MERRILL LYNCH BALANCED FD FOR INV & RET
N-30B-2, 1995-02-17
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MERRILL LYNCH
BALANCED FUND

For Investment and
Retirement




FUND LOGO




Quarterly Report

December 31, 1994



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. Investment return and
principal value of shares will fluctuate so that shares, when
redeemed, may be worth more or less than their original cost.



Merrill Lynch
Retirement Benefit
Investment Program, Inc.
Full Investment Portfolio
d/b/a Merrill Lynch
Balanced Fund for
Investment and
Retirement
Box 9011
Princeton, NJ
08543-9011
<PAGE>


Merrill Lynch Balanced Fund for Investment and Retirement

PORTFOLIO SUMMARY

Security Diversification
As of December 31, 1994


A pie chart illustrating the following percentages:


US Stocks                    49.0%
International Stocks          9.6%
US Bonds                     29.0%
International Bonds           8.4%
Cash                          4.0%



Sector Allocation
As of December 31, 1994


A pie chart illustrating the following percentages:


Capital Spending             32.6%
Energy                        8.3%
Transports                    1.7%
Basic Industry                9.9%
Credit Sensitive &
  Financial Services          7.4%
Utilities                    11.4%
Consumer Cylcicals           11.1%
Consumer Staples             17.6%


US Domiciled Common Stock                                 S&P
Investments                                Fund           500*

After Tax Profit Margin                     8.7%           7.1%
Yield                                       1.9%           2.7%
Price/Earnings Ratio**                     18.0           17.0
Return on Equity                           14.9%          15.4%
Average Capitalization (in billions)       $9.4           $6.6
Earnings Growth Rate (5 yr. average)       23.0%           8.0%

[FN]
 *An unmanaged broad-based index comprised of common stocks.
**Based on 1994 earnings estimates.
<PAGE>


                                                         Merrill Lynch
Fixed-Income Investments                      Fund        BOAO Index*

Duration                                    5.3 Years      5.1 Years
Average Maturity                            9.8 Years      9.1 Years
Asset Breakdown:
  US Treasuries/Agencies                   67.6%               76.6%
  Corporates                                9.9%               23.4%
  International Governments                22.5%                --

[FN]
*An unmanaged market-weighted corporate and Government master bond
 index reflecting approximately 97% of total outstanding US bonds.


                                                       Percent of
Currency Diversification                               Net Assets

US Dollar                                                 81.9%
Australian Dollar                                          4.0
German Mark                                                3.6
UK Sterling                                                2.3
Hong Kong Dollar                                           1.4
Japanese Yen                                               1.1
Mexican Peso                                               1.1
Chilean Peso                                               1.0
Italian Lira                                               0.9
Swedish Krona                                              0.7
Canadian Dollar                                            0.6
French Franc                                               0.4
Norwegian Krone                                            0.4
Danish Krone                                               0.3
Netherlands Guilder                                        0.3
Indonesian Rupiah                                          0.0



Percent of US Equities vs.                                S&P
S&P 500 Index                             Fund     vs.    500*

Basic Industry                              9.9%           7.6%
Capital Spending                           32.6           19.7
Conglomerates                               0.0            1.3
Consumer Cyclicals                         11.1            9.6
Consumer Staples                           17.6           26.8
Credit-Sensitive & Financial Services       7.4           10.9
Energy                                      8.3           10.6
Transports                                  1.7            1.6
Utilities                                  11.4           11.8

[FN]
*An unmanaged broad-based index comprised of common stocks.
<PAGE>

DEAR SHAREHOLDER


During the December quarter, the Fund's asset mix shifted to favor
bonds which increased to 37.5% of net assets from 32.4%, at the
expense of cash equivalents which declined from 8.5% to 4.0%.
Equities remained little changed at 58.9% of net assets compared
with 59.0% at the beginning of the quarter.

During the three-month period ended December 31, 1994, two major
news items influenced US securities prices. First there was the loud
message voters sent to incumbent Congressmen regarding their
priorities. The second development was the devaluation and
subsequent float of the Mexican peso, which weakened all Latin
American equity and bond markets. As the 104th Congress convenes,
Congressmen on both sides of the aisle are scrambling to prepare
legislation to introduce in early 1995 which will mandate a balanced
budget, institute a line item veto for the President on spending
bills, overhaul the tax system to include a reduction in the capital
gains tax rate, systematically reduce or in some cases eliminate
portions of the "entitlements" programs, and "one up" the President
who proposed cutting the budget deficit by $60 billion.

