MUNIENHANCED FUND INC
N-30D, 1994-09-22
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MuniEnhanced
Fund, Inc.

FUND LOGO


Semi-Annual Report     July 31, 1994

This report, including the financial information herein, is
transmitted to the shareholders of MuniEnhanced 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 Preferred Stock
to provide the Common Stock shareholders with a poten-
tially higher rate of return. Leverage creates risks for
Common Stock shareholders, including the likelihood of
greater volatility of net asset value and market price of
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.


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



MuniEnhanced Fund, Inc.
<PAGE>
The Benefits and
Risks of
Leveraging

MuniEnhanced 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 share-
holders 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 New York 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>


TO OUR SHAREHOLDERS

For the six-month period ended July 31, 1994, the Common Stock
of MuniEnhanced Fund, Inc. earned $0.395 per share income divi-
dends, representing a net annualized yield of 6.78%, based on a
month-end per share net asset value of $11.76. Over the same per-
iod, total investment return on the Fund's Common Stock was -6.18%,
based on a change in per share net asset value from $12.99 to
$11.76, and assuming reinvestment of $0.398 per share income
dividends.

For the six-month period ended July 31, 1994, the Fund's
Preferred Stock had an average dividend yield as follows:
Series A, 2.61%; Series B, 2.67%; and Series C, 2.59%.

The Environment
The expectation of increasing inflationary pressures and higher
interest rates initially heightened investor concerns and
increased financial market volatility during the July quarter.
However, as the quarter progressed, it was the weakness of the
US dollar in foreign exchange markets that dominated the finan-
cial news and prolonged stock and bond market declines. Although
the US dollar had strengthened slightly by July quarter-end, which
may have improved investor confidence in the stock and bond
markets, the possibility of continued tightening by the Federal
Reserve Board resurfaced following Chairman Alan Greenspan's
recent congressional testimony. Nevertheless, as the quarter
drew to a close, a lower-than-expected rate of growth reported
for the US economy during the second calendar quarter allayed
investor concerns and led to stock and bond market rallies.

During the July quarter, the US dollar's weakness relative to
other major currencies reflected the deteriorating US trade
deficit and widening net long-term capital outflows. In 1993, an
expanding US economy and recession in other industrial countries
led to a higher level of imports and weaker export growth, widening
the US trade deficit further. In addition, global investors favored
non-US dollar denominated assets throughout 1993, which has further
depressed the dollar's value. This trend is not improving signif-
icantly thus far in 1994 since foreign inflows into US capital
markets continue to decline, although US investors are investing
outside of the United States to a lesser degree.
<PAGE>
Over the longer term, if the economies of United States' major
trading partners expand (improving the prospects for US export
growth), the outlook for the US dollar is likely to improve. In
the near term, central banks have attempted to reverse the dollar's
decline through currency market intervention. These efforts have
met with limited success thus far, giving rise to the concern
that the Federal Reserve Board will be forced to continue to raise
short-term interest rates to attract investment capital back to
the United States and bolster the dollar's value. However, further
interest rate increases may jeopardize the US economic expansion.
Despite evidence of a moderating trend in the US economy, Federal
Reserve Board Chairman Alan Greenspan indicated in his July Humphrey-
Hawkins testimony that the central bank would prefer to err on
the side of too much monetary tightening rather than too little.
In the weeks ahead, investors will continue to assess economic
data and inflationary trends as they focus on the US dollar in
order to gauge whether further increases in short-term interest
rates are imminent. Continued indications of moderate and
sustainable levels of economic growth would be positive for the
US capital markets.

The Municipal Market
The municipal bond market's performance over the last six months
has largely been dominated by reactions to repeated interest rate
increases by the Federal Reserve Board. After the initial move by
the Federal Reserve Board in February, municipal bond yields quickly
rose in anticipation of additional tightenings. By early March,
long-term tax-exempt bond yields, as measured by the Bond Buyer
Revenue Bond Index, had risen over 50 basis points (0.50%) to
6.07%. Further Federal Reserve Board moves and a strengthening
economy combined to push tax-exempt yields to a yearly high of
6.60% by mid-May. As evidence of a weakening economy accumulated,
yields declined somewhat for the remainder of the period with the
Reserve Bond Index falling to approximately 6.45% at the end of
July. Long-term US Treasury bonds ended the July reporting
period yielding approximately 7.40%, rising over 120 basis points
in the last six months.

The tax-exempt bond market has continued to be very volatile with
yields fluctuating by as much as 15 basis points from week to
week. This continued volatility is mainly a reflection of the
same lack of conviction regarding the near-term direction of
interest rates which has prevailed for much of 1994. Over the
past six months, the municipal bond market had been unable to
maintain a consensus regarding either the potential strength of
the current economic recovery or the resultant response by the
Federal Reserve Board. However, a number of economic indicators
released in late July began to suggest that the robust pace of
recent economic growth was slowing. This promoted a more positive
market environment toward the end of July.
<PAGE>
The municipal bond market's technical position has remained
supportive. Approximately $85 billion in long-term securities
were issued during the six months ended July 31, 1994. This
represents a decline of over 44% versus the July period from a
year ago. As discussed in earlier reports, this reduction in new-
issue supply has minimized the selling pressure by larger insti-
tutional investors who fear being unable to purchase sizable
amounts of securities in the future. Such a significant decline
in issuance would normally be expected to trigger a decline in
yields as investors chase a commodity in scarce supply. Investor
demand, however, has also diminished somewhat in recent months as
net flows into long-term municipal bond funds have dramatically
slowed or, in some instances, reversed. Consequently, the supply/
demand relationship within the municipal bond market has remained
in balance, promoting the overall stability in yield levels seen
in the past months.

With after-tax equivalents in excess of 10%, long-term tax-exempt
bonds continue to represent considerable value relative to other
investment alternatives. We continue to anticipate municipal bond
yields will decline further in late 1994 and into 1995. The
economic impact of the significant interest rate increases
experienced since early February have yet to be totally realized.
The resultant drag on the economy should provide the foundation
for further interest rate declines. Under such a scenario, current
tax-exempt bond yields may prove to represent considerable value.

Portfolio Strategy
During the six months ended July 31, 1994, the Fund's structure
and strategy basically were unchanged. We believe long-term
interest rates are likely to remain at present levels for the
near term and continue to be subject to spurts of market
volatility because of conflicting indications of economic
strength. Our focus is on relative value in the municipal bond
market. Within this context the Fund engaged in the sale of
prerefunded bonds with approaching call dates and particular
issues we regarded to be fully valued in relation to the market
as a whole. Emphasis was put on the purchase of high-quality,
current coupon, income-oriented issues in specific high tax
states because they offered the best overall value in the insured
sector of the municipal market. The Fund's cash reserves have
been kept at a minimum to take advantage of the steep yield
spread between short-term and long-term interest rates, which
continue to generate positive benefits to Common Stock share-
holders because of the leveraging of Preferred Stock. However,
if the yield curve were to flatten, the benefits of leverage
would decline and reduce the overall performance of the Fund.
(See page 1 of this report to shareholders for a complete ex-
planation of the risks and benefits of leveraging.)
<PAGE>
In Conclusion
We appreciate your ongoing interest in MuniEnhanced Fund, Inc., 
and we look forward to assisting you with your financial needs 
in the months and years ahead.


Sincerely,


(Arthur Zeikel)
Arthur Zeikel
President


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

August 25, 1994


PER SHARE INFORMATION

<TABLE>
Per Share Selected
Quarterly Financial
Data*
<CAPTION>
                                                 Net     Realized    Unrealized         Dividends/Distributions
                                             Investment    Gains       Gains       Net Investment Income   Capital
For the Quarter                                Income    (Losses)     (Losses)     Common      Preferred    Gains
<S>                                            <C>        <C>         <C>           <C>          <C>        <C>
August 1, 1992 to October 31, 1992             $.26       $ .23       $(1.02)       $.23         $.03         --
November 1, 1992 to January 31, 1993            .26         .02          .58         .22          .04       $.35
February 1, 1993 to April 30, 1993              .26         .12          .33         .21          .03         --
May 1, 1993 to July 31, 1993                    .25         .19          .05         .21          .03         --
August 1, 1993 to October 31, 1993              .25         .11          .31         .22          .03         --
November 1,1993 to January 31,1994              .25         .07          .01         .21          .03        .43
February 1, 1994 to April 30, 1994              .23         .12        (1.47)        .20          .03         --
May 1, 1994 to July 31, 1994                    .24        (.13)         .25         .20          .04         --

<PAGE>
<CAPTION>
                                                Net Asset Value                  Market Price**
For the Quarter                               High            Low            High            Low          Volume***
<S>                                          <C>            <C>             <C>            <C>             <C>
August 1, 1992 to October 31, 1992           $12.79         $11.98          $13.875        $12.00          2,669
November 1, 1992 to January 31, 1993          12.58          12.05           13.50          12.375         1,811
February 1, 1993 to April 30, 1993            13.04          12.29           13.625         12.75          1,497
May 1, 1993 to July 31, 1993                  13.09          12.68           13.125         12.375         1,806
August 1, 1993 to October 31, 1993            13.56          12.92           13.625         12.75          1,760
November 1, 1993 to January 31, 1994          13.33          12.74           13.375         12.375         2,084
February 1, 1994 to April 30, 1994            12.96          11.26           13.125         10.75          2,600
May 1, 1994 to July 31, 1994                  12.05          11.32           11.125         10.50          2,603


<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>


Portfolio  Abbreviations

To simplify the listings of MuniEnhanced 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.
AMT        Alternative Minimum Tax (subject to)
COP        Certificates of Participation
GO         General Obligation Bonds
HFA        Housing Finance Authority
IDR        Industrial Development Revenue Bonds
IRS        Interest Residual Securities
M/F        Multi-Family
PCR        Pollution Control Revenue Bonds
RAN        Revenue Anticipation Notes
S/F        Single-Family
TRAN       Tax Revenue Anticipation Notes
UT         Unlimited Tax
VRDN       Variable Rate Demand Notes


<TABLE>
SCHEDULE OF INVESTMENTS                                                                                        (in Thousands)
<CAPTION>
                   S&P   Moody's  Face                                                                                Value
                 Ratings Ratings Amount                            Issue                                            (Note 1a)
<S>                <S>   <S>    <C>      <S>                                                                          <C>
Alabama--2.0%      AA    Aa     $10,000  Birmingham, Alabama, Waterworks and Sewer Board, Water and Sewer
                                         Revenue Refunding Bonds, Series A, 6% due 1/01/2020                          $  9,884
<PAGE>

Alaska--0.6%       A+    Aa1      3,000  Alaska State Housing Finance Corporation, Revenue Refunding Bonds
                                         (Insured Mortgage Program), First Series, 7.75% due 12/01/2014                  3,109


Arkansas--0.9%     AAA   Aaa      4,100  Fort Smith, Arkansas, Water and Sewer Construction, Revenue Refunding
                                         Bonds, 6% due 10/01/2012(c)                                                     4,148


California--18.8%  AA    Aa       2,500  California State Department of Water Resources, Revenue Refunding
                                         Bonds (Central Valley Project), Series L, 5.70% due 12/01/2016                  2,353
                                         California State Public Works Board, Lease Revenue Bonds (Various
                                         University of California Projects), Series A:
                   AAA   Aaa      2,000     6.40% due 12/01/2016 (d)                                                     2,038
                   A-    A        8,000     Refunding, 5.50% due 6/01/2021                                               6,917
                   AAA   Aaa      2,500  California State, RAN, Series C, 5.75% due 4/25/1996 (b)                        2,542
                   AAA   Aaa      5,000  Central Coast Water Authority, California, Revenue Bonds (State Water
                                         Project Regional Facilities), 6.60% due 10/01/2022 (d)                          5,177
                   AAA   Aaa      4,450  Compton, California, Community Redevelopment Agency, Tax Allocation 
                                         Refunding Bonds (Walnut Industrial Park), Series A, 7.50% due 8/01/2013 (d)     4,975
                   AAA   Aaa      4,000  East Bay, California, Municipal Utilities District, Wastewater Treatment
                                         System Revenue Bonds, 6.375% due 6/01/2021 (d)                                  4,066
                   AAA   Aaa      2,000  Irvine, California, Unified School District, Special Tax Community
                                         Facilities Bonds (District No. 86-1), Series A, 8.10% due 11/15/2013
                                         (c)                                                                             2,272
                   AA    Aa       2,000  Los Angeles, California, Department of Water and Power, Electric Plant
                                         Revenue Bonds, 5.30% due 2/15/2021                                              1,746
                                         Los Angeles, California, Wastewater System Revenue Bonds:
                   AAA   Aaa      3,000     Refunding, Series D, 4.70% due 11/01/2017 (b)                                2,418
                   AAA   Aaa      5,000     Refunding, Series D, 5.20% due 11/01/2021 (b)                                4,311
                   AAA   Aaa      6,950     Series B, 6% due 6/01/2022 (d)                                               6,848
                                         Los Angeles County, California, Metropolitan Transportation Authority,
                                         Sales Tax Revenue Bonds:
                   AAA   Aaa      5,935     Proposition C, Series B, 4.75% due 7/01/2018 (d)                             4,806
                   AAA   Aaa      2,875     Refunding Proposition A, Series A, 5.625% due 7/01/2018 (c)                  2,670
                   AAA   Aaa      8,235  Los Angeles County, California, Transportation Commission, Sales Tax
                                         Revenue Refunding Bonds, Series B, 6.50% due 7/01/2015 (b)                      8,464
                   AAA   Aaa      1,500  M-S-R Public Power Agency, California, Revenue Bonds (San Juan
                                         Project), Series E, 6.50% due 7/01/2017 (c)                                     1,538
                   AA    Aa       5,000  Metropolitan Water District, Southern California, Waterworks Revenue
                                         Bonds, 5.50% due 7/01/2019                                                      4,558
                   AAA   Aaa      1,500  Northern California Transmission Revenue Bonds (California-Oregon Trans-
                                         mission Project), Series A, 6.50% due 5/01/2016 (c)                             1,552
                   SP1+  NR       4,000  San Diego, California, Area Local Government, COP, TRAN, 4.50% due
                                         6/30/1995                                                                       4,013
                   AAA   Aaa      2,985  San Francisco, California, City and County, GO (Various Purpose
                                         Projects), UT, Series A, 10% due 12/15/2000 (c)                                 3,778
                   SP1+  MIG1++   9,000  Santa Clara County, California, TRAN, UT, 4.25% due 7/07/1995                   8,966
                   AAA   Aaa      2,000  Southern California Public Power Authority, Transmission Project
                                         Revenue Refunding Bonds, Sub-Series A, 4.875% due 7/01/2020 (c)                 1,638
                   NR    Aa       5,000  University of California, COP, Refunding (UCLA Center Chiller/Cogen
                                         Project), 5.60% due 11/01/2020                                                  4,523
</TABLE>
<PAGE>
<TABLE>
SCHEDULE OF INVESTMENTS(continued)                                                                             (in Thousands)
<CAPTION>
                   S&P   Moody's  Face                                                                                Value
                 Ratings Ratings Amount                            Issue                                            (Note 1a)
<S>                <S>   <S>    <C>      <S>                                                                          <C>
Colorado--0.5%     A-1   Aa3    $ 1,100  Colorado, HFA, M/F Housing Revenue Bonds (Central Park, Coven &
                                         Greenwood), VRDN, 2.85% due 5/01/1997 (a)                                    $  1,100
                   A-1   NR       1,100  Pitkin County, Colorado, IDR, Refunding (Aspen Skiing Co. Project),
                                         VRDN, Series A, 2.85% due 4/01/2016 (a)                                         1,100


Connecticut--0.7%  A-1   VMIG1    1,100  Connecticut State, Economic Recreation Notes, VRDN, Series B, 2.85%
                                         due 6/01/1996 (a)                                                               1,100
                   AA    Aa       2,400  Connecticut State HFA, Housing Mortgage Finance Program, Sub-Series
                                         B-1, 6.50% due 5/15/2018                                                        2,437


District of        AAA   Aaa      3,000  District of Columbia, UT, Series B, 6.10% due 6/01/2011 (c)                     3,010
Columbia--0.6% 


Florida--1.5%      AA    Aa       1,500  Florida, HFA, S/F Mortgage, Refunding, Series B, 6.55% due 7/01/2017            1,506
                   AAA   Aaa      4,000  Florida State Municipal Power Agency Revenue Bonds (Power Supply
                                         Project), 5.10% due 10/01/2025 (d)                                              3,401
                   AAA   Aaa      2,000  Florida State Turnpike Authority, Revenue Bonds, Series A, 9.50% due
                                         7/01/2000 (d)                                                                   2,457


Georgia--2.2%      A     A2       1,775  Burke County, Georgia, Development Authority, PCR (Georgia Power
                                         Company Plant--Vogtle Project), AMT, 9.375% due 12/01/2017                      2,023
                   AAA   Aaa      7,725  Georgia Municipal Electric Authority, Power Revenue Bonds, Series EE,
                                         7% due 1/01/2025 (d)                                                            8,811


Hawaii--3.9%       AAA   Aaa     11,250  Hawaii State Airport System Revenue Bonds, AMT, Second Series, 7.50%
                                         due 7/01/2020 (b)                                                              12,268
                   AAA   Aaa      6,070  Hawaii State Department of Budget and Finance, Special Purpose
                                         Mortgage Revenue Bonds (Hawaiian Electric Company), AMT, Series C,
                                         7.375% due 12/01/2020 (c)                                                       6,655

<PAGE>
Idaho--0.6%        AAA   Aaa      1,000  Idaho Health Facilities Authority, Health Care Corporation
                                         Revenue Bonds (Saint Joseph Regional Medical Center), 5.25% due
                                         7/01/2016 (c)                                                                     886
                   NR    Aa       2,000  Idaho Housing Agency Refunding Bonds, S/F Mortgage, Series B, 5.70%
                                         due 7/01/2013                                                                   1,845


Illinois--8.2%     AAA   Aaa      4,500  Chicago, Illinois, Wastewater Transmission Revenue Bonds, 6.375% due
                                         1/01/2024 (c)                                                                   4,521
                   AAA   Aaa      2,240  Cook County, Illinois, Chicago Community College District No. 508,
                                         COP, UT, 8.75% due 1/01/2007 (b)                                                2,842
                   AAA   Aaa      3,025  Cook County, Illinois, Community Consolidated School District No. 54
                                         Revenue Bonds (Schaumburg Township), UT, Series A, 6.50% due 1/01/2010
                                         (b)                                                                             3,140
                                         Cook County, Illinois, GO, UT, Series A (c):
                   AAA   Aaa      2,000     6.50% due 11/15/2010                                                         2,082
                   AAA   Aaa      5,000     6.50% due 11/15/2012                                                         5,185
                                         Illinois Health Facilities Authority Revenue Bonds:
                   AAA   Aaa      1,000     (Ingalls Health System Project), Series A, 6.25% due 5/15/2024                 987
                   AA    Aa       5,000     Refunding (Northwestern Memorial Hospital), Series A, 6% due 8/15/2024       4,741
                   AAA   Aaa      3,500  Illinois Health Facilities Authority Revenue Bonds (Servantcor Project),
                                         Series A, 6.375% due 8/15/2021                                                  3,462
                   AAA   Aaa      3,025  Northwest Suburban Municipal Joint Action Water Agency, Illinois, Water
                                         Supply System, Revenue Refunding Bonds, Series A, 5.90% due 5/01/2015 (c)       2,906
                   AAA   Aaa      9,115  Regional Transportation Authority, Illinois, GO, Series A, 7.20% due
                                         11/01/2020 (d)                                                                 10,457


Indiana--1.3%      NR    Aaa      2,990  Indiana State HFA, S/F Mortgage Revenue Bonds (Home Mortgage Program),
                                         AMT Series B-2, 7.80% due 1/01/2022 (g)                                         3,141
                   AAA   Aaa      3,000  Indianapolis, Indiana, Airport Authority Revenue Bonds, AMT, 8.40%
                                         due 7/01/2008 (c)                                                               3,378


Iowa--2.8%         NR    Aaa      3,700  Iowa Finance Authority, S/F Mortgage Revenue Bonds, AMT, Series A,
                                         7.90% due 11/01/2022 (g)                                                        3,846
                                         Iowa Finance Authority, Solid Waste Disposal Revenue Bonds (Cedar
                                         River Paper Company Project), VRDN, Series A (a):
                   A-1+  NR       2,500     2.90% due 7/01/2023                                                          2,500
                   A-1+  NR       7,400     2.90% due 6/01/2024                                                          7,400


Kansas--1.2%       AAA   Aaa      3,000  Burlington, Kansas, PCR, Refunding (Kansas Gas and Electric Company
                                         Project), 7% due 6/01/2031 (c)                                                  3,234
                   AAA   Aaa      2,500  Wamego, Kansas, PCR, Refunding (Kansas Gas and Electric Company
                                         Project), 7% due 6/01/2031 (c)                                                  2,689


Kentucky--1.0%     AAA   Aaa      5,000  Kenton County, Kentucky, Airport Board, Airport Revenue Bonds
                                         (Cincinnati/Northern Kentucky International Airport), AMT, Series A,
                                         6.30% due 3/01/2015 (f)                                                         5,017

<PAGE>
Louisiana--2.8%    AAA   Aaa      4,000  Louisiana Public Facilities Authority Revenue Bonds (General Health
                                         Inc. Project), 6.375% due 11/01/2024 (c)                                        4,056
                   AAA   Aaa      4,340  Louisiana Public Facilities Authority, Revenue Refunding Bonds
                                         (Jefferson Parish Eastbank Project), 7.70% due 8/01/2010 (b)                    4,890
                   AAA   Aaa      4,700  Louisiana Stadium and Expo District, Hotel Revenue Refunding Bonds
                                         (Occupancy Tax), Series A, 6% due 7/01/2024 (b)                                 4,579


Massachusetts--    AAA   Aaa      4,530  Boston, Massachusetts, GO, UT, Series A, 10% due 7/01/2000 (c)                  5,655
3.1%               AAA   Aaa      3,000  Massachusetts Bay Transportation Authority, COP, Series A, 7.65%
                                         due 8/01/2015 (f)                                                               3,371
                   A+    A        3,500  Massachusetts Bay Transportation Authority Revenue Bonds
                                         (Massachusetts General Transportation System), Series B, 5.90%
                                         due 3/01/2024                                                                   3,326
                   AAA   Aaa      2,500  Massachusetts State Port Authority Revenue Bonds, AMT, Series A,
                                         7.50% due 7/01/2020 (b)                                                         2,749


Michigan--2.2%     A-    A        1,500  Michigan State Hospital Finance Authority, Hospital Revenue Refunding
                                         Bonds (Detroit Medical Center), Series A, 6.50% due 8/15/2018                   1,477
                   AAA   Aaa      5,000  Michigan State Trunk Line Bonds, Series A, 5.75% due 11/15/2020 (b)             4,747
                   A-1   P1       1,100  Midland County, Michigan, Economic Development Corp., Limited
                                         Obligation Revenue Bonds (Dow Chemical Co. Project), AMT, VRDN,
                                         Series A, 3.15% due 12/01/2023 (a)                                              1,100
                   AAA   Aaa      3,000  Monroe County, Michigan, PCR (Detroit Edison Company Project), AMT,
                                         Series 1, 7.65% due 9/01/2020 (b)                                               3,320


Minnesota--0.6%    A-1+  VMIG1    1,600  Duluth, Minnesota, Tax Increment Revenue Bonds (Lake Superior Paper),
                                         VRDN, 2.75% due 4/01/2010 (a)                                                   1,600
                   NR    VMIG1    1,300  Minneapolis, Minnesota, Community Development Agency Revenue Bonds
                                         (Riverplace Project-Pinnacle Apartments), VRDN, 3.10% due 2/01/2012 (a)         1,300


Mississippi--1.1%                        Mississippi Hospital Equipment and Facilities Authority Revenue Bonds:
                   AAA   Aaa      2,000     (Mississippi Baptist Medical Center), Series A, 7.50% due 5/01/2012 (c)      2,199
                   AAA   Aaa      3,400     Refunding and Improvement (North Mississippi Health Service),
                                            Series 1, 5.25% due 5/15/2013 (d)                                            3,079


Missouri--1.9%     AAA   Aaa      7,545  Kansas City, Missouri, School District Building Corporation, Leasehold
                                         Revenue Refunding Bonds (Capital Improvements Project), Series A, 10.50%
                                         due 2/01/1999 (b)                                                               9,190
                   NR    VMIG1      300  Missouri Higher Education Loan Authority, Student Loan Revenue Bonds,
                                         VRDN, AMT, Series A, 3% due 6/01/2017 (a)                                         300
</TABLE>
<PAGE>
<TABLE>
SCHEDULE OF INVESTMENTS(continued)                                                                             (in Thousands)
<CAPTION>
                   S&P   Moody's  Face                                                                                Value
                 Ratings Ratings Amount                            Issue                                            (Note 1a)
<S>                <S>   <S>    <C>      <S>                                                                          <C>
Montana--0.5%      AAA   Aaa    $ 2,185  Forsyth, Montana, PCR, Refunding (Puget Sound Power and Light),
                                         AMT, Series B, 7.25% due 8/01/2021 (d)                                       $  2,343


Nevada--0.7%       AAA   Aaa      3,500  Washoe County, Nevada, Gas and Water Facilities, Revenue Refunding
                                         Bonds (Sierra Pacific), 6.30% due 12/01/2014 (d)                                3,544


New Jersey--4.0%   AAA   Aaa      2,500  New Jersey State Health Care Facilities Financing Authority Revenue
                                         Bonds (Newark Beth Israel Medical Center), 6% due 7/01/2024 (f)                 2,442
                                         New Jersey State Housing and Mortgage Finance Agency, Home Buyer
                                         Revenue Bonds, AMT:
                   AAA   Aaa      3,840     Series B, 7.90% due 10/01/2022 (c)                                           4,003
                   AAA   Aaa      8,060     Series D, 7.70% due 10/01/2029                                               8,386
                   AAA   Aaa      4,600  Salem County, New Jersey, Industrial Pollution Control Financing
                                         Authority, Revenue Refunding Bonds (Public Service Electric & Gas
                                         Company Project), Series B, 6.25% due 6/01/2031 (c)                             4,607


New Mexico--0.5%   AAA   Aaa      2,300  Santa Fe, New Mexico, Revenue Bonds, Series A, 6.30% due 6/01/2024
                                         (d)                                                                             2,318


New York--8.6%     AAA   Aaa      5,700  Metropolitan Transportation Authority, New York, Commuter Facilities
                                         Revenue Bonds, Series A, 6.375% due 7/01/2018 (c)                               5,792
                   AAA   Aaa      2,000  Metropolitan Transportation Authority, New York, Service Contract
                                         Revenue Refunding Bonds (Transportation Facilities), Series L, 7.50%
                                         due 7/01/2017 (d)                                                               2,207
                                         New York City, New York, GO, UT:
                   A-    NR         265     Series B, 8% due 6/01/2001 (i)                                                 308
                   A-    Baa1     3,235     Series B, 8.25% due 6/01/2002                                                3,749
                   A-    Baa1     3,000     Series D, 9.50% due 8/01/2002                                                3,731
                   A-    Baa1     1,600     Series H, 7.20% due 2/01/2015                                                1,708
                   A-    Baa1     2,000     Series H, 7% due 2/01/2017                                                   2,088
                   AAA   Aaa     12,000  New York City, New York, Municipal Water Finance Authority, Water
                                         and Sewer System Revenue Bonds, Registered IRS, 5.35% due 6/15/2012
                                         (a) (c)                                                                        10,979
                                         New York State Medical Care Facilities Financing Agency Revenue Bonds:
                   BBB+  Baa1     2,800  Refunding (Mental Health Services), Series F, 5.375% due 2/15/2014              2,474
                   AAA   Aaa      5,250     (Saint Francis Hospital Project), Series A, 7.625% due 11/01/2021 (b)        5,840
                   A+    Aa       4,000     Triborough Bridge and Tunnel Authority, New York, General Purpose
                                         Revenue Bonds, Series A, 5.20% due 1/01/2020                                    3,477


North Carolina--   AAA   Aaa      1,000  Fayetteville, North Carolina, Public Works Commission Revenue
0.2%                                     Refunding Bonds, 7% due 3/01/2000 (b) (h)                                       1,112

<PAGE>
North Dakota--     AAA   Aaa      3,000  Bismarck, North Dakota, Hospital Revenue Refunding and Improvement Bonds
0.7%                                     (Medical Center One, Inc.), 7.50% due 5/01/2013 (e)                             3,325


Ohio--0.9%         AAA   Aaa      2,000  Ohio Municipal Electric Generation Agency, Joint Venture 5 Revenue Bonds,
                                         5.375% due 2/15/2024 (d)                                                        1,778
                   AAA   Aaa      2,150  Ohio State Air Quality Development Authority, PCR, Refunding (Ohio-
                                         Edison), Series A, 7.45% due 3/01/2016 (b)                                      2,384


Oklahoma--0.2%     AAA   Aaa      1,170  Muskogee County, Oklahoma, Home Financing Authority, S/F Mortgage Revenue
                                         Refunding Bonds, Series A, 7.60% due 12/01/2010 (b)                             1,202


Oregon--0.5%       A+    A1       2,400  Portland, Oregon, Sewer System Revenue Bonds, Series A, 6.25% due
                                         6/01/2015                                                                       2,418


Pennsylvania--     AAA   Aaa      3,350  Pennsylvania Convention Center Authority Revenue Bonds, Series A, 6.70%
2.4%                                     due 9/01/2016 (b)                                                               3,674
                   AAA   Aaa      4,000  Pennsylvania State Higher Education Assistance Agency, Student Loan
                                         Revenue Bonds, AMT, 7.437% due 3/01/2020 (c)                                    4,248
                   AAA   Aaa      4,590  Philadelphia, Pennsylvania, Water and Wastewater Revenue Refunding
                                         Bonds, 5% due 6/15/2017 (c)                                                     3,901


Rhode Island--     AAA   Aaa     10,000  Rhode Island Depositors Economic Protection Corporation, Special
1.9%                                     Obligation Refunding Bonds, Series A, 5.75% due 8/01/2019 (f)                   9,444


South Carolina--                         Richland County, South Carolina, Hospital Facilities Revenue Refunding  
1.3%                                     Bonds (South Carolina Baptist Hospital), Series B (d):
                   AAA   Aaa      1,515     10% due 8/01/1999                                                            1,854
                   AAA   Aaa      1,855     10% due 8/01/2000                                                            2,332
                   AAA   Aaa      2,500  South Carolina Public Service Authority, Revenue Refunding Bonds,
                                         Series A, 5.50% due 7/01/2021 (c)                                               2,257


South Dakota--     AAA   Aaa      8,000  South Dakota State Health and Educational Facilities Authority, Revenue
1.8%                                     Refunding Bonds (McKennan Hospital), Series A, 7.625% due 7/01/2014 (c)         8,890


Tennessee--4.6%    AAA   Aaa      2,250  Chattanooga--Hamilton County, Tennessee, Hospital Authority, Revenue
                                         Refunding Bonds (Erlanger Medical Center), 5.50% due 10/01/2013 (f)             2,077
                                         Metropolitan Nashville Airport Authority, Tennessee, Airport Revenue
                                         Bonds, Series B (b):
                   AAA   Aaa      7,350    7.75% due 7/01/2006                                                           8,563
                   AAA   Aaa      4,985    7.75% due 7/01/2007                                                           5,808
                   AAA   Aaa      5,450  Mount Juliet, Tennessee, Public Building Authority Revenue Bonds
                                         (Madison Suburban Utility District Loan), Series B, 7.80% due 
                                         2/01/2019 (c)                                                                   6,420

<PAGE>
Texas--6.3%        AAA   Aaa      3,900  Austin, Texas, Utility System Revenue Refunding Bonds, 5.75% due
                                         11/15/2016 (d)                                                                  3,707
                   AAA   Aaa      3,000  Brazos River Authority, Texas, Revenue Refunding Bonds (Houston Light
                                         and Power Company Project), Series C, 8.10% due 5/01/2019 (e)                   3,358
                   AAA   Aaa      5,000  Houston, Texas, Water and Sewer System Revenue Refunding Bonds (Junior
                                         Lien), Series C, 6.375% due 12/01/2017 (d)                                      5,064
                                         Matagorda County, Texas, Navigational District No. 1, PCR (Houston Power
                                         and Light Company Project), AMT (b):
                   AAA   Aaa      3,000     7.875% due 11/01/2016                                                        3,257
                   AAA   Aaa      4,000     Series D, 7.60% due 10/01/2019                                               4,416
                   AAA   Aaa     10,485  Texas Water Resource Finance Authority Revenue Bonds, 7.50% due
                                         8/15/2013 (d)                                                                  11,226


Utah--2.1%         AA    Aa       5,000  Intermountain Power Agency, Utah, Power Supply Revenue Bonds, Series B,
                                         7% due 7/01/2021                                                                5,274
                   AA    Aa       5,000  Salt Lake City, Utah, Hospital Revenue Refunding Bonds (IHC Hospitals
                                         Incorporated), 6.30% due 2/15/2015                                              5,182


Vermont--1.4%      AAA   Aaa      6,635  Vermont HFA, Home Mortgage Purchase Revenue Bonds, AMT, Series B, 7.60%
                                         due 12/01/2024 (c)                                                              6,916
</TABLE>

