deferred sales charge is 4% and is reduced to 0%
  after 4 years.
**Assuming payment of applicable contingent deferred sales charge.
<PAGE>


Aggregate Total Return


                                       % Return           % Return
                                     Without CDSC        With CDSC**

Class C Shares*

Inception (10/21/94)
through 3/31/95                          +6.38%            +5.38%


[FN]
 *Maximum contingent deferred sales charge is 1% and is reduced to 0%
  after 1 year.
**Assuming payment of applicable contingent deferred sales charge.


                                    % Return Without   % Return With
                                      Sales Charge      Sales Charge**

Class D Shares*

Inception (10/21/94)
through 3/31/95                          +6.77%            +1.16%


[FN]
 *Maximum sales charge is 5.25%.
**Assuming maximum sales charge.




PERFORMANCE DATA (concluded)


Results of a $1,000 Investment Since Inception--Class A Shares


(5.25% current sales charge--$947.50 net amount invested; assuming
reinvestment of all dividends and capital gains distributions)


A mountain chart depicting the growth of an investment in the
Fund's Class A Shares from $947.50 on July 1, 1977 to $11,682.11
on March 31, 1995.
<PAGE>

<TABLE>
Recent Performance Results
<CAPTION>
                                                                                                 12 Month    3 Month
                                                         3/31/95      12/31/94     3/31/94++    % Change++   % Change
<S>                                                    <C>          <C>           <C>           <C>            <C>
ML Basic Value Fund Class A Shares*                      $24.27       $22.35        $22.93      + 9.50%(1)     +8.59%
ML Basic Value Fund Class B Shares*                       24.00        22.15         22.70      + 9.41(1)      +8.35
ML Basic Value Fund Class C Shares*                       23.91        22.07         22.92      + 4.79(2)      +8.34
ML Basic Value Fund Class D Shares*                       24.26        22.35         23.19      + 5.09(2)      +8.55
Dow Jones Industrial Average**                         4,157.69     3,834.44      3,635.96      +14.35         +8.43
Standard & Poor's 500 Index**                            500.71       459.27        445.77      +12.32         +9.02
ML Basic Value Fund Class A Shares--Total Return*                                               +12.85(3)      +8.59
ML Basic Value Fund Class B Shares--Total Return*                                               +11.67(4)      +8.35
ML Basic Value Fund Class C Shares--Total Return*                                               + 6.38(5)      +8.34
ML Basic Value Fund Class D Shares--Total Return*                                               + 6.77(6)      +8.55
Dow Jones Industrial Average--Total Return**                                                    +17.58         +9.17
Standard & Poor's 500 Index--Total Return**                                                     +15.59         +9.78


<FN>
  *Investment results shown do not reflect sales charges; results
   shown would be lower if a sales charge was included.
 **An unmanaged broad-based index comprised of common stocks. Total
   investment returns for unmanaged indexes are based on estimates.
 ++Investment results shown for Class C and Class D Shares are since
   inception (10/21/94).
(1)Percent change includes reinvestment of $0.784 per share capital
   gains distributions.
(2)Percent change includes reinvestment of $0.099 per share capital
   gains distributions.
(3)Percent change includes reinvestment of $0.692 per share ordinary
   income dividends and $0.784 per share capital gains distributions.
(4)Percent change includes reinvestment of $0.464 per share ordinary
   income dividends and $0.784 per share capital gains distributions.
(5)Percent change includes reinvestment of $0.329 per share ordinary
   income dividends and $0.099 per share capital gains distributions.
(6)Percent change includes reinvestment of $0.353 per share ordinary
   income dividends and $0.099 per share capital gains distributions.
</TABLE>
<PAGE>


<TABLE>
SCHEDULE OF INVESTMENTS
<CAPTION>
                                  Shares                                                                         Percent of
Industry                           Held             Stocks                  Cost                    Value        Net Assets
<S>                            <C>         <S>                         <C>                    <C>                    <C>
Discount from Book Value

Metals/Non-Ferrous             1,600,000   ASARCO Inc.                 $   40,877,630         $   42,200,000           0.9%
Savings & Loans                1,850,000   Ahmanson (H.F.) & Co.           32,200,305             33,300,000           0.7
Insurance                        260,000   American National
                                           Insurance Co.                    9,749,442             14,170,000           0.3
Banking                        1,000,000   The Chase Manhattan Corp.       21,319,212             35,625,000           0.7
Information Processing         1,570,000   Data General Corp.              21,268,247             11,578,750           0.2
Utilities--Electric            1,800,000   Entergy Corp.                   38,211,274             37,575,000           0.8
Telecommunications             1,400,000   Telefonica de Espana,
                                           S.A. (ADR)*                     42,507,830             52,500,000           1.1
                                                                       --------------         --------------         ------
                                                                          206,133,940            226,948,750           4.7