During the past few months, the Federal Reserve Board raised the
Federal Funds rate for a sixth time during 1994 to slow the gross
domestic product (GDP) growth rate to less than 3% (which it seems
to believe would eliminate the risk of inflation), while the GDP
growth rate for the third quarter was 4% and estimates of fourth
quarter GDP range upward toward 5%. Rising interest rates in the
United States and elsewhere are creating stress in equity markets
around the world and forcing the economies whose currencies are tied
to the US dollar to pay higher interest rates.
<PAGE>
This attempt to slow our economy has resulted in a few reductions in
estimated profit gains for late 1994 and 1995 despite consumer
confidence which suggest continued growth. Disagreement among
Federal Open Market Committee members regarding the need to push
short-term interest rates still higher, and the unsettling impact
the Orange County, California bankruptcy filing had on the bond
market kept the Federal Reserve Board from raising short-term
interest rates a seventh time in December and recently enabled bond
investments to achieve the first solid performance since October
1993. The Mexican currency turmoil could discourage the Federal
Reserve Board from aggressively raising short-term interest rates in
the short run. It seems possible the bond market rally during the
fourth quarter was in part because of a belief that reduced bond
market speculation in the future will cut bond price volatility. In
addition, the premium built into yield levels would compensate for
that volatility. If so, bond yields could seek lower levels without
an improved inflation outlook, if only temporarily. Longer term, we
expect the simultaneous expansion of developed and developing
economies around the world to raise the global demand for capital
and keep interest rates higher than normal while major population
centers including China, India and Indonesia assimilate their more
than two billion inhabitants into the global economy.

Investment Strategy
The numerous prospective battles looming for Congress, many of which
importantly influence the outlook for the securities markets,
suggest this is a good time to exercise caution since it is widely
recognized that investors do not like uncertainty. Accordingly, we
reduced participation in some economically sensitive areas,
particularly those which are unlikely to benefit greatly from
accelerating growth outside the United States. Investment groups
with more defensive properties, including consumer nondurables,
energy and communications utilities, now have a greater impact on
the portfolio. In the fixed-income sector, we added to our position
in an effort to participate more fully in the expected near-term
strength.

The average duration was extended beyond the unmanaged Merrill Lynch
BOAO Index by purchasing zero coupon agencies. After November 30,
1994, we redirected assets away from Mexico prior to the devaluation
and subsequent float of the new peso. We used the proceeds to add to
our Australian dollar and German Deutschemark positions.

Among non-US equities, we closed our positions in Argentina, and
reduced the Mexican holdings slightly prior to the Mexican currency
devaluation and float in favor of slightly greater participation in
Japan and the Netherlands.
<PAGE>
Investment Outlook
It seems likely the Federal Reserve Board will successfully slow the
domestic economy this year, probably following further Federal Funds
rate increases. Higher short-term interest rates would likely
truncate any further bond market strength. Since we are late in the
US economic cycle and world growth is accelerating, we will probably
view strength in bond prices as an opportunity to reduce the
allocation to bonds. Since we expect the US dollar to regain some of
the ground lost during 1994 in the foreign exchange market, assets
are likely to shift back toward US obligations.

In the short run, we may reduce equities as a percent of the total
portfolio. Assuming more favorable legislation regarding capital
gains and corporate taxes, we may seek an opportunity to assume a
slightly less defensive posture later in the year. Since higher
worldwide interest rates will probably slow economic growth globally
over time, we are likely to become more selective in our non-US
equity purchases and may further reduce emerging market
participation.

In Conclusion
We thank you for your continued investment in Merrill Lynch Balanced
Fund for Investment and Retirement, and we look forward to
continuing to serve your financial needs in 1995 and beyond.

Sincerely,



(Arthur Zeikel)
Arthur Zeikel
President



(Denis B. Cummings)
Denis B. Cummings
Vice President and Portfolio Manager



January 31, 1995
<PAGE>



OFFICERS AND DIRECTORS

Arthur Zeikel, President and Director
Kenneth S. Axelson, Director
Herbert I. London, Director
Robert R. Martin, Director
Joseph L. May, Director
Andre F. Perold, Director
Terry K. Glenn, Executive Vice President
Bernard J. Durnin, Senior Vice President
Donald C. Burke, Vice President
Denis B. Cummings, Vice President and
     Portfolio Manager
Gerald M. Richard, Treasurer
Jerry Weiss, Secretary

Custodian
The Chase Manhattan Bank, N.A.
4 Chase MetroTech Center, 18th Floor
Brooklyn, New York 11245


Transfer Agent
Financial Data Services, Inc.
4800 Deer Lake Drive East
Jacksonville, Florida 32246-6484
(800) 637-3863



PERFORMANCE DATA

About Fund Performance

Since October 21, 1994, investors have been able to purchase shares
of the Fund through the Merrill Lynch Select Pricing SM System,
which offers four pricing alternatives:

* Class A Shares incur a maximum initial sales charge (front-end
  load) of 5.25% and bear no ongoing distribution or account
  maintenance fees. Class A Shares are available only to eligible
  investors.

