MERRILL LYNCH GROWTH FUND FOR INVESTMENT & RETIREMENT
N-30D, 1995-06-23
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MERRILL LYNCH
GROWTH FUND

For Investment and
Retirement





FUND LOGO





Semi-Annual Report

April 30, 1995





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.







<PAGE>
Merrill Lynch
Growth Fund
For Investment
And Retirement
Box 9011
Princeton, NJ
08543-9011





Merrill Lynch Growth Fund for Investment and Retirement


DEAR SHAREHOLDER

Increasing signs of slowing economic growth led to higher US stock
and bond prices during the April quarter. Although gross domestic
product was reported to have increased at a revised 5.1% rate during
the final quarter of 1994, declines in other indicators such as new
home sales and durable goods orders registered thus far in 1995 have
led investors to anticipate that the economy is losing enough
momentum to keep inflation under control and preclude further
significant monetary policy tightening by the Federal Reserve Board.
A further indication of a slowing economy was the reported decline
in the Index of Leading Economic Indicators for March.

As US stock and bond markets have risen, the value of the US dollar
has reached new lows relative to the yen and the Deutschemark.
Persistent trade deficits and exports of capital from the United
States have kept the US currency in a decade-long decline relative
to the Japanese and German currencies. Over the longer term, since
the United States has the highest productivity among industrialized
nations and among the lowest labor costs, demand for US dollar-
denominated assets may improve. However, a reduction of the still-
widening US trade deficit may be necessary before the US dollar
appreciates substantially relative to the yen and the Deutschemark.

The first months of 1995 were very positive for the US stock and
bond markets. Continued signs of a moderating expansion and well-
contained inflationary pressures would provide further assurance
that the peak in interest rates is behind us, creating a stronger
foundation for higher stock and bond prices. On the other hand,
indications of reaccelerating growth and further significant
monetary policy tightening by the Federal Reserve Board would be a
decided negative for the US financial markets.
<PAGE>
Portfolio Matters
As of our last report to shareholders, technology investments
accounted for approximately 39% of Merrill Lynch Growth Fund for
Investment and Retirement's portfolio. The Fund has been
overweighted in technology for some time, and our long-term
investments--especially in semiconductor-related areas--participated
in the strong rally for technology stocks that took place during the
April quarter. With the rapid and substantial appreciation of many
of our major technology holdings, we took profits in some of them
and eliminated two investments. We also added one new technology
company to the portfolio. As a result, by the end of the April
quarter the Fund had a still-significant 30% repre-sentation in
technology.

We closed out our investment in BMC Software, Inc. at a substantial
profit. While the company remains in a fundamentally strong
strategic position for exploiting growth opportunities in the
growing market for mission critical client/server data management
software, we believe that at current prices its shares are fully
valued. We realized profits from our partial reduction in key
technology holdings such as Applied Materials, Inc. and Cypress
Semiconductor Corp. To a lesser extent, we also reduced positions in
Dell Computer Corp. and Sequent Computer Systems, Inc. Even with
profit-taking, these companies still represent substantial portfolio
positions. Outside of the technology sector, the Fund eliminated
Aviall Inc. as sluggish revenue growth and persistent overcapacity
in the airline engine overhaul market led us to reassess our
investment.

Our new technology stock is Komag, Inc. Komag is the largest
merchant manufacturer of thin-film media for Winchester disk drives
used in workstations and personal computers. Traditionally, Komag
has been successful in targeting the high-capacity, high-performance
segment of the disk drive market where it has captured a dominant
market share and earns premium margins. In our estimation, Komag's
long-term investment potential derives from its expanding, low-cost
manufacturing base in Malaysia. As an increasing percentage of the
company's products are sourced from Malaysia through 1996, Komag
will be positioned to expand market share by combining industry-
leading process technology with the low-cost structure of its
expanding Malaysian operations. In this way, Komag will be able to
compete for and win market share in the broader, more cost-sensitive
segment of the media market which it has not yet addressed. We
believe that in time the company's revenue and earnings growth will
likely accelerate as it captures more share of the thin-film media
market.
<PAGE>
During the April quarter, we made some significant additions to
existing holdings in Anadarko Petroleum Corp., Yacimientos
Petroliferos Fiscales S.A. (YPF), Nucor Corp., and U.S. HealthCare,
Inc. We viewed the current environment of continued weak energy
prices (the result of an abnormally warm winter heating season) and
lackluster performance for energy stocks as an opportunity to expand
our investment in Anadarko, since we believe that the company's long-
term exploration and development prospects are very positive. YPF
S.A.'s shares declined because of volatility in emerging stock
markets. We believe its current valuation does not reflect its long-
term investment potential. Energy remains the portfolio's second-
largest sector concentration at 28.4% of net assets. We remain
constructive on the long-term prospects for energy, as worldwide
economic strength and increasing fuel consumption in developing
countries are positive for energy demand.

Nucor's share price declined because of concerns that the slowing
economy would have negative implications for steel demand. We
believe that these concerns are excessive, given Nucor's position as
one of the most cost-efficient steel producers in the world. U.S.
HealthCare reported disappointing first quarter results and its
share price declined. We believe that the recent downturn in the
company's profitability--largely caused by implementation of an
ambitious growth strategy--will be offset over time by sharply
higher revenue and earnings growth rates. Therefore, we
significantly increased our investment in this long-term Fund
holding.

In Conclusion
As a result of portfolio sales, the Fund's cash position increased
from 6.2% of net assets to 17.2% during the April quarter. As the US
stock market continues to set historic highs, we have become
increasingly selective in investing cash reserves in either new or
existing positions. Therefore, we may reinvest cash reserves slowly,
reflecting a somewhat more cautious view toward the stock market at
present and in the immediate future.
<PAGE>
We thank you for your investment in Merrill Lynch Growth Fund for
Investment and Retirement, and we look forward to reviewing our
outlook and strategy with you again in our next report to
shareholders.

Sincerely,




(Arthur Zeikel)
Arthur Zeikel
President




(Stephen C. Johnes)
Stephen C. Johnes
Vice President and Portfolio Manager



June 6, 1995




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 approximately 8 years.

