MERRILL LYNCH USA GOVERNMENT RESERVES
N-30D, 1997-04-14
Previous: MISSION WEST PROPERTIES/NEW/, 10-Q, 1997-04-14
Next: HUTTON GSH COMMERCIAL PROPERTIES 2, 10-Q, 1997-04-14



MERRILL LYNCH 
U.S.A. GOVERNMENT 
RESERVES



[FUND LOGO]
STRATEGIC
         Performance



Semi-Annual Report
February 28, 1997



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.

Merrill Lynch
U.S.A. Government Reserves
Box 9011
Princeton, NJ
08543-9011                                             #10087 --  2/97



Merrill Lynch U.S.A. Government Reserves             February 28, 1997



DEAR SHAREHOLDER

For the six-month period ended February 28, 1997, Merrill Lynch U.S.A. 
Government Reserves paid shareholders a net annualized dividend of 
4.53%.* The fund's 7-day yield as of February 28, 1997 was 4.62%.

The average portfolio maturity for Merrill Lynch U.S.A. Government 
Reserves at February 28, 1997 was 72 days, compared to 65 days at August 
31, 1996.

The Environment
There was a relatively benign economic environment as 1996 drew to a 
close, a trend which continued into the first months of 1997. Inflation 
remains low, the pace of economic activity is moderate, and trends in 
corporate earnings generally still appear to be favorable, although the 
rate of increase in profits will probably be slower in 1997 than in 
previous years.

On balance, US economic fundamentals appear to be the most positive they 
have been for many years. However, the dilemma facing investors is how 
long the economic expansion can continue at a steady, noninflationary 
pace. At this late stage of the current economic recovery, investor 
expectations can quickly change from positive to negative with the 
release of surprising economic results. This tendency was illustrated in 
the stock and bond market volatility sparked by Federal Reserve Board 
Chairman Alan Greenspan's Humphrey-Hawkins testimony before Congress in 
late February. Investors interpreted Chairman Greenspan's comments as 
indicative of a tightening in monetary policy, although stock and bond 
prices did stabilize subsequently. Continued steady, noninflationary 
economic growth would be a very positive development for the stock and 
bond markets in the new year, provided that it is not accompanied by 
successive preemptive moves by the Federal Reserve Board to raise 
interest rates to quell potential inflationary forces. As anticipated, 
the Federal Reserve Board did raise the Federal funds rate on March 25, 
1997 by 25 basis points (0.25%).

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

On the international front, the US dollar continued its strong advance 
relative to the yen and the Deutschemark, raising concerns about the 
outlook for US trade. In early February, the leading industrialized 
nations expressed apparent agreement that it was time to seek a lower 
dollar and less volatility in the foreign exchange markets. It remains 
to be seen whether these stated intentions will be acted upon, or if the 
US dollar continues to rise relative to other major currencies.

Early in the six-month period ended February 28, 1997, we focused the 
Fund's investments in the six-month -- one-year sector, which proved 
rewarding. As the period progressed, we extended the Fund's average 
portfolio maturity to the mid 70-day range through the purchase of two-
year Treasury notes because of the steepness of the yield curve. Toward 
the end of the period, we sold two-year Treasury coupons, as we grew 
slightly more defensive.

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,

/S/ARTHUR ZEIKEL
Arthur Zeikel
President

/S/DONALDO S. BENITO
Donaldo S. Benito
Vice President and Portfolio Manager

April 1, 1997



<TABLE>
<CAPTION>

Merrill Lynch U.S.A. Government Reserves                          February 28, 1997

SCHEDULE OF INVESTMENTS                                               (in Thousands)

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

<S>                         <C>           <C>          <C>                <C>
US Government Obligations -- 38.4%
US Treasury Bills*           $6,400        5.055%       5/22/97            $6,326
                              4,200        5.17        11/13/97             4,043
                              1,400        5.205       11/13/97             1,348
                              1,200        5.175        2/05/98             1,139

US Treasury Notes            19,780        6.625        3/31/97            19,808
                              7,850        6.875        3/31/97             7,862
                             11,340        8.50         4/15/97            11,391
                             10,505        6.50         4/30/97            10,525
                              2,100        6.875        4/30/97             2,105
                              7,200        6.50         5/15/97             7,215
                              9,000        6.125        5/31/97             9,011
                              5,000        5.625        6/30/97             5,005
                             18,800        8.50         7/15/97            19,009
                              2,250        5.50         7/31/97             2,251
                             12,200        5.875        7/31/97            12,223
                                600        6.50         8/15/97               603
                             22,800        6.00         8/31/97            22,843
                             12,900        5.75         9/30/97            12,916
                              3,500        8.75        10/15/97             3,568
                              8,700        5.625       10/31/97             8,703
                             11,400        7.375       11/15/97            11,532
                              4,430        5.00         1/31/98             4,400
                             20,220        7.25         2/15/98            20,485
                              8,040        6.125        3/31/98             8,071
                              3,765        5.125        4/30/98             3,737
                              2,800        5.875        4/30/98             2,801