* Class B Shares are subject to a maximum contingent deferred sales
  charge of 4% if redeemed during the first year, decreasing 1% each
  year thereafter to 0% after the fourth year. In addition, Class B
  Shares are subject to a distribution fee of 0.75% and an account
  maintenance fee of 0.25%. These shares automatically convert to
  Class D Shares after 8 years.
<PAGE>
* Class C Shares are subject to a distribution fee of 0.75% and an
  account maintenance fee of 0.25%. In addition, Class C Shares are
  subject to a 1% contingent deferred sales charge if redeemed within
  one year of purchase.

* Class D Shares incur a maximum initial sales charge of 5.25% and
  an account maintenance fee of 0.25% (but no distribution fee).

Performance data for the Fund's Class A and Class B Shares are
presented in the "Performance Summary" and "Average Annual Total
Return" tables on page 5. "Aggregate Total Return" tables for Class
C and Class D Shares are also presented on page 5. Data for all of
the Fund's shares, including Class C and Class D Shares, are
presented in the "Recent Performance Results" table.

The "Recent Performance Results" table below shows investment
results before the deduction of any sales charges for Class A and
Class B Shares for the 12-month and 3-month periods ended December
31, 1994 and for Class C and Class D Shares for the period since
inception through December 31, 1994. All data in this table assume
imposition of the actual total expenses incurred by each class of
shares during the relevant period.

None of the past results shown should be considered a representation
of future performance. Investment return and principal value of
shares will fluctuate so that shares, when redeemed, may be worth
more or less than their original cost. Dividends paid to each class
of shares will vary because of the different levels of account
maintenance, distribution and transfer agency fees applicable to
each class, which are deducted from the income available to be paid
to shareholders.

<TABLE>
Recent Performance Results
<CAPTION>
                                                                                  12 Month    3 Month
                                                   12/31/94  9/30/94++ 12/31/93   % Change    % Change++
<S>                                                 <C>       <C>       <C>       <C>         <C>
ML Balanced Fund Class A Shares*                    $10.19    $11.67    $12.33    -10.15%(1)  -5.07%(1)
ML Balanced Fund Class B Shares*                     10.37     11.75     12.44    - 9.50(1)   -4.19(1)
ML Balanced Fund Class C Shares*                     10.27     11.74       --        --       -4.96(1)
ML Balanced Fund Class D Shares*                     10.18     11.66       --        --       -5.07(1)
ML Balanced Fund Class A Shares--Total Return*                                    - 6.55(2)   -2.79(3)
ML Balanced Fund Class B Shares--Total Return*                                    - 7.38(4)   -2.91(5)
ML Balanced Fund Class C Shares--Total Return*                                       --       -2.86(6)
ML Balanced Fund Class D Shares--Total Return*                                       --       -2.82(7)
S&P 500/ML BOAO Blended Index--Total Return**                                     - 0.99      +0.21

<PAGE>
<FN>
  *Investment results shown do not reflect sales charges; results
   shown would be lower if a sales charge was included.
 **An unmanaged broad-based index comprised of corporate bonds,
   government bonds and common stocks. Total investment returns for
   unmanaged indexes are based on estimates.
 ++Investment results for Class C and Class D Shares are since
   inception (10/21/94).
(1)Percent change includes reinvestment of $0.885 per share capital
   gains distributions.
(2)Percent change includes reinvestment of $0.441 per share ordinary
   income dividends and $0.885 per share capital gains distributions.
(3)Percent change includes reinvestment of $0.265 per share ordinary
   income dividends and $0.885 per share capital gains distributions.
(4)Percent change includes reinvestment of $0.262 per share ordinary
   income dividends and $0.885 per share capital gains distributions.
(5)Percent change includes reinvestment of $0.149 per share ordinary
   income dividends and $0.885 per share capital gains distributions.
(6)Percent change includes reinvestment of $0.246 per share ordinary
   income dividends and $0.885 per share capital gains distributions.
(7)Percent change includes reinvestment of $0.262 per share ordinary
   income dividends and $0.885 per share capital gains distributions.
</TABLE>


PERFORMANCE DATA (concluded)