* 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.
<PAGE>
* 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," "Recent Performance Results"
and "Average Annual Total Return" tables on pages 3, 4 and 5. Data
for Class C and Class D Shares are also presented in the "Recent
Performance Results" and "Aggregate Total Return" tables below and
on page 5.

The "Recent Performance Results" table 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 April 30, 1995 and
for Class C and Class D Shares for the since inception and 3-month
periods ended April 30, 1995. 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 the 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.



Average Annual Total Return

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

Class A Shares*

Year Ended 3/31/95                        +11.02%        + 5.19%
Five Years Ended 3/31/95                  +15.37         +14.13
Inception (11/28/88)
through 3/31/95                           +17.59         +16.59

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

<PAGE>
                                        % Return        % Return
                                       Without CDSC    With CDSC**

Class B Shares*

Year Ended 3/31/95                        + 9.95%         + 5.95%
Five Years Ended 3/31/95                  +14.21          +14.21
Inception (3/27/87)
through 3/31/95                           +12.70          +12.70

[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 3/31/95                            +6.54%         +5.54%

[FN]
 *Maximum contingent deferred sales charge is 1% and is reduced to 0%
  after 1 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 3/31/95                            +6.89%         +1.28%

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



PERFORMANCE DATA (continued)

<PAGE>
<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>
11/28/88--12/31/88                 $ 9.61      $ 9.44        $0.257         $0.090        + 1.88%
1989                                 9.44       12.33          --            0.211        +32.96
1990                                12.33       12.20         0.130           --          + 0.03
1991                                12.20       13.95         1.182          0.012        +25.20
1992                                13.95       14.88         0.449           --          + 9.97
1993                                14.88       17.48         2.122           --          +32.37
1994                                17.48       17.49         0.295           --          + 1.77
1/1/95--4/30/95                     17.49       20.21          --             --          +15.55
                                                             ------         ------
                                                       Total $4.435   Total $0.313

                                                 Cumulative total return as of 4/30/95:  +190.38%**

<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>


<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>
3/27/87--12/31/87                  $10.00     $  8.49        $0.060         $0.187        -12.72%
1988                                 8.49        9.45         0.257          0.140        +16.04
1989                                 9.45       12.35          --            0.084        +31.62
1990                                12.35       12.09         0.130           --          - 1.02
1991                                12.09       13.65         1.182          0.012        +23.85
1992                                13.65       14.39         0.449           --          + 8.79
1993                                14.39       16.65         2.122           --          +31.11
1994                                16.65       16.47         0.295           --          + 0.72
1/1/95--4/30/95                     16.47       18.96          --             --          +15.12
                                                             ------         ------
                                                       Total $4.495   Total $0.423

                                                 Cumulative total return as of 4/30/95:  +170.28%**

<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
  reflect deduction of any sales charge; results would be lower if
  sales charge was deducted.
</TABLE>
<PAGE>

PERFORMANCE DATA (concluded)

<TABLE>
Recent Performance Results
<CAPTION>
                                                                                 12 Month    3 Month
                                                   4/30/95   1/31/95  4/30/94++  % Change++  % Change
<S>                                                 <C>       <C>      <C>       <C>          <C>
ML Growth Fund Class A Shares*                      $20.21    $17.33   $18.08    +13.70%(1)   +16.62%
ML Growth Fund Class B Shares*                       18.96     16.30    17.16    +12.50(1)    +16.32
ML Growth Fund Class C Shares*                       18.96     16.30    17.45    +10.63(1)    +16.32
ML Growth Fund Class D Shares*                       20.17     17.31    18.47    +11.08(1)    +16.52
Standard & Poor's 500 Index**                       514.71    470.42   450.91    +14.15       + 9.41
ML Growth Fund Class A Shares--Total Return*                                     +13.70(1)    +16.62
ML Growth Fund Class B Shares--Total Return*                                     +12.50(1)    +16.32
ML Growth Fund Class C Shares--Total Return*                                     +10.63(1)    +16.32
ML Growth Fund Class D Shares--Total Return*                                     +11.08(1)    +16.52
Standard & Poor's 500 Index--Total Return**                                      +17.37       +10.08


<FN>
  *Investment results shown for the 3-month and 12-month periods are
   before the deduction of any sales charges.
 **An unmanaged broad-based index comprised of common stocks. Total
   investment returns for unmanaged indexes are based on estimates.
 ++Investment results shown for Class C and Class D Shares are since
   inception (10/21/94).
(1)Percent change includes reinvestment of $0.295 per share capital
   gains distributions.
</TABLE>




PORTFOLIO INFORMATION

For the Quarter Ended April 30, 1995

                                 Percent of
Ten Largest Equity Holdings      Net Assets

Cirrus Logic, Inc.                  6.3%
Anadarko Petroleum Corp.            4.8
Dell Computer Corp.                 4.6
U.S. HealthCare, Inc.               4.4
Energy Service Co.                  4.2
Autodesk, Inc.                      4.2
Applied Materials, Inc.             3.9
Freeport-McMoRan, Inc.              3.7
Valero Energy Corp.                 3.6
Safety-Kleen Corp.                  3.6
<PAGE>


Addition

Komag, Inc.



Deletions

Aviall Inc.
BMC Software, Inc.




<TABLE>
SCHEDULE OF INVESTMENTS
<CAPTION>
                                Shares                                                                     Value     Percent of
Industries                       Held                 Stocks                               Cost          (Note 1a)   Net Assets
<S>                            <C>         <S>                                       <C>              <C>             <C>
Banking & Financial            1,000,000     Morgan Stanley Group, Inc.              $   52,103,330   $   69,500,000    2.9%
Services                       1,000,000     Republic New York Corp.                     44,267,281       47,875,000    2.0
                                 575,000     Safra Republic Holdings S.A.(ADR)(a)        33,315,604       47,725,000    2.0
                                                                                     --------------   --------------  ------
                                                                                        129,686,215      165,100,000    6.9


Commercial                     2,011,047   ++Dell Computer Corp.*+++                     45,634,091      109,853,442    4.6
Workstations &                 2,000,000   ++Sequent Computer Systems, Inc.*             31,532,485       33,000,000    1.4
Network Servers                                                                      --------------   --------------  ------
                                                                                         77,166,576      142,853,442    6.0


