CMA TAX EXEMPT FUND/
N-30D, 1995-05-22
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CMA

CMA TAX-EXEMPT FUND


Annual Report












March 31, 1995

MERRILL LYNCH BULL LOGO



Officers and Trustees
Arthur Zeikel--President and Trustee
Ronald W. Forbes--Trustee
Cynthia A. Montgomery--Trustee
Charles C. Reilly--Trustee
Kevin A. Ryan--Trustee
Richard R. West--Trustee
Terry K. Glenn--Executive Vice President
Vincent R. Giordano--Senior Vice President
Donald C. Burke--Vice President
Peter J. Hayes--Vice President
Kenneth A. Jacob--Vice President
Helen Marie Sheehan--Vice President
Gerald M. Richard--Treasurer
Robert Harris--Secretary

Custodian
State Street Bank and Trust Company
P.O. Box 1713
Boston, MA 02101
<PAGE>
Transfer Agent
Financial Data Services, Inc.
4800 Deer Lake Drive East
Jacksonville, FL 32246-6484
(800) 221-7210*

[FN]
*For inquiries regarding your CMA account,
 call (800) CMA-INFO [(800) 262-4636].




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, which will fluctuate. The Fund
seeks to maintain a consistent $1.00 net asset value per share,
although this cannot be assured. An investment in the Fund is
neither insured nor guaranteed by the US Government.





CMA Tax-Exempt Fund
Box 9011
Princeton, NJ 08543-9011




TO OUR SHAREHOLDERS:


For the year ended March 31, 1995, CMA Tax-Exempt Fund paid
shareholders a net annualized yield of 2.76%*. As of March 31, 1995,
the Fund's 7-day yield was 3.51%.

The Environment
During the six months ended March 31, 1995, the perception that the
US economy was overheating and inflationary pressures were
increasing gave way to a more benign economic outlook. With more
signs of slowing growth, investors now appear to be forecasting a
"soft landing" for the US economy. 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.
<PAGE>
However, as US stock and bond markets have risen on more positive
economic news, 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.

The first months of 1995 have been very positive for the 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. 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.

[FN]
*Based on a constant investment throughout the period, with
 dividends compounded daily, and reflecting a net return to the
 investor after all expenses.

Investment Outlook & Strategy
Interest rates on short-term securities finished the six-month
period ended March 31, 1995 higher than they were at the outset of
the period, although they experienced a good deal of volatility
during that time. The restrictive monetary policy that the Federal
Reserve Board initiated in February 1994 was maintained in the six-
month period ended March 31, 1995. On November 15, 1994, the Federal
Reserve Board made its most aggressive move of the cycle by hiking
both the Federal Funds rate and the discount rate 75 basis points
(0.75%) to 5.50% and 4.75%, respectively.

The Federal Reserve Board followed this move with a 50 basis point
hike on February 1, 1995, making it the seventh move of the cycle
and doubling the Federal Funds rate to its current level of 6.00%.
The first half of the March period was characterized by rising short-
term interest rates as investors drove rates up in anticipation of
additional Federal Reserve Board actions. However, the larger-than-
expected increase in the Federal Funds rate in November 1994 caused
investors to believe that the Federal Reserve Board would achieve
the elusive soft landing of the US economy, thus setting the stage
for a rally in US financial markets which drove interest rates
sharply lower. For instance, interest rates on six-month US Treasury
bills rose nearly 110 basis points by the beginning of December 1994
from their October 1, 1994 levels only to fall approximately 50
basis points by March 31, 1995 for a net increase of approximately
60 basis points.
<PAGE>
During the six-month period ended March 31, 1995, interest rates on
short-term municipal securities were as volatile as their taxable
counterparts. Interest rates began the period by falling somewhat as
investors began to focus on the lack of issuance in the market while
demand was expected to increase in January 1995 from dividend
reinvestment, bond calls and maturities. New-issue volume in the
short-term municipal market was 16% lower in 1994 than in 1993,
falling to $42.9 billion from $51.2 in 1993. Also, for the March
period, new-issue volume was $2.2 billion lower than the $16.3
billion brought to market in the comparable six-month period last
year. Additionally, assets of the tax-exempt money fund industry,
which is the driving force in the short-term municipal market,
reached their highest level ever at $119 billion by mid-January.
However, this supply and demand imbalance which generally occurs
each January and generally drives interest rates substantially lower
did not take place this year as a result of the substantial
volatility in the US Treasury market. Although yields on short-term
municipal notes rose by 80 basis points--100 basis points by the end
of January, they subsequently began to fall back to levels
consistent with normal market conditions. The net effect for the
period was an increase of only 20 basis points--30 basis points.

During the March period, we maintained the average portfolio
maturity in the 30-day--40-day range as a defensive measure against
further Federal Reserve Board interest rate hikes. A modest increase
in average portfolio maturity is possible if new-issue supply is
limited, as expected. We continue to look for signs that the economy
is slowing and whether a further increase in the average portfolio
maturity may be warranted. As always, credit quality and
diversification remain paramount in importance to the Fund as we
monitor the everchanging marketplace.

We thank you for your continued interest in CMA Tax-Exempt Fund, and
we look forward to serving your investment needs in the months and
years ahead.

Sincerely,



(Arthur Zeikel)
Arthur Zeikel
President


(Vincent R. Giordano)
Vincent R. Giordano
Senior Vice President and Portfolio Manager



April 28, 1995
<PAGE>



IMPORTANT TAX INFORMATION (UNAUDITED)


All of the net investment income distributions paid daily by CMA Tax-
Exempt Fund during its taxable year ended March 31, 1995 qualify as
tax-exempt interest dividends for Federal income tax purposes.

Additionally, there were no capital gains distributed during the
Fund's taxable year ended March 31, 1995.

Please retain this information for your records.



Portfolio Abbreviations for CMA Tax-Exempt Fund

ACES SM        Adjustable Convertible Extendable Securities
AMT            Alternative Minimum Tax (subject to)
COP            Certificates of Participation
CP             Commercial Paper
DATES          Daily Adjustable Tax-Exempt Securities
EDA            Economic Development Authority
GO             General Obligation Bonds
HFA            Housing Finance Agency
IDA            Industrial Development Authority
IDB            Industrial Development Board
IDR            Industrial Development Revenue Bonds
LIBOR          London Interbank Offered Rate
M/F            Multi-Family
PCR            Pollution Control Revenue Bonds
RAN            Revenue Anticipation Notes
S/F            Single-Family
TAN            Tax Anticipation Notes
TRAN           Tax Revenue Anticipation Notes
UPDATES        Unit Priced Adjustable Tax-Exempt Securities
UT             Unlimited Tax
VRDN           Variable Rate Demand Notes
<PAGE>

<TABLE>
CMA TAX-EXEMPT FUND
SCHEDULE OF INVESTMENTS AS OF MARCH 31, 1995                                                              (IN THOUSANDS)
<CAPTION>
                    Face                                                                                         Value
State              Amount                               Issue                                                  (Note 1a)
<S>                <C>        <S>                                                                             <C>
Alabama--          $ 25,000   Birmingham, Alabama, Medical Clinic Board Revenue Bonds, VRDN,
0.9%                          4.30% due 12/01/2026 (a)                                                        $   25,000
                     37,900   McIntosh, Alabama, IDB (Ciba-Geigy Corporation Project), VRDN,
                              4.25% due 7/01/2004 (a)                                                             37,900
                      7,600   McIntosh, Alabama, IDB, PCR (Ciba-Geigy Corporation Project), VRDN,
                              Series A, 4.10% due 12/01/2003 (a)                                                   7,600
                      2,200   Mobile, Alabama, IDB, Solid Waste Disposal Revenue Bonds (Scott
                              Paper Company), VRDN, Series E, 4.15% due 12/01/2019 (a)                             2,200

Alaska--                      Alaska Housing Finance Corporation Revenue Bonds, VRDN (a):
3.3%                 80,000       Series A, 4.25% due 12/01/2024                                                  80,000
                     35,000       Series C, 4.15% due 6/01/2026                                                   35,000
                     10,650   Alaska Industrial Development and Export Authority Revenue Bonds
                              (Pacific Corp. Project), VRDN, 4.25% due 12/01/1995 (a)                             10,650
                              Valdez, Alaska, Marine Terminal Revenue Refunding Bonds (Exxon
                              Pipeline Co. Project):
                     60,000       CP, Series B, 4.50% due 5/15/1995                                               60,028
                      8,275       Series C, 4.15% due 4/06/1995                                                    8,275
                     19,000       VRDN, Series A, 3.90% due 5/15/1995 (a)                                         19,000
                     30,000       VRDN, Series A, 4.10% due 5/15/1995 (a)                                         30,000

Arizona--            26,300   Apache County, Arizona, IDA (Tucson Electric Power Co.), VRDN,
2.8%                          Series B, 4.25% due 12/15/2018 (a)                                                  26,300
                     10,200   Arizona Educational Loan Marketing Revenue Bonds, VRDN, AMT,
                              Series A, 4.15% due 3/01/2015 (a)                                                   10,200
                      8,000   Coconino County, Arizona, Revenue Bonds (Arizona Public Service
                              Co.--Navajo Project), VRDN, Series A, 4.55% due 10/01/2029 (a)                       8,000
                      5,300   Maricopa County, Arizona, IDA, Hospital Facilities Revenue Bonds
                              (Samaritan Health Service Hospital), VRDN, Series B2, 4.20%
                              due 12/01/2008 (a)                                                                   5,300
                      1,100   Maricopa County, Arizona, IDA, PCR (Motorola Inc. Project), VRDN,
                              4.15% due 10/01/1995 (a)                                                             1,100
                              Maricopa County, Arizona, PCR, Refunding (Arizona Public
                              Service Co.), VRDN (a):
                     35,600       Series A, 4.25% due 5/01/2029                                                   35,600
                     18,000       Series C, 4.25% due 5/01/2029                                                   18,000
                     13,200       Series F, 4.25% due 5/01/2029                                                   13,200
                     54,950   Maricopa County, Arizona, TAN, GO, 5% due 7/28/1995                                 55,070
                              Phoenix, Arizona, GO, VRDN (a):
                      6,700       Series 1, 4.25% due 6/01/2018                                                    6,700
                      7,800       Series 2, 4.25% due 6/01/2018                                                    7,800
                     20,750   Salt River Project, Arizona, Agricultural Improvement and Power
                              District, CP, 3.85% due 5/11/1995                                                   20,750

Arkansas--            3,800   Arkansas State Student Loan Authority Revenue Bonds, VRDN, AMT,
0.4%                          Series B-4, 4.05% due 6/01/2013 (a)                                                  3,800
                     19,000   Little River County, Arkansas, Solid Waste Disposal Revenue Bonds
                              (Nekoosa Paper Project), VRDN, AMT, 4.275% due 2/01/2025 (a)                        19,000
</TABLE>
<PAGE>