<TABLE>
Performance Summary--Class A Shares
<CAPTION>
                                     Net Asset Value    Capital Gains
Period Covered                   Beginning      Ending   Distributed    Dividends Paid* % Change**
<C>                                <C>         <C>           <C>            <C>           <C>
10/27/88--12/31/88                 $11.18      $10.78        $0.008         $0.364        + 0.23%
1989                                10.78       11.93          --            0.767        +18.12
1990                                11.93       10.57         0.377          0.719        - 2.31
1991                                10.57       12.85          --            0.457        +26.40
1992                                12.85       12.08         0.745          0.546        + 4.16
1993                                12.08       12.33         1.013          0.604        +15.93
1994                                12.33       10.19         0.885          0.441        - 6.55
                                                             ------         ------
                                                       Total $3.028   Total $3.898

                                                  Cumulative total return as of 12/31/94: +64.21%**

<FN>
 *Figures may include short-term capital gains distributions.
**Figures assume reinvestment of all dividends and capital gains
  distributions at net asset value on the ex-dividend date, and do not
  include sales charge; results would be lower if sales charge was
  included.
</TABLE>
<PAGE>

<TABLE>
Performance Summary--Class B Shares
<CAPTION>
                                    Net Asset Value      Capital Gains
Period Covered                   Beginning     Ending     Distributed    Dividends Paid* % Change**
<C>                                <C>         <C>           <C>            <C>           <C>
11/29/85--12/31/85                 $10.00      $10.19          --             --          + 1.90%
1986                                10.19       11.03        $0.280         $0.250        +13.53
1987                                11.03       10.52         0.222          0.496        + 1.75
1988                                10.52       10.78         0.008          0.582        + 8.14
1989                                10.78       11.95          --            0.634        +17.01
1990                                11.95       10.64         0.377          0.547        - 3.30
1991                                10.64       12.93          --            0.329        +24.96
1992                                12.93       12.18         0.745          0.409        + 3.19
1993                                12.18       12.44         1.013          0.467        +14.67
1994                                12.44       10.37         0.885          0.262        - 7.38
                                                             ------         ------
                                                       Total $3.530   Total $3.976

                                                  Cumulative total return as of 12/31/94: +97.25%**

<FN>
 *Figures may include short-term capital gains distributions.
**Figures assume reinvestment of all capital gains distributions at net 
  asset value on the ex-dividend date, and do not reflect deduction of 
  any sales charge; results would be lower if sales charge was deducted.
</TABLE>



Average Annual Total Return

                                   % Return Without  % Return With
                                     Sales Charge    Sales Charge**

Class A Shares*

Year Ended 12/31/94                      -6.55%          -11.46%
Five Years Ended 12/31/94                +6.86            +5.71
Inception (10/27/88)
through 12/31/94                         +8.36            +7.41

[FN]
 *Maximum sales charge is 5.25%.
**Assuming maximum sales charge.
<PAGE>

                                       % Return         % Return
                                      Without CDSC     With CDSC**

Class B Shares*

Year Ended 12/31/94                      -7.38%          -10.72%
Five Years Ended 12/31/94                +5.78            +5.78
Inception (11/29/85) through 12/31/94    +7.76            +7.76

[FN]
 *Maximum contingent deferred sales charge is 4% and is reduced to 0%
  after 4 years.
**Assuming payment of applicable contingent deferred sales charge.



Aggregate Total Return

                                        % Return        % Return
                                      Without CDSC     With CDSC**

Class C Shares*

Inception (10/21/94)
through 12/31/94                         -2.86%           -3.73%

[FN]
 *Maximum contingent deferred sales charge is 1% and is reduced to 0%
  after one year.
**Assuming payment of applicable contingent deferred sales charge.



                                   % Return Without  % Return With
                                     Sales Charge    Sales Charge**

Class D Shares*

Inception (10/21/94)
through 12/31/94                         -2.82%           -7.92%

[FN]
 *Maximum sales charge is 5.25%.
**Assuming maximum sales charge.
<PAGE>


<TABLE>
SCHEDULE OF INVESTMENTS
<CAPTION>
                             Shares                                                                                Percent of
Industries                    Held                 Corporate Bonds                       Cost            Value     Net Assets
<S>                       <C>            <S>                                         <C>              <C>              <C>
Financial                 $ 10,000,000   Ford Capital BV, 9.375% due 1/01/1998       $ 10,037,900     $ 10,271,300     1.5%
Services                     5,000,000   Landeskreditbank, N.V., 7.875% due
                                         4/15/2004                                      4,972,068        4,884,100     0.7


Financial Services--        10,000,000   American General Financial Corp.,
Consumer                                 7.38% due 5/13/1997                            9,993,200        9,816,700     1.5


                                         Total Investments in Corporate Bonds          25,003,168       24,972,100     3.7

<CAPTION>
Country                                  Foreign Government & Agency Obligations
<S>                          <C>         <S>                                            <C>              <C>           <C>
Italy                        5,000,000   Republic of Italy, 8.75% due 2/08/2001         5,373,050        5,021,880     0.7


