MUNIVEST FUND INC
N-30D, 1994-04-14
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MUNIVEST
FUND, INC.

FUND LOGO

Semi-Annual Report      February 28, 1994

This report, including the financial information herein,
is transmitted to the shareholders of MuniVest Fund, Inc.
for their information. It is not a prospectus, circular or
representation intended for use in the purchase of shares
of the Fund or any securities mentioned in the report.
Past performance results shown in this report should not
be considered a representation of future performance.
The Fund has leveraged its Common Stock by issuing Pre-
ferred Stock to provide the Common Stock shareholders
with a potentially higher rate of return. Leverage creates
risks for Common Stock shareholders, including the
likelihood of greater volatility of net asset value and
market price shares of the Common Stock, and the risk
that fluctuations in the short-term dividend rates of the
Preferred Stock may affect the yield to Common Stock
shareholders.

MuniVest Fund, Inc.
Box 9011
Princeton, NJ
08543-9011

MUNIVEST FUND, INC.

<PAGE>
The Benefits and
Risks of
Leveraging

MuniVest Fund, Inc. utilizes leveraging to seek to enhance the
yield and net asset value of its Common Stock. However, these
objectives cannot be achieved in all interest rate environments.
To leverage, the Fund issues Preferred Stock, which pays
dividends at prevailing short-term interest rates, and invests
the proceeds in long-term municipal bonds. The interest earned on
these investments is paid to Common Stock shareholders in the
form of dividends, and the value of these portfolio holdings is
reflected in the per share net asset value of the Fund's Common
Stock. However, in order to benefit Common Stock shareholders,
the yield curve must be positively sloped; that is, short-term
interest rates must be lower than long-term interest rates. At
the same time, a period of generally declining interest rates
will benefit Common Stock shareholders. If either of these
conditions change, then the risks of leveraging will begin to
outweigh the benefits. 

To illustrate these concepts, assume a fund's Common Stock
capitalization of $100 million and the issuance of Preferred
Stock for an additional $50 million, creating a total value of
$150 million available for investment in long-term municipal
bonds. If prevailing short-term interest rates are approximately
3% and long-term interest rates are approximately 6%, the yield
curve has a strongly positive slope. The fund pays dividends on
the $50 million of Preferred Stock based on the lower short-term
interest rates. At the same time, the fund's total portfolio of
$150 million earns the income based on long-term interest rates.

In this case, the dividends paid to Preferred Stock shareholders
are significantly lower than the income earned on the fund's
long-term investments, and therefore the Common Stock
shareholders are the beneficiaries of the incremental yield.
However, if short-term interest rates rise, narrowing the
differential between short-term and long-term interest rates, the
incremental yield pick-up on the Common Stock will be reduced. At
the same time, the market value on the fund's Common Stock (that
is, its price as listed on the American Stock Exchange), may, as
a result, decline. Furthermore, if long-term interest rates rise,
the Common Stock's net asset value will reflect the full decline
in the price of the portfolio's investments, since the value of
the fund's Preferred Stock does not fluctuate. In addition to
the decline in net asset value, the market value of the fund's
Common Stock may also decline.

<PAGE>
Officers and
Directors

Arthur Zeikel, President and Director
Ronald W. Forbes, Director
Cynthia A. Montgomery, Director
Charles C. Reilly, Director
Kevin A. Ryan, Director
Richard R. West, Director
Terry K. Glenn, Executive Vice President
Donald C. Burke, Vice President
Vincent R. Giordano, Vice President
Kenneth A. Jacob, Vice President
Gerald M. Richard, Treasurer
Mark B. Goldfus, Secretary

Custodian
The Bank of New York
110 Washington Street
New York, New York 10286

ASE Symbol
MVF

Transfer Agents

Common Stock:
The Bank of New York
110 Washington Street
New York, New York 10286

Preferred Stock:
IBJ Schroder Bank & Trust Company
One State Street
New York, New York 10004


TO OUR SHAREHOLDERS

For the six months ended February 28, 1994, the Common Stock of
MuniVest Fund, Inc. earned $0.629 per share income dividends,
representing a net annualized yield of 12.54%, based on a month-
end per share net asset value of $10.12. Over the same period,
the Fund's total investment return was +1.43%, based on a change
in per share net asset value from $10.65 to $10.12, and assuming
reinvestment of $0.636 per share income dividends and $0.053
capital gains distributions.

For the six months ended February 28, 1994, the Fund's Preferred
Stock had an average dividend yield as follows: Series A, 2.365%;
Series B, 2.375%; Series C, 2.421%; Series D, 2.434%; and Series
E, 2.335%.
<PAGE>
The Environment
Inflationary expectations changed sharply during the February
quarter. Following better-than-expected economic results, Federal
Reserve Board Chairman Alan Greenspan indicated in Congressional
testimony in January that continued strong expansion in the eco-
nomy would lead the central bank to tighten monetary policy in
an effort to control inflation. On February 4, 1994, the central
bank broke with tradition and publicly announced a modest increase
in short-term interest rates.

Rather than than view the Federal Reserve Board's action as a
preemptive strike against inflation, fixed-income investors
focused on Chairman Greenspan's implicit promise of further
tightening should the rate of inflation accelerate, and bond
prices declined sharply. The setback in the bond market was also
reflected in greater stock market volatility.

In the weeks ahead, investors will continue to gauge the pace of
the economic expansion and watch for signs of an overheating
economy that could prompt successive Federal Reserve Board
actions to raise short-term interest rates. At this time, there
is little evidence that the rate of inflation will increase
rapidly. Job growth is sluggish, and new claims for unemployment
insurance have trended higher since the beginning of the year.
Commodity prices have risen somewhat, but in many cases these
increases are occurring from very depressed levels. Therefore,
although the secular long-term trend toward lower interest rates
may be over, it is not yet certain whether the pace of economic
activity will accelerate to the point where extensive Federal
Reserve Board tightening will be necessary to contain inflation.

The Municipal Market
Yields on long-term tax-exempt securities exhibited considerable
volatility during the three months ended February 28, 1994.
Initially, municipal bond yields resumed their earlier decline
and in mid-December reached 5.53% as measured by the Bond Buyer
Revenue Bond Index. Tax-exempt yields rose slightly for the
remainder of 1993 before increasing more substantially in 1994.
During the February period, long-term municipal bond yields
increased by approximately 15 basis points (0.15%) to 5.88%.
Over the same time, however, US Treasury bond yields rose
approximately 30 basis points to 6.70% at the end of February.
This outperformance by municipal bonds is likely to be the
dominant theme of much of 1994.
<PAGE>
During recent months, taxable yields have become volatile in
reaction to the inherent conflicts between the strong economic
recovery seen in late 1993 and early 1994 and continued low
inflationary pressures. While tax-exempt yields have reacted to
these conflicts, the municipal bond market has also focused on
the very strong technical factors supporting lower municipal bond
yields. During the past 12 months, municipalities issued over
$284 billion in bonds, an increase of over 17% versus a year ago.
Much of this increase has been the result of municipalities
refinancing existing high-couponed debt. At current yield levels,
few of these issues will remain to be refunded. This has led to
estimates of municipal bond issuance declining to approximately
$175 billion for all of 1994. Over $290 billion in long-term tax-
exempt bonds were issued during 1993. Thus far this year, this
expected decline in issuance has occurred. So far in 1994, new-
issue supply has fallen approximately 20% compared to the same
period last year.