<TABLE>
CMA TAX-EXEMPT FUND
SCHEDULE OF INVESTMENTS AS OF MARCH 31, 1995 (CONTINUED)                                                  (IN THOUSANDS)
<CAPTION>
                    Face                                                                                         Value
State              Amount                               Issue                                                  (Note 1a)
<S>                <C>        <S>                                                                             <C>
California--       $  3,620   California HFA, Home Mortgage Revenue Bonds, AMT, Series II,
10.2%                         4.30% due 5/01/1995                                                             $    3,620
                              California Higher Education Loan Authority, Inc., Student Loan
                              Revenue Bonds, AMT, Series C:
                     65,375       3.85% due 6/01/1995                                                             65,375
                     21,000       4% due 7/01/1995                                                                21,000
                              California Higher Education Loan Authority, Inc., Student Loan
                              Revenue Refunding Bonds:
                     25,000       Senior Lien, Series A-1, 3.90% due 7/01/1995                                    25,000
                      5,000       Senior Lien, Series A-2, 3.60% due 5/01/1995                                     5,000
                     33,650       Series A, 3.60% due 5/01/1995                                                   33,650
                     33,000       VRDN, AMT, Series E-1, 4.20% due 12/01/2022 (a)                                 33,000
                              California Pollution Control Financing Authority, PCR, Refunding
                              (Pacific Gas & Electric Co.), AMT:
                     21,800       Series A, 4.15% due 4/07/1995                                                   21,800
                     23,100       Series B, 3.75% due 4/04/1995                                                   23,100
                      4,600   California Pollution Control Financing Authority, Solid Waste
                              Disposal Revenue Bonds (Shell Oil Co. Project), VRDN, AMT, Series A,
                              4.45% due 10/01/2024 (a)                                                             4,600
                     50,000   California Public Capital Improvements Financing Authority Revenue
                              Bonds, Series D, 4.30% due 6/15/1995                                                50,000
                              California State RAN:
                     70,000       Series A, 5% due 6/28/1995                                                      70,134
                    120,000       Series C, 5.75% due 4/25/1996                                                  121,035
                     10,000   Chula Vista, California, IDR (San Diego Gas & Electric Co.), CP, AMT,
                              Series D, 3.95% due 5/08/1995                                                       10,000
                     17,800   Eastern Municipal Water District, California, Water and Sewer Revenue
                              Refunding Bonds, VRDN, COP, Series B, 4% due 7/01/2020 (a)                          17,800
                    114,714   FB California Floating Rate Trust Certificates, VRDN, Series 9,
                              4.35% due 4/25/1996 (a)                                                            114,714
                     23,000   Kern County, California, TRAN, 4.25% due 7/14/1995 (c)                              23,033
                     30,975   Los Angeles County, California, TRAN, 4.50% due 6/30/1995                           30,994
                     12,600   Riverside County, California, TRAN, 4.25% due 6/30/1995 (c)                         12,620
                     54,750   San Diego County, California, TAN, Series A, 4.25% due 6/30/1995 (c)                54,833
                     10,000   Santa Clara County, California, TRAN, 4.25% due 7/07/1995 (c)                       10,012
<PAGE>
Colorado--                    Arapahoe County, Colorado, Capital Improvement Trust Fund, Highway
4.1%                          Revenue Bonds (E-470 Project):
                     62,155       Series H, 4.45% due 8/31/1995                                                   62,155
                     60,645       Series I, 4.45% due 8/31/1995                                                   60,645
                     27,340       Series J, 4.45% due 8/31/1995                                                   27,340
                     56,700       Series K, 4.45% due 8/31/1995                                                   56,700
                      6,660       Series L, 4.45% due 8/31/1995                                                    6,660
                      9,345       Series M, 4.45% due 8/31/1995                                                    9,345
                      6,900   Colorado Health Facilities Authority Revenue Bonds (North Colorado
                              Medical Center), 4% due 5/15/2020                                                    6,900
                              Denver, Colorado, City and County Airport Revenue Bonds, AMT:
                      7,520       CP, Sub-Series B, 4.45% due 4/05/1995                                            7,520
                     11,000       CP, Sub-Series C, 4.45% due 4/05/1995                                           11,000
                     15,000       CP, Sub-Series C, 4.45% due 4/07/1995                                           15,000
                     10,500       VRDN, Series F, 4.45% due 11/15/2025 (a)                                        10,500
                     11,500       VRDN, Series G, 4.45% due 11/15/2025 (a)                                        11,500
                      4,755   Moffat County, Colorado, PCR, Refunding (Pacific Corporation
                              Project), VRDN, 4.20% due 5/01/2013 (a)                                              4,755
                      3,800   Pitkin County, Colorado, IDR, Refunding (Aspen Skiing Co. Project),
                              VRDN, Series A, 4.35% due 4/01/2016 (a)                                              3,800
                      8,000   Westminster, Colorado, IDR, Refunding (Ball Corp. Project), VRDN,
                              4.15% due 6/01/2005 (a)                                                              8,000
</TABLE>



<TABLE>
CMA TAX-EXEMPT FUND
SCHEDULE OF INVESTMENTS AS OF MARCH 31, 1995 (CONTINUED)                                                  (IN THOUSANDS)
<CAPTION>
                    Face                                                                                         Value
State              Amount                               Issue                                                  (Note 1a)
<S>                <C>        <S>                                                                             <C>
Connecticut--      $ 15,000   Connecticut State Economic Recovery Notes, Series A,
2.3%                          5.40% due 12/15/1995                                                            $   15,087
                              Connecticut State HFA (Mortgage Finance Project):
                     35,155       Series D, Sub-Series D-1, 3.55% due 5/15/1995                                   35,155
                      1,365       Series G, Sub-Series G-1, 3.55% due 5/15/1995                                    1,365
                    104,000   Connecticut State Special Assessment Unemployment Compensation,
                              Advanced Fund Revenue Bonds, Series C, 3.85% due 7/01/1995                         104,000
                      1,800   Connecticut State Special Tax Obligation Revenue Bonds (Transportation
                              Infrastructure), Second Lien, VRDN, Series 1, 4.35% due 12/01/2010 (a)               1,800
                     16,200   Eagle Tax Exempt Trust, Connecticut, VRDN, 4.35% due 8/15/2012 (a)                  16,200

Delaware--                    Delaware State, EDA, Revenue Bonds (Delmarva Power & Light Co.
0.1%                          Project), VRDN, AMT (a):
                      4,400       4.50% due 10/01/2017                                                             4,400
                      2,100       Series A, 4.50% due 10/01/2017                                                   2,100
<PAGE>
District of                   District of Columbia, General Fund Recovery Bonds, VRDN (a):
Columbia--            7,000       Series B-2, 4.80% due 6/01/2003                                                  7,000
1.0%                  2,300       Series B-3, 4.80% due 6/01/2003                                                  2,300
                     17,800   District of Columbia, Hospital Revenue Bonds (Providence Hospital--
                              Daughters of Charity), VRDN, Series 89A, 4.25% due 12/01/2019 (a)                   17,800
                      2,900   District of Columbia, Refunding Bonds, VRDN, Series A-2,
                              4.55% due 10/01/2007 (a)                                                             2,900
                              District of Columbia, Revenue Bonds:
                     12,500       (George Washington University), VRDN, Series A, 4.20%
                                  due 3/01/2006 (a)                                                               12,500
                      6,500       (Student Loan), 4.05% due 7/01/1995                                              6,500
                     26,700   Eagle Tax Exempt Trust, District of Columbia, VRDN, Series 1994-A,
                              4.35% due 6/01/2005 (a)                                                             26,700

Florida--             3,400   Broward County, Florida, HFA, M/F Housing Revenue Bonds (Margate
2.5%                          Investments Projects), VRDN, 4% due 11/01/2005 (a)                                   3,400
                     37,425   Dade County, Florida, Aviation Revenue Refunding Bonds, VRDN,
                              Series V, 4.25% due 10/01/2007 (a)                                                  37,425
                     11,700   Dade County, Florida, IDA, Exempt Facilities Revenue Refunding Bonds
                              (Florida Power & Lighting Co.), VRDN, 4.40% due 6/01/2021 (a)                       11,700
                              Dade County, Florida, Solid Waste Authority, IDR (Montenay-Dade
                              Limited Project), VRDN (a):
                     15,590       AMT, 4.40% due 12/01/2010                                                       15,590
                        900       Series A, 4.40% due 12/01/2013                                                     900
                      8,500   Dade County, Florida, Special Obligation Capital Asset Acquisition
                              Revenue Bonds, 4.30% due 10/01/2010                                                  8,500
                              First Municipal Loan Council, Florida, Revenue Bonds (Florida League--
                              Project 2), ACES, CP:
                      9,000       3.85% due 5/11/1995                                                              9,000
                     10,000       3.85% due 5/12/1995                                                             10,000
                      8,000   Floating Rate Trust Certificate, Florida, VRDN, Series
                              1992-D, 4.35% due 7/01/1995 (a)                                                      8,000
                              Hillsborough County, Florida, IDA, PCR, Refunding (Tampa Electric
                              Company Project), VRDN (a):
                      5,000       4.25% due 5/15/2018                                                              5,000
                        400       4.20% due 9/01/2025                                                                400
                      3,100   Manatee County, Florida, PCR, Refunding (Florida Power & Lighting Co.
                              Project), VRDN, 4.25% due 9/01/2024 (a)                                              3,100
                      7,000   Martin County, Florida, PCR, Refunding (Florida Power & Lighting Co.
                              Project), VRDN, 4.25% due 9/01/2024 (a)                                              7,000
                        900   Pinellas County, Florida, Health Facilities Authority, Revenue Refunding
                              Bonds(Pooled Hospital Loan Program), DATES, 4.25% due 12/01/2015 (a)                   900
                              Saint Lucie County, Florida, PCR, Refunding (Florida Power & Lighting Co.
                              Project):
                     10,000       CP, 4% due 4/26/1995                                                            10,000
                     21,500       CP, Series A, 4.20% due 4/04/1995                                               21,500
                     31,000       VRDN, 4.25% due 1/01/2026 (a)                                                   31,000
                      6,860   Volusia County, Florida, Health Facilities Authority Revenue Bonds
                              (Pooled Hospital Loan Program), VRDN, 4.25% due 11/01/2015 (a)                       6,860
</TABLE>
<PAGE>