Computer Software              2,920,000     Autodesk, Inc.*                             58,406,792       99,280,000    4.2
                               1,600,000   ++Landmark Graphics Corp.*                    27,012,866       39,200,000    1.6
                               4,652,000   ++Mentor Graphics, Inc.*                      62,023,772       78,502,500    3.3
                               1,500,000   ++Wang Laboratories, Inc.                     20,637,636       24,750,000    1.0
                                                                                     --------------   --------------  ------
                                                                                        168,081,066      241,732,500   10.1


Computers                        905,000   ++Komag, Inc.                                 27,189,773       34,955,625    1.5

<PAGE>
Diversified Resource           1,168,750     Freeport-McMoRan Copper & Gold,
Companies                                    Inc.                                        28,313,051       24,397,656    1.0
                               5,000,000   ++Freeport-McMoRan, Inc.                      92,654,821       88,125,000    3.7
                                                                                     --------------   --------------  ------
                                                                                        120,967,872      112,522,656    4.7


Electronics                    3,000,000   ++Cirrus Logic, Inc.*                         64,109,324      149,250,000    6.3
                               1,500,000   ++Cypress Semiconductor Corp.                 15,808,156       45,375,000    1.9
                                                                                     --------------   --------------  ------
                                                                                         79,917,480      194,625,000    8.2


Forest Products                1,200,000     Weyerhaeuser Co.                            52,183,239       50,400,000    2.1


Healthcare Services            4,000,000     U.S. HealthCare, Inc.                      101,351,070      106,000,000    4.4


Natural Gas Gathering          2,343,750     Panhandle Eastern Corp.                     24,371,330       56,250,000    2.4
& Transmission                 2,500,000     Western Gas Resources, Inc.*                57,319,428       51,250,000    2.1
                                                                                     --------------   --------------  ------
                                                                                         81,690,758      107,500,000    4.5


Oil & Gas                      2,800,000     Anadarko Petroleum Corp.                    97,724,971      115,150,000    4.8
Exploration &                  2,000,000     Devon Energy Corp.*                         30,708,630       41,500,000    1.7
Production                       300,000   ++McMoRan Oil & Gas Co.                        1,691,662          750,000    0.0
                               6,500,000   ++Santa Fe Energy Resources, Inc.*            58,769,857       60,937,500    2.6
                               1,000,000   ++United Meridian Corp.                       12,390,790       16,000,000    0.7
                               3,500,000     Yacimientos Petroliferos Fiscales
                                             S.A.--Sponsored (ADR)(a)                    83,800,841       70,875,000    3.0
                                                                                     --------------   --------------  ------
                                                                                        285,086,751      305,212,500   12.8


Oil Refining                   4,000,000     Valero Energy Corp.*                        86,245,282       86,500,000    3.6


Oil Services                   6,000,000   ++Energy Service Co.*                         66,189,856      100,500,000    4.2
                              15,000,000   ++Global Marine, Inc.*                        52,723,823       65,625,000    2.7
                               1,335,000   ++Pool Energy Services Co.*                   14,336,959       11,180,625    0.5
                                                                                     --------------   --------------  ------
                                                                                        133,250,638      177,305,625    7.4
</TABLE>

<PAGE>
<TABLE>
SCHEDULE OF INVESTMENTS (concluded)
<CAPTION>
                                Shares                                                                     Value     Percent of
Industries                       Held                 Stocks                               Cost          (Note 1a)   Net Assets
<S>                            <C>         <S>                                       <C>              <C>             <C>
Pollution Control              5,000,000     Safety-Kleen Corp.*                     $   98,190,960   $   85,000,000    3.6%


Scientific & Technical         2,500,000   ++Convex Computer Corp.*                      29,264,447       10,312,500    0.4
Computing Systems


Semiconductor                  1,500,000   ++Applied Materials, Inc.                      9,803,151       92,250,000    3.9
Production Equipment


Steel                            948,500     Nucor Corp.                                 22,124,065       45,528,000    1.9


                                             Total Stocks                             1,502,199,343    1,957,797,848   82.0


<CAPTION>
                                 Face
                                Amount           Short-Term Securities
<S>                          <C>             <S>                                     <C>              <C>             <C>
Commercial                   $30,000,000     Ciesco L.P., 5.98% due 5/16/1995            29,915,283       29,915,283    1.3
Paper**                       50,000,000     Compagnie Financiere de Paribas,
                                             6.01% due 5/04/1995                         49,958,264       49,958,264    2.1
                              12,209,000     General Electric Capital Corp.,
                                             5.93% due 5/01/1995                         12,204,978       12,204,978    0.5
                              25,000,000     Goldman Sachs & Co., 6.01% due
                                             5/22/1995                                   24,904,007       24,904,007    1.0
                              30,000,000     Matterhorn Capital Corp., 5.97% due
                                             5/12/1995                                   29,935,325       29,935,325    1.3
                              20,000,000     PHH Corp., 5.97% due 5/03/1995              19,986,733       19,986,733    0.8
                              30,000,000     Penney (J.C.) Funding Corp., 5.95%
                                             due 6/15/1995                               29,766,958       29,766,958    1.2
                              28,825,000     Preferred Receivables Funding Corp.,
                                             5.99% due 6/01/1995                         28,666,727       28,666,727    1.2
                              30,000,000     Siemens Corp., 5.95% due 5/15/1995          29,920,667       29,920,667    1.3
                              26,000,000     SmithKline Beecham Finance Co.,
                                             5.98% due 5/08/1995                         25,961,130       25,961,130    1.1
                              20,000,000     WCP Funding Inc., 6.00% due 6/12/1995       19,853,333       19,853,333    0.8
                              20,000,000     Xerox Corp., 5.97% due 5/17/1995            19,940,300       19,940,300    0.8


US Government                 20,000,000     Federal Home Loan Mortgage Corp.,
& Agency                                     5.90% due 5/09/1995                         19,967,222       19,967,222    0.8
Obligations**                                Federal National Mortgage Association:
                              30,000,000       5.93% due 5/01/1995                       29,990,117       29,990,117    1.3
                              40,000,000       5.87% due 5/19/1995                       39,869,556       39,869,556    1.7

<PAGE>
                                             Total Short-Term Securities                410,840,600      410,840,600   17.2


Total Investments                                                                    $1,913,039,943    2,368,638,448   99.2
                                                                                     ==============
Other Assets Less Liabilities                                                                             18,639,342    0.8
                                                                                                      --------------  ------
Net Assets                                                                                            $2,387,277,790  100.0%
                                                                                                      ==============  ======


<FN>
  *Investment in an affiliated company (Note 6).
 **Commercial Paper and certain US Government & Agency Obligations
   are traded on a discount basis; the interest rates shown are the
   discount rates paid at the time of purchase by the Fund.
 ++Non-income producing security.
+++Reflects the conversion of Dell Computer Corp., Series A, 7%
   Convertible Preferred Stock.
(a)American Depositary Receipt (ADR).