<TABLE>
SCHEDULE OF INVESTMENTS(concluded)                                                                             (in Thousands)
<CAPTION>
                   S&P   Moody's  Face                                                                                Value
                 Ratings Ratings Amount                            Issue                                            (Note 1a)
<S>                <S>   <S>      <C>    <S>                                                                          <C>
Washington--2.6%                         Washington State Public Power Supply System, Revenue Refunding Bonds:
                   AAA   Aaa      5,000     (Nuclear Project No. 1), Series A, 6.25% due 7/01/2017 (c)                $  5,003
                   AAA   Aaa      3,440     (Nuclear Project No. 3), Series A, 6% due 7/01/2018 (e)                      3,380
                   AAA   Aaa      4,000     (Nuclear Project No. 3), Series C, 7.50% due 7/01/2008 (c)                   4,647


Wisconsin--2.4%    AAA   Aaa      7,885  Wisconsin Public Power Incorporated, System Power Supply, System Revenue
                                         Bonds, Series A, 7.40% due 7/01/2020 (d) (i)                                    8,971
                   AAA   Aaa      2,750  Wisconsin State Health and Educational Facilities Authority, Revenue
                                         Refunding Bonds (Wheaton Franciscan Services), 6.50% due 8/15/2011 (c)          2,824

                   Total Investments (Cost--$487,008)--102.1%                                                          501,283
                   Liabilities in Excess of Other Assets--(2.1%)                                                       (10,227)
                                                                                                                      --------
                   Net Assets--100.0%                                                                                 $491,056
                                                                                                                      ========
<PAGE>
<FN>
(a)The interest rate is subject to change periodically based upon prevailing
   market rates. The interest rate shown is the rate in effect at July 31, 1994.
(b)FGIC Insured.
(c)MBIA Insured.
(d)AMBAC Insured.
(e)BIG Insured.
(f)FSA Insured.
(g)FNMA/GNMA Collateralized.
(h)Prerefunded.
(i)Escrowed to Maturity.
 ++Highest short-term rating issued by Moody's Investors Service, Inc.

   See Notes to Financial Statements. 
</TABLE>



<TABLE>
STATEMENT OF ASSETS, LIABILITIES AND CAPITAL
<CAPTION>
                        As of July 31, 1994      
<S>                     <S>                                                                   <C>               <C>
Assets:                 Investments, at value (identified cost--$487,007,725) (Note 1a)                         $501,282,960
                        Cash                                                                                       4,115,046
                        Interest receivables                                                                       6,766,451
                        Deferred organization expenses (Note 1e)                                                         852
                        Prepaid expenses and other assets                                                             22,652
                                                                                                                ------------
                        Total assets                                                                             512,187,961
                                                                                                                ------------


Liabilities:            Payables:
                           Securities purchased                                               $ 20,227,300
                           Dividends                                                               617,994
                           Investment adviser (Note 2)                                             192,487        21,037,781
                                                                                              ------------
                        Accrued expenses and other liabilities                                                        94,225
                                                                                                                ------------
                        Total liabilities                                                                         21,132,006
                                                                                                                ------------


Net Assets:             Net assets                                                                              $491,055,955
                                                                                                                ============

<PAGE>
Capital:                Capital Stock (200,000,000 shares authorized) (Note 4):
                           Preferred Stock, par value $.10 per share (1,500 shares 
                           of AMPS* issued and outstanding at $100,000 per share 
                           liquidation preference)                                                              $150,000,000
                           Common Stock, par value $.10 per share (29,007,770 shares
                           issued and outstanding)                                            $  2,900,777
                        Paid-in capital in excess of par                                       319,102,131
                        Undistributed investment income--net                                     3,531,299
                        Undistributed realized capital gains--net                                1,246,513
                        Unrealized appreciation on investments--net                             14,275,235
                                                                                              ------------
                        Total--Equivalent to $11.76 net asset value per share of
                        Common Stock (market price--$11.125)                                                     341,055,955
                                                                                                                ------------
                        Total capital                                                                           $491,055,955
                                                                                                                ============

                       <FN>
                       *Auction Market Preferred Stock.

                        See Notes to Financial Statements.
</TABLE>


<TABLE>
STATEMENT OF OPERATIONS
<CAPTION>
                        For the Six Months Ended Ended July 31, 1994
<S>                     <S>                                                                   <C>               <C>
Investment              Interest and amortization of premium and discount earned                                $ 15,317,420
Income (Note 1d):


Expenses:               Investment advisory fees (Note 2)                                     $  1,211,668
                        Commission fees (Note 4)                                                   188,935 
                        Transfer agent fees                                                         72,912
                        Professional fees                                                           42,498
                        Printing and shareholder reports                                            33,951                          
                        Accounting services (Note 2)                                                29,891
                        Directors' fees and expenses                                                22,038
                        Custodian fees                                                              20,114        
                        Listing fees                                                                16,384
                        Pricing fees                