<TABLE>
CMA TAX-EXEMPT FUND
SCHEDULE OF INVESTMENTS AS OF MARCH 31, 1995 (CONTINUED)                                                  (IN THOUSANDS)
<CAPTION>
                    Face                                                                                         Value
State              Amount                               Issue                                                  (Note 1a)
<S>                <C>        <S>                                                                             <C>
Georgia--                     Burke County, Georgia, Development Authority, PCR (Georgia Power
1.6%                          Company--Plant Vogtle Project), VRDN (a):
                   $  4,300       3rd Series, 4.40% due 7/01/2024                                             $    4,300
                      4,500       4th Series, 4.30% due 7/01/2024                                                  4,500
                      9,648   Georgia Municipal Association, Pooled Bonds, COP, VRDN, 4.125%
                              due 12/15/2020 (a)                                                                   9,648
                     10,800   Georgia Municipal Gas Authority, Gas Revenue Bonds (Southern Portfolio
                              I Project), CP, Series D, 4.25% due 5/19/1995                                       10,800
                     12,505   Georgia State Residential Finance Authority, Home Ownership Mortgage
                              Revenue Bonds, Series A, 4.40% due 6/01/1995                                        12,505
                      5,855   Georgia State Residential Finance Authority, S/F Industrial Mortgage
                              Revenue Bonds, Series A, 4.40% due 6/01/1995                                         5,855
                     14,320   Municipal Electric Authority, Georgia, General Resolution Revenue Bonds,
                              Series B, 3.85% due 6/01/1995                                                       14,320
                      4,000   Municipal Electric Authority, Georgia, Money Market Municipal Bonds
                              (Project 1), CP, Series B, 3.90% due 5/08/1995                                       4,000
                              Municipal Electric Authority, Georgia (Project One), CP:
                     10,700       Sub-Series D, 4.15% due 4/10/1995                                               10,700
                      7,800       Sub-Series D, 4.25% due 4/25/1995                                                7,800
                     25,000       Sub-Series E, 4.15% due 4/10/1995                                               25,000

Idaho--0.1%           7,500   Custer County, Idaho, PCR (Amoco Project), 4.20% due 10/01/1995                      7,500

Illinois--                    Chicago, Illinois, O'Hare International Airport Revenue Bonds (a):
9.6%                  7,100       (American Airlines), DATES, Series C, 4.35% due 12/01/2017                       7,100
                      5,700       (American Airlines), DATES, Series D, 4.35% due 12/01/2017                       5,700
                     35,300       (General Airport Second Lien), VRDN, AMT, Series A,
                                  4.35% due 1/01/2018                                                             35,300
                     20,700       (General Airport Second Lien), VRDN, Series C, 4.10%
                                  due 1/01/2018                                                                   20,700
                     14,800   Chicago, Illinois, O'Hare International Airport, Special Facilities
                              Revenue Bonds(Compagnie Nationale, Air France), VRDN, 4.40%
                              due 5/01/2018 (a)                                                                   14,800
                      5,720   Chicago, Illinois, School Financing Authority, Refunding
                              (School Assistance), 8.70% due 6/01/1995 (b)                                         5,878
                              Chicago, Illinois, Tender Notes:
                     21,250       Series A-2, 4.15% due 7/19/1995                                                 21,250
                     28,000       Series C, 4.15% due 5/04/1995                                                   28,000
                     35,000       Series C-1, 4.15% due 5/04/1995                                                 35,000
                     15,640       VRDN, 4.10% due 1/01/2010 (a)                                                   15,640
<PAGE>               63,400       VRDN, Series B, 4.05% due 10/31/1995 (a)                                        63,400
                     23,600       VRDN, Series B, 4.10% due 1/01/2012 (a)                                         23,600
                              Illinois Development Finance Authority, VRDN (a):
                     12,700       PCR (Diamond Star Motors Project), 4.30% due 12/01/2008                         12,700
                      3,800       PCR (Illinois Power Co.), AMT, Series C, 4.25% due 3/01/2017                     3,800
                     36,200       PCR, Refunding (Commonwealth Edison Company Project), Series B,
                                  4.10% due 10/15/2014                                                            36,200
                     22,100       Revenue Bonds (Lyric Opera Chicago Project), 4.15% due 12/01/2028               22,100
                      8,860       Revenue Bonds (Residential Rental-River Oaks Project), AMT,
                                  4.30% due 12/15/2019                                                             8,860
                              Illinois Educational Facilities Authority Revenue Bonds, VRDN (a):
                     16,300       (Art Institute of Chicago), 4.25% due 3/01/2027                                 16,300
                      5,200       (Chicago Historical Society), 4.15% due 12/01/2025                               5,200
                      7,500       (Cultural Pooled Financing Program), 4.20% due 12/01/2025                        7,500
                     15,200       (Illinois Institute of Technology), Series A, 4.15% due 9/01/2025               15,200
</TABLE>



<TABLE>
CMA TAX-EXEMPT FUND
SCHEDULE OF INVESTMENTS AS OF MARCH 31, 1995 (CONTINUED)                                                  (IN THOUSANDS)
<CAPTION>
                    Face                                                                                         Value
State              Amount                               Issue                                                  (Note 1a)
<S>                <C>        <S>                                                                             <C>
Illinois                      Illinois Health Facilities Authority Revenue Bonds:
(concluded)        $ 31,100       (Evangelical Hospital Corporation), VRDN, Series A, 4.05% due
                                  1/01/2010 (a)                                                               $   31,100
                     15,000       (Highland Park Hospital), VRDN, Series B, 3.75% due 6/01/1995 (a)               15,000
                      8,700       (Hospital Sisters Services, Inc.), UPDATES, Series E, 4% due
                                  12/01/2014 (a)                                                                   8,700
                     20,000       (Lutheran Institute), VRDN, Series C, 3.85% due 4/01/2015 (a)                   20,000
                      6,200       (Resurrection Health Care System), VRDN, 4.35% due 5/01/2011 (a)                 6,200
                      7,000       (Revolving Fund, Pooled Financing Program), VRDN, Series F, 4.10%
                                  due 8/01/2015 (a)                                                                7,000
                              Illinois Health Facilities Authority Revenue Bonds (Evanston
                              Hospital Corporation Project):
                     35,000       CP, 4.10% due 4/27/1995                                                         35,000
                     25,000       CP, 4.20% due 8/15/1995                                                         25,000
                     30,000       Series A, 4.25% due 5/31/1995                                                   30,000
                     10,000       Series A, 4.80% due 11/30/1995                                                  10,000
                     10,000       Series B, 4.80% due 11/30/1995                                                  10,000
                     10,000       Series C, 4.80% due 11/30/1995                                                  10,000
                     10,000       Series D, 4.80% due 11/30/1995                                                  10,000
                      2,600       Series E, 4.80% due 11/30/1995                                                   2,600
                     33,000       UPDATES, Series B, 4.65% due 2/15/1996 (a)                                      33,000
                              Illinois State Toll Highway Authority Revenue Bonds (Toll
                              Highway Priority):
                     12,750       7.375% due 1/01/1996 (b)                                                        13,265
<PAGE>               31,200       Refunding, VRDN, Series B, 4.25% due 1/01/2010 (a)                              31,200

Indiana--                     Fort Wayne, Indiana, Hospital Authority Revenue Bonds (Parkview
2.9%                          Memorial Hospital), VRDN (a):
                      1,645       Series B, 4.25% due 1/01/2016                                                    1,645
                      2,700       Series B, 4.25% due 1/01/2020                                                    2,700
                      3,505       Series C, 4.25% due 1/01/2016                                                    3,505
                      5,670       Series D, 4.25% due 1/01/2016                                                    5,670
                     30,000   Indiana Bond Bank, Floating Notes (Advance Funding Program),
                              Series A-3, 4.165% due 1/10/1996                                                    30,000
                              Indiana Health Facilities Financing Authority, Hospital Revenue
                              Bonds, VRDN (a):
                      5,400       (Daughters of Charity National Health System), Series A, 4.25%
                                  due 11/01/2022                                                                   5,400
                      1,700       (Daughters of Charity National Health System), Series B, 4.25%
                                  due 11/01/2022                                                                   1,700
                      7,900       (Methodist Hospital of Indiana, Inc.), Series B, 4.25%
                                  due 9/01/2022                                                                    7,900
                     34,200       (Methodist Hospital of Indiana, Inc.), Series C, 4.25%
                                  due 9/01/2022                                                                   34,200
                              Indiana Secondary Market Educational Loans Incorporated, Student
                              Loan Revenue Bonds, VRDN, AMT, Series B (a):
                     26,900       4.20% due 12/01/2013                                                            26,900
                     22,500       4.20% due 12/01/2014                                                            22,500
                     14,900   Jasper County, Indiana, PCR, Refunding (Northern Indiana Public
                              Service Co.), VRDN, Series C, 4.20% due 4/01/2019 (a)                               14,900
                     47,065   Marion County, Indiana, Hospital Authority, Hospital Facility Revenue
                              Bonds (Saint Vincent's Hospital and Healthcare Center--Daughters
                              of Charity), 4.25% due 11/01/2013                                                   47,065
                      5,000   Purdue University, Indiana, University Revenue Bonds, VRDN, Series K,
                              4.05% due 7/01/2020 (a)                                                              5,000
</TABLE>



<TABLE>
CMA TAX-EXEMPT FUND
SCHEDULE OF INVESTMENTS AS OF MARCH 31, 1995 (CONTINUED)                                                  (IN THOUSANDS)
<CAPTION>
                    Face                                                                                         Value
State              Amount                               Issue                                                  (Note 1a)
<S>                <C>        <S>                                                                             <C>
Iowa--             $  5,000   Chillicothe, Iowa, PCR, Refunding (Iowa-Illinois Gas & Electric
0.7%                          Project), VRDN, 4.15% due 1/01/2023 (a)                                         $    5,000
                              Iowa Finance Authority, Solid Waste Disposal Revenue Bonds
                              (Cedar River Paper Company Project), VRDN, Series A (a):
                     11,600       4.50% due 7/01/2023                                                             11,600
                      6,800       AMT, 4.50% due 6/01/2024                                                         6,800
                      4,100   Iowa Higher Education Loan Authority Revenue Bonds (Private College
                              Facilities), VRDN, 4.30% due 12/01/2015 (a)                                          4,100
                     14,500   Iowa Student Loan Liquidity Corporation, Student Loan Revenue Bonds,
                              VRDN, AMT, Series B, 4.20% due 12/01/2013 (a)                                       14,500
<PAGE>
Kansas--              3,000   Kansas State, Department of Transportation, Highway Revenue Bonds,
1.2%                          VRDN, Series B, 4.10% due 9/01/2014 (a)                                              3,000
                              Wichita, Kansas, Hospital Revenue Bonds (CSJ Health Systems), VRDN (a):
                      1,600       4.25% due l0/01/2002                                                             1,600
                     15,300       4.25% due 10/01/2008                                                            15,300
                     70,000   Wichita, Kansas, Temporary Notes (Renewal and Improvement Project),
                              GO, UT, Series 185, 5.25% due 8/31/1995                                             70,165

Kentucky--            5,100   Ashland, Kentucky, PCR (Merck & Co./Calgon Carbon Project), VRDN,
0.6%                          4.375% due 10/01/2006 (a)                                                            5,100
                      8,000   Carroll County, Kentucky, Solid Waste Disposal Facilities Revenue Bonds
                              (Kentucky Utilities Co. Project), VRDN, AMT, Series A, 4.50%
                              due 11/01/2024 (a)                                                                   8,000
                              Davies County, Kentucky, Solid Waste Disposal Facilities Revenue
                              Bonds (Scott Paper Co. Project), VRDN, AMT (a):
                      7,200       Series A, 4.50% due 12/01/2023                                                   7,200
                     14,500       Series B, 4.55% due 12/01/2023                                                  14,500
                      4,500       Series B, 4.55% due 5/01/2024                                                    4,500