   See Notes to Financial Statements.
</TABLE>


FINANCIAL INFORMATION

<TABLE>
Statement of Assets and Liabilities as of April 30, 1995
<S>                 <S>                                                                    <C>            <C>
Assets:             Investments, at value (identified cost--$1,913,039,943)
                    (Note 1a)                                                                             $2,368,638,448
                    Cash                                                                                       1,447,224
                    Receivables:
                       Securities sold                                                     $ 40,002,198
                       Beneficial interest sold                                              26,132,455
                       Dividends                                                                342,313       66,476,966
                                                                                           ------------
                    Prepaid registration fees and other assets (Note 1f)                                          81,284
                                                                                                          --------------
                    Total assets                                                                           2,436,643,922
                                                                                                          --------------

<PAGE>
Liabilities:        Payables:
                       Securities purchased                                                  39,560,410
                       Beneficial interest redeemed                                           7,482,194
                       Distributor (Note 2)                                                   1,260,406
                       Investment adviser (Note 2)                                              999,447       49,302,457
                                                                                           ------------
                    Accrued expenses and other liabilities                                                        63,675
                                                                                                          --------------
                    Total liabilities                                                                         49,366,132
                                                                                                          --------------


Net Assets:         Net assets                                                                            $2,387,277,790
                                                                                                          ==============


Net Assets          Class A Shares of beneficial interest, $0.10 par value,
Consist of:         unlimited number of shares authorized                                                 $    2,576,282
                    Class B Shares of beneficial interest, $0.10 par value,
                    unlimited number of shares authorized                                                      7,727,006
                    Class C Shares of beneficial interest, $0.10 par value,
                    unlimited number of shares authorized                                                        143,532
                    Class D Shares of beneficial interest, $0.10 par value,
                    unlimited number of shares authorized                                                      1,854,779
                    Paid-in capital in excess of par                                                       1,802,861,676
                    Accumulated investment loss--net                                                          (1,228,549)
                    Undistributed realized capital gains on investments--net                                 117,744,559
                    Unrealized appreciation on investments--net                                              455,598,505
                                                                                                          --------------
                    Net assets                                                                            $2,387,277,790
                                                                                                          ==============


Net Asset Value:    Class A--Based on net assets of $520,589,439 and 25,762,819 shares of
                             beneficial interest outstanding                                              $        20.21
                                                                                                          ==============
                    Class B--Based on net assets of $1,465,318,165 and 77,270,055 shares of
                             beneficial interest outstanding                                              $        18.96
                                                                                                          ==============
                    Class C--Based on net assets of $27,219,011 and 1,435,322 shares of
                             beneficial interest outstanding                                              $        18.96
                                                                                                          ==============
                    Class D--Based on net assets of $374,151,175 and 18,547,787 shares of
                             beneficial interest outstanding                                              $        20.17
                                                                                                          ==============

                    See Notes to Financial Statements.
</TABLE>


<PAGE>
FINANCIAL INFORMATION (continued)

<TABLE>
Statement of Operations for the Six Months Ended April 30, 1995
<S>                 <S>                                                                                     <C>
Investment          Dividends                                                                               $  8,398,174
Income              Interest and discount earned                                                               5,074,867
(Notes 1d & 1e):    Other                                                                                        229,015
                                                                                                            ------------
                    Total income                                                                              13,702,056
                                                                                                            ------------


Expenses:           Distribution fees--Class B (Note 2)                                                        6,971,610
                    Investment advisory fees (Note 2)                                                          5,996,698
                    Transfer agent fees--Class B (Note 2)                                                      1,102,451
                    Transfer agent fees--Class A (Note 2)                                                        261,497
                    Printing and shareholder reports                                                             121,080
                    Account maintenance fees--Class D (Note 2)                                                    99,464
                    Registration fees (Note 1f)                                                                   93,973
                    Distribution fees--Class C (Note 2)                                                           55,663
                    Custodian fees                                                                                54,215
                    Transfer agent fees--Class D (Note 2)                                                         51,231
                    Accounting services (Note 2)                                                                  43,372
                    Professional fees                                                                             43,372
                    Trustees' fees and expenses                                                                   19,879
                    Transfer agent fees--Class C (Note 2)                                                          8,871
                    Other                                                                                          7,229
                                                                                                            ------------
                    Total expenses                                                                            14,930,605
                                                                                                            ------------
                    Investment loss--net                                                                      (1,228,549)
                                                                                                            ------------


Realized &          Realized gain from investments--net                                                      117,744,684
Unrealized          Change in unrealized appreciation on investments--net                                     41,735,139
Gain on                                                                                                     ------------
Investments         Net realized and unrealized gain on investments                                          159,479,823
- --Net (Notes                                                                                                ------------
1b, 1c,             Net Increase in Net Assets Resulting from Operations                                    $158,251,274
1e & 3):                                                                                                    ============

                    See Notes to Financial Statements.
</TABLE>



FINANCIAL INFORMATION (continued)