Total US Government Obligations
(Cost  -- $218,909)                                                       218,920

<CAPTION>

Face
Amount                         Issue

<S>     <C>                                             <C>
Repurchase Agreements** -- 62.3%
$22,000  BZW Securities, Inc., purchased on
         2/28/97 to yield 5.35% to 3/03/97               22,000
$20,000  Bear Stearns & Co., Inc., purchased on
         2/28/97 to yield 5.36% to 3/03/97               20,000
 26,000  Daiwa Securities America, Inc., purchased
         on 2/24/97 to yield 5.30% to 3/03/97            26,000
 26,000  Donaldson, Lufkin & Jenrette Securities
         Corp., purchased on 2/26/97 to yield
         5.30% to 3/05/97                                26,000
 27,000  Fuji Securities, Inc., purchased on 2/28/97
         to yield 5.39% to 3/03/97                       27,000
 27,000  Goldman Sachs & Company, purchased on
         2/28/97 to yield 5.38% to 3/03/97               27,000
 27,000  Greenwich Capital Markets, Inc.,
         purchased on 2/28/97 to yield 5.375% to
         3/03/97                                         27,000
 25,000  J.P. Morgan Securities Inc., purchased on
         2/28/97 to yield 5.375% to 3/03/97              25,000
 55,000  Nesbitt Burns Securities, Inc., purchased
         on 2/25/97 to yield 5.28% to 3/04/97            55,000
 51,482  PaineWebber Inc., purchased on 2/28/97 to
         yield 5.39% to 3/03/97                          51,482
 22,000  SBC Warburg Inc., purchased on 2/28/97 to
         yield 5.35% to 3/03/97                          22,000
 26,000  UBS Securities LLC, purchased on 2/28/97
         to yield 5.37% to 3/03/97                       26,000

Total Repurchase Agreements
(Cost -- $354,482)                                      354,482

Total Investments (Cost -- $573,391) -- 100.7%          573,402

Liabilities in Excess of Other Assets -- (0.7%)          (3,866)
                                                       --------

Net Assets -- 100.0%                                   $569,536
                                                       ========

*  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.

</TABLE>



<TABLE>
<CAPTION>

FINANCIAL INFORMATION 

Statement of Assets and Liabilities as of February 28, 1997

<S>            <C>                                                                   <C>              <C>
Assets:         Investments, at value (identified cost -- $573,390,774*) (Note 1a)                     $573,401,676
                Cash                                                                                            347
                Receivables:
                Interest                                                               $3,127,992
                Securities sold                                                           120,313
                Beneficial interest sold                                                   58,677         3,306,982
                                                                                       ----------
                Prepaid registration fees and other assets (Note 1d)                                         88,378
                                                                                                       ------------
                Total assets                                                                            576,797,383
                                                                                                       ------------

Liabilities:    Payables:
                Beneficial interest redeemed                                            6,614,059
                Investment adviser (Note 2)                                               195,343
                Distributor (Note 2)                                                      158,127
                Dividends to shareholders (Note 1f)                                           176         6,967,705
                                                                                       ----------
                Accrued expenses and other liabilities                                                      293,637
                                                                                                       ------------
                Total liabilities                                                                         7,261,342
                                                                                                       ------------

Net Assets:     Net assets                                                                             $569,536,041
                                                                                                       ============

Net Assets      Shares of beneficial interest, $0.10 par value, unlimited number of 
Consist of:     shares authorized                                                                       $56,952,514
                Paid-in capital in excess of par                                                        512,572,625
                Unrealized appreciation on investments -- net                                                10,902
                                                                                                       ------------
                Net Assets -- Equivalent to $1.00 per share, based on 569,525,139
                shares of beneficial interest outstanding                                              $569,536,041
                                                                                                       ============

                * Cost for Federal income tax purposes. As of February 28, 1997, net 
                  unrealized appreciation for Federal income tax purposes amounted to 
                  $10,902, of which $84,766 related to appreciated securities and $73,864 
                  related to depreciated securities.

                See Notes to Financial Statements.

</TABLE>



<TABLE>
<CAPTION>

Statement of Operations 
                                                                                           For the Six Months Ended 
                                                                                                  February 28, 1997

<S>                    <C>                                                               <C>           <C>
Investment Income       Interest and amortization of premium and 
(Note 1c):              discount earned                                                                 $15,024,505

Expenses:               Investment advisory fees (Note 2)                                  $1,237,769
                        Transfer agent fees (Note 2)                                          502,531
                        Distribution fees (Note 2)                                            305,657

                        Registration fees (Note 1d)                                            54,644
                        Custodian fees                                                         38,641
                        Professional fees                                                      32,097
                        Accounting services (Note 2)                                           29,263
                        Printing and shareholder reports                                       27,114
                        Trustees' fees and expenses                                            22,004
                        Other                                                                  10,597
                                                                                           ----------
                        Total expenses                                                                    2,260,317
                                                                                                        -----------
                        Investment income -- net                                                         12,764,188
                                                                                                        -----------

Realized &              Realized gain on investments -- net                                                  11,880
Unrealized Gain on      Change in unrealized appreciation/depreciation on investments -- net                215,105
Investments -- Net                                                                                      -----------
(Note 1c):              Net Increase in Net Assets Resulting from Operations                            $12,991,173
                                                                                                        ===========

                        See Notes to Financial Statements.