Below-Average Price/Earnings Ratio

Insurance                        600,000   The Allstate Corp.              16,316,532             17,250,000           0.3
Insurance                      1,950,000   American General Corp.          33,859,756             62,887,500           1.3
Steel                          1,800,000   Bethlehem Steel Corp.           26,336,861             29,025,000           0.6
Banking                        2,700,000   Citicorp                        73,819,202            114,750,000           2.4
Financial Services               700,000   Dean Witter, Discover & Co.     18,012,707             28,525,000           0.6
Farm & Construction
  Equipment                    1,950,000   Deere & Co.                    109,406,448            158,437,500           3.3
Capital Goods                    860,000   Eaton Corp.                     42,941,450             46,655,000           1.0
Banking                        1,150,000   First Interstate Bancorp        53,035,168             90,850,000           1.9
Automotive                     2,850,000   Ford Motor Co.                  62,804,137             76,950,000           1.6
Automotive                     2,300,000   General Motors Corp.            99,174,713            101,775,000           2.1
Conglomerates                  1,000,000   ITT Corp.                       46,914,030            102,625,000           2.1
Information Processing         1,450,000   International Business
                                           Machines Corp.                  91,919,847            118,718,750           2.4
Paper & Forest Products        1,280,000   International Paper Co.         76,554,562             96,160,000           2.0
Semiconductors                 1,800,000   National Semiconductor Corp.    22,731,974             31,500,000           0.6
Banking                        1,750,000   NationsBank Corp.               73,228,142             88,812,500           1.8
Banking                        2,300,000   Norwest Corp.                   33,155,522             58,362,500           1.2
Insurance                      1,400,000   PartnerRe Holdings Ltd.         29,498,937             29,400,000           0.6
Electrical Equipment           2,400,000   Philips Electronics N.V.        42,421,261             81,900,000           1.7
Retail                         3,100,000   Sears, Roebuck & Co.           114,099,842            165,462,500           3.4
Financial Services               800,000   Student Loan Marketing
                                           Association                     29,398,674             27,900,000           0.6
Information Processing         2,000,000   Tandem Computers Inc.           24,459,269             31,000,000           0.6
Insurance                      1,800,000   Travelers Inc.                  70,038,244             69,525,000           1.4
Steel                          1,250,000   USX--US Steel Group             36,562,411             42,187,500           0.9
Chemicals                      1,500,000   Union Carbide Corp.             28,962,216             45,937,500           0.9
Information Processing         4,600,000   Unisys Corp.                    52,165,118             42,550,000           0.9
Aerospace & Defense              450,000   United Technologies Corp.       22,695,049             31,106,250           0.6
Savings & Loans                1,400,000   Washington Mutual Savings
                                           Bank                            23,454,491             28,000,000           0.6
                                                                       --------------         --------------         ------
                                                                        1,353,966,563          1,818,252,500          37.4
<PAGE>
Above-Average Yield

Insurance                        800,000   Aetna Life & Casualty Co.       35,195,218             45,600,000           0.9
Oil/ Domestic                    600,000   Atlantic Richfield Co.          59,961,351             69,000,000           1.4
Real Estate Investment
  Trust                          700,000   Avalon Properties, Inc.         14,548,710             13,737,500           0.3
Telecommunications             1,200,000   Bell Atlantic Corp.             54,244,105             63,300,000           1.3
Pharmaceutical                 1,150,000   Bristol-Myers Squibb Co.        65,372,906             72,450,000           1.5
Oil--International             1,500,000   Chevron Corp.                   47,205,854             72,000,000           1.5
Utilities--Electric              850,000   CINergy Corp.                   20,263,340             21,143,750           0.4
Banking                          700,000   Citicorp (Pfd. P)               10,325,000             13,562,500           0.3
Utilities--Electric            1,200,000   Consolidated Edison Co.
                                           of New York, Inc.               27,027,340             32,700,000           0.7
Utilities--Electric              637,500   DPL Inc.                         6,204,369             13,307,812           0.3
</TABLE>