<PAGE>
<TABLE>
Statements of Changes in Net Assets
<CAPTION>
                                                                                          For the Six      For the Year
                                                                                          Months Ended         Ended
Increase (Decrease) in Net Assets:                                                       April 30, 1995    Oct. 31, 1994
<S>                 <S>                                                                 <C>              <C>
Operations:         Investment loss--net                                                $    (1,228,549) $    (5,712,437)
                    Realized gain on investments and foreign currency transactions
                    --net                                                                   117,744,684       35,304,501
                    Change in unrealized appreciation on investments and foreign
                    currency transactions--net                                               41,735,139      136,865,088
                                                                                        ---------------  ---------------
                    Net increase in net assets resulting from operations                    158,251,274      166,457,152
                                                                                        ---------------  ---------------

Distributions to    Realized gain on investments--net:
Shareholders           Class A                                                               (6,083,187)     (26,111,625)
(Note 1g):             Class B                                                              (23,093,382)    (122,946,689)
                       Class C                                                                  (87,568)              --
                       Class D                                                                 (872,515)              --
                                                                                        ---------------  ---------------
                    Net decrease in net assets resulting from distributions to
                    shareholders                                                            (30,136,652)    (149,058,314)
                                                                                        ---------------  ---------------

Beneficial          Net increase in net assets derived from beneficial interest
Interest            transactions                                                            441,468,197      521,396,919
Transactions                                                                            ---------------  ---------------
(Note 4):

Net Assets:         Total increase in net assets                                            569,582,819      538,795,757
                    Beginning of period                                                   1,817,694,971    1,278,899,214
                                                                                        ---------------  ---------------
                    End of period                                                       $ 2,387,277,790  $ 1,817,694,971
                                                                                        ===============  ===============

                    See Notes to Financial Statements.
</TABLE>



FINANCIAL INFORMATION (continued)

<PAGE>
<TABLE>
Financial Highlights
<CAPTION>
                                                                                           Class A
The following per share data and ratios have been derived     For the Six
from information provided in the financial statements.        Months Ended
                                                               April 30,          For the Year Ended October 31,
Increase (Decrease) in Net Asset Value:                          1995++      1994++       1993        1992        1991
<S>                 <S>                                        <C>         <C>         <C>         <C>          <C>
Per Share           Net asset value, beginning of period       $  19.19    $  19.22    $  14.79    $  15.31     $  10.61
Operating                                                      --------    --------    --------    --------     --------
Performance         Investment income--net                          .06         .08         .02         .02          .01
                    Realized and unrealized gain
                    on investments and foreign currency
                    transactions--net                              1.26        2.01        4.86         .65         4.82
                                                               --------    --------    --------    --------     --------
                    Total from investment operations               1.32        2.09        4.88         .67         4.83
                                                               --------    --------    --------    --------     --------
                    Less distributions:
                       Realized gain on investments--net           (.30)      (2.12)       (.45)      (1.19)        (.13)
                                                               --------    --------    --------    --------     --------
                    Net asset  value, end of period            $  20.21    $  19.19    $  19.22    $  14.79     $  15.31
                                                               ========    ========    ========    ========     ========

Total               Based on net asset value per share            7.12%+++   12.50%      33.97%       5.77%       45.88%
Investment                                                     ========    ========    ========    ========     ========
Return:**

Ratios to           Expenses                                       .81%*       .82%        .81%        .84%         .87%
Average                                                        ========    ========    ========    ========     ========
Net Assets:         Investment income--net                         .64%*       .44%        .29%        .28%         .46%
                                                               ========    ========    ========    ========     ========

Supplemental        Net assets, end of period
Data:               (in thousands)                             $520,589    $382,077    $229,709    $138,456     $ 92,494
                                                               ========    ========    ========    ========     ========
                    Portfolio turnover                           14.63%       4.22%      33.21%      21.20%       27.86%
                                                               ========    ========    ========    ========     ========


                 <FN>
                   *Annualized.
                  **Total investment returns exclude the effects of sales loads.
                  ++Based on average number of shares outstanding during the period.
                 +++Aggregate total investment return.

                    See Notes to Financial Statements.
</TABLE>


FINANCIAL INFORMATION (continued)

<PAGE>
<TABLE>
Financial Highlights (continued)
<CAPTION>
                                                                                             Class B
The following per share data and ratios have been derived     For the Six
from information provided in the financial statements.        Months Ended
                                                               April 30,          For the Year Ended October 31,
Increase (Decrease) in Net Asset Value:                          1995++      1994++      1993        1992       1991
<S>                 <S>                                      <C>          <C>         <C>          <C>        <C>
Per Share           Net asset value, beginning of period     $    18.12   $    18.43  $    14.35   $   15.03  $    10.53
Operating                                                    ----------   ----------  ----------  ----------  ----------
Performance:        Investment loss--net                          (.03)        (.10)       (.11)       (.10)       (.06)
                    Realized and unrealized gain on
                    investments and foreign currency
                    transactions--net                              1.17         1.91        4.64         .61        4.69
                                                             ----------   ----------  ----------  ----------  ----------
                    Total from investment operations               1.14         1.81        4.53         .51        4.63
                                                             ----------   ----------  ----------  ----------  ----------
                    Less distributions:
                       Realized gain on investments--net           (.30)       (2.12)       (.45)      (1.19)       (.13)
                                                             ----------   ----------  ----------  ----------  ----------
                    Net asset value, end of period           $    18.96   $    18.12  $    18.43  $    14.35  $    15.03
                                                             ==========   ==========  ==========  ==========  ==========

Total               Based on net asset value per share            6.54%+++    11.41%      32.54%       4.74%      44.32%
Investment                                                   ==========   ==========  ==========  ==========  ==========
Return:**

Ratios to           Expenses, excluding distribution
Average             fees                                           .83%*        .84%        .83%        .87%        .90%
Net Assets:                                                  ==========   ==========  ==========  ==========  ==========
                    Expenses                                      1.83%*       1.84%       1.83%       1.87%       1.90%
                                                             ==========   ==========  ==========  ==========  ==========
                    Investment loss--net                          (.38%)*      (.58%)      (.78%)      (.76%)      (.53%)
                                                             ==========   ==========  ==========  ==========  ==========

Supplemental        Net assets, end of period
Data:               (in thousands)                           $1,465,318   $1,433,051  $1,049,190  $  758,061  $  824,007
                                                             ==========   ==========  ==========  ==========  ==========
                    Portfolio turnover                           14.63%        4.22%      33.21%      21.20%      27.86%
                                                             ==========   ==========  ==========  ==========  ==========

                 <FN>
                   *Annualized.
                  **Total investment returns exclude the effects of sales loads.
                  ++Based on average number of shares outstanding during the period.
                 +++Aggregate total investment return.