                                         Total Investments in Foreign Government
                                         & Agency Obligations                           5,373,050        5,021,880     0.7


<CAPTION>
                                         US Government & Agency Obligations
<S>                         <C>          <S>                                          <C>              <C>             <C>
United States                4,910,000   Federal Home Loan Mortgage Corp.,
                                         REMIC (a), 1243-HP, 5.625% due 11/25/2015      4,788,017        4,400,588     0.6
                                         Federal National Mortgage Association:
                            10,000,000     8.00% due 1/01/2020                          9,548,438        9,548,438     1.4
                            10,230,724     7.00% due 5/01/2024                          9,434,646        9,284,382     1.4
                                         Government National Mortgage Association:
                            12,691,418     7.50% due 6/15/2024                         12,124,270       11,775,262     1.7
                             6,853,462     7.50% due 7/15/2024                          6,547,198        6,358,732     0.9
                                         US Treasury Notes:
                            55,000,000     7.875% due 8/15/2001                        53,943,600       55,111,650     8.1
                            25,000,000     6.25% due 2/15/2003                         25,710,938       22,609,250     3.3
                            35,000,000     5.75% due 8/15/2003                         36,432,813       30,417,100     4.4
                                         US Treasury STRIPS++ (b):
                            22,000,000     4.79% due 5/15/2000                         16,276,649       14,608,220     2.1
                            20,000,000     4.79% due 11/15/2004                         9,323,447        9,282,200     1.4


                                         Total Investments in US Government &
                                         Agency Obligations                           184,130,016      173,395,822    25.3
<PAGE>
<CAPTION>
                                                Foreign Obligations
<S>             <S>         <C>          <S>                                           <C>              <C>            <C>
Australia       A$          23,000,000   Queensland Treasury Corp., 8.00% due
                                         5/14/1997                                     16,903,799       17,029,586     2.5
                             3,100,000   Queensland Treasury Corp., Global, 8.00%
                                         due 7/14/1999                                  2,328,332        2,208,660     0.3


Germany         DM          22,000,000   Bundes, 6.375% due 5/20/1998                  13,923,234       13,914,346     2.1
                            17,000,000   Deutschland Republic, 8.00% due 7/22/2002     11,145,767       11,180,685     1.6


United                                   UK Treasury Gilt:
Kingdom         Pound        1,350,000     8.75% due 9/01/1997                          2,267,919        2,131,277     0.3
                Sterling     4,000,000     8.00% due 6/10/2003                          6,698,788        5,972,336     0.9


                                         Total Investments in Foreign Obligations      53,267,839       52,436,890     7.7


                                         Total Investments in Corporate Bonds,
                                         Foreign Government & Agency Obligations,
                                         US Government & Agency Obligations &
                                         Foreign Obligations                          267,774,073      255,826,692    37.4
</TABLE>


<TABLE>
SCHEDULE OF INVESTMENTS (continued)
<CAPTION>
                               Shares                                                                              Percent of
Industries                      Held                  US Stocks                          Cost            Value     Net Assets
<S>                           <C>        <S>                                         <C>              <C>              <C>

Basic Industry

Aluminum                        35,000   Aluminum Co. of America (ALCOA)             $  2,973,991     $  3,031,875     0.4%


Chemicals                      110,000   du Pont (E.I.) de Nemours & Co.                6,362,863        6,187,500     0.9
                               180,000   Eastman Chemical Co.                           9,257,123        9,090,000     1.3
                               120,000   IMC Fertilizer Group, Inc.                     4,987,939        5,190,000     0.8
                                90,000   Rohm & Haas Co.                                4,872,761        5,141,250     0.8


Packaging                      125,000   Crown Cork & Seal Co., Inc.                    3,731,987        4,718,750     0.7


                                         Total Basic Industry                          32,186,664       33,359,375     4.9
<PAGE>

Capital Spending

Auto & Truck                   145,000   Consorcio G Grupo Dina, S.A. de
                                         C.V. (ADR) (c)(1)                              2,313,515        1,377,500     0.3


Communication                  255,000   ADC Telecommunications, Inc.                   8,983,466       12,622,500     1.8
Equipment                      200,000   DSC Communications Corp.                       5,130,692        7,200,000     1.1
                                60,000   Motorola, Inc.                                 2,956,553        3,472,500     0.5
                                90,000   Tellabs, Inc.                                  1,946,804        4,995,000     0.7


Computer Services              435,000   Computer Sciences Corp.                       12,921,698       22,185,000     3.2
                                60,000   General Motors Corp. (Class E)                 2,355,744        2,310,000     0.3