In addition to this dramatic decline in issuance, investor demand
is expected to increase in the coming year. This demand should be
generated by a number of factors, with a recent increase in
marginal Federal income tax rates perhaps the dominant immediate
factor. Also, bond calls and early redemptions are expected to
increase significantly in the coming quarters and last at least
into early 1995. The combination of declining new-issue volume
and rising numbers of bonds being redeemed prior to their stated
maturities will eventually lead to a net decline in the number of
bonds outstanding. In such a scenario, investor demand rises as
bondholders are forced to continually purchase new municipal
bonds to replace their previous holdings.

The outlook for the municipal market is positive. While the
historic declines in yields seen last year are unlikely to be
repeated, the strong technical structure within the tax-exempt
market would easily support the retracing of much of the recent
increase in bond yields. At the very least, should interest rates
continue to rise in response to continued strong economic growth
and a resurgence in inflationary pressures, municipal bond price
deterioration should continue to be minimal in comparison to any
taxable investment alternative.

Portfolio Strategy
The Fund remains constructive on the long-term tax-exempt bond
market. In the coming months, the Fund will emphasize income-
oriented issues rather than those bonds which generate capital
appreciation. We will continue to purchase noncallable issues
whenever they are attractively priced to seek to maintain the
Fund's current yield into the coming years. We plan to reduce the
Fund's holdings of performance-oriented issues moderately during
the coming quarter. However, this reduction will not adversely
impact the Fund's ability to respond to future declines in tax-
exempt bond yields. The Fund's cash reserve position will remain
low, since large cash positions still negatively impact the
Fund's current yield. Also, given forecasts of reduced bond
supply, we expect the availability of attractively priced
investment-grade securities to be limited in the coming months.
<PAGE>
Over the past six months, short-term tax-exempt bond rates traded
in the 2.00%--2.50% range. This level of short-term interest
rates has had a very positive impact on the Fund's Common Stock
yield as a result of the leveraging effect of the Fund's
Preferred Stock. However, should the spread between short-term
and long-term interest rates narrow, the benefits of the
leveraging effect would diminish and reduce the yield on the
Fund's Common Stock. For a complete explanation of the benefits
and risks of leveraging, see page 1 of this report to share-
holders.

We appreciate your ongoing interest in MuniVest Fund, Inc., and
we look forward to serving your investment needs and objectives
in the months and years to come.

Sincerely,


(Arthur Zeikel)
Arthur Zeikel
President


(Vincent R. Giordano)
Vincent R. Giordano
Vice President and Portfolio Manager

March 25, 1994

Portfolio
Abbreviations

To simplify the listings of MuniVest Fund, Inc.'s portfolio
holdings in the Schedule of Investments, we have abbreviated the
names of many of the securities according to the list at right.

ACESSM  Adjustable Convertible Extendable Securities
AMT     Alternative Minimum Tax (subject to)
ARCS    Auction Rate Certificates
BAN     Bond Anticipation Notes
COP     Certificates of Participation
DATES   Daily Adjustable Tax-Exempt Securities
GO      General Obligation Bonds
HFA     Housing Finance Authority
IDA     Industrial Development Authority
INFLOS  Inverse Floating Rate Municipal Bonds
LEVRRS  Leveraged Reverse Rate Securities
PARS    Periodic Auction Reset Securities
PCR     Pollution Control Revenue Bonds
RIB     Residual Interest Bonds
SAVRS   Select Auction Variable Rate Securities
S/F     Single-Family
TRAN    Tax Revenue Anticipation Notes
UT      Unlimited Tax
VRDN    Variable Rate Demand Notes
<PAGE>

<TABLE>
SCHEDULE OF INVESTMENTS                                                                                             (in Thousands)
<CAPTION>
                S&P     Moody's   Face                                                                                     Value
STATE           Ratings Ratings  Amount   Issue                                                                          (Note 1a)
<S>               <S>   <S>     <C>       <S>                                                                             <C>

Alabama--2.8%     AAA   NR      $ 9,795   Alabama HFA, S/F Mortgage Revenue Bonds, Series A, 7.60% due 10/01/2022 (d)     $ 10,530
                  BBB   Baa1      8,750   Courtland, Alabama, Industrial Development Board, Revenue Refunding Bonds
                                          (Champion International Corporation), Series A, 7.20% due 12/01/2013               9,644
                  BBB   Baa1      5,000   Courtland, Alabama, Industrial Development Board, Solid Waste Disposal
                                          Revenue Bonds (Champion International Corporation Project), AMT, 7% 
                                          due 6/01/2022                                                                      5,366


Alaska--4.0%      A+    Aa1       7,500   Alaska State Housing Finance Corporation (Insured Mortgage Program),
                                          First Series, 5.75% due 12/01/2023                                                 7,281
                                          North Slope Boro, Alaska, GO (Capital Appreciation), Series B, UT (c):
                  AAA   Aaa       6,000     5.10%* due 1/01/2002                                                             4,058
                  AAA   Aaa       6,000     5.20%* due 1/01/2003                                                             3,827
                  AA-   A1       18,250   Valdez, Alaska, Marine Terminal Revenue Refunding Bonds (Sohio Pipeline),
                                          7.125% due 12/01/2025                                                             20,385


Arizona--3.5%     A1+   VMIG1     1,500   Maricopa County, Arizona, IDA, Hospital Facility Revenue Bonds (Samaritan
                                          Health Service Hospital), Series B2, VRDN, 2.20% due 12/01/2008 (c) (g)            1,500
                  AA--  Aa       10,000   Maricopa County, Arizona, Unified School District No. 48 (Scottsdale
                                          Improvement), UT, 4.40% due 7/01/2013                                              8,625
                  BBB   Baa2      3,000   Navajo County, Arizona, Pollution Control Corporation, Revenue Refunding
                                          Bonds (Arizona Public Service Company), Series A, 5.875% due 8/15/2028             2,924
                                          Phoenix, Arizona, Civic Improvement Corporation, Wastewater System Lease
                                          Revenue Refunding Bonds:
                  A     A1        5,000     5% due 7/01/2012                                                                 4,599
                  A     A1        5,000     4.75% due 7/01/2023                                                              4,301
                  AA    P1        1,000   Pinal County, Arizona, IDA, PCR (Magma--Copper/Newmont Mining Corporation),
                                          VRDN, 2.30% due 12/01/2009 (g)                                                     1,000
                  AA    Aa       10,000   Salt River Project, Arizona, Agricultural Improvement and Power District,
                                          Electric System Revenue Refunding Bonds, Series C, 4.75% due 1/01/2017             8,806