</TABLE>



<TABLE>
<CAPTION>

Statements of Changes in Net Assets 
                                                                                              For the Six     For the Year
                                                                                              Months Ended       Ended
                                                                                              February 28,      August 31,
Increase (Decrease) in Net Assets:                                                               1997             1996

<S>                   <C>                                                                     <C>              <C>
Operations:            Investment income -- net                                                $12,764,188      $26,170,999
                       Realized gain on investments -- net                                          11,880          192,438
                       Change in unrealized appreciation/depreciation on investments -- net        215,105         (250,285)
                                                                                              ------------      -----------
                       Net increase in net assets resulting from operations                     12,991,173       26,113,152
                                                                                              ------------      -----------

Dividends &            Investment income -- net                                                (12,764,188)     (26,170,999)
Distributions to       Realized gain on investments -- net                                         (11,880)        (192,438)
Shareholders                                                                                  ------------      -----------
(Note 1f):             Net decrease in net assets resulting from dividends and distributions 
                       to shareholders                                                         (12,776,068)     (26,363,437)
                                                                                              ------------      -----------

Beneficial Interest    Net proceeds from sale of shares                                        781,822,560    1,473,714,747
Transactions           Net asset value of shares issued to shareholders in reinvestment of 
(Note 3):              dividends and distributions (Note 1f)                                    12,773,111       26,345,553
                                                                                              ------------    -------------
                                                                                               794,595,671    1,500,060,300
                       Cost of shares redeemed                                                (779,559,363)  (1,504,454,157)
                                                                                              ------------    -------------

                       Net increase (decrease) in net assets derived from beneficial interest 
                       transactions                                                             15,036,308       (4,393,857)
                                                                                              ------------      -----------

Net Assets:            Total increase (decrease) in net assets                                  15,251,413       (4,644,142)
                       Beginning of period                                                     554,284,628      558,928,770
                                                                                              ------------     ------------
                       End of period                                                          $569,536,041     $554,284,628
                                                                                              ============     ============

                       See Notes to Financial Statements.

</TABLE>



<TABLE>
<CAPTION>

Financial Highlights
                                                                For the
                                                                  Six
                                                                Months
The following per share data and ratios have been derived        Ended
from information provided in the financial statements.          Feb. 28,              For the Year Ended August 31,
                                                                  1997         1996         1995         1994         1993
Increase (Decrease) in Net Asset Value:

<S>               <C>                                             <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                        .0233        .0474        .0472        .0280        .0248
                   Realized and unrealized gain (loss) on
                   investments -- net                              .0004       (.0002)       .0017       (.0007)       .0007
                                                                --------     --------     --------     --------     --------
                   Total from investment operations                .0237        .0472        .0489        .0273        .0255
                                                                --------     --------     --------     --------     --------
                   Less dividends and distributions:
                   Investment income -- net                       (.0233)      (.0474)      (.0472)      (.0280)      (.0248)
                   Realized gain on investments -- net                --+      (.0003)      (.0007)      (.0002)      (.0013)
                                                                --------     --------     --------     --------     --------
                   Total dividends and distributions              (.0233)      (.0477)      (.0479)      (.0282)      (.0261)
                                                                --------     --------     --------     --------     --------
                   Net asset value, end of period                  $1.00        $1.00        $1.00        $1.00        $1.00
                                                                ========     ========     ========     ========     ========
                   Total investment return                          4.53%*       4.97%        4.87%        2.84%        2.63%
                                                                ========     ========     ========     ========     ========

Ratios to Average  Expenses                                          .82%*        .82%         .85%         .81%         .75%
Net Assets:                                                     ========     ========     ========     ========     ========
                   Investment income and realized gain
                   on investments -- net                            4.64%*       4.78%        4.79%        2.82%        2.61%
                                                                ========     ========     ========     ========     ========

Supplemental       Net assets, end of period (in thousands)     $569,536     $554,285     $558,929     $544,174     $575,044
Data:                                                           ========     ========     ========     ========     ========


                   * Annualized.
                   + Amount is less than $.0001 per share.

                   See Notes to Financial Statements.

</TABLE>



Merrill Lynch U.S.A. Government Reserves              February 28, 1997

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.

(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 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, 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
Donaldo S. Benito, Vice President
Donald C. Burke, 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

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



© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission