MERRILL LYNCH USA GOVERNMENT RESERVES
N-30D, 1996-04-19
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MERRILL LYNCH
U.S.A. GOVERNMENT
RESERVES







FUND LOGO







Semi-Annual Report

February 29, 1996




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. Statements and
other information herein are as dated and are subject to change.









<PAGE>










Merrill Lynch
U.S.A. Government Reserves
Box 9011
Princeton, NJ
08543-9011




DEAR SHAREHOLDER


For the six-month period ended February 29, 1996, Merrill Lynch
U.S.A. Government Reserves paid shareholders a net annualized
dividend of 5.05%*. The fund's 7-day yield as of February 29, 1996
was 4.77%.

The average portfolio maturity for Merrill Lynch U.S.A. Government
Reserves at February 29, 1996 was 60 days, compared to 70 days at
August 31, 1995.

The Environment
Throughout most of the six-month period ended February 29, 1996, it
appeared that the US economy was losing momentum. Consumer spending
was barely growing and the industrial sector was at a virtual
standstill. With inflationary pressures subdued, the Federal Reserve
Board responded to the slowing economy by continued modest monetary
policy easing. However, toward the end of the six-month period, a
series of economic releases began to suggest that economic activity
would not continue to be as sluggish as originally expected. A surge
in auto sales and factory orders, rising consumer confidence and
strong housing starts led some investors to believe that economic
activity was again accelerating and further easing by the Federal
Reserve Board unlikely. These concerns were highlighted in early
March with the report of a sharp increase in new jobs in February
and a drop in unemployment. In the weeks ahead, it is likely that
investors will continue to monitor economic data releases closely as
they attempt to gauge the US economy's progress.
<PAGE>
The impasse between the Clinton Administration and Congress over the
Federal budget continues. However, both sides have made concessions
since the debate began. It appears that investors are currently
focusing on the progress that has been made rather than on the
differences that remain. Initially, President Clinton proposed
deficits of about $190 billion annually through fiscal year 2002. He
now proposes balanced budgets, as do the Republicans. Furthermore,
even without policy changes, it appears that the US Federal budget
deficit should remain stable at about 2% of gross domestic product
for the rest of the decade. This is far better than is the case for
most Group of Seven industrial nations and a great improvement over
the last 15 years. Nevertheless, current indications are that a
piecemeal budget accord is the most likely outcome. Although this
may fall short of investors' best expectations, it appears that the
Federal budget debate over the past year has resulted in a trend
toward a more conservative fiscal policy.


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


For much of the six-month period ended February 29, 1996, a weak
economy and a steep yield curve encouraged us to maintain a
relatively aggressive investment posture. In response to recent
evidence of a recovering economy and a significant flattening of the
front end of the yield curve, we moved to reduce the fund's average
maturity.

In Conclusion
We appreciate your ongoing support of Merrill Lynch U.S.A.
Government Reserves, and we look forward to sharing our investment
outlook and strategy with you in our upcoming annual report to
shareholders.


Sincerely,







(Arthur Zeikel)
Arthur Zeikel
President

<PAGE>





(Donaldo S. Benito)
Donaldo S. Benito
Portfolio Manager


April 9, 1996



We are pleased to announce that Donaldo S. Benito is responsible for
the day-to-day management of Merrill Lynch U.S.A. Government
Reserves. Mr. Benito has been employed by Merrill Lynch Asset
Management, L.P. since 1986 as Vice President.