<PAGE>
California--5.8%  NR    P1        2,300   California Pollution Control Financing Authority, Resource Recovery Revenue
                                          Bonds (Delano Project), AMT, VRDN, 2.30% due 8/01/2019 (g)                         2,300
                                          Los Angeles, California, Department of Water and Power, Electric Plant
                                          Crossover Revenue Refunding Bonds:
                  AA    Aa        3,890     4.75% due 8/15/2014                                                              3,443
                  AA    Aa       18,000     Second Issue, 4.75% due 11/15/2019                                              15,640
                                          Los Angeles, California, Department of Water and Power, Waterworks Crossover
                                          Revenue Refunding Bonds, Second Issue:
                  AA    Aa        7,060     4.50% due 5/15/2013                                                              6,100
                  AA    Aa        7,270     4.50% due 5/15/2018                                                              6,191
                                          University of California, COP (UCLA Central Chiller/Cogeneration) (k):
                  NR    NR        1,245     10.75% due 11/01/1998                                                            1,582
                  NR    NR        3,315     10.75% due 11/01/1999                                                            4,332
                  AAA   Aaa      14,745   University of California, Revenue Refunding Bonds (Multiple Purpose Projects),
                                          Series C, 4.75% due 9/01/2015 (h)                                                 13,274


Colorado--4.4%    BBB+  NR        3,250   Boulder County, Colorado, Hospital Revenue Bonds (Longmont United Hospital
                                          Project), 8.20% due 12/01/2020 (a)                                                 3,934
                                          Denver, Colorado, City and County Airport Revenue Bonds:
                  BBB   Baa1     11,150     AMT, Series C, 6.75% due 11/15/2013                                             11,615
                  BBB   Baa1      4,405     AMT, Series C, 6.75% due 11/15/2022                                              4,571
                  BBB   Baa1      7,340     Series A, 7.25% due 11/15/2025                                                   8,011
                                          Denver, Colorado, City and County School District No. 001, UT:
                  A+    A         2,000     COP, Series B, 10% due 12/01/2000                                                2,629
                  A+    A         2,000     COP, Series B, 10% due 12/01/2001                                                2,693
                  A+    A         1,450     Series A, 9.40% due 12/15/2000                                                   1,857
                  AAA   NR        2,125   El Paso County, Colorado, S/F Mortgage Revenue Bonds, AMT, Series A,
                                          8% due 9/01/2022 (d)                                                               2,287
                  NR    A         1,335   Larimer County, Colorado, COP (Poudre School District No. R-1), 10%
                                          due 12/01/2000                                                                     1,731


Connecticut--     AA-   Aa       10,000   Connecticut State, GO, Series A, 9.875% due 3/01/2001                             13,095
2.0%              AA-   A1        4,000   Connecticut State Special Tax Obligation Revenue Bonds (Transportation
                                          Infrastructure), Series B, 10% due 10/01/2000                                      5,216


District of       AAA   Aaa       2,270   District of Columbia, Revenue Refunding Bonds, Series A-1, UT, 6.50%
Columbia--0.3%                            due 6/01/2010 (c)                                                                  2,488


Florida--4.7%     AA    Aaa      11,615   Florida HFA, Home Ownership Revenue Bonds, AMT, 7.90% due 3/01/2022 (d)           12,407
                                          Largo, Florida, Suncoast Health System Hospital Revenue Refunding Bonds:
                  BBB-  NR        2,000     6.20% due 3/01/2013                                                              1,918
                  BBB-  NR        3,015     6.30% due 3/01/2020                                                              2,894
                  AAA   Aaa      12,105   Orange County, Florida, Health Facilities Authority, Revenue Refunding
                                          Bonds (Pooled Hospital Loan), Series A, 7.875% due 12/01/2025 (f)                 13,013
                                          Reedy Creek, Florida, Improvement District, Utility Revenue Bonds, Series
                                          1 (c):
                  AAA   Aaa       4,950     AMT, 8.50% due 10/01/2009                                                        5,696
                  AAA   Aaa       5,000     Refunding, 5% due 10/01/2014                                                     4,636
                  A-3   VMIG2     1,055   Sarasota County, Florida, Health Facility Authority, Hospital Revenue Bonds
                                          (Venice Hospital Project), ACES, VRDN, 2.25% due 12/01/2015 (g)                    1,055
</TABLE>
<PAGE>

<TABLE>
SCHEDULE OF INVESTMENTS (continued)                                                                                 (in Thousands)
<CAPTION>
                S&P     Moody's   Face                                                                                     Value
STATE           Ratings Ratings  Amount   Issue                                                                          (Note 1a)
<S>               <S>   <S>     <C>       <S>                                                                             <C>

Georgia--3.0%     AA-   A1      $ 4,000   Georgia Municipal Electric Authority, Power Revenue Refunding Bonds, Series
                                          V, 6.60% due 1/01/2018                                                          $  4,443
                                          Georgia Municipal Electric Authority, Special Obligation Revenue Bonds:
                  AA-   A1        3,500     (Fourth Crossover Series--Project One), 6.50% due 1/01/2020                      3,861
                  AA-   A1        6,885     Refunding (Second Crossover Series), 8.125% due 1/01/2017                        7,806
                  AA-   A3        4,785   Monroe County, Georgia, Development Authority, PCR, Refunding (Oglethorpe
                                          Power), Series A, 6.80% due 1/01/2011                                              5,366
                  BBB+  NR        5,250   Tri City Hospital Authority, Georgia, Hospital Revenue Bonds (South Fulton
                                          Medical Center--Certificates), 6.375% due 7/01/2016                                5,203


Hawaii--1.3%      AAA   NR        3,500   Hawaii State Department of Budget and Finance, Special Purpose Mortgage
                                          Revenue Bonds (Citizens Utility Company), Linked RIB and SAVRS, AMT, Series
                                          91A, 6.66% due 11/01/2021                                                          3,768
                  AA    Aaa       5,885   Honolulu, Hawaii, City and County, GO, Series A, UT, 10% due 8/01/2000 (k)         7,608


Illinois--4.9%    A+    A1        9,650   Chicago, Illinois, O'Hare International Airport, Revenue Refunding Bonds
                                          (Senior Lien), Series A, 5% due 1/01/2016                                          8,700
                  A+    A1        2,000   Chicago, Illinois, Water Revenue Bonds, 7.20% due 11/15/1999 (a)                   2,297
                                          Cook County, Illinois, COP, UT (Community College--District No. 508) (f):
                  AAA   Aaa       5,000     8.40% due 1/01/2001                                                              6,010
                  AAA   Aaa       2,500     8.75% due 1/01/2004                                                              3,168
                  BBB   Baa2      7,000   Illinois Development Finance Authority, PCR, Refunding (Commonwealth Edison
                                          Company Project), 7.25% due 6/01/2011                                              7,629
                  BBB+  NR        2,500   Illinois Educational Facilities Authority Revenue Bonds (Chicago Osteopathic
                                          Health System), 7.25% due 5/15/2022                                                2,638
                  NR    Baa1      7,375   Illinois Health Facilities Authority Revenue Bonds (Ravenswood Hospital
                                          Medical Center), 6.90% due 6/01/2022                                               7,705
                  A-    NR        2,500   Illinois Health Facilities Authority, Revenue Refunding and Improvement Bonds
                                          (Swedish Covenant), Series A, 6.375% due 8/01/2023                                 2,539
                  BBB   NR        2,500   Lansing, Illinois, Tax Increment Revenue Refunding Bonds (Sales Tax--Landings
                                          Redevelopment), 7% due 12/01/2008                                                  2,684

