October 23, 1995
Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Rule 24f-2 Notice for
MERRILL LYNCH U.S.A. GOVERNMENT
RESERVES
File No. 2-78702
Dear Sirs:
In accordance with the provisions of Rule
24f-2 under the Investment Company Act
of 1940, Merrill Lynch U.S.A. Government
Reserves (the "Fund") hereby files its
Rule 24f-2 Notice (the "Notice").
1. The Notice is being filed for the fiscal
year of the Fund ended August 31,
1995 (the "Fiscal Year").
2. 5,253,694 shares of beneficial interest of
the Fund which had been registered under
the Securities Act of 1933
(the "Securities Act") other than pursuant
to Rule 24f-2 remained unsold at the
beginning of the Fiscal Year.
3. 1,607,523,265 shares of beneficial interest
were registered under the Securities Act
during the Fiscal Year other than pursuant
to Rule 24f-2.
4. 1,488,684,962 shares of beneficial interest
were sold during the Fiscal Year.*
5. No shares of beneficial interest were sold
during the Fiscal Year in reliance upon
registration pursuant to Rule 24f-2.
Please direct any questions relating to
this Notice to Mark B. Goldfus at P.O.
Box 9011, Princeton, N.J. 08543-9011,
(609) 282-2023, or to Laurin Blumenthal
Kleiman at Brown & Wood, One World
Trade Center, New York, New York 10048,
(212) 839-5525.
Very truly yours,
MERRILL LYNCH U.S.A. GOVERNMENT
RESERVES
By /s/ Mark B. Goldfus
- - - - - - - - - - -
Mark B. Goldfus
Secretary
______________
*The aggregate sale price for all shares sold
during the Fiscal Year was $1,488,684,962.