SCHEDULE OF INVESTMENTS                                        (in Thousands)

                        Face          Interest         Maturity        Value
Issue                  Amount           Rate             Date        (Note 1a)

US Government Obligations--28.5%

US Treasury Bills*    $15,000           5.32 %          5/02/96       $ 14,872
                        7,000           5.605           5/02/96          6,940
                        2,100           4.78            5/16/96          2,078
                        8,000           4.785           5/16/96          7,916
                        5,000           5.34           10/17/96          4,844
                       12,000           4.55            2/06/97         11,437
                        1,540           4.67            2/06/97          1,468

US Treasury Notes       6,000           6.00            6/30/96          6,022
                        5,000           7.875           7/15/96          5,049
                       15,000           6.125           7/31/96         15,061
                        2,100           4.375           8/15/96          2,094
                        5,000           6.50            9/30/96          5,038
                       15,000           6.875          10/31/96         15,157
                        6,000           7.25           11/15/96          6,082
                       12,000           7.50            1/31/97         12,236
                       18,600           6.875           2/28/97         18,902
                       10,000           5.625           6/30/97         10,044
                       10,000           5.875           7/31/97         10,075
                        3,000           5.75            9/30/97          3,016
                        2,000           5.25           12/31/97          1,995
<PAGE>
Total US Government Obligations
(Cost--$160,122)                                                       160,326

  Face
 Amount                          Issue

Repurchase Agreements**--68.5%

$22,000        Chase Securities Inc., purchased on
               2/29/96 to yield 5.40% to 3/01/96                        22,000

 24,827        Chemical Securities, Inc., purchased on
               2/29/96 to yield 5.40% to 3/01/96                        24,827

 23,000        Daiwa Securities America, Inc., purchased
               on 2/29/96 to yield 5.43% to 3/01/96                     23,000

 23,000        Dean Witter Reynolds, Inc., purchased on
               2/23/96 to yield 5.18% to 3/01/96                        23,000



SCHEDULE OF INVESTMENTS                                       (in Thousands)

  Face                                                                 Value
 Amount                          Issue                               (Note 1a)

Repurchase Agreements** (concluded)

$23,000        Deutsche Bank Securities Corp., purchased
               on 2/29/96 to yield 5.42% to 3/01/96                   $ 23,000

 23,000        Donaldson, Lufkin & Jenrette Securities Corp.,
               purchased on 2/23/96 to yield 5.15% to 3/01/96           23,000

 22,000        First Chicago Capital Markets Inc., purchased
               on 2/29/96 to yield 5.40% to 3/01/96                     22,000
<PAGE>
 23,000        Fuji Securities, Inc., purchased on 2/29/96 to
               yield 5.42% to 3/01/96                                   23,000

 22,000        Greenwich Capital Markets, Inc., purchased
               on 2/29/96 to yield 5.40% to 3/01/96                     22,000

 23,000        HSBC Securities, Inc., purchased on 2/29/96
               to yield 5.42% to 3/01/96                                23,000

 24,000        Lanston (Aubrey G.) Co., Inc., purchased on
               2/29/96 to yield 5.43% to 3/01/96                        24,000

 24,000        Morgan Stanley & Co., Inc., purchased on
               2/23/96 to yield 5.15% to 3/01/96                        24,000

 22,000        Nikko Securities International Inc., purchased
               on 2/29/96 to yield 5.42% to 3/01/96                     22,000

 20,000        Nomura Securities International, Inc.,
               purchased on 2/28/96 to yield 5.25% to 3/06/96           20,000

 23,000        PaineWebber Inc., purchased on 2/29/96
               to yield 5.45% to 3/01/96                                23,000

 22,000        Smith Barney, Inc., purchased on 2/29/96
               to yield 5.42% to 3/01/96                                22,000

 22,000        UBS Securities, Inc., purchased on 2/29/96
               to yield 5.41% to 3/01/96                                22,000

Total Repurchase Agreements
(Cost--$385,827)                                                       385,827

Total Investments (Cost--$545,949)--97.0%                              546,153

Other Assets Less Liabilities--3.0%                                     17,069
                                                                      --------
Net Assets--100.0%                                                    $563,222
                                                                      ========


[FN]
 *US Treasury Bills are traded on a discount basis; the interest
  rates shown are the discount rates paid at the time of purchase by
  the fund.
**Repurchase Agreements are fully collateralized by US Government &
  Agency Obligations.

  See Notes to Financial Statements.