 
Indiana--0.3%     A+    NR        2,100   Indianapolis, Indiana, Local Public Improvement Bond Bank, Revenue Refunding
                                          Bonds, Series D, 6.75% due 2/01/2014                                               2,360


Iowa--0.8%        NR    Aaa       4,540   Iowa Finance Authority, S/F Mortgage Revenue Bonds, AMT, Series A, 7.90%
                                          due 11/01/2022 (d)                                                                 4,948
                  A1+   NR        2,700   Iowa Finance Authority, Solid Waste Disposal Revenue Bonds (Cedar River Paper
                                          Company Project), Series A, VRDN, 2.40% due 7/01/2023 (g)                          2,700

<PAGE>
Kentucky--0.7%    AAA   Aaa       3,685   University of Kentucky, University Revenue Refunding Bonds, Consolidated
                                          Educational Building, Second Series, 4.60% due 5/01/2011 (c)                       3,331
                  AAA   Aaa       2,935   University of Kentucky, University Revenue Refunding Bonds, Educational
                                          Community Colleges, Second Series, 4.60% due 5/01/2010 (h)                         2,675


Maryland--0.4%    NR    Aa1         500   Baltimore County, Maryland, Lease Revenue Refunding Bonds, 5% due 10/01/2012         467
                  AAA   Aaa       2,000   Montgomery County, Maryland, Consolidated Public Improvement Revenue Bonds,
                                          UT, 9.75% due 6/01/2001                                                            2,657
                  AA+   Aa          600   University of Maryland, System Auxiliary Facilities and Tuition Revenue
                                          Refunding Bonds, Series C, 5% due 10/01/2011                                         563


Massachusetts--   A+    A        13,190   Massachusetts State, GO (Consolidated Loan), UT, Series B, 9.25% due 
7.6%                                      7/01/2000                                                                         16,373
                  AAA   Aaa       7,300   Massachusetts State Health and Educational Facilities Authority Revenue
                                          Bonds (Saint Elizabeth's Hospital), Linked ARCS and LEVRRS, 6.70% due
                                          8/15/2021 (i)                                                                      7,973
                  BBB   Baa1      2,300   Massachusetts State Health and Educational Facilities Authority Revenue
                                          Bonds (Sisters Providence Health System), Series A, 6.625% due 11/15/2022          2,370
                  AA-   NR          875   Massachusetts State Port Authority Revenue Bonds, Series A, 9.25% due 
                                          7/01/2005                                                                            950
                  A     A        34,930   Massachusetts State Water Resource Authority Revenue Bonds, Series A, 6.50%
                                          due 7/15/2019                                                                     38,502
                  NR    NR        1,500   Merrimack Valley, Massachusetts, Regional Transportation Authority, BAN,
                                          2.75% due 10/28/1994                                                               1,498


Michigan--4.0%    AAA   Aaa       1,930   Detroit, Michigan, Water Supply System, Revenue Refunding Bonds, 4.75% due
                                          7/01/2019 (f)                                                                      1,697
                  BBB   Baa1      4,950   Dickinson County, Michigan, Economic Development Corporation, PCR, Refunding
                                          (Champion International Corporation Project), 5.85% due 10/01/2018                 4,805
                  AA    Aa        2,040   Lansing, Michigan, Water Supply and Electric Utility System Revenue Bonds
                                          (Board of Water and Light), Series A, 5% due 7/01/2013                             1,887
                  BBB   NR        4,385   Lapeer, Michigan, Economic Development Corporation, Limited Obligation
                                          Revenue Bonds (Lapeer Health Services Project), 8.50% due 2/01/2012 (a)            5,312
                  AA-   A1        2,500   Michigan Public Power Agency, Revenue Refunding Bonds (Belle River Project),
                                          Series A, 5.25% due 1/01/2018                                                      2,329
                                          Michigan State Hospital Finance Authority, Revenue Refunding Bonds, Series A:
                  A-    A         2,000     (Detroit Medical Center), 6.25% due 8/15/2013                                    2,054
                  A-    A         7,430     (Detroit Medical Center), 6.50% due 8/15/2018                                    7,791
                  NR    A         2,800     (McLaren Obligation Group), 5.375% due 10/15/2013                                2,618
                  AA    Aa        7,500   Royal Oak, Michigan, Hospital Finance Authority, Hospital Revenue Refunding
                                          Bonds (William Beaumont Hospital), Series G, 5.25% due 11/15/2019                  7,047


Minnesota--0.7%   BBB   Baa1      5,700   Sartell, Minnesota, PCR, Refunding (Champion International Corporation), 6.95%
                                          due 10/01/2012                                                                     6,204

<PAGE>
Mississippi--     AAA   Aaa       2,500   De Soto County, Mississippi, School District Revenue Bonds, UT, 4.75% due
0.8%                                      2/01/2013 (c)                                                                      2,243
                  NR    P1        1,800   Jackson County, Mississippi, PCR, Refunding (Chevron U.S.A. Incorporated
                                          Project), VRDN, 2.20% due 12/01/2016 (g)                                           1,800
                  NR    P1        2,900   Perry County, Mississippi, PCR, Refunding (Leaf River Forest Project), VRDN,
                                          2.25% due 3/01/2002 (g)                                                            2,900


Missouri--0.3%    AAA   Aaa       2,090   Phelps County, Missouri, Hospital Revenue Bonds (Phelps County Regional Medical
                                          Center), 8.30% due 3/01/2000 (a)                                                   2,520


Nebraska--0.4%    AAA   Aaa       3,220   Nebraska Investment Finance Authority, S/F Mortgage Revenue Bonds, AMT, Series
                                          1, 8.125% due 8/15/2038 (c) (d)                                                    3,377


Nevada--1.3%      AAA   Aaa       9,580   Clark County, Nevada, School District Revenue Bonds, Series A, 9.75% due
                                          6/01/2000 (c)                                                                     12,140


New Jersey--0.8%  A     A         6,400   New Jersey State Turnpike Authority, Revenue Refunding Bonds, Series C, 6.50%
                                          due 1/01/2016                                                                      7,190
</TABLE>

<TABLE>
SCHEDULE OF INVESTMENTS (continued)                                                                                 (in Thousands)
<CAPTION>
                S&P     Moody's   Face                                                                                     Value
STATE           Ratings Ratings  Amount   Issue                                                                          (Note 1a)
<S>               <S>   <S>     <C>       <S>                                                                             <C>