Electrical Equipment           150,000   Siebe PLC (1)                                  1,309,386        1,306,044     0.2
                               180,000   W.W. Grainger                                 10,931,138       10,395,000     1.5


Electronics                    210,000   Solectron Corp.                                5,168,718        5,775,000     0.8


Engineering &                  230,000   Empresas ICA Sociedad Controladora,
Construction                             S.A. de C.V. (ADR) (c) (1)                     4,526,225        3,565,000     0.5
                               410,000   Huntington International Holdings
                                         PLC (ADR)(c)(1)                                9,996,548        1,076,250     0.2


Environmental Control        1,100,000   Wheelabrator Technologies, Inc.               12,362,975       16,225,000     2.4


Multi--Industry                 60,000   Allied-Signal Inc.                             2,184,115        2,040,000     0.3


Office Equipment               610,000   Danka Business Systems PLC (ADR)
                                         (c) (1)                                        9,489,019       13,038,750     1.9
                                25,000   International Business Machines Corp.          1,775,905        1,837,500     0.3


                                         Total Capital Spending                        94,352,501      109,421,044    16.0


Consumer Cyclicals

Appliances                     675,000   Singer Co. N.V. (ADR) (c) (1)                 17,730,688       20,165,625     2.9
                               474,500   Sunbeam-Oster Inc.                             9,420,127       12,218,375     1.8

<PAGE>
Retail                          75,000   Phillips-Van Heusen Corp.                      1,721,463        1,143,750     0.2


Tires & Rubber                 150,000   Cooper Tire & Rubber Co.                       3,628,791        3,543,750     0.5


                                         Total Consumer Cyclicals                      32,501,069       37,071,500     5.4
</TABLE>


<TABLE>
SCHEDULE OF INVESTMENTS (continued)
<CAPTION>
                               Shares                                                                              Percent of
Industries                      Held                  US Stocks                          Cost            Value     Net Assets
<S>                          <C>         <S>                                         <C>              <C>              <C>

Consumer Staples

Beverages                       20,000   PanAmerican Beverage Inc. (ADR)
                                         (c) (1)                                     $    635,958     $    632,500     0.1%


Consumer--                      90,000   Duracell International Inc.                    3,713,033        3,903,750     0.6
Miscellaneous


Consumer--Services             180,000   Block (H & R), Inc.                            7,774,923        6,682,500     1.0


Drug Stores                     40,000   Revco D.S., Inc.                                 926,552          945,000     0.1


Drug/Pharmaceuticals            55,000   American Home Products Corp.                   3,429,902        3,451,250     0.5


Drugs & Hospital Supply        255,000   Merck & Co., Inc.                              9,276,506        9,721,875     1.4


Healthcare                     450,000   Humana Inc.                                    8,419,745       10,181,250     1.5
                               210,000   Physician Corp. of America                     4,417,467        4,252,500     0.6


Household Products             240,000   Procter & Gamble Co.                          13,503,704       14,880,000     2.2


Photography                     90,000   Eastman Kodak Co.                              4,461,293        4,297,500     0.6


                                         Total Consumer Staples                        56,559,083       58,948,125     8.6
<PAGE>

Credit-Sensitive & Financial Services

Banking                        165,000   BankAmerica Corp.                              7,440,617        6,517,500     1.0
                               200,000   Bank of New York Co.                           5,581,161        5,800,000     0.9
                               270,000   Espirito Santo Financial Holdings S.A.
                                         (ADR) (c) (1)                                  3,798,181        3,611,250     0.5
                               130,000   Grupo Financiero Serfin S.A. (ADR)
                                         (c) (1)                                        3,204,369          975,000     0.1


Insurance                       87,500   International Telephone & Telegraph Corp.      7,493,013        7,754,687     1.1


                                         Total Credit-Sensitive & Financial
                                         Services                                      27,517,341       24,658,437     3.6


Energy

Energy--Related                350,000   California Energy Co., Inc.                    6,244,403        5,468,750     0.8


Oil--Integrated                125,000   Mobil Oil Corp.                                9,757,153       10,531,250     1.5
                               120,000   Phillips Petroleum Co.                         4,082,924        3,930,000     0.6
                                75,000   Royal Dutch Petroleum Co. N.V. (ADR)
                                         (c) (1)                                        6,692,188        8,062,500     1.2


                                         Total Energy                                  26,776,668       27,992,500     4.1


Transports

Railroads                      310,000   Southern Pacific Rail Co.                      6,386,644        5,618,750     0.8


                                         Total Transports                               6,386,644        5,618,750     0.8