<TABLE>
SCHEDULE OF INVESTMENTS (continued)
<CAPTION>
                                  Shares                                                                         Percent of
Industry                           Held             Stocks                  Cost                    Value        Net Assets
<S>                          <C>           <S>                         <C>                    <C>                    <C>
Above-Average Yield (concluded)

Oil--International             1,250,000   Exxon Corp.                 $   66,924,505          $  83,437,500           1.7%
Telecommunications             2,726,000   GTE Corp.                       84,985,375             90,639,500           1.9
Chemicals                        400,000   Imperial Chemical
                                           Industries PLC (ADR)*           25,771,805             18,800,000           0.4
Real Estate Investment
  Trust                          440,000   Irvine Apartment
                                           Communities, Inc.                7,758,147              6,875,000           0.1
Real Estate Investment
  Trust                          820,000   Liberty Property Trust          16,510,230             15,887,500           0.3
Real Estate Investment
  Trust                          500,000   The Mills Corp.                 11,734,125              8,437,500           0.2
Oil--International             1,500,000   Mobil Corp.                     78,457,147            138,937,500           2.9
Utilities--Electric            1,000,000   NIPSCO Industries, Inc.         20,293,522             31,125,000           0.6
Oil--Domestic                  2,300,000   Occidental Petroleum Corp.      47,572,194             50,312,500           1.0
Utilities--Electric            1,200,000   PECO Energy Co.                 28,784,191             30,150,000           0.6
Tobacco                        1,620,000   Philip Morris Cos. Inc.         89,036,004            105,705,000           2.2
Utilities--Electric            1,000,000   Public Service Enterprise
                                           Group Inc.                      26,399,945             27,375,000           0.5
Oil--International             1,150,000   Royal Dutch Petroleum
                                           Co. (ADR)*                      70,562,758            138,000,000           2.8
Real Estate Investment
  Trust                        1,360,000   Simon Property Group, Inc.      30,238,660             33,150,000           0.7
Real Estate Investment
  Trust                          500,000   Summit Properties Inc.           9,602,500              8,250,000           0.2
Oil--International             1,150,000   Texaco Inc.                     63,234,511             76,475,000           1.6
Utilities--Electric              900,000   Texas Utilities Co.             30,240,705             28,575,000           0.6
Telecommunications             1,200,000   U.S. West, Inc.                 37,723,437             48,000,000           1.0
Pharmaceuticals                  440,000   Zeneca Group PLC (ADR)*         12,980,000             18,645,000           0.4
                                                                       --------------         --------------         ------
                                                                        1,099,157,954          1,375,578,562          28.3
<PAGE>
Special Situations

Oil--International               715,870   The British Petroleum Co.
                                           PLC (ADR)*                      34,175,375             60,043,596           1.2
Information Processing         1,000,000   Ceridian Corp.                  16,072,735             33,375,000           0.7
Insurance                        600,000   The Continental Corp.           12,064,862             11,775,000           0.2
Information Processing         2,000,000   Digital Equipment Corp.         70,940,910             75,750,000           1.6
Oil Services & Equipment       2,500,000   Dresser Industries, Inc.        50,259,610             53,125,000           1.1
Retail                         2,000,000   Federated Department Stores,
                                           Inc.                            35,458,358             44,250,000           0.9
Foods/Food Processing          1,100,000   General Mills, Inc.             60,039,860             65,587,500           1.4
Chemicals                      1,500,000   Hercules Inc.                   19,235,727             69,937,500           1.4
Machinery                        850,000   Ingersoll-Rand Co.              19,212,954             27,943,750           0.6
Retail                         1,900,000   Kmart Corp.                     39,427,243             26,125,000           0.5
Retail Apparel                 2,808,000   The Limited, Inc.               50,982,268             64,935,000           1.3
Pharmaceutical                 2,000,000   Merck & Co., Inc.               63,465,898             85,250,000           1.8
Hospital Management              800,000   Tenet Healthcare Corp. (a)       7,788,410             12,700,000           0.3
                                                                       --------------         --------------         ------
                                                                          479,124,210            630,797,346          13.0