Louisiana--           8,800   Eagle Tax Exempt Trust, Louisiana, VRDN, Series 94, Class 3803, 4.35%
2.8%                          due 5/01/2008 (a)                                                                    8,800
                      5,200   Louisiana Public Facilities Authority, Hospital Revenue Bonds
                              (Hospital Equipment Financing and Refunding Program), VRDN, Series A,
                              4.45% due 12/01/2005 (a)                                                             5,200
                              Louisiana State Offshore Terminal Authority, Deepwater Port Revenue
                              Refunding Bonds (Loop Inc.), VRDN (a):
                      6,500       4.30% due 9/01/2006                                                              6,500
                     12,485       Series A, 4.20% due 9/01/2008                                                   12,485
                      9,300   New Orleans, Louisiana, Exhibition Hall Authority Revenue Bonds
                              (Hotel Occupancy Tax), VRDN, Series B, 4.25% due 7/01/2018 (a)                       9,300
                      4,320   New Orleans, Louisiana, Levee District, Levee Improvement Revenue
                              Bonds, VRDN, 4.20% due 11/01/2014 (a)                                                4,320
                              Saint Charles Parish, Louisiana, PCR, VRDN (a):
                     17,100       (Shell Oil Company--Norco Project), AMT, 4.50% due 11/01/2021                   17,100
                      4,400       (Shell Oil Company Project), 3.85% due 6/01/2005                                 4,400
                     13,600       (Shell Oil Company Project), AMT, Series A, 4.50% due 10/01/2022                13,600
                              Saint James Parish, Louisiana, PCR, Refunding (Texaco Project), CP:
                     75,000       Series A, 3.80% due 5/09/1995                                                   75,000
                     46,030       Series B, 3.80% due 5/09/1995                                                   46,030

Maine--              15,635   Jay, Maine, Solid Waste Disposal Revenue Bonds (International
0.4%                          Paper), AMT, Series A, 3.95% due 6/01/1995                                          15,635
                              Maine Health and Higher Educational Facilities Authority Revenue
                              Bonds (VHA New England Inc.), VRDN (a):
                      1,250       Series B, 4.10% due 12/01/2025                                                   1,250
                      1,450       Series F, 4.10% due 12/01/2025                                                   1,450
                     18,000   Maine State, TAN, 4.50% due 6/30/1995                                               18,035

Maryland--                    Maryland State Health and Higher Educational Facilities Authority
0.5%                          Revenue Bonds, VRDN (a):
                     12,300       (Pooled Loan Program), Series A, 4.15% due 4/01/2035                            12,300
                     25,000       (Saint Agnes Hospital--Daughters of Charity), 4.25% due 7/01/2013               25,000
</TABLE>
<PAGE>


<TABLE>
CMA TAX-EXEMPT FUND
SCHEDULE OF INVESTMENTS AS OF MARCH 31, 1995 (CONTINUED)                                                  (IN THOUSANDS)
<CAPTION>
                    Face                                                                                         Value
State              Amount                               Issue                                                  (Note 1a)
<S>                <C>        <S>                                                                             <C>
Massachusetts--    $ 32,131   Clipper Tax Exempt Trust, Massachusetts, VRDN, Class A,
2.6%                          4.17% due 10/17/2002 (a)                                                        $   32,131
                              Eagle Tax Exempt Trust, Massachusetts, VRDN (a):
                     25,000       4.35% due 10/01/2007                                                            25,000
                     20,900       Series J, 4.35% due 8/01/2005                                                   20,900
                     64,100   Massachusetts Bay Transportation Authority Notes, Series B,
                              5% due 9/08/1995                                                                    64,313
                     14,600   Massachusetts State, Health and Educational Facilities Authority
                              Revenue Bonds(Boston University), CP, Series H, Sub-Series 2,
                              3.90% due 4/07/1995                                                                 14,600
                     33,210   Massachusetts State HFA, S/F Housing, Convertible Option Revenue
                              Bonds, Series 35, 3.75% due 6/01/1995                                               33,210
                      2,000   Massachusetts State, Municipal Wholesale Electric Company, Power
                              Supply System Revenue Bonds, VRDN, Series C, 4% due 7/01/2019 (a)                    2,000
                      1,400   Massachusetts State, UPDATES, Series E, 4.35% due 12/01/1997 (a)                     1,400

Michigan--            6,500   Delta County, Michigan, Economic Development Corporation, Environmental
1.8%                          Improvement Revenue Bonds (Mead Escambia Paper), VRDN, Series D, 4.30%
                              due 12/01/2023 (a)                                                                   6,500
                     17,700   Eagle Tax Exempt Trust, Michigan, VRDN, Series 1994, Class 2201, 4.15%
                              due 6/01/2021 (a)                                                                   17,700
                      1,000   Grand Rapids, Michigan, Water Supply System, Revenue Refunding Bonds,
                              VRDN, 4.30% due 1/01/2020 (a)                                                        1,000
                        100   Kent Hospital Finance Authority, Michigan, Hospital Facilities
                              Revenue Bonds(Butterworth Hospital), VRDN, Series A, 4.25% due
                              1/15/2020 (a)                                                                          100
                              Michigan Municipal Bond Authority Revenue Notes:
                     21,000       Series A, 4.25% due 5/05/1995                                                   21,015
                     24,250       Series B, 4.75% due 7/20/1995                                                   24,303
                     30,000   Michigan State Building Authority Revenue Bonds, CP, Series 1,
                              4.10% due 4/27/1995                                                                 30,001
                              Michigan State Hospital Finance Authority Revenue Bonds, VRDN (a):
                      4,300       (Providence Hospital--Daughters of Charity Systems, Incorporated),
                                  4.25% due 11/01/2014                                                             4,300
                     14,000       (Saint Mary's Hospital--Daughters of Charity Systems, Incorporated),
                                  4.25% due 11/01/2013                                                            14,000
                      5,000   Michigan State Strategic Fund, Limited Obligation Revenue Refunding
                              Bonds(Consumers Power Company Project), VRDN, Series A, 4.25%
                              due 6/15/2010 (a)                                                                    5,000
                      1,000   Michigan State Strategic Fund, Solid Waste Disposal Revenue Bonds
                              (Grayling Generating Project), VRDN, AMT, 4.25% due 1/01/2014 (a)                    1,000
                      9,800   University of Michigan, University Revenue Refunding Bonds, VRDN,
                              Series A, 4.20% due 12/01/2019 (a)                                                   9,800
<PAGE>
Minnesota--                   Eagle Tax Exempt Trust, Minnesota, VRDN (a):
1.0%                 14,500       Series 1994-C-5, 4.35% due 2/01/2015                                            14,500
                     45,000       Series A, 4.35% due 8/01/2006                                                   45,000
                     13,700   Minneapolis, Minnesota, Community Development Agency Revenue Bonds
                              (Riverplace Project--Pinnacle Apartments), VRDN, 4.25% due
                              2/01/2012 (a)                                                                       13,700

Mississippi--        10,000   Harrison County, Mississippi, PCR, Refunding (E.I. du Pont de
0.6%                          Nemours & Co.), VRDN, 4.20% due 9/01/2010 (a)                                       10,000
                     12,100   Jackson County, Mississippi, PCR, Refunding (Chevron USA, Inc.
                              Project), VRDN, 4.10% due 12/01/2016 (a)                                            12,100
                        600   Jackson County, Mississippi, Port Facility Revenue Refunding Bonds
                              (Chevron USA, Inc. Project), VRDN, 4.35% due 6/01/2023 (a)                             600
                      3,000   Mississippi Hospital Equipment and Facilities Authority Revenue Bonds
                              (Mississippi Baptist Medical Center), VRDN, Series B, 4.10% due
                              7/01/2012 (a)                                                                        3,000
                     19,800   Perry County, Mississippi, PCR, Refunding (Leaf River Forest
                              Project), VRDN, 4.15% due 3/01/2002 (a)                                             19,800

Missouri--           30,000   Eagle Tax Exempt Trust, Missouri, VRDN, Series 1993-E,
2.0%                          4.35% due 8/01/2006 (a)                                                             30,000
                              Missouri Higher Education Loan Authority, Student Loan Revenue
                              Bonds, VRDN, AMT (a):
                      7,800       Series A, 4.15% due 6/01/2017                                                    7,800
                     11,700       Series B, 4.15% due 6/01/2020                                                   11,700
</TABLE>



<TABLE>
CMA TAX-EXEMPT FUND
SCHEDULE OF INVESTMENTS AS OF MARCH 31, 1995 (CONTINUED)                                                  (IN THOUSANDS)
<CAPTION>
                    Face                                                                                         Value
State              Amount                               Issue                                                  (Note 1a)
<S>                <C>        <S>                                                                             <C>
Missouri                      Missouri State Health and Educational Facilities Authority, Health
(concluded)                   Facilities Revenue Bonds (Sisters of Mercy Health System), VRDN (a):
                   $  5,000       Series A, 4% due 6/01/2019                                                  $    5,000
                     15,500       Series C, 4% due 6/01/2019                                                      15,500
                      6,200       Series D, 4% due 6/01/2019                                                       6,200
                              Missouri State Health and Educational Facilities Authority Revenue
                              Bonds (Washington University Project), VRDN (a):
                      1,300       Series A, 4.15% due 9/01/2010                                                    1,300
                     16,830       Series A, 4.30% due 3/01/2017                                                   16,830
                     19,200       Series B, 4.30% due 3/01/2017                                                   19,200
                     28,700   Saint Louis County, Missouri, IDA, Hospital Revenue Bonds (DePaul
                              Hospital--Daughters of Charity), VRDN, 4.25% due 11/01/2014 (a)                     28,700
<PAGE>
Nebraska--                    Nebraska Higher Education Loan Program, Multiple Mode Student Loan
1.5%                          Revenue Bonds, VRDN (a):
                     12,800       Series A, 4.10% due 12/01/2015                                                  12,800
                     13,600       Series B, 4.10% due 12/01/2015                                                  13,600
                      3,100       Series C, 4.10% due 12/01/2015                                                   3,100
                     17,600       Series D, 4.10% due 12/01/2015                                                  17,600
                     27,800       Series N, 4.10% due 12/01/2015                                                  27,800
                              Nebraska Higher Education Loan Program, Student Loan Revenue Bonds,
                              VRDN, AMT (a):
                      3,550       Series A, 4.20% due 12/01/2016                                                   3,550
                     30,150       Series C, 4.20% due 8/01/2018                                                   30,150