<PAGE>
FINANCIAL INFORMATION
<TABLE>
Statement of Assets and Liabilities as of February 29, 1996
<CAPTION>
<S>                 <S>                                                                   <C>              <C> 
Assets:             Investments, at value (identified cost--$545,948,554*) (Note 1a)                       $ 546,152,860
                    Cash                                                                                              58
                    Receivables:
                      Securities sold                                                     $  22,102,049
                      Interest                                                                1,152,342
                      Beneficial interest sold                                                      832       23,255,223
                                                                                          -------------
                    Prepaid registration fees and other assets (Note 1d)                                         116,840
                                                                                                           -------------
                    Total assets                                                                             569,524,981
                                                                                                           -------------

Liabilities:        Payables:
                      Beneficial interest redeemed                                            5,539,233
                      Investment adviser (Note 2)                                               200,311
                      Distributor (Note 2)                                                      173,075
                      Deferred income                                                            58,234        5,970,853
                                                                                          -------------
                    Accrued expenses and other liabilities                                                       331,761
                                                                                                           -------------
                    Total liabilities                                                                          6,302,614
                                                                                                           -------------

Net Assets:         Net assets                                                                             $ 563,222,367
                                                                                                           =============

Net Assets          Shares of beneficial interest, $0.10 par value, unlimited number of
Consist of:         shares authorized                                                                      $  56,301,806
                    Paid-in capital in excess of par                                                         506,716,255
                    Unrealized appreciation on investments--net*                                                 204,306
                                                                                                           -------------
                    Net Assets--Equivalent to $1.00 per share, based on 563,018,061
                    shares of beneficial interest outstanding                                              $ 563,222,367
                                                                                                           =============

                   <FN>
                   *Cost for Federal income tax purposes. As of February 29, 1996, net
                    unrealized appreciation for Federal income tax purposes amounted to
                    $204,306, of which $294,282 related to appreciated securities and
                    $89,976 related to depreciated securities.

                    See Notes to Financial Statements.
</TABLE>


<TABLE>
Statement of Operations
<CAPTION>
                                                                              For the Six Months Ended February 29, 1996
<S>                 <S>                                                                   <C>              <C> 
Investment Income   Interest and amortization of premium and discount earned                               $  16,000,302
(Note 1c):
<PAGE>
Expenses:           Investment advisory fees (Note 2)                                     $   1,253,511
                    Transfer agent fees (Note 2)                                                452,319
                    Distribution fees (Note 2)                                                  325,613
                    Registration fees (Note 1d)                                                  95,113
                    Custodian fees                                                               40,031
                    Accounting services (Note 2)                                                 36,746
                    Professional fees                                                            36,353
                    Printing and shareholder reports                                             26,821
                    Trustees' fees and expenses                                                  22,416
                    Other                                                                         6,772
                                                                                          -------------
                    Total expenses                                                                             2,295,695
                                                                                                           -------------
                    Investment income--net                                                                    13,704,607
                                                                                                           -------------

Realized &          Realized gain on investments--net                                                            182,629
Unrealized Gain on  Change in unrealized appreciation on investments--net                                        158,224
Investments--Net                                                                                           -------------
(Note 1c):          Net Increase in Net Assets Resulting from Operations                                   $  14,045,460
                                                                                                           =============
</TABLE>


FINANCIAL INFORMATION (continued)
<TABLE>
Statements of Changes in Net Assets
<CAPTION>
                                                                                           For the Six      For the Year
                                                                                          Months Ended         Ended
                                                                                           February 29,       August 31,
Increase (Decrease) in Net Assets:                                                            1996              1995
<S>                 <S>                                                                   <C>              <C> 
Operations:         Investment income--net                                                $  13,704,607    $  25,278,399
                    Realized gain on investments--net                                           182,629          351,372
                    Change in unrealized appreciation/depreciation on investments
                    --net                                                                       158,224          519,921
                                                                                          -------------    -------------
                    Net increase in net assets resulting from operations                     14,045,460       26,149,692
                                                                                          -------------    -------------