Utilities

Utilities--                     49,100   ALC Communications Corp.                       1,456,673        1,528,237     0.2
Communications                 180,000   GTE Corp.                                      5,790,102        5,467,500     0.8
                               515,750   LDDS Communications Inc. (Class A)            11,447,075        9,992,656     1.5
                               330,000   MCI Communications Corp.                       9,481,959        6,063,750     0.9
                               170,000   Southwestern Bell Corp.                        7,282,605        6,863,750     1.0
                               200,000   Telefonos de Mexico, S.A. de C.V.
                                         (ADR) (c) (1)                                  9,342,788        8,200,000     1.2


                                         Total Utilities                               44,801,202       38,115,893     5.6


                                         Total Investments in US Stocks               321,081,172      335,185,624    49.0
</TABLE>
<PAGE>


<TABLE>
SCHEDULE OF INVESTMENTS (continued)
<CAPTION>
                               Shares                                                                              Percent of
Industries                      Held             Foreign Stocks                          Cost            Value     Net Assets
<S>                            <C>       <S>                                         <C>              <C>              <C>

Australia

Banking                        347,492   National Australia Bank Ltd.                $  2,199,488     $  2,779,958     0.4%


Media/Publishing               160,000   News Corp. Ltd. (New) (ADR) (c)                2,193,768        2,500,000     0.4
                                80,000   News Corp. Ltd. (Ordinary) (ADR) (c)           1,885,269        1,110,000     0.2


Multi--Industry                  9,399   Pacific Dunlop, Ltd.                              27,135           24,991     0.0


Retail                         425,250   Coles Myer Ltd.                                1,813,741        1,443,884     0.2


Canada

Appliances                     280,000   Semi-Tech Corp. (d)                            2,947,648        1,097,961     0.2


Chemicals                      135,000   NOVA Corp. (Class A)                           1,418,715        1,248,750     0.2


Retail Stores                   75,000   Hudson's Bay Company (Ordinary)                2,011,842        1,336,803     0.2


Chile

Banking                         57,000   Banco O'Higgins (ADR) (c)                        837,114          976,125     0.1


Packaging                       40,000   Christalerias de Chile S.A. (ADR) (c)            761,587          630,000     0.1


Utilities--                     33,800   Empresas Telex-Chile S.A.                        666,017          359,125     0.1
Communications


Utilities--Electric             96,600   Distribuidora Chilectra Metropolitana
                                         S.A. (ADR) (c)                                 2,696,793        4,733,400     0.7
<PAGE>

Denmark

Utilities--                     80,000   Tele Danmark A/S (ADR) (c)                     1,882,080        2,040,000     0.3
Communications


France

Metals--Non-Ferrous             21,100   Eramet                                         1,385,457        1,365,248     0.2


Utilities--Water                15,413   Compagnie Generale des Eaux                    1,445,264        1,500,253     0.2


Hong Kong

Banking                        286,378   HSBC Holdings PLC                              1,750,973        3,091,076     0.4


Electrical Equipment         1,300,000   Johnson Electric Co.                           2,603,189        2,982,808     0.4


Multi--Industry                660,000   Hutchison Whampoa, Ltd.                        1,685,630        2,670,372     0.4


Oil/Gas                      2,000,000   Shanghai Petrochemical Co., Ltd.                 668,375          568,769     0.1


Indonesia

Telecommunications               3,160   P.T. Indonesia Satellite (ADR) (c)               101,278          112,970     0.0
</TABLE>


<TABLE>
SCHEDULE OF INVESTMENTS (continued)
<CAPTION>
                               Shares                                                                              Percent of
Industries                      Held              Foreign Stocks                         Cost            Value     Net Assets
<S>                            <C>       <S>                                         <C>              <C>             <C>
Italy

Banking                         90,000   Istituto Mobilare (ADR) (c)                 $  1,976,579     $  1,653,750     0.2%
<PAGE>


Japan

Electronics                     45,000   Fujitsu, Ltd.                                    495,657          456,784     0.1
                               100,000   Hitachi, Ltd.                                    995,078          993,970     0.2
                                15,000   Kyocera Corp.                                  1,111,721        1,114,070     0.2
                               270,000   Mitsubishi Electric Corp.                      1,854,078        1,918,492     0.3
                                25,000   TDK Corp.                                      1,179,445        1,213,568     0.2


Semiconductors                  40,000   NEC Corp.                                        513,178          458,291     0.1



Mexico

Multi--Industry                433,800   Grupo Carso, S.A. de C.V. (ADR) (c)            3,832,850        6,561,225     0.9


Retail Stores                  430,000   CIFRA, S.A. de C.V. 'C'                        1,129,713          831,918     0.1


Netherlands

Foods/Food                      18,000   Unilever Capital Corp. (ADR) (c)               2,088,261        2,097,000     0.3
Processing


Norway

Energy Related                  75,000   Norsk Hydro A.S. (ADR) (c)                     2,884,119        2,934,375     0.4


Sweden

Appliances                      12,000   Electrolux AB 'B' Free                           610,647          610,049     0.1


Telecommunications              80,000   Ericsson (LM) Telephone Co.                    4,590,490        4,410,000     0.6


United Kingdom

Financial Services             100,000   Reuters Holding PLC (ADR) (c)                  2,571,186        4,387,500     0.6


Multi--Industry                 50,000   Hanson PLC Sponsored (ADR) (c)                 1,106,687          900,000     0.l

<PAGE>
Oil--Integrated                 35,000   British Petroleum Co. PLC (ADR) (c)            2,578,349        2,795,625     0.4


                                         Total Investments in Foreign Stocks           60,499,401       65,909,110     9.6


                                         Total Investments in US & Foreign
                                         Stocks                                       381,580,573      401,094,734    58.6

<CAPTION>
                               Face
                              Amount*        Short-Term Securities
<S>                        <C>           <S>                                          <C>              <C>            <C>
Commercial Paper**         $20,000,000   Ciesco L.P., 5.95% due 1/10/1995              19,966,945       19,966,945     2.9
                             4,603,000   General Electric Capital Corp., 5.80%
                                         due 1/03/1995                                  4,600,775        4,600,775     0.6


                                         Total Investments in Short-Term
                                         Securities                                    24,567,720       24,567,720     3.5


                                         Total Investments                            673,922,366      681,489,146    99.5
</TABLE>

<TABLE>
SCHEDULE OF INVESTMENTS (concluded)
<CAPTION>
                              Number of                                               Premiums                      Percent of
                               Shares                 Issue                           Received            Value     Net Assets
<S>                            <C>       <S>                                         <C>              <C>              <C>

Options Written

Call Options Written             6,300   ADC Telecommunications Inc.,
                                         expiring January 1995 at US $50             $     (7,949)    $     (7,088)    0.0%
                                15,500   ITT Corp., expiring January 1995 at
                                         US $90                                           (18,748)         (17,437)    0.0


                                         Total Options Written                            (26,697)         (24,525)    0.0


Total Investments, Net of Options Written                                            $673,895,669      681,464,621    99.5
                                                                                     ============
Other Assets Less Liabilities                                                                            3,355,691     0.5
                                                                                                      ------------   ------
Net Assets                                                                                            $684,820,312   100.0%
                                                                                                      ============   ======

<PAGE>
Net Asset Value:           Class A--Based on net assets of $37,041,579 and
                                    3,633,601 shares outstanding                                      $      10.19
                                                                                                      ============
                           Class B--Based on net assets of $299,637,972 and
                                    28,902,672 shares outstanding                                     $      10.37
                                                                                                      ============
                           Class C--Based on net assets of $209,734 and 20,420
                                    shares outstanding                                                $      10.27
                                                                                                      ============
                           Class D--Based on net assets of $347,931,027 and
                                    34,162,431 shares outstanding                                     $      10.18
                                                                                                      ============


<FN>
(a)Real Estate Mortgage Investment Conduits (REMIC).
(b)Represents the yield-to-maturity on this zero coupon issue. These
   securities are purchased at a deep discount and amortized to
   maturity.
(c)American Depositary Receipt (ADR).
(d)Formerly named International Semi-Tech Corp.
  *Denominated in US dollars unless otherwise indicated.
 **Commercial Paper is traded on a discount basis; the interest rates
   shown are the discount rates paid at the time of purchase by the
   Fund.
(1)Consistent with the general policy of the Securities and Exchange
   Commission, the nationality or domicile of an issuer for
   determination of foreign issuer status may be (i) the country under
   whose laws the issuer is organized, (ii) the country in which the
   issuer's securities are principally traded, or (iii) the country in
   which the issuer derives a significant proportion (at least 50%) of
   its revenue or profits from goods produced or sold, investments
   made, or services performed in the country, or in which at least 50%
   of the assets of the issuer are situated.
 ++Separate Trading of Registered Interest and Principal of
   Securities (STRIPS).
</TABLE>
<PAGE>


PORTFOLIO INFORMATION

Ten Largest Equity Holdings                            Percent of
As of December 31, 1994                                Net Assets

Computer Sciences Corp.                                    3.2%
Singer Co. N.V. (ADR)                                      2.9
Wheelabrator Technologies, Inc.                            2.4
Procter & Gamble Co.                                       2.2
Danka Business Systems PLC (ADR)                           1.9
ADC Telecommunications, Inc.                               1.8
Sunbeam-Oster Inc.                                         1.8
Mobil Oil Corp.                                            1.5
W.W. Grainger                                              1.5
Humana Inc.                                                1.5




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