New York--9.7%    A-    Baa1    $ 3,000   New York City, New York, GO, Series A, 7.50% due 3/15/2000                      $  3,369
                                          New York City, New York, GO, UT:
                  A-    Baa1      2,000     Series A, 7.75% due 3/15/2004                                                    2,280
                  A1+   VMIG1       700     Series B, VRDN, 2.30% due 10/01/2022 (f) (g)                                       700
                  A-    Baa1        200     Series D, VRDN, 2.20% due 8/01/1995 (g)                                            200
                  A-    Baa1      5,000     Series D, 7.875% due 8/01/2000                                                   5,710
                  A-    Baa1      5,000     Series D, 9.50% due 8/01/2002                                                    6,340
                  A1+   VMIG1     2,000     Series D, VRDN, 2.15% due 2/01/2020 (g)                                          2,000
                  A-    Baa1      6,500     Series F, 8.10% due 11/15/1999                                                   7,495
                  A-    Baa1        390     Series I, 7.50% due 8/15/1999 (a)                                                  451
                  A-    Baa1      1,610     Series I, 7.50% due 8/15/2002                                                    1,769
                  A-    Baa1      5,450     Series I, 7.50% due 8/15/2005                                                    6,143
                  A1+   VMIG1       400     Subseries A-9, VRDN, 2.20% due 8/01/2018 (g)                                       400
                  A1+   VMIG1       400   New York City, New York, Municipal Water Finance Authority, Water and Sewer
                                          System Revenue Bonds, Series C, VRDN, 2.20% due 6/15/2022 (f) (g)                    400
                  BBB   Baa1      3,845   New York State Dormitory Authority Revenue Bonds (City University System),
                                          Series F, 7.75% due 7/01/2002                                                      4,383
                                          New York State Local Government Assistance Corporation Revenue Bonds:
                  A     A         3,500     Series A, 6.875% due 4/01/2019                                                   3,897
                  A     A        13,000     Series C, 7% due 4/01/2010                                                      14,569
                  AAA   NR       14,060     Series D, 6.75% due 4/01/2021 (a)                                               16,124
                  AA    Aa        9,400   New York State Medical Care Facilities Finance Agency, Hospital and
                                          Nursing Home Mortgage, Revenue Bonds (Long Island College Hospital),
                                          Series B, 8.10% due 2/15/2022 (b)                                                 10,295

<PAGE>
North             A-    Aaa       3,850   North Carolina Eastern Municipal Power Agency, Power System Revenue
Carolina--                                Refunding Bonds, Series A, 7.75% due 1/01/1999 (a)                                 4,454
0.6%              NR    VMIG1       700   Person County, North Carolina, Industrial Facilities and Pollution Control
                                          Financing Authority, Solid Waste Disposal Revenue Bonds (Carolina Power
                                          and Light), DATES, AMT, 2.15% due 11/01/2016 (g)                                     700


North             A+    Aa        1,590   North Dakota State HFA, S/F Mortgage Revenue Bonds, Series C, 8.75%
Dakota--0.2%                              due 1/01/2019                                                                      1,705


Ohio--3.5%                                Ohio HFA, S/F Mortgage Revenue Bonds, AMT (d):
                  AAA   NR       11,860     Series A, 7.65% due 3/01/2029                                                   12,696
                  AAA   Aaa       4,250     Series B-4, RIB, 11.139% due 3/31/2031 (j)                                       4,691
                  AAA   NR        7,740     Series C, 8.125% due 3/01/2020                                                   8,489
                  AAA   NR        4,935     Series C, 7.85% due 9/01/2021                                                    5,133


Pennsylvania--    AAA   Aaa       5,000   Bethlehem, Pennsylvania, Water Authority, Revenue Refunding Bonds, 4.875%
4.9%                                      due 11/15/2014 (c)                                                                 4,564
                  A+    Aa3       5,000   Delaware County, Pennsylvania, IDA, Revenue Refunding Bonds (Resource
                                          Recovery Project), Series A, 8.10% due 12/01/2013                                  5,494
                  A1+   NR          200   Geisinger Authority, Pennsylvania, Health System Revenue Bonds, Series B,
                                          VRDN, 2.30% due 7/01/2022 (g)                                                        200
                  AAA   Aaa       3,650   New Castle, Pennsylvania, Hospital Authority Revenue Refunding Bonds
                                          (Saint Francis Project), 9.25% due 6/01/1998 (a)                                   4,340
                                          Pennsylvania HFA, S/F Mortgage Revenue Bonds, AMT:
                  AA    Aa       11,665     Series R, 8.125% due 10/01/2019                                                 12,578
                  AA    Aa        4,890     Series U, 7.80% due 10/01/2020                                                   5,304
                  AAA   Aaa      10,000   Pennsylvania State Higher Education Assistance Agency, Student Loan 
                                          Revenue Bonds, AMT, RIB, 10.994% due 9/03/2026 (h) (j)                            11,200


Rhode             A-    Baa1     15,000   Rhode Island Depositors Economic Protection Corporation, Special Obligation
Island--3.3%                              Revenue Refunding Bonds, Series A, 6.375% due 8/01/2022                           16,019
                  AAA   Aaa       6,000   Rhode Island Health and Education Building Corporation Revenue Bonds
                                          (Rhode Island Hospital), Linked PARS and INFLOS, 6.85% due 8/15/2021 (f) (j)       6,569
                  AA+   A1        6,000   Rhode Island Housing and Mortgage Finance Corporation, INFLOS, Series B,
                                          11.584% due 4/01/2024 (j)                                                          6,668


South Carolina--  AAA   Aaa       2,045   Richland County, South Carolina, Hospital Facilities Revenue Refunding Bonds
0.3%                                      (South Carolina Baptist Hospital), Series B, 10% due 8/01/2001 (h)                 2,702


Texas--11.4%                              Austin, Texas, Utility System Revenue Bonds (Prior Lien) (a):
                  AAA   Aaa       5,450     10.75% due 5/15/2000                                                             7,236
                  AAA   Aaa      20,000     10% due 5/15/2000 (e)                                                           25,764
                  AAA   Aaa       6,000     Series A, 9.50% due 5/15/2000                                                    7,556
                                          Brazos River Authority, Texas, Revenue Refunding Bonds (Houston Light and
                                          Power Company Project):
<PAGE>            A-    A2        6,600     Series A, 8.25% due 5/01/2019                                                    7,426
                  AAA   Aaa       1,750     Series C, 8.10% due 5/01/2019 (e)                                                1,998
                  BBB   Baa1      4,000   Gulf Coast, IDA, Revenue Refunding Bonds (Champion International
                                          Corporation), 7.125% due 4/01/2010                                                 4,361
                                          Harris County, Texas, Certificates of Obligation, Tax and Revenue Bonds:
                  AA+   Aa        2,400     10% due 10/01/1999                                                               3,030
                  AA+   Aa        2,400     10% due 10/01/2002                                                               3,248
                  AAA   Aaa       7,500   Harris County, Texas, Toll Road Tax and Sub-Lien Revenue Bonds, UT, 10.375%
                                          due 2/01/1998 (a)                                                                  9,129
                  A1+   NR          300   Houston, Texas, Health Facilities Development Corporation, Hospital
                                          Revenue Bonds (Methodist Hospital Project), VRDN, 2.30% due 12/01/2021 (g)           300
                  AA    Aa        5,750   North Central, Texas, Health Facilities Development Corporation Revenue
                                          Bonds (Baylor University Medical Center),  INFLOS, Series A, 11.084% due
                                          5/15/2016 (j)                                                                      6,814
                                          Tarrant County, Texas, Water Control and Improvement, District #001, Water
                                          Revenue Refunding Bonds (h):
                  AAA   Aaa       2,500     4.50% due 3/01/2011                                                              2,231
                  AAA   Aaa       5,000     4.75% due 3/01/2013                                                              4,523
                  SP1+  MIG1++    3,500   Texas State TRAN, 3.25% due 8/31/1994                                              3,508
                  AAA   NR        5,000   Texas Veterans' Land Revenue Bonds, 8.30% due 12/01/1999 (a)                       5,959
                  AA+   Aa1       7,000   University of Texas, Revenue Refunding Bonds (Permanent University Fund),
                                          9.50% due 7/01/2000                                                                8,889


