November 10, 1994
Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street N.W.
Washington, D.C. 20549
Re: Rule 24f-2 Notice for
MERRILL LYNCH RETIREMENT BENEFIT
INVESTMENT PROGRAM, INC.
d/b/a MERRILL LYNCH BALANCED FUND
FOR INVESTMENT AND RETIREMENT
File No. 2-91329
Dear Sirs:
In accordance with the provisions of Rule 24f-2
under the Investment Company Act of 1940, Merrill
Lynch Retirement Benefit Investment Program, Inc.
d/b/a Merrill Lynch Balanced Fund for Investment
and Retirement (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 September 30, 1994
(the "Fiscal Year").
2. 222,021,823 shares of common stock 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. 16,200,701 shares of common stock were
registered under the Securities Act during the
Fiscal Year other than pursuant to Rule 24f-2.
4. 4,376,746 shares of common stock were sold
during the Fiscal Year.*
5. No shares of common stock were sold during the
Fiscal Year in reliance upon registration pursuant to
Rule 24f-2.
_______________
*Of this amount, 1,518,510 Class A shares were
sold at an aggregate price of $18,753,645 and
2,858,236 Class B shares were sold at an aggregate
price of $35,039,885. The aggregate price of all
shares of common stock sold during the Fiscal Year
was $53,793,530.
<PAGE>
Please direct any questions relating to this
filing to Jerry Weiss, Merrill Lynch Asset
Management, P.O. Box 9011, Princeton, N.J. 08543-
9011, (609)282-1727 or to Joel Goldberg at
Shereff, Friedman, Hoffman & Goodman,LLP, 919
Third Avenue, New York, New York 10022, (212) 758-
9500.
Very truly yours,
MERRILL LYNCH RETIREMENT BENEFIT
INVESTMENT PROGRAM, INC.
d/b/a MERRILL LYNCH BALANCED FUND
FOR INVESTMENT AND RETIREMENT
By /s/ Jerry Weiss
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Jerry Weiss
Secretary