New Hampshire--       1,400   New Hampshire Higher Educational and Health Facilities Authority Revenue
0.8%                          Bonds (VHA New England Inc.), VRDN, Series D, 4.10% due 12/01/2025 (a)               1,400
                              New Hampshire State, Business Finance Authority, PCR:
                     20,750       (New England Power Co. Project), CP, Series B, 4.15% due 4/20/1995              20,750
                     38,400       Refunding (Public Service Co.), VRDN, Series E, 4.20%
                                  due 5/01/2021 (a)                                                               38,400

New Jersey--          9,400   New Jersey Sports and Exposition Authority, State Contract Revenue
1.1%                          Bonds, VRDN, Series C, 4% due 9/01/2024 (a)                                          9,400
                              New Jersey State, CP:
                     21,300       3.75% due 5/09/1995                                                             21,300
                     24,500       Series 94, 3.70% due 5/04/1995                                                  24,500
                     10,600       Series D, 3.80% due 5/12/1995                                                   10,600
                     23,000   New Jersey State, Transportation Trust Fund Authority, CP, 3.75%
                              due 5/05/1995                                                                       23,000
                      1,200   Port Authority of New York and New Jersey, Special Obligation Revenue
                              Bonds(Versatile Structure Obligation), VRDN, Series 1, 4.40% due
                              8/01/2028 (a)                                                                        1,200

New Mexico--                  Farmington, New Mexico, PCR (Arizona Public Service Co.), VRDN (a):
1.3%                  5,800       AMT, Series C, 4.50% due 9/01/2024                                               5,800
                     44,900       Refunding, Series A, 4.20% due 5/01/2024                                        44,900
                     18,750       Refunding, Series B, 4.30% due 9/01/2024                                        18,750
                     16,000   Hurley, New Mexico, PCR (Kennecott Santa Fe), VRDN, 4.35% due
                              12/01/2015 (a)                                                                      16,000
                      4,900   New Mexico Educational Assistance Foundation, Student Loan Revenue
                              Bonds, VRDN, AMT, Series B, 4.30% due 4/01/2005 (a)                                  4,900
                      2,480   New Mexico State Hospital Equipment Loan Council, Hospital Equipment
                              and Improvement Revenue Bonds (Health Facilities), VRDN, 4.25%
                              due 5/01/2009 (a)                                                                    2,480

New York--           15,000   Nassau County, New York, RAN, 4% due 4/14/1995                                      15,002
3.7%                          New York City, New York, CP:
                     34,100       4.15% due 5/08/1995                                                             34,100
                     25,000       4.15% due 5/09/1995                                                             25,000
                     19,300       4.15% due 5/10/1995                                                             19,300
                     62,000   New York City, New York, Floating Rate LIBOR Notes, VRDN,
                              4.063% due 6/30/1995 (a)                                                            62,000
</TABLE>
<PAGE>


<TABLE>
CMA TAX-EXEMPT FUND
SCHEDULE OF INVESTMENTS AS OF MARCH 31, 1995 (CONTINUED)                                                  (IN THOUSANDS)
<CAPTION>
                    Face                                                                                         Value
State              Amount                               Issue                                                  (Note 1a)
<S>                <C>        <S>                                                                             <C>
New York                      New York City, New York, GO, VRDN (a):
(concluded)        $  7,400       Refunding, Series D, 4.35% due 8/01/1995                                    $    7,400
                     20,000       Series B, Sub-Series B-7, 4.25% due 8/15/2018                                   20,000
                      8,400       Series D, 4.30% due 2/01/2021                                                    8,400
                      1,300       Sub-Series A-5, 4.35% due 8/01/2016                                              1,300
                      3,000       Sub-Series A-7, 4.30% due 8/01/2019                                              3,000
                     10,300       Sub-Series A-10, 4.35% due 8/01/2016                                            10,300
                        200   New York City, New York, IDA, IDR (Japan Airlines Company Ltd.
                              Project), VRDN, AMT, 4.20% due 11/01/2015 (a)                                          200
                     10,000   New York City, New York, Municipal Water Finance Authority, Water
                              and Sewer System Revenue Bonds, CP, 4% due 5/17/1995                                10,000
                     14,525   New York City, New York, RAN, Series B, 4.75% due 6/30/1995                         14,534
                      5,900   New York State Dormitory Authority Revenue Bonds (Cornell
                              University), VRDN, Series B, 4.20% due 7/01/2025 (a)                                 5,900
                              New York State Energy Research and Development Authority, PCR, VRDN (a):
                        160       (Niagara Mohawk Corporation Project), Series A, 4.25% due 3/01/2027                160
                     22,500       (Niagara Power Corporation Project), AMT, Series B, 4.40% due 7/01/2027         22,500
                      9,300   New York State Local Government Assistance Corporation Revenue Bonds,
                              VRDN, Series B, 3.85% due 4/01/2023 (a)                                              9,300
                     15,800   Triborough Bridge and Tunnel Authority, New York, Special Obligation
                              Revenue Bonds, VRDN, 3.80% due 1/01/2024 (a)                                        15,800

North Carolina--              Craven County, North Carolina, Industrial Facilities and Pollution
2.4%                          Control Financing Authority Revenue Bonds (Cravenwood Energy
                              Project), VRDN, AMT (a):
                      6,300       Series B, 4.30% due 5/01/2011                                                    6,300
                     16,000       Series C, 4.30% due 5/01/2011                                                   16,000
                      2,600   Halifax County, North Carolina, Industrial Facilities and Pollution
                              Control Financing Authority Revenue Bonds (Westmoreland Project),
                              VRDN, 4.35% due 12/01/2019 (a)                                                       2,600
                      9,995   North Carolina Eastern Municipal Power Agency, Power System Revenue
                              Bonds (Putters), VRDN, Series 5, 4.50% due 1/01/2018 (a)                             9,995
                              North Carolina Educational Facilities Finance Agency Revenue
                              Bonds, VRDN (a):
                     23,950       (Bowman Grey School of Medicine Project), 4.10% due 9/01/2020                   23,950
                     20,240       (Duke University Project), Series A, 4.075% due 6/01/2027                       20,240
                     15,000       (Duke University Project), Series B, 4.075% due 12/01/2021                      15,000
                              North Carolina Medical Care Commission, Hospital Revenue
                              Bonds, VRDN (a):
                      5,700       (Carol Woods Project), 4.30% due 4/01/2021                                       5,700
<PAGE>                1,700       (Duke University Hospital), Series B, 4.075% due 6/01/2015                       1,700
                      2,000       (Duke University Hospital Project), Series C, 4.075%
                                  due 6/01/2015                                                                    2,000
                     18,500       (North Carolina Baptist Hospital Project), Series B,
                                  4.10% due 6/01/2022                                                             18,500
                     17,600       (Pooled Equipment Financing Project), 4.20% due 12/01/2025                      17,600
                      9,000       (Pooled Financing Project), 4.20% due 4/01/2012                                  9,000
                      5,500       (Pooled Financing Project), Series B, 4.30% due 10/01/2013                       5,500
                      9,000       Refunding (Moses H. Cone Memorial Hospital Project),
                                  4.10% due 10/01/2023                                                             9,000
                      9,300   Person County, North Carolina, Industrial Facilities and Pollution
                              Control Financing Authority, Solid Waste Disposal Revenue Bonds
                              (Carolina Power and Light Company), DATES, 4.40% due 11/01/2016 (a)                  9,300
                     17,000   Wake County, North Carolina, Industrial Facilities and Pollution
                              Control Financing Authority Revenue Bonds (Carolina Power and Light
                              Company Project), DATES, 4.45% due 3/01/2017 (a)                                    17,000

Ohio--                2,200   Cuyahoga County, Ohio, Hospital Revenue Improvement Bonds (Cleveland
0.1%                          University Hospital), VRDN, 4.25% due 1/01/2016 (a)                                  2,200
                      1,100   Franklin County, Ohio, Health System Revenue Bonds (Franciscan Sister--
                              Saint Anthony Medical Center), VRDN, Series B, 4.25% due 7/01/2015 (a)               1,100
                      1,865   Ohio HFA, M/F Housing Revenue Bonds (Kenwood Congregate Retirement
                              Program), VRDN, 4% due 12/01/2015 (a)                                                1,865
                      3,000   Scioto County, Ohio, Hospital Facilities Revenue Bonds (VHA Central Inc.
                              Capital Asset), VRDN, Series C, 4% due 12/01/2025 (a)                                3,000
                      6,100   Scioto County, Ohio, Marine Terminal Facility, Revenue Refunding Bonds
                              (Norfolk Southern Corporation Project), VRDN, 4.15% due 8/15/2013 (a)                6,100
</TABLE>



<TABLE>
CMA TAX-EXEMPT FUND
SCHEDULE OF INVESTMENTS AS OF MARCH 31, 1995 (CONTINUED)                                                  (IN THOUSANDS)
<CAPTION>
                    Face                                                                                         Value
State              Amount                               Issue                                                  (Note 1a)
<S>                <C>        <S>                                                                             <C>
Oklahoma--         $ 12,400   Muskogee, Oklahoma, Industrial Trust, PCR, Refunding (Oklahoma Gas and
0.5%                          Electric Co.), VRDN, Series A, 4.20% due 1/01/2025 (a)                          $   12,400
                     10,200   Oklahoma City, Oklahoma, Industrial and Cultural Facilities Revenue
                              Bonds, VRDN, Series A, 4.30% due 6/01/2006 (a)                                      10,200
                     16,875   Oklahoma State, Industrial Authority Revenue Bonds (Baptist Center
                              Health System), Series A, CP, 4.10% due 5/18/1995                                   16,875

Oregon--              9,300   Medford, Oregon, Hospital Facilities Authority Revenue Bonds (Gross--
1.1%                          Rogue Valley Health Services), VRDN, 4.30% due 10/01/2016 (a)                        9,300
                              Oregon State GO, Veterans' Welfare Bonds, VRDN (a):
                     53,000       Series 73-E, 4.15% due 12/01/2016                                               53,000
                     15,000       Series 73-G, 4.25% due 12/01/2018                                               15,000
                      7,300   Port of Portland, Oregon, Public Grain Elevator Revenue Bonds (Columbia
                              Grain Incorporated Project), VRDN, Series A, 4.375% due 12/01/2014 (a)               7,300
<PAGE>
Pennsylvania--                Allegheny County, Pennsylvania, Hospital Development Authority
8.2%                          Revenue Bonds(Presbyterian Health Center), VRDN (a):
                      8,000       Series A, 4.20% due 3/01/2020                                                    8,000
                      1,400       Series C, 4.20% due 3/01/2020                                                    1,400
                              Allegheny County, Pennsylvania, IDA, PCR (Duquesne Light Project),
                              CP, Series A:
                     15,000       4.40% due 12/07/1995                                                            15,000
                     12,000       4.75% due 12/07/1995                                                            12,000
                        800   Authority Improvement Municipalities of Allegheny County, Pennsylvania,
                              Hospital Revenue Bonds (Pooled Hospital Equipment Leasing), VRDN,
                              4.20% due 9/01/1995 (a)                                                                800
                      2,500   Butler County, Pennsylvania, IDA, IDR, Refunding (Wetterau Finance Co.
                              Project), VRDN, 4.20% due 12/01/2014 (a)                                             2,500
                      3,000   Delaware County, Pennsylvania, IDA, Solid Waste Revenue Bonds (Scott
                              Paper Company), VRDN, Series B, 4.30% due 12/01/2018 (a)                             3,000
                     17,000   Eagle Tax Exempt Trust, Pennsylvania, VRDN, Series 94, Class 3803,
                              4.35% due 5/01/2008 (a)                                                             17,000
                              Emmaus, Pennsylvania, General Authority Revenue Bonds (Local
                              Government Pool), VRDN (a):
                      6,400       Series A, 4.25% due 3/01/2024                                                    6,400
                      9,000       Series C, 4.25% due 3/01/2024                                                    9,000
                     10,100       Series D, 4.25% due 3/01/2024                                                   10,100
                     25,000       Series E, 4.25% due 3/01/2024                                                   25,000
                     22,300   Geisinger Authority, Pennsylvania, Health Systems Revenue Bonds,
                              Series B, VRDN, 4.20% due 7/01/2022 (a)                                             22,300
                      5,700   Montgomery County, Pennsylvania, Higher Education and Health Authority,
                              Hospital Revenue Bonds (Holy Redeemer Hospital), VRDN, 4.10% due
                              9/01/2018 (a)                                                                        5,700
                     17,150   Pennsylvania Energy Development Authority Revenue Bonds (B&W
                              Edensburg Project), VRDN, AMT, 4.25% due 12/01/2011 (a)                             17,150
                     77,520   Pennsylvania Floating Rate Trust Certificates, GO, VRDN, Series I,
                              4.35% due 10/02/1999 (a)                                                            77,520
                              Pennsylvania State Higher Education Assistance Agency, Student
                              Loan Revenue Bonds, VRDN (a):
                     11,000       AMT, Series A, 4.20% due 1/01/2018                                              11,000
                     66,000       AMT, Series A, 4.20% due 12/01/2024                                             66,000
                     27,300       AMT, Series B, 4.20% due 7/01/2018                                              27,300
                     54,300       Series A, 3.85% due 12/01/2000                                                  54,300
                     34,900       Series C, 4.20% due 7/01/2018                                                   34,900
                     30,800       Series E, 4.20% due 7/01/2018                                                   30,800
                              Pennsylvania State Higher Educational Facilities Authority,
                              College and University Revenue Bonds, VRDN (a):
                      8,000       (Carnegie-Mellon University), Series A, 4.10% due 11/01/2015                     8,000
                     11,400       (Temple University), 4.20% due 10/01/2009                                       11,400
</TABLE>
<PAGE>


<TABLE>
CMA TAX-EXEMPT FUND
SCHEDULE OF INVESTMENTS AS OF MARCH 31, 1995 (CONTINUED)                                                  (IN THOUSANDS)
<CAPTION>
                    Face                                                                                         Value
State              Amount                               Issue                                                  (Note 1a)
<S>                <C>        <S>                                                                             <C>
Pennsylvania                  Pennsylvania State Higher Educational Facilities Authority,
(concluded)                   Health Services Revenue Bonds:
                   $  5,225       (Putters), VRDN, Series 4B, 4.50% due 1/01/2009 (a)                         $    5,225
                     15,000       (University of Pennsylvania), VRDN, Series B, 4.20% due
                                  1/01/2024 (a)                                                                   15,000
                              Pennsylvania State Higher Educational Facilities Authority, Revenue
                              Refunding Bonds(Thomas Jefferson University), ACES:
                      7,650       Series B, 3.20% due 6/01/1995                                                    7,650
                     34,500       Series C, 3.70% due 6/01/1995                                                   34,500
                     15,000   Pennsylvania State, TAN, 4.75% due 6/30/1995                                        15,013
                     20,750   Philadelphia, Pennsylvania, Hospital and Higher Education Facilities
                              Authority, Hospital Revenue Bonds (Children's Hospital of Philadelphia
                              Project), VRDN, 4.20% due 3/01/2027 (a)                                             20,750
                              Philadelphia, Pennsylvania, IDA, Revenue Bonds:
                     10,200       (30th Street Station Project), VRDN, AMT, 3.50% due 1/01/2011 (a)               10,200
                      8,500       (Institute for Cancer Research Project), CP, Series A,
                                  4.20% due 7/01/2013                                                              8,500
                      9,000       (Philadelphia Airport Hotel), UPDATES, AMT, 4.15% due 12/01/2017 (a)             9,000
                     20,880   Sayre, Pennsylvania, Health Care Facilities Authority Revenue Bonds
                              (VHA of Pennsylvania, Inc., Capital Assets Financing Project),
                              VRDN, Series L, 4% due 12/01/2020 (a)                                               20,880

South Carolina--      2,000   Berkeley County, South Carolina, PCR, Facilities Refunding Bonds
1.1%                          (Amoco Chemical Co. Project), VRDN, 4.35% due 7/01/2012 (a)                          2,000
                      5,900   Charleston County, South Carolina, IDR, Refunding (Massey Coal
                              Terminal SC Corporation), VRDN, 4.30% due 1/01/2007 (a)                              5,900
                     19,800   Charleston County, South Carolina, School District, TAN,
                              4.50% due 4/13/1995                                                                 19,806
                     12,100   Orangeburg County, South Carolina, Solid Waste Disposal Facilities
                              Revenue Bonds(South Carolina Electric & Gas), VRDN, AMT, 4.30%
                              due 11/01/2024 (a)                                                                  12,100
                              South Carolina Jobs EDA, Revenue Bonds, VRDN (a):
                      4,600       (Saint Francis Hospital Project), 4.25% due 7/01/2022                            4,600
                      5,400       (Wellman, Inc. Project), 4.40% due 12/01/2010                                    5,400
                     14,100       (Wellman, Inc. Project), AMT, 4.40% due 12/01/2012                              14,100
                      7,200       (WelIman, Inc Project), AMT, 4.25% due 3/01/2015                                 7,200
<PAGE>
Tennessee--           9,400   Cleveland, Tennessee, IDB, Revenue Bonds (Newly Wed Foods
0.6%                          Incorporated Project), VRDN, AMT, 4.35% due 1/01/2012 (a)                            9,400
                      8,100   Loudon, Tennessee, IDB, PCR, Refunding (A.E. Staley Manufacturing
                              Co. Project), VRDN, 4.25% due 9/01/2001 (a)                                          8,100
                              Memphis, Tennessee (Putters), VRDN (a):
                      6,695       Series 3A, 4.50% due 10/01/2013                                                  6,695
                      3,680       Series 3B, 4.50% due 10/01/2014                                                  3,680
                     14,955   Morristown, Tennessee, IDB, PCR, Refunding (Akzo Chemicals, Inc.
                              Project), VRDN, 4.25% due 8/01/2001 (a)                                             14,955
                     12,000   Volunteer State Student Funding Corporation, Tennessee, Student
                              Loan Revenue Bonds, VRDN, AMT, Series A-1, 4.25% due 12/01/2017 (a)                 12,000

Texas--              23,500   Brazos, Texas, Higher Education Authority Incorporated, Student
14.4%                         Loan Revenue Bonds, AMT, Series B-1, 3.80% due 6/01/1995                            23,500
                      4,000   Corpus Christi, Texas, IDR (Dedietrich USA Incorporated Project),
                              VRDN, AMT, 4.20% due 11/01/2008 (a)                                                  4,000
                      8,910   Galveston County, Texas, Health Facilities Development Corporation
                              Revenue Bonds (Devereux Foundation Project), VRDN, 4.25%
                              due 1/01/2016 (a)                                                                    8,910
                     13,800   Grapevine, Texas, IDR, Airport Revenue Refunding Bonds (Southern Air
                              Transportation Project), VRDN, 4.10% due 3/01/2010 (a)                              13,800
                              Gulf Coast Waste Disposal Authority, Texas, PCR (Amoco Oil Co.
                              Project), VRDN, AMT (a):
                     22,500       4.50% due 5/01/2023                                                             22,500
                      2,800       4.50% due 6/01/2024                                                              2,800
                              Gulf Coast Waste Disposal Authority, Texas, Solid Waste Disposal
                              Revenue Bonds(Amoco Oil Co. Project), AMT:
                      2,100       4.30% due 10/01/1995                                                             2,100
                     14,300       Refunding, VRDN, 4.50% due 8/01/2023 (a)                                        14,300
</TABLE>
<PAGE>