Washington--                              King County, Washington, Revenue Refunding Bonds:
10.3%             AA+   Aa1       3,420     Series B, 4.50% due 1/01/2013                                                    2,960
                  AA+   Aa1       3,580     Series B, 4.50% due 1/01/2014                                                    3,069
                  AA+   Aa1       1,720     Series C, UT, 4.50% due 6/01/2012                                                1,500
                  AA+   Aa1       1,890     Series C, UT, 4.50% due 6/01/2014                                                1,617
                  AA+   Aa1       1,055     Series C, UT, 4.50% due 6/01/2015                                                  899
                  AAA   Aaa       5,315   Snohomish County, Washington, Public Utility District No. 001,
                                          Electric Revenue Bonds, Series B, 9.75% due 1/01/1999 (f)                          6,671
                  AAA   NR       11,095   Washington State Housing Finance Commission, S/F Mortgage Revenue
                                          Refunding Bonds, Series A, 7.70% due 7/01/2016 (d)                                11,913
</TABLE>

<TABLE>
SCHEDULE OF INVESTMENTS (concluded)                                                                                 (in Thousands)
<CAPTION>
                S&P     Moody's   Face                                                                                     Value
STATE           Ratings Ratings  Amount   Issue                                                                          (Note 1a)
<S>               <S>   <S>     <C>       <S>                                                                             <C>

Washington                                Washington State Public Power Supply System, Revenue Refunding Bonds
(concluded)                               (Nuclear Project No. 2) (a):
                  AA    Aa      $20,000     Series A, 7.375% due 7/01/2000                                                $ 23,249
                  AA    Aa       12,000     Series C, 7.625% due 1/01/2001                                                  14,153
                                          Washington State, GO, Series A:
                  AA    Aa        8,820     4.75% due 10/01/2013                                                             7,944
                  AA    Aa       21,000     4.50% due 10/01/2018                                                            17,910

<PAGE>
West Virginia--   BBB+  A3        8,760   Mason County, West Virginia, PCR, Refunding (Appalachian Power Company
1.0%                                      Project), Series I, 6.85% due 6/01/2022                                            9,407


                  Total Investments (Cost--$852,466)--100.0%                                                               893,455

                  Variation Margin on Financial Futures Contracts--(0.1%)**                                                   (763)

                  Other Assets Less Liabilities--0.0%                                                                          624
                                                                                                                          --------
                  Net Assets--100.0%                                                                                      $893,316
                                                                                                                          ========

<FN>
(a) Prerefunded.
(b) FHA Insured.
(c) MBIA Insured.
(d) GNMA Collateralized.
(e) BIGI Insured.
(f) FGIC Insured.
(g) The interest rate is subject to change periodically based upon the prevailing market rate.
    The interest rates shown are those in effect at February 28, 1994.
(h) AMBAC Insured.
(i) FSA Insured.
(j) The interest rate is subject to change periodically and inversely to the prevailing market
    rate. The interest rate shown is the rate in effect at February 28, 1994.
(k) Escrowed to Maturity.
++Highest short-term rating by Moody's Investors Service, Inc.
*Represents the yield to maturity.
**Financial Futures Contracts sold as of February 28, 1994 were as follows:

Number of                      Expiration       Value
Contracts        Issue            Date        (Note 1a)

905         US Treasury Note    June 1994   $ (98,715,703)
 95         US Treasury Note    June 1994     (10,362,422)
810         US Treasury Note    June 1994     (88,353,281)
535         US Treasury Note    June 1994     (58,356,797)
370         US Treasury Note    June 1994     (40,358,906)
                                            -------------
(Total Contract Price--$297,585,156)        $(296,147,109)
                                            ==============

See Notes to Financial Statements.

</TABLE>
<PAGE>
<TABLE>
STATEMENT OF ASSETS, LIABILITIES AND CAPITAL
<CAPTION>
                        As of February 28, 1994
<S>                     <S>                                                                           <C>             <C>

Assets:                 Investments, at value (identified cost--$852,465,664) (Note 1a)                               $893,455,473
                        Cash                                                                                                70,877
                        Receivables:
                          Interest                                                                    $ 14,457,958
                          Securities sold                                                                8,287,544      22,745,502
                                                                                                      ------------
                        Prepaid expenses and other assets                                                                   49,169
                                                                                                                      ------------
                        Total assets                                                                                   916,321,021
                                                                                                                      ------------


Liabilities:            Payables:
                          Securities purchased                                                          20,849,725
                          Dividends to Common Stock shareholders                                           832,147
                          Variation margin (Note 1b)                                                       763,594
                          Investment adviser (Note 2)                                                      347,082      22,792,548
                                                                                                      ------------
                        Accrued expenses and other liabilities                                                             212,734
                                                                                                                      ------------
                        Total liabilities                                                                               23,005,282
                                                                                                                      ------------


Net Assets:             Net assets                                                                                    $893,315,739
                                                                                                                      ============


Capital:                Preferred Stock, par value $.10 per share; 10,000,000
                        shares authorized (2,750 shares of AMPS* issued and
                        outstanding, at $100,000 per share liquidation preference) (Note 4)                           $275,000,000
                        Common Stock, par value $.10 per share; 150,000,000 shares
                        authorized (61,123,140 shares issued and outstanding) (Note 4)                $  6,112,314
                        Paid-in capital in excess of par                                               563,529,670
                        Undistributed investment income--net                                             5,858,409
                        Undistributed realized capital gains--net                                          387,490
                        Unrealized appreciation on investments--net                                     42,427,856
                                                                                                      ------------
                        Total--Equivalent to $10.12 net asset value per share of Common
                        Stock (market price--$9.875)                                                                   618,315,739
                                                                                                                      ------------
                        Total capital                                                                                 $893,315,739
                                                                                                                      ============

                       <FN>
                       *Auction Market Preferred Stock.
</TABLE>
<PAGE>
<TABLE>
STATEMENT OF OPERATIONS
<CAPTION>
                        For the Six Months Ended February 28, 1994
<S>                     <S>                                                                           <C>             <C>

Investment              Interest and amortization of premium and discount earned                                      $ 28,798,758
Income (Note 1d):
 

Expenses:               Investment advisory fees (Note 2)                                             $  2,267,706
                        Commission fees (Note 4)                                                           345,161
                        Transfer agent fees                                                                 90,751
                        Professional fees                                                                   47,340
                        Accounting services (Note 2)                                                        38,773
                        Printing and shareholder reports                                                    35,682
                        Custodian fees                                                                      34,716
                        Directors' fees and expenses                                                        17,712
                        Pricing fees                                                                        10,048
                        Listing fees                                                                         7,407
                        Other                                                                               16,488
                                                                                                      ------------
                        Total expenses                                                                                   2,911,784
                                                                                                                      ------------
                        Investment income--net                                                                          25,886,974
                                                                                                                      ------------