                                           Total Stocks                 3,138,382,667          4,051,577,158          83.4

Short-Term Securities

                                Face
                               Amount              Issue

Commercial Paper**                         ANZ (Delaware) Inc.:
                             $50,000,000      5.95% due 5/02/1995          49,735,556             49,735,556           1.0
                              50,000,000      5.95% due 5/23/1995          49,562,014             49,562,014           1.0
                                           Ciesco L.P.:
                              50,000,000      5.95% due 4/13/1995          49,892,569             49,892,569           1.0
                              34,000,000      5.98% due 4/13/1995          33,926,579             33,926,579           0.7
                              50,000,000      5.95% due 5/12/1995          49,652,917             49,652,917           1.0
</TABLE>
<PAGE>

<TABLE>
SCHEDULE OF INVESTMENTS (concluded)
<CAPTION>
                                Face                                                                             Percent of
                               Amount              Issue                     Cost                   Value        Net Assets
<S>                          <C>           <S>                         <C>                    <C>                    <C>
Short-Term Securities (concluded)

Commercial Paper**           $50,000,000   Compagnie Financiere
(concluded)                                de Paribas, 5.96%
                                           due 4/03/1995               $   49,975,167         $   49,975,167           1.1%
                              50,000,000   Daimler-Benz AG, 5.90%
                                           due 4/03/1995                   49,975,417             49,975,417           1.1
                                           du Pont (E.I.) de Nemours
                                           & Co.:
                              50,000,000      5.92% due 4/12/1995          49,901,333             49,901,333           1.0
                              50,000,000      5.97% due 5/05/1995          49,709,792             49,709,792           1.0
                              69,607,000   General Electric Capital
                                           Corp., 6.25% due 4/03/1995      69,570,746             69,570,746           1.5
                              40,000,000   Goldman Sachs & Co., 6%
                                           due 5/22/1995                   39,653,333             39,653,333           0.8
                              50,000,000   IBM Credit Corp., 5.95%
                                           due 5/26/1995                   49,537,222             49,537,222           1.0
                                           Matterhorn Capital Corp.:
                              49,956,000      5.94% due 4/04/1995          49,923,029             49,923,029           1.0
                              15,000,000      5.95% due 4/17/1995          14,957,854             14,957,854           0.3
                              50,000,000   National Australia Funding
                                           (Delaware), Inc., 5.95%
                                           due 5/22/1995                   49,570,278             49,570,278           1.0
                              50,000,000   Penney (J.C.) & Co., 5.95%
                                           due 5/15/1995                   49,628,125             49,628,125           1.0
                              45,000,000   USL Capital Corp., 6% due
                                           5/12/1995                       44,685,000             44,685,000           1.0


                                           Total Short-Term Securities    799,856,931            799,856,931          16.5


Total Investments                                                      $3,938,239,598          4,851,434,089          99.9
                                                                       ==============
Other Assets Less Liabilities                                                                      4,378,491           0.1
                                                                                              --------------         ------
Net Assets                                                                                    $4,855,812,580         100.0%
                                                                                              ==============         ======
<PAGE>

Net Asset Value:  Class A--Based on net assets of $2,555,259,386 and 105,278,625
                  shares outstanding                                                          $        24.27
                                                                                              ==============
                  Class B--Based on net assets of $2,136,205,028 and 89,006,720
                  shares outstanding                                                          $        24.00
                                                                                              ==============
                  Class C--Based on net assets of $38,343,739 and 1,603,597
                  shares outstanding                                                          $        23.91
                                                                                              ==============
                  Class D--Based on net assets of $126,004,427 and 5,194,750
                  shares outstanding                                                          $        24.26
                                                                                              ==============


<FN>
 *American Depositary Receipt (ADR).
**Commercial Paper is traded on a discount basis; the interest rates
  shown are the discount rates paid at the time of purchase by the
  Fund.
(a)Formerly known as National Medical Enterprises, Inc.
</TABLE>



PORTFOLIO INFORMATION


For the Quarter Ended March 31, 1995

                                            Percent of
Ten Largest Stock Holdings                  Net Assets

Sears, Roebuck & Co.                            3.4%
Deere & Co.                                     3.3
Mobil Corp.                                     2.9
Royal Dutch Petroleum Co. (ADR)                 2.8
International Business Machines Corp.           2.4
Citicorp                                        2.4
Philip Morris Cos. Inc.                         2.2
ITT Corp.                                       2.1
General Motors Corp.                            2.1
International Paper Co.                         2.0
<PAGE>

Additions

Eaton Corp.
The Limited, Inc.
Student Loan Marketing Association

Deletions

CIGNA Corp.
Foodmaker, Inc.
Lockheed Corp.
Reynolds Metals Co. (Pfd. P)




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