<TABLE>
CMA TAX-EXEMPT FUND
SCHEDULE OF INVESTMENTS AS OF MARCH 31, 1995 (CONTINUED)                                                  (IN THOUSANDS)
<CAPTION>
                    Face                                                                                         Value
State              Amount                               Issue                                                  (Note 1a)
<S>                <C>        <S>                                                                             <C>
Texas                         Harris County, Texas, Health Facilities Development Corporation,
(concluded)                   Hospital Revenue Bonds, VRDN (a):
                  $ 242,800       (Methodist Hospital), 4.25% due 12/01/2025                                  $  242,800
                     18,300       (Saint Luke's Episcopal Hospital), Series B, 4.25% due 2/15/2016                18,300
                     23,800       (Saint Luke's Episcopal Hospital), Series C, 4.25% due 2/15/2016                23,800
                      3,800       (Saint Luke's Episcopal Hospital), Series D, 4.25% due 2/15/2016                 3,800
                      6,900   Harris County, Texas, Health Facilities Development Corporation,
                              Special Facilities Revenue Bonds (Texas Medical Center Project),
                              VRDN, 4.25% due 2/15/2022 (a)                                                        6,900
                      7,100   Harris County, Texas, Industrial Development Corporation, PCR
                              (Exxon Project), DATES, Series A, 4.25% due 3/01/2024 (a)                            7,100
                              Harris County, Texas, Toll Road Revenue Bonds, VRDN (a):
                     15,000       Sublien D, 4.10% due 8/01/2015                                                  15,000
                     25,000       Sublien H, 4.10% due 8/01/2020                                                  25,000
                     11,440   Hockley County, Texas, Industrial Development Corporation, PCR (Amoco
                              Project), 3.90% due 5/01/1995                                                       11,439
                      7,000   Houston, Texas, Public Improvement Bonds, VRDN, Series A,
                              4.15% due 4/01/2013 (a)                                                              7,000
                     54,150   Houston, Texas, TRAN, 4.50% due 6/29/1995                                           54,266
                     22,800   Lubbock, Texas, Health Facilities Development Corporation Revenue
                              Bonds (Saint Joseph Health System), VRDN, Series A, 4.20%
                              due 7/01/2013 (a)                                                                   22,800
                              North Texas Higher Education Authority Incorporated, Student Loan
                              Revenue Bonds, VRDN (a):
                      5,000       AMT, 4.35% due 12/01/2005                                                        5,000
                     13,700       AMT, Series F, 4.20% due 4/01/2020                                              13,700
                      3,000       Refunding, 4.20% due 3/01/1999                                                   3,000
                     23,700       Refunding, 4.20% due 3/01/2005                                                  23,700
                     29,000       Refunding, Series A, 4.20% due 4/01/2005                                        29,000
                      5,000       Refunding, Series A, 4.20% due 4/01/2020                                         5,000
                     18,500   Panhandle Plains, Texas, Higher Education Authority Incorporated,
                              Student Loan Revenue Bonds, AMT, Series A, 3.80% due 6/01/1995                      18,500
                     18,700   San Antonio, Texas, Higher Education Authority Revenue Refunding
                              Bonds (Trinity University Project), VRDN, 4.20% due 4/01/2004 (a)                   18,700
                      6,900   Southwest Texas, Higher Education Authority Incorporated, Revenue
                              Refunding Bonds (Southern Methodist University), VRDN,
                              4.35% due 7/01/2015 (a)                                                              6,900
                      8,800   Texas A&M University, University System Revenue Bonds (Financing
                              System), CP, Series B, 3.90% due 5/16/1995                                           8,800
                     11,800   Texas State, Agricultural Financing Authority Revenue Bonds, CP,
<PAGE>                        Series A, 4.10% due 4/18/1995                                                       11,800
                     28,400   Texas State, Multi-Modal Water Development Board, VRDN, Series A,
                              4.30% due 3/01/2015 (a)                                                             28,400
                    261,700   Texas State, TRAN, UT, 5% due 8/31/1995                                            262,392
                     27,920   Travis County, Texas, Health Facility Development Corporation
                              Revenue Bonds(Daughters of Charity--Seton Medical Center), VRDN,
                              4.25% due 11/01/2013 (a)                                                            27,920
                              Waco, Texas, Health Facilities Development Corporation, Health
                              Facilities Revenue Bonds (Daughters of Charity--Providence
                              Hospital), VRDN (a):
                     18,485       4.25% due 11/01/2013                                                            18,485
                     12,300       Series 88A, 4.25% due 11/01/2018                                                12,300
                      5,000   West Side Calhoun County, Texas, Development Corporation, PCR
                              (Sohio Chemical Company Project), UPDATES, 4.25% due 12/01/2015 (a)                  5,000
                      5,265   Yoakum County, Texas, Industrial Development Corporation, PCR
                              (Amoco Project), 3.90% due 5/01/1995                                                 5,264

Utah--               53,000   Emery County, Utah, PCR, Refunding (Pacific Corporation Projects),
1.2%                          VRDN, 4.40% due 11/01/2024 (a)                                                      53,000
                     12,000   Intermountain Power Agency, Utah, Power Supply Revenue Bonds, CP,
                              Series F, 4.05% due 5/16/1995                                                       12,000
                     15,100   Salt Lake County, Utah, PCR, Refunding (Service Station Holdings
                              Project), VRDN, Series B, 4.25% due 8/01/2007 (a)                                   15,100
                      6,000   Utah State Board of Regents, Student Loan Revenue Bonds, VRDN,
                              AMT, Series C, 4.20% due 11/01/2013 (a)                                              6,000
</TABLE>



<TABLE>
CMA TAX-EXEMPT FUND
SCHEDULE OF INVESTMENTS AS OF MARCH 31, 1995 (CONCLUDED)                                                  (IN THOUSANDS)
<CAPTION>
                    Face                                                                                         Value
State              Amount                               Issue                                                  (Note 1a)
<S>                <C>        <S>                                                                             <C>
Vermont--          $  1,100   Vermont Higher Educational and Health Buildings, Financing Agency
0.0%                          Revenue Bonds(VHA-New England), VRDN, Series G, 4.10% due 12/01/2025 (a)        $    1,100

Virginia--            5,700   Loudoun County, Virginia, IDA, Residential Care Facility Revenue Bonds
0.7%                          (Falcons Landing Project), VRDN, Series B, 4.30% due 11/01/2024 (a)                  5,700
                      3,200   Peninsula Ports Authority, Virginia, Revenue Refunding Bonds
                              (Port Facility--Shell Oil Company Project), UPDATES, Series A,
                              4.15% due 12/01/2005 (a)                                                             3,200
                      2,400   Roanoke, Virginia, IDA, Hospital Revenue Bonds (Roanoke Memorial
                              Hospital Project), VRDN, Series A, 4.25% due 7/01/2017 (a)                           2,400
                              Rockingham County, Virginia, IDA, Revenue Bonds, VRDN (a):
                      1,000       4.625% due 10/01/2022                                                            1,000
                     16,000       (Merck & Co. Project), Series A, 4.375% due 10/01/2020                          16,000
                     27,300   Virginia State Housing Development Authority, Commonwealth Mortgage
                              Revenue Bonds, AMT, Series I, Sub-Series I, 4.20% due 5/11/1995                     27,300
<PAGE>
Washington--          9,200   Port Anacortes, Washington, Industrial Development Corporation
1.1%                          Revenue Bonds (Texaco Project), CP, 3.85% due 5/09/1995                              9,200
                              Washington State Public Power Supply System, Revenue Refunding
                              Bonds (Nuclear Project No. 3), VRDN (a):
                     24,500       Series 3A-1, 4.20% due 7/01/2018                                                24,500
                      9,300       Series 3A-2, 4.25% due 7/01/2018                                                 9,300
                              Washington Student Loan Finance Association Revenue Bonds (Guaranteed
                              Student Loan Program), VRDN (a):
                     11,400       AMT, Series A, 4.25% due 12/01/2002                                             11,400
                      6,000       AMT, Series B, 4.25% due 12/01/2002                                              6,000
                     10,680       AMT, Series B, 4.15% due 1/01/2004                                              10,680
                     10,400       Second Series, 4% due 1/01/2001                                                 10,400

West Virginia--      11,220   Hancock County, West Virginia, County Commission, IDR, Refunding
0.2%                          (The Boc Group Inc. Project), VRDN, 4.25% due 8/01/2005 (a)                         11,220

Wisconsin--                   Eagle Tax Exempt Trust, Wisconsin, VRDN (a):
1.3%                 30,300       Series 1993-H, 4% due 11/01/2008                                                30,300
                      6,900       Series 94, Class 4901, 4.35% due 9/01/2015                                       6,900
                     24,300       Series 94, Class 4905, 4.35% due 10/01/2005                                     24,300
                     18,450   Milwaukee, Wisconsin, RAN, Series A, 5.50% due 2/22/1996                            18,568
                     16,000   Sheboygan, Wisconsin, PCR, Refunding (Wisconsin Power and Light
                              Company Project), VRDN, Series A, 4.35% due 9/01/2015 (a)                           16,000
                      2,250   Wisconsin State Health Facilities Authority Revenue Bonds (Saint
                              Mary's Hospital of Milwaukee--Daughters of Charity), VRDN,
                              4.25% due 11/06/2016 (a)                                                             2,250

Wyoming--             4,800   Carbon County, Wyoming, PCR (Amoco Project), 3.90% due 5/01/1995                     4,799
1.2%                 17,500   Sweetwater County, Wyoming, PCR, Refunding (Pacific Corporation
                              Project), VRDN, 4.25% due 7/01/2015 (a)                                             17,500
                              Uinta County, Wyoming, PCR:
                     41,855       (Amoco Oil Company Project), Series A, 4.27% due 12/01/1995                     41,743
                     23,500       Refunding (Chevron USA Inc. Project), VRDN, 4.10% due 8/15/2020 (a)             23,500
                      1,500       Refunding (Chevron USA Inc. Project), VRDN, 4.10% due 12/01/2022 (a)             1,500

Puerto Rico--        60,000   Puerto Rico Commonwealth, Government Development Bank Revenue
0.8%                          Bonds,CP, 3.75% due 5/10/1995                                                       60,000

                              Total Investments (Cost--$7,340,935*)--99.3%                                     7,340,935

                              Other Assets Less Liabilities--0.7%                                                 51,029
                                                                                                              ----------
                              Net Assets--100.0%                                                              $7,391,964
                                                                                                              ==========


<FN>
(a)The interest rate is subject to change periodically based on
   certain indexes. The interest rate shown is the rate in effect at
   March 31, 1995.
(b)Prerefunded; to be called.
(c)MBIA Insured.
  *Cost for Federal income tax purposes was $7,340,877 (in thousands).

See Notes to Financial Statements.
</TABLE>
<PAGE>

<TABLE>
CMA TAX-EXEMPT FUND
STATEMENT OF ASSETS AND LIABILITIES AS OF MARCH 31, 1995
<S>                                                                                     <C>              <C>
Assets:
Investments, at value (identified cost--$7,340,935,254) (Note 1a)                                        $ 7,340,935,254
Cash                                                                                                             124,472
Receivables:
 Interest                                                                               $    64,146,460
 Securities sold                                                                             10,987,795
 Beneficial interest sold                                                                     3,975,650       79,109,905
                                                                                        ---------------
Prepaid registration fees and other assets (Note 1d)                                                             254,786
                                                                                                         ---------------
Total assets                                                                                               7,420,424,417
                                                                                                         ---------------
Liabilities:
Payables:
 Securities purchased                                                                        22,755,438
 Investment adviser (Note 2)                                                                  2,456,160
 Distributor (Note 2)                                                                         2,416,500       27,628,098
                                                                                        ---------------
Accrued expenses and other liabilities                                                                           832,660
                                                                                                         ---------------
Total liabilities                                                                                             28,460,758
                                                                                                         ---------------
Net Assets                                                                                               $ 7,391,963,659
                                                                                                         ---------------
Net Assets Consist of:
Shares of beneficial interest, $.10 par value, unlimited number
of shares authorized                                                                                     $   739,756,643
Paid-in capital in excess of par                                                                           6,657,809,787
Undistributed investment income--net                                                                              57,789
Accumulated realized capital losses--net (Note 4)                                                             (5,660,560)
                                                                                                         ---------------
Net Assets--Equivalent to $1.00 per share based on 7,397,566,430
shares of beneficial interest outstanding                                                                $ 7,391,963,659
                                                                                                         ===============
</TABLE>
<PAGE>

<TABLE>
CMA TAX-EXEMPT FUND
STATEMENT OF OPERATIONS FOR THE YEAR ENDED MARCH 31, 1995
<S>                                                                                     <C>              <C>
Investment Income (Note 1c):
Interest and amortization of premium and discount earned                                                 $   246,217,013