                    See Notes to Financial Statements.
</TABLE>

<PAGE>
FINANCIAL INFORMATION (concluded)

<TABLE>
Financial Highlights (concluded)
<CAPTION>
                                                                                   Class C                Class D
                                                                              For the   For the     For the     For the
                                                                                Six      Period       Six        Period
The following per share data and ratios have been derived                      Months   Oct. 21,     Months     Oct. 21,
from information provided in the financial statements.                         Ended   1994++ to     Ended     1994++ to
                                                                             April 30,  Oct. 31,   April 30,    Oct. 31,
Increase (Decrease) in Net Asset Value:                                        1995++++  1994++++     1995++++    1994++++
<S>                 <S>                                                      <C>        <C>         <C>         <C>
Per Share           Net asset value, beginning of period                     $  18.12   $  17.45    $  19.18    $  18.47
Operating                                                                    --------   --------    --------    --------
Performance:        Investment income (loss)--net                                (.03)        --         .02          --
                    Realized and unrealized gain on investments and
                    foreign currency transactions--net                           1.17        .67        1.27         .71
                                                                             --------   --------    --------    --------
                    Total from investment operations                             1.14        .67        1.29         .71
                                                                             --------   --------    --------    --------
                    Less distributions:
                       Realized gain on investments--net                         (.30)        --        (.30)         --
                                                                             --------   --------    --------    --------
                    Net asset value, end of period                           $  18.96   $  18.12    $  20.17    $  19.18
                                                                             ========   ========    ========    ========

Total               Based on net asset value per share                          6.54%+++   3.84%+++    6.96%+++    3.84%+++
Investment                                                                   ========   ========    ========    ========
Return:**

Ratios to Average   Expenses, excluding account maintenance and
Net Assets:         distribution fees                                            .83%*     1.52%*       .80%*      1.52%*
                                                                             ========   ========    ========    ========
                    Expenses                                                    1.83%*     2.52%*      1.05%*      1.77%*
                                                                             ========   ========    ========    ========
                    Investment income (loss)--net                               (.41%)*   (-.17%)*      .31%*     (.54%)*
                                                                             ========   ========    ========    ========

Supplemental        Net assets, end of period (in thousands)                 $ 27,219   $  1,381    $374,151    $  1,186
Data:                                                                        ========   ========    ========    ========
                    Portfolio turnover                                         14.63%      4.22%      14.63%       4.22%
                                                                             ========   ========    ========    ========


                <FN>
                   *Annualized.
                  **Total investment returns exclude the effects of sales loads.
                  ++Commencement of Operations.
                ++++Based on average number of shares outstanding during the period.
                 +++Aggregate total investment return.

                    See Notes to Financial Statements.
</TABLE>
<PAGE>


NOTES TO FINANCIAL STATEMENTS

1. Significant Accounting Policies:
Merrill Lynch Growth Fund for Investment and Retirement (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 Fund offers four classes of shares
under the Merrill Lynch Select Pricing SM System. Shares of Class A
and Class D are sold with a front-end sales charge. Shares of Class
B and Class C may be subject to a contingent deferred sales charge.
All classes of shares have identical voting, dividend, liquidation
and other rights and the same terms and conditions, except that
Class B, Class C and Class D Shares bear certain expenses related to
the account maintenance of such shares, and Class B and Class C
Shares also bear certain expenses related to the distribution of
such shares. Each class has exclusive voting rights with respect to
matters relating to its account maintenance and distribution
expenditures. The following is a summary of significant accounting
policies followed by the Fund.

(a) Valuation of investments--Portfolio securities which are traded
on stock exchanges are valued at the last sale price on the exchange
on which such securities are traded, as of the close of business on
the day the securities are being valued or, lacking any sales, at
the last available bid price. Securities traded in the over-the-
counter market are valued at the last available bid price prior to
the time of valuation. In cases where securities are traded on more
than one exchange, the securities are valued on the exchange
designated by or under the authority of the Board of Trustees as the
primary market. Securities which are traded both in the over-the-
counter market and on a stock exchange are valued according to the
broadest and most representative market. Options written are valued
at the last sale price in the case of exchange-traded options or, in
the case of options traded in the over-the-counter market, the last
asked price. Options purchased are valued at the last sale price in
the case of exchange-traded options or, in the case of options
traded in the over-the-counter market, the last bid price. Short-
term securities are valued at amortized cost, which approximates
market value. Other investments, including futures contracts and
related options, are stated at market value. Securities and assets
for which market value quotations are not available are valued at
their fair value as determined in good faith by or under the
direction of the Fund's Board of Trustees.
<PAGE>
(b) Foreign currency transactions--Transactions denominated in
foreign currencies are recorded at the exchange rate prevailing when
recognized. Assets and liabilities denominated in foreign currencies
are valued at the exchange rate at the end of the period. Foreign
currency transactions are the result of settling (realized) or
valuing (unrealized) assets or liabilities expressed in foreign
currencies into US dollars. Realized and unrealized gains or losses
from investments include the effects of foreign exchange rates on
investments.

(c) Derivative financial instruments--The Fund may engage in various
portfolio strategies to seek to increase its return by hedging its
portfolio against adverse movements in the equity and currency
markets. Losses may arise due to changes in the value of the
contract or if the counterparty does not perform under the contract.

* Forward foreign exchange contracts--The Fund is authorized to
enter into forward foreign exchange contracts as a hedge against
either specific transactions or portfolio positions. Such contracts
are not entered on the Fund's records. However, the effect on net
operations is recorded from the date the Fund enters into such
contracts. Premium or discount is amortized over the life of the
contracts.

* Foreign currency options and futures--The Fund may also purchase
or sell listed or over-the-counter foreign currency options, foreign
currency futures and related options on foreign currency futures as
a short or long hedge against possible variations in foreign
exchange rates. Such transactions may be effected with respect to
hedges on non-US dollar denominated securities owned by the Fund,
sold by the Fund but not yet delivered, or committed or anticipated
to be purchased by the Fund.