Realized &              Realized gain on investments--net                                                               10,699,797
Unrealized Gain         Change in unrealized appreciation on investments--net                                          (23,936,673)
(Loss) on                                                                                                             ------------
Investments--           Net Increase in Net Assets Resulting from Operations                                          $ 12,650,098
Net (Notes 1d & 3):                                                                                                   ============


                        See Notes to Financial Statements.
</TABLE>
<PAGE>
<TABLE>
STATEMENTS OF CHANGES IN NET ASSETS
<CAPTION>
                                                                                                      For the Six     For the Year
                                                                                                      Months Ended       Ended
                        Increase (Decrease) in Net Assets:                                            Feb. 28, 1994   Aug. 31, 1993
<S>                     <S>                                                                           <C>             <C>

Operations:             Investment income--net                                                        $ 25,886,974    $ 54,510,029
                        Realized gain on investments--net                                               10,699,797      11,158,872
                        Change in unrealized appreciation/depreciation on investments--net             (23,936,673)     30,340,925
                                                                                                      ------------    ------------
                        Net increase in net assets resulting from operations                            12,650,098      96,009,826
                                                                                                      ------------    ------------


Dividends &             Investment income--net:
Distributions to          Preferred Stock                                                               (3,280,633)     (6,992,500)
Shareholders              Common Stock                                                                 (22,092,990)    (46,467,995)
(Note 1g):              Realized gain on investments--net, to Common Stock shareholders                (19,681,288)    (15,079,136)
                                                                                                      ------------    ------------
                        Net decrease in net assets resulting from dividends and
                        distributions to shareholders                                                  (45,054,911)    (68,539,631)
                                                                                                      ------------    ------------


    
    
Common Stock            Net increase in net assets derived from shares issued to Common
Transactions            Stock shareholders in reinvestment of dividends                                  8,190,312      14,011,267
(Note 4):                                                                                             ------------    ------------


Net Assets:             Total increase (decrease) in net assets                                        (24,214,501)     41,481,462
                        Beginning of period                                                            917,530,240     876,048,778
                                                                                                      ------------    ------------
                        End of period*                                                                $893,315,739    $917,530,240
                                                                                                      ============    ============
                       <FN>
                       *Undistributed investment income--net                                          $  5,858,409    $  5,345,058
                                                                                                      ============    ============
                        See Notes to Financial Statements.
</TABLE>
<PAGE>
<TABLE>
FINANCIAL HIGHLIGHTS
<CAPTION>
                The following per share data and ratios have been        For the Six
                derived from information provided in the financial      Months Ended       For the Year Ended August 31,
                statements.                                             February 28,  -----------------------------------------
                Increase (Decrease) in Net Asset Value:                       1994      1993       1992       1991      1990
<S>              <S>                                                       <C>        <C>        <C>        <C>       <C>

Per Share        Net asset value, beginning of period                      $  10.65   $  10.19   $   9.76   $   9.28  $    9.58
Operating                                                                  --------   --------   --------   --------  ---------
Performance:     Investment income--net                                         .42        .92        .97        .96       1.02
                 Realized and unrealized gain (loss) on investments--net       (.22)       .69        .58        .49       (.26)
                                                                           --------   --------   --------   --------   --------
                 Total from investment operations                               .20       1.61       1.55       1.45        .76
                                                                           --------   --------   --------   --------   --------

Offering Costs   Less dividends and distributions to Common Stock
Resulting from   shareholders:
The Issuance of    Investment income--net                                      (.36)      (.78)      (.79)      (.73)      (.71)
Fund Shares:       Realized gain on investments--net                           (.32)      (.25)      (.16)        --       (.05)
                                                                           --------   --------   --------   --------   --------
                 Total dividends and distributions to Common Stock
                 shareholders                                                  (.68)     (1.03)      (.95)      (.73)      (.76)
                                                                           --------   --------   --------   --------   --------
                 Effect of Preferred Stock activity:
                   Dividends to Preferred Stock shareholders:
                   Investment income--net                                      (.05)      (.12)      (.17)      (.24)      (.30)
                                                                           --------   --------   --------   --------   --------
                 Net asset value, end of period                            $  10.12   $  10.65   $  10.19   $   9.76   $   9.28
                                                                           ========   ========   ========   ========   ========
                 Market price per share, end of period                     $  9.875   $  11.25   $  11.25   $  10.25   $  9.375
                                                                           ========   ========   ========   ========   ========


Total            Based on market price per share                             (6.31%)+++ 10.39%     20.39%     18.02%      0.26%
Investment                                                                 ========   ========   ========   ========   ========
Return:**        Based on net asset value per share                           1.43%+++  15.38%     14.52%     13.53%      4.89%
                                                                           ========   ========   ========   ========   ========
    
<PAGE>
Ratios           Expenses                                                      .64%*      .65%       .65%       .66%       .67%
To Average                                                                 ========   ========   ========   ========   ========
Net Assets:***   Investment income--net                                       5.70%*     6.17%      6.58%      6.84%      7.05%
                                                                           ========   ========   ========   ========   ========


Supplemental     Net assets, net of Preferred Stock, end of period
Data:            (in thousands)                                            $618,316   $642,530   $601,049   $593,867   $527,574
                                                                           ========   ========   ========   ========   ========
                 Preferred Stock outstanding at end of period
                 (in thousands)                                            $275,000   $275,000   $275,000   $275,000   $275,000
                                                                           ========   ========   ========   ========   ========
                 Portfolio turnover                                          51.72%     73.38%    112.10%    129.73%    112.81%
                                                                           ========   ========   ========   ========   ========


Dividends Per    Series A--Investment income--net                          $  1,271   $  2,530   $  3,512   $  5,003   $  6,096
Share on         Series B--Investment income--net                             1,107      2,568      3,528      4,973      6,108
Preferred        Series C--Investment income--net                             1,118      2,497      3,444      4,947      6,096
Stock            Series D--Investment income--net                             1,318      2,575      3,659      5,160      6,101
Outstanding:     Series E--Investment income--net                             1,165      2,543      3,534      5,046      6,034

              <FN>
                *Annualized.
               **Total investment returns based on market value, which can be significantly
                 greater or lesser than the net asset value, result in substantially different
                 returns. Total investment returns exclude the effects of sales loads.
              ***Do not reflect the effect of dividends to Preferred Stock shareholders.
              +++Aggregate total investment return.

                 See Notes to Financial Statements.
</TABLE>

NOTES TO FINANCIAL STATEMENTS

1. Significant Accounting Policies:
MuniVest Fund, Inc. (the "Fund") is registered under the
Investment Company Act of 1940 as a non-diversified, closed-end
management investment company. The following is a summary of
significant accounting policies followed by the Fund. The Fund
determines and makes available for publication the net asset
value of its Common Stock on a weekly basis. The Fund's Common
Stock is listed on the American Stock Exchange under the symbol MVF.
<PAGE>
(a) Valuation of investments--Municipal bonds are traded
primarily in the over-the-counter markets and are valued at the
most recent bid price or yield equivalent as obtained by the
Fund's pricing service from dealers that make markets in such
securities. Financial futures contracts, which are traded on
exchanges, are valued at their closing prices as of the close of
such exchanges. Options, which are traded on exchanges, are
valued at their last sale price as of the close of such exchanges
or, lacking any sales, at the last available bid price. Securities
with remaining maturities of sixty days or less are valued at
amortized cost, which approximates market. Securities for which
market quotations are not readily available are valued at fair
value as determined in good faith by or under the direction of
the Board of Directors of the Fund.