Expenses:
Investment advisory fees (Note 2)                                                       $    29,119,924
Distribution fees (Note 2)                                                                    9,357,280
Transfer agent fees (Note 2)                                                                  1,623,665
Registration fees (Note 1d)                                                                     526,090
Accounting services (Note 2)                                                                    411,464
Custodian fees                                                                                  189,859
Printing and shareholder reports                                                                167,469
Professional fees                                                                                81,707
Trustees' fees and expenses                                                                      57,568
Pricing fees                                                                                     49,670
Other                                                                                           172,131
                                                                                        ---------------
Total expenses                                                                                                41,756,827
                                                                                                         ---------------
Investment income--net                                                                                       204,460,186
Realized Loss on Investments--Net (Note 1c)                                                                   (1,362,814)
                                                                                                         ---------------
Net Increase in Net Assets Resulting from Operations                                                     $   203,097,372
                                                                                                         ===============

See Notes to Financial Statements.
</TABLE>
<PAGE>


<TABLE>
CMA TAX-EXEMPT FUND
STATEMENTS OF CHANGES IN NET ASSETS
<CAPTION>
                                                                                          For the Year Ended March 31,
Increase (Decrease) in Net Assets:                                                           1995             1994
<S>                                                                                     <C>              <C>
Operations:
Investment income--net                                                                  $   204,460,186  $   148,192,450
Realized gain (loss) on investments--net                                                     (1,362,814)          51,826
                                                                                        ---------------  ---------------
Net increase in net assets resulting from operations                                        203,097,372      148,244,276
                                                                                        ---------------  ---------------
Dividends to Shareholders (Note 1e):
Investment income--net                                                                     (204,366,652)    (147,847,067)
                                                                                        ---------------  ---------------
Net decrease in net assets resulting from dividends to shareholders                        (204,366,652)    (147,847,067)
                                                                                        ---------------  ---------------
Beneficial Interest Transactions (Note 3):
Net proceeds from sale of shares                                                         23,571,897,187   25,164,582,052
Net asset value of shares issued to shareholders in reinvestment of
dividends (Note 1e)                                                                         204,370,799      147,842,729
                                                                                        ---------------  ---------------
                                                                                         23,776,267,986   25,312,424,781
Cost of shares redeemed                                                                 (24,294,994,658) (24,927,916,358)
                                                                                        ---------------  ---------------
Net increase (decrease) in net assets derived from beneficial interest
transactions                                                                               (518,726,672)     384,508,423
                                                                                        ---------------  ---------------
Net Assets:
Total increase (decrease) in net assets                                                    (519,995,952)     384,905,632
Beginning of year                                                                         7,911,959,611    7,527,053,979
                                                                                        ---------------  ---------------
End of year*                                                                            $ 7,391,963,659  $ 7,911,959,611
                                                                                        ===============  ===============
<FN>
*Undistributed investment income-- net (Note 1f)                                        $        57,789  $       239,945
                                                                                        ===============  ===============
</TABLE>
<PAGE>

<TABLE>
CMA TAX-EXEMPT FUND
FINANCIAL HIGHLIGHTS
<CAPTION>
The following per share data and ratios have been derived
from information provided in the financial statements.                     For the Year Ended March 31,

Increase (Decrease) in Net Asset Value:                   1995           1994          1993          1992         1991
<S>                                                    <C>            <C>           <C>          <C>          <C>
Per Share Operating Performance:
Net asset value, beginning of year                     $     1.00     $     1.00    $     1.00   $     1.00   $     1.00
                                                       ----------     ----------    ----------   ----------   ----------
Investment income--net                                        .03            .02           .02          .04          .05
                                                       ----------     ----------    ----------   ----------   ----------
Less dividends from investment income--net                   (.03)          (.02)         (.02)        (.04)        (.05)
                                                       ----------     ----------    ----------   ----------   ----------
Net asset value, end of year                           $     1.00     $     1.00    $     1.00   $     1.00   $     1.00
                                                       ==========     ==========    ==========   ==========   ==========
Total Investment Return                                     2.76%          1.96%         2.36%        3.76%        5.39%
                                                       ==========     ==========    ==========   ==========   ==========
Ratios to Average Net Assets:
Expenses, excluding distribution fees                        .43%           .42%          .42%         .42%         .41%
                                                       ==========     ==========    ==========   ==========   ==========
Expenses                                                     .55%           .55%          .54%         .54%         .54%
                                                       ==========     ==========    ==========   ==========   ==========
Investment income--net                                      2.70%          1.94%         2.33%        3.70%        5.24%
                                                       ==========     ==========    ==========   ==========   ==========
Supplemental Data:
Net assets, end of year (in thousands)                 $7,391,964     $7,911,960    $7,527,054   $7,874,437   $8,695,795
                                                       ==========     ==========    ==========   ==========   ==========


See Notes to Financial Statements.
</TABLE>
<PAGE>


CMA TAX-EXEMPT FUND
NOTES TO FINANCIAL STATEMENTS


1. Significant Accounting Policies:
CMA Tax Exempt Fund (the "Fund") is registered under the Investment
Company Act of 1940 as a no-load, diversified, open-end management
investment company. The following is a summary of significant
accounting policies followed by the Fund.

(a) Valuation of investments--Investments are valued at amortized
cost, which approximates market value. For the purpose of valuation,
the maturity of the variable rate demand instrument is deemed to be
the next coupon date on which the interest rate is to be adjusted.
In the case of a floating rate instrument, the remaining maturity is
the demand notice payment period.

(b) Income taxes--It is the Fund's policy to comply with the
requirements of the Internal Revenue Code applicable to regulated
investment companies and to distribute substantially all of its
taxable income to its shareholders. Therefore, no Federal income tax
provision is required.

(c) Security transactions and investment
income--Security transactions are recorded on the dates the
transactions are entered into (the trade dates). Interest income
(including amortization of premium and discount) is recognized on
the accrual basis. Realized gains and losses on security
transactions are determined on the identified cost basis.

(d) Prepaid registration fees--Prepaid registration fees are charged
to expense as the related shares are issued.

(e) Dividends to shareholders--The Fund declares dividends daily and
reinvests daily such dividends (net of non-resident alien tax
withheld) in additional fund shares at net asset value. Dividends
are declared from the total of net investment income, excluding
discounts earned other than original price discounts.Net realized
capital gains, if any, are normally distributed annually after
deducting prior years' loss carryforward. The Fund may distribute
capital gains more frequently than annually in order to maintain the
Fund's net asset value at $1.00 per share.

(f) Reclassification--Generally accepted accounting principles
require that certain differences between undistributed net
investment income for financial reporting and tax purposes, if
permanent, be reclassified to accumulated net realized capital
losses. Accordingly, current year's permanent book/tax differences
of $275,690 have been reclassified from undistributed net investment
income to accumulated net realized capital losses. These
reclassifications have no effect on net assets or net asset value
per share.
<PAGE>
2. Investment Advisory Agreement and 
Transactions with Affiliates:
The Fund has entered into an Investment Advisory Agreement with Fund
Asset Management, L.P. ("FAM"). The general partner of FAM is
Princeton Services, Inc. ("PSI"), an indirect wholly-owned
subsidiary of Merrill Lynch & Co., Inc. ("ML & Co."), which is the
limited partner.

FAM is responsible for the management of the Fund's portfolio and
provides the necessary personnel, facilities, equipment and certain
other services necessary to the operations of the Fund. For such
services, the Fund pays a monthly fee based upon the average daily
value of the Fund's net assets, at the following annual rates: 0.50%
of the Fund's average daily net assets not exceeding $500 million;
0.425% of the average daily net assets in excess of $500 million but
not exceeding $1 billion; and 0.375% of the average daily net assets
in excess of $1 billion. The Investment Advisory Agreement obligates
FAM to reimburse the Fund to the extent the Fund's expenses
(excluding interest, taxes, distribution fees, brokerage fees and
commissions, and extraordinary items) exceed 2.5% of the Fund's
first $30 million of average daily net assets, 2.0% of the Fund's
next $70 million of average daily net assets, and 1.5% of the
average daily net assets in excess thereof. No fee payment will be
made to the Adviser during any year which will cause such expenses
to exceed the pro rata expense limitation at the time of such
payment.

Pursuant to the Distribution and Shareholder Servicing Plan in
compliance with Rule 12b-1 under the Investment Company Act of 1940,
Merrill Lynch, Pierce, Fenner & Smith Inc. ("MLPF&S") receives a
distribution fee from the Fund at the end of each month at the
annual rate of 0.125% of average daily net assets of the Fund. The
distribution fee is to compensate MLPF&S financial consultants and
other directly involved branch office personnel for selling shares
of the Fund and for providing direct personal services to
shareholders. The distribution fee is not compensation for the
administrative and operational services rendered to the Fund by
MLPF&S in processing share orders and administering shareholder
accounts.


CMA TAX-EXEMPT FUND
NOTES TO FINANCIAL STATEMENTS (CONCLUDED)


Financial Data Services, Inc. ("FDS"), a wholly-owned subsidiary of
ML & Co., is the Fund's transfer agent.

Accounting services are provided to the Fund by FAM at cost.

Certain officers and/or trustees of the Fund are officers and/or
directors of FAM, PSI, MLPF&S, FDS, and/or ML & Co.
<PAGE>
3. Transactions in Shares of
Beneficial Interest:
The number of shares purchased and redeemed during the periods
corresponds to the amounts included in the Statements of Changes in
Net Assets for net proceeds from sale of shares and cost of shares
redeemed, respectively, since shares are recorded at $1.00 per
share.

4. Capital Loss Carryforward:
At March 31, 1995, the Fund had a net capital loss carryforward of
approximately $5,227,000, of which $2,969,000 expires in 1997,
$1,358,000 expires in 1998, $210,000 expires in 1999, and $690,000
expires in 2003. These amounts will be available to offset like
amounts of any future taxable gains.


<AUDIT-REPORT>
CMA TAX-EXEMPT FUND
INDEPENDENT AUDITORS' REPORT

The Board of Trustees and Shareholders,
CMA Tax-Exempt Fund:

We have audited the accompanying statement of assets and
liabilities, including the schedule of investments, of CMA Tax-
Exempt Fund as of March 31, 1995, the related statements of
operations for the year then ended and changes in net assets for
each of the years in the two-year period then ended, and the
financial highlights for each of the years in the five-year period
then ended. These financial statements and the financial highlights
are the responsibility of the Fund's management. Our responsibility
is to express an opinion on these financial statements and the
financial highlights based on our audits.

We conducted our audits in accordance with generally accepted
auditing standards. Those standards require that we plan and perform
the audit to obtain reasonable assurance about whether the financial
statements and the financial highlights are free  of material
misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements.
Our procedures included confirmation of securities owned at March
31, 1995 by correspondence with the custodian and brokers. An audit
also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the
overall financial statement presentation. We believe that our audits
provide a reasonable basis for our opinion.
<PAGE>
In our opinion, such financial statements and financial highlights
present fairly, in all material respects, the financial position of
CMA Tax-Exempt Fund as of March 31, 1995, the results of its
operations, the changes in its net assets, and the financial
highlights for the respective stated years in conformity with
generally accepted accounting principles.


Deloitte & Touche LLP
Princeton, New Jersey
April 28, 1995
</AUDIT-REPORT>




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