* Options--The Fund is authorized to purchase and write covered call
and put options. When the Fund writes an option, an amount equal to
the premium received by the Fund is reflected as an asset and an
equivalent liability. The amount of the liability is subsequently
marked to market to reflect the current market value of the option
written.

When a security is purchased or sold through an exercise of an
option, the related premium paid (or received) is added to (or
deducted from) the proceeds of the security sold. When an option
expires (or the Fund enters into a closing transaction), the Fund
realizes a gain or loss on the option to the extent of the premiums
paid or received (or loss or gain to the extent the cost of the
closing transaction is less than or greater than the premium paid or
received).

Written and purchased options are non-income producing investments.
<PAGE>
* Financial futures contracts--The Fund may purchase or sell
interest rate futures contracts. Upon entering into a contract, the
Fund deposits and maintains as collateral such initial margin as
required by the exchange on which the transaction is effected.
Pursuant to the contract, the Fund agrees to receive from or pay to
the broker an amount of cash equal to the daily fluctuation in value
of the contract. Such receipts or payments are known as variation
margin and are recorded by the Fund as unrealized gains or losses.
When the contract is closed, the Fund records a realized gain or
loss equal to the difference between the value of the contract at
the time it was opened and the value at the time it was closed.

(d) 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 substantially all of its
taxable income to its shareholders. Therefore, no Federal income tax
provision is required. Under the applicable foreign tax law, a
withholding tax may be imposed on interest, dividends and capital
gains at various rates.

(e) Security transactions and investment income--Security
transactions are recorded on the dates the transactions are entered
into (the trade dates). Dividend income is recorded on the ex-
dividend date, except if the ex-dividend date has passed, certain
dividends from foreign securities are recorded as soon as the Fund
is informed of the ex-dividend date. Interest income is recognized
on the accrual basis. Realized gains and losses on security
transactions are determined on the identified cost basis.

(f) Prepaid registration fees--Prepaid registration fees are charged
to expense as the related shares are issued.

(g) Dividends and distributions--Dividends and distributions paid by
the Fund are recorded on the ex-dividend dates.

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. The Fund has also entered into a Distribution
Agreement and Distribution Plans with Merrill Lynch Funds
Distributor, Inc. ("MLFD" or "Distributor"), a wholly-owned
subsidiary of Merrill Lynch Group, Inc.
<PAGE>
MLAM is responsible for the management of the Fund's portfolio and
provides the necessary personnel, facilities, equipment and certain
other services necessary to the operations of the Fund. For such
services, the Fund pays a monthly fee based upon the average daily
value of the Fund's net assets at the following annual rates: 0.65%
of the Fund's average daily net assets not exceeding $1 billion;
0.625% of the average daily net assets in excess of $1 billion but
not exceeding $1.5 billion; and 0.60% of the average daily net
assets in excess of $1.5 billion. The Investment Advisory Agreement
obligates MLAM to reimburse the Fund to the extent the Fund's
expenses (excluding interest, taxes, distribution fees, brokerage
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
Fund's 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 any fiscal year which will cause expenses to
exceed the most restrictive expense limitation at the time of such
payment.



NOTES TO FINANCIAL STATEMENTS (continued)



Pursuant to the distribution plans ("the Distribution Plans")
adopted by the Fund in accordance with Rule 12b-1 under the
Investment Company Act of 1940, the Fund pays the Distributor
ongoing account maintenance and distribution fees. The fees are
accrued daily and paid monthly at annual rates based upon the
average daily net assets of the shares as follows:


                                          Account      Distribution
                                      Maintenance Fee      Fee

Class B                                     0.25%          0.75%
Class C                                     0.25%          0.75%
Class D                                     0.25%          --


Pursuant to a sub-agreement with the Distributor, Merrill Lynch,
Pierce, Fenner & Smith Inc. ("MLPF&S"), a subsidiary of ML & Co.,
also provides account maintenance and distribution services to the
Fund. The ongoing account maintenance fee compensates the
Distributor and MLPF&S for providing account maintenance services to
Class B, Class C and Class D shareholders. The ongoing distribution
fee compensates the Distributor and MLPF&S for providing shareholder
and distribution-related services to Class B and Class C
shareholders.
<PAGE>
For the six months ended April 30, 1995, MLFD earned underwriting
discounts and MLPF&S earned dealer concessions on sales of the
Fund's Class A and Class D Shares as follows:


                                       MLFD          MLPF&S

Class A                               $ 8,885       $165,752
Class D                               $32,321       $543,189


For the six months ended April 30, 1995, MLPF&S received contingent
deferred sales charges of $720,845 and $3,720 relating to
transactions in Class B and Class C Shares, respectively.

In addition, MLPF&S received $11,892 in commissions on the
execution of portfolio security transactions for the Fund for the
six months ended April 30, 1995.

Merrill Lynch Financial Data Services, Inc. ("FDS"), 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, MLPF&S, FDS, MLFD and/or ML & Co.

3. Investments:
Purchases and sales of investments, excluding short-term securities,
for the six months ended April 30, 1995 were $341,038,912 and
$257,048,392, respectively.

Net realized and unrealized gains as of April 30, 1995 were as
follows:


                                     Realized      Unrealized
                                      Gains           Gains

Long-term investments              $117,744,684   $455,598,505


As of April 30, 1995, net unrealized appreciation for Federal income
tax purposes aggregated $455,598,505, of which $521,063,131 related
to appreciated securities and $65,464,626 related to depreciated
securities. At April 30, 1995, the aggregate cost of investments for
Federal income tax purposes was $1,913,039,943.