Dividends &         Investment income--net                                                  (13,704,607)     (25,278,399)
Distributions to    Realized gain on investments--net                                          (182,629)        (351,372)
Shareholders                                                                              -------------    -------------
(Note 1f):          Net decrease in net assets resulting from dividends and
                    distributions to shareholders                                           (13,887,236)     (25,629,771)
                                                                                          -------------    -------------
<PAGE>
Beneficial Interest Net proceeds from sale of shares                                        742,243,815    1,488,684,962
Transactions        Net asset value of shares issued to shareholders in reinvestment
(Note 3):           of dividends and distributions (Note 1f)                                 13,879,915       25,615,698
                                                                                          -------------    -------------
                                                                                            756,123,730    1,514,300,660
                    Cost of shares redeemed                                                (751,988,357)  (1,500,066,112)
                                                                                          -------------    -------------
                    Net increase in net assets derived from beneficial interest
                    transactions                                                              4,135,373       14,234,548
                                                                                          -------------    -------------

Net Assets:         Total increase in net assets                                              4,293,597       14,754,469
                    Beginning of period                                                     558,928,770      544,174,301
                                                                                          -------------    -------------
                    End of period                                                         $ 563,222,367    $ 558,928,770
                                                                                          =============    =============

                    See Notes to Financial Statements.
</TABLE>


FINANCIAL INFORMATION (concluded)
<TABLE>
Financial Highlights
<CAPTION>
                                                                       For the
                                                                         Six
                                                                        Months
The following per share data and ratios have been derived               Ended
from information provided in the financial statements.                 Feb. 29,        For the Year Ended August 31,
Increase (Decrease) in Net Asset Value:                                  1996       1995      1994      1993       1992
<S>                 <S>                                               <C>        <C>       <C>       <C>        <C>      
Per Share           Net asset value, beginning of period              $   1.00   $   1.00  $   1.00  $   1.00   $   1.00
Operating                                                             --------   --------  --------  --------   --------
Performance:          Investment income--net                             .0245      .0472     .0280     .0248      .0365
                      Realized and unrealized gain (loss) on
                      investments--net                                   .0006      .0017    (.0007)    .0007      .0046
                                                                      --------   --------  --------  --------   --------
                    Total from investment operations                     .0251      .0489     .0273     .0255      .0411
                                                                      --------   --------  --------  --------   --------
                    Less dividends and distributions:
                      Investment income--net                            (.0245)    (.0472)   (.0280)   (.0248)    (.0365)
                      Realized gain on investments--net                 (.0003)    (.0007)   (.0002)   (.0013)    (.0038)
                                                                      --------   --------  --------  --------   --------
                    Total dividends and distributions                   (.0248)    (.0479)   (.0282)   (.0261)    (.0403)
                                                                      --------   --------  --------  --------   --------
                    Net asset value, end of period                    $   1.00   $   1.00  $   1.00  $   1.00   $   1.00
                                                                      ========   ========  ========  ========   ========
                    Total investment return                              5.05%*     4.89%     2.85%     2.64%      4.15%
                                                                      ========   ========  ========  ========   ========
<PAGE>
Ratios to Average   Expenses                                              .82%*      .85%      .81%      .75%       .75%
Net Assets:                                                           ========   ========  ========  ========   ========
                    Investment income and realized gain
                    on investments--net                                  4.98%*     4.79%     2.82%     2.61%      4.10%
                                                                      ========   ========  ========  ========   ========

Supplemental        Net assets, end of period (in thousands)          $563,222   $558,929  $544,174  $575,044   $584,067
Data:                                                                 ========   ========  ========  ========   ========


                   <FN>
                   *Annualized.


                    See Notes to Financial Statements.
</TABLE>



NOTES TO FINANCIAL STATEMENTS


1. Significant Accounting Policies:
Merrill Lynch U.S.A. Government Reserves (the "Fund") is registered
under the Investment Company Act of 1940 as a diversified, open-end
management investment company. These unaudited financial statements
reflect all adjustments which are, in the opinion of management,
necessary to a fair statement of the results for the interim period
presented. All such adjustments are of a normal recurring nature.
The following is a summary of significant accounting policies
followed by the Fund.