(b) Financial futures contracts--The Fund may purchase or sell
interest rate futures contracts and options on such futures
contracts for the purpose of hedging the market risk on existing
or the intended purchase of securities. Futures contracts are con-
tracts for delayed delivery of securities at a specific future date
and at a specific price or yield. 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.

NOTES TO FINANCIAL STATEMENTS (concluded)

(c) 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. 

(d) Security transactions and investment income--Security
transactions are recorded on the dates the transactions are
entered into (the trade dates). Interest income is recognized on
the accrual basis. Discounts and market premiums are amortized
into interest income. Realized gains and losses on security
transactions are determined on the identified cost basis.

(e) Deferred organization and offering expenses--Deferred organ-
ization expenses are amortized on a straight-line basis over a 
five-year period. Direct expenses relating to the public offering
of both the Common Stock and the Auction Market Preferred Stock
("AMPS") were charged to capital at the time of issuance of
the stocks.
<PAGE>
(f) Non-income producing investments--Written and purchased options
are non-income producing investments.

(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
Fund Asset Management, L.P. ("FAM"). Effective January 1, 1994,
the investment advisory business of FAM was reorganized from a
corporation to a limited partnership. Both prior to and after the
reorganization, ultimate control of FAM was vested with Merrill
Lynch and Co., Inc. ("ML & Co."). The general partner of FAM is
Princeton Services, Inc., an indirect wholly-owned subsidiary of
ML & Co. The limited partners are ML & Co. and Merrill Lynch Invest-
ment Management, Inc. ("MLIM"), which is also an indirect wholly-
owned subsidiary of ML & Co.

FAM 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 at an annual rate of .50%
of the Fund's average weekly net assets.

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

Certain officers and/or directors of the Fund are officers and/or
directors of FAM, MLIM, Merrill Lynch, Pierce, Fenner & Smith
Inc. ("MLPF&S"), and/or ML & Co.

3. Investments:
Purchases and sales of investments, excluding short-term securities,
for the six months ended February 28, 1994 were $476,885,513 and
$454,219,695, respectively.

Net realized and unrealized gains (losses) as of February 28, 1994
were as follows:

                                                   Unrealized
                                   Realized          Gains
                                     Gains          (Losses)

Long-term investments             $8,171,986      $40,995,906
Short-term investments                   145           (6,097)
Financial futures contracts        2,527,666        1,438,047
                                 -----------      -----------
Total                            $10,699,797      $42,427,856
                                 ===========      ===========
<PAGE>
As of February 28, 1994, net unrealized appreciation for Federal
income tax purposes aggregated $40,989,809, of which $48,494,323
related to appreciated securities and $7,504,514 related to de-
preciated securities. The aggregate cost of investments at Feb-
ruary 28, 1994 for Federal income tax purposes was $852,465,664.

4. Capital Stock Transactions:
Common Stock
At February 28, 1994, the Fund had one class of shares of Common
Stock, par value $.10 per share, of which 150,000,000 shares were
authorized. For the six months ended February 28, 1994, shares issued
and outstanding increased by 779,075 to 61,123,140 as a result
of dividend reinvestment. At February 28, 1994, total paid-in capital
amounted to $569,641,984.

Preferred Stock
The AMPS of each series are shares of Preferred Stock of the Fund
that entitle their holders to receive cash dividends at an annual
rate that may vary for the successive dividend periods for each
series.

The number of AMPS shares authorized, issued and outstanding for
the six months ended February 28, 1994 are as follows:

Series A     Series B    Series C    Series D    Series E
  AMPS         AMPS        AMPS        AMPS        AMPS

  500          500         500         500         750

Liquidation preference is $100,000 per share. 

The yields in effect at February 28, 1994 were as follows: Series
A, 2.40%; Series B, 2.201%; Series C, 2.33%; Series D, 2.416%;
and Series E, 2.35%.

The Fund pays a commission to certain broker-dealers at the end
of each auction at the annual rate of one-quarter of 1% calculated
on the proceeds of each auction. For the six months ended Feb-
ruary 28, 1994, MLPF&S, an affiliate of MLIM, received $222,013
as commissions.

5. Subsequent Event:
On March 11, 1994, the Fund's Board of Directors declared an or-
dinary income dividend to Common Stock shareholders in the amount
of $.056519 per share, payable on March 30, 1994 to shareholders
of record as of March 21, 1994.
<PAGE>

PER SHARE INFORMATION
<TABLE>
Per Share Selected
Quarterly Financial
Data*
<CAPTION>
                                                                                  Dividends/Distributions
                                                                              ------------------------------
                                              Net                 Unrealized  Net Investment Income   
                                           Investment   Realized     Gains    ---------------------  Capital
For the Quarter                              Income       Gains     (Losses)   Common    Preferred    Gains
<S>                                           <C>         <C>         <C>        <C>        <C>         <C>
March 1, 1992 to May 31, 1992                 $.24        $.04        $.04       $.20       $.04        --

June 1, 1992 to August 31, 1992                .25         .13         .17        .21        .04        --

September 1, 1992 to November 31, 1992         .24          --        (.11)       .20        .03        --

December 1, 1992 to February 28, 1993          .22         .08         .56        .20        .03      $.25

March 1, 1993 to May 31, 1993                  .23         .02        (.25)       .19        .03        --

June 1, 1993 to August 31, 1993                .23         .09         .30        .19        .03        --

September 1, 1993 to November 30, 1993         .21         .16        (.30)       .19        .03        --

December 1, 1993 to February 28, 1994          .21         .05        (.13)       .17        .02       .32

<CAPTION>
                                                           Net Asset Value       Market Price**
                                                        -------------------   ------------------
For the Quarter                                          High          Low      High       Low      Volume***
<S>                                                     <C>          <C>      <C>        <C>         <C>

March 1, 1992 to May 31, 1992                           $ 9.88      $ 9.66     $11.125    $10.375    3,502

June 1, 1992 to August 31, 1992                          10.58        9.86      11.75      10.505    3,949

September 1, 1992 to November 31, 1992                   10.33        9.77      11.75      10.25     3,299

December 1, 1992 to February 28, 1993                    10.46        9.82      11.375     10.50     2,526

March 1, 1993 to May 31, 1993                            10.56       10.11      11.375     10.625    2,105

June 1, 1993 to August 31, 1993                          10.65       10.25      11.50      10.75     2,190

September 1, 1993 to November 30, 1993                   10.86       10.44      11.25      10.25     2,454

December 1, 1993 to February 28, 1994                    10.76       10.11      10.75       9.375    2,851
<PAGE>
<FN>
  *Calculations are based upon shares of Common Stock outstanding
   at the end of each quarter.
 **As reported in the consolidated transaction reporting system.
***In thousands.
</TABLE>



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