4. Shares of Beneficial Interest:
Net increase in net assets derived from beneficial interest
transactions was $441,468,197 and $521,396,919 for the six months
ended April 30, 1995 and the year ended October 31, 1994,
respectively.
<PAGE>
Transactions in shares of beneficial interest for each class were as
follows:


Class A Shares for the Six Months                   Dollar
Ended April 30, 1995                  Shares        Amount

Shares sold                         8,034,289   $149,119,830
Shares issued to shareholders
in reinvestment of distributions      317,795      5,475,610
                                 ------------   ------------
Total issued                        8,352,084    154,595,440
Shares redeemed                    (2,499,776)   (46,038,675)
                                 ------------   ------------
Net increase                        5,852,308   $108,556,765
                                 ============   ============



Class A Shares for the Year                         Dollar
Ended October 31, 1994                Shares        Amount

Shares sold                        12,040,282   $219,373,935
Shares issued to shareholders
in reinvestment of distributions    1,430,460     23,945,892
                                 ------------   ------------
Total issued                       13,470,742    243,319,827
Shares redeemed                    (5,514,465)  (100,680,014)
                                 ------------   ------------
Net increase                        7,956,277   $142,639,813
                                 ============   ============



Class B Shares for the Six Months                   Dollar
Ended April 30, 1995                  Shares        Amount

Shares sold                        20,331,325   $354,578,944
Shares issued to shareholders
in reinvestment of distributions    1,276,055     20,710,369
                                 ------------   ------------
Total issued                       21,607,380    375,289,313
Automatic conversion of
shares                            (16,742,332)  (306,283,611)
Shares redeemed                    (6,684,241)  (115,916,597)
                                 ------------   ------------
Net decrease                       (1,819,193)  $(46,910,895)
                                 ============   ============


<PAGE>
Class B Shares for the Year                         Dollar
Ended October 31, 1994                Shares        Amount

Shares sold                        26,104,903   $454,589,017
Shares issued to shareholders
in reinvestment of distributions    6,849,128    109,175,099
                                 ------------   ------------
Total issued                       32,954,031    563,764,116
Shares redeemed                   (10,779,320)  (187,502,303)
                                 ------------   ------------
Net increase                       22,174,711   $376,261,813
                                 ============   ============



Class C Shares for the Six Months                   Dollar
Ended April 30, 1995                  Shares        Amount

Shares sold                         1,455,908   $ 25,384,322
Shares issued to shareholders
in reinvestment of
distributions                           4,740         76,935
                                 ------------   ------------
Total issued                        1,460,648     25,461,257
Shares redeemed                      (101,536)    (1,776,179)
                                 ------------   ------------
Net increase                        1,359,112   $ 23,685,078
                                 ============   ============



Class C Shares for the Period                       Dollar
Oct. 21, 1994++ to Oct. 31, 1994      Shares        Amount

Shares sold                            76,269   $  1,342,405
Shares redeemed                           (59)        (1,066)
                                 ------------   ------------
Net increase                           76,210   $  1,341,339
                                 ============   ============

[FN]
++Commencement of Operations.


<PAGE>
Class D Shares for the Six Months                   Dollar
Ended April 30, 1995                  Shares        Amount

Shares sold                         3,412,966   $ 62,634,122
Shares issued to shareholders
in reinvestment of
distributions                          46,313        797,041
Automatic conversion of
shares                             15,756,533    306,283,611
                                 ------------   ------------
Total issued                       19,215,812    369,714,774
Shares redeemed                      (729,877)   (13,577,525)
                                 ------------   ------------
Net increase                       18,485,935   $356,137,249
                                 ============   ============



Class D Shares for the Period                       Dollar
Oct. 21, 1994++ to Oct. 31, 1994      Shares        Amount

Shares sold                            67,602   $  1,260,780
Shares redeemed                        (5,750)      (106,826)
                                 ------------   ------------
Net increase                           61,852   $  1,153,954
                                 ============   ============


[FN]
++Commencement of Operations.


5. Loan Securities:
At April 30, 1995, the Fund held US Treasury bonds having an
aggregate value of approximately $28,723,000, as collateral for
portfolio securities having a market value of approximately
$27,375,000.


NOTES TO FINANCIAL STATEMENTS (concluded)


6. Transactions with Affiliated Companies:
Investment in companies 5% or more of whose outstanding securities
are held by the Fund (such companies are defined as "Affiliated
Companies" in Section 2(a)(3) of the Investment Company Act of 1940)
are as follows:

<PAGE>
<TABLE>
<CAPTION>
                                                                             Increase      Increase
                                                                            (Decrease)    (Decrease)      Dividend
Industry                               Affiliate                          in Shares--Net in Cost--Net      Income
<S>                                    <S>                                 <C>           <C>              <C>  
Computer Software                      Autodesk, Inc.                        (80,000)    $(2,219,999)     $360,000

Electronics                            Cirrus Logic, Inc.                         --              --            ++

Scientific & Technical                 Convex Computer Corp.                      --              --            ++
Computing Systems

Commercial Workstations                Dell Computer Corp.                   121,047       1,995,650            ++
& Network Servers

Oil & Gas Exploration & Production     Devon Energy Corp.                         --              --       120,000

Oil Services                           Energy Service Co.                  1,000,000      11,942,303            ++

Oil Services                           Global Marine, Inc.                        --              --            ++

Computer Software                      Landmark Graphics Corp.                    --              --            ++

Computer Software                      Mentor Graphics, Inc.                      --              --            ++

Oil Services                           Pool Energy Services Co.                   --              --            ++

Pollution Control                      Safety-Kleen Corp.                         --              --       900,000

Oil & Gas Exploration & Production     Santa Fe Energy Resources, Inc.            --              --            ++

Commercial Workstations                Sequent Computer Systems, Inc.     (1,000,000)    (18,172,836)           ++
& Network Servers

Oil Refining                           Valero Energy Corp.                        --              --       520,000

Natural Gas Gathering & Transmission   Western Gas Resources, Inc.           500,000       8,935,988       225,000

<FN>
++Non-income producing security.
</TABLE>
<PAGE>



OFFICERS AND TRUSTEES

Arthur Zeikel, President and Trustee
Herbert I. London, Trustee
Robert R. Martin, Trustee
Joseph L. May, Trustee
Andre F. Perold, Trustee
Terry K. Glenn, Executive Vice President
Norman R. Harvey, Senior Vice President
Donald C. Burke, Vice President
Stephen C. Johnes, Vice President and
 Portfolio Manager
Gerald M. Richard, Treasurer
Jerry Weiss, Secretary

Custodian
State Street Bank and Trust Company
One Heritage Drive, P2N
North Quincy, Massachusetts 02171

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




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