(a) Valuation of investments--Investments maturing more than sixty
days after the valuation date are valued at market value. When
securities are valued with sixty days or less to maturity, the
difference between the valuation existing on the sixty-first day
before maturity and maturity value is amortized on a straight-line
basis to maturity. Investments maturing within sixty days from their
date of acquisition are valued at amortized cost, which approximates
market value. For purposes of valuation, the maturity of a variable
rate security is deemed to be the next coupon date on which the
interest rate is to be adjusted. Assets for which market quotations
are not readily available are valued at fair value as determined in
good faith by or under the direction of the Board of Trustees of the
Fund.

(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 all of its taxable income to
its shareholders. Therefore, no Federal income tax provision is
required.
<PAGE>
(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 or 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) Repurchase agreements--The Fund invests in US Government
securities pursuant to repurchase agreements with a member bank of
the Federal Reserve System or a primary dealer in US Government
securities. Under such agreements, the bank or primary dealer agrees
to repurchase the security at a mutually agreed upon time and price.
The Fund takes possession of the underlying securities, marks to
market such securities and, if necessary, receives additional
securities daily to ensure that the contract is fully
collateralized.

(f) Dividends and distributions to shareholders--The Fund declares
dividends daily and reinvests daily such dividends (net of non-
resident alien tax and backup withholding tax withheld) in
additional fund shares at net asset value. Dividends and
distributions are declared from the total of net investment income
and net realized gain or loss on investments.

2. Investment Advisory Agreement and
Transactions with Affiliates:
The Fund has entered into an Investment Advisory Agreement with
Merrill Lynch Asset Management, L.P. ("MLAM"). The general partner
of MLAM is Princeton Services, Inc. ("PSI"), an indirect wholly-
owned subsidiary of Merrill Lynch & Co., Inc. ("ML & Co."), which is
the limited partner. For such services, the Fund pays a monthly fee
equal to an annual rate of 0.45% of the average daily net assets of
the Fund.

The Investment Advisory Agreement obligates MLAM to reimburse the
Fund to the extent the Fund's expenses (excluding interest, taxes,
distribution 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 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 MLAM during the year which will cause such expenses
to exceed the expense limitation at the time of such payment.
<PAGE>
The Fund has a Distribution and Shareholder Servicing Plan in
accordance with Rule 12b-1 under the Investment Company Act of 1940,
pursuant to which Merrill Lynch, Pierce, Fenner, & Smith Inc.
("MLPF&S") receives a distribution fee under the Distribution
Agreement from the Fund at the end of each month at the annual rate
of 0.125% of average daily net assets of the accounts of Fund
shareholders who maintain their accounts through MLPF&S. The
distribution fee is to compensate MLPF&S financial consultants and
other directly involved branch office personnel for selling shares
of the Fund and 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 sharebuilder accounts.

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

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

Certain officers and/or trustees of the Fund are officers and/or
directors of MLAM, PSI, MLFDS, MLPF&S, and/or ML & Co.

3. Shares of Beneficial Interest:
The number of shares sold and redeemed during the periods
corresponds to the amounts included in the Statements of Changes in
Net Assets with respect to net proceeds from sale of shares and cost
of shares redeemed, respectively, since shares are recorded at $1.00
per share.



OFFICERS AND TRUSTEES


Arthur Zeikel, President and Trustee
Donald Cecil, Trustee
M. Colyer Crum, Trustee
Edward H. Meyer, Trustee
Jack B. Sunderland, Trustee
J. Thomas Touchton, Trustee
Terry K. Glenn, Executive Vice President
Joseph T. Monagle Jr., Executive
    Vice President
Donald C. Burke, Vice President
Linda B. Costanzo, Vice President
Gerald M. Richard, Treasurer
Mark B. Goldfus, Secretary


Custodian

The Bank of New York
90 Washington Street, 12th Floor
New York, New York 10286

<PAGE
Transfer Agent

Merrill Lynch Financial Data Services, Inc.
4800 Deer Lake Drive East
Jacksonville, Florida 32246-6484
(800) 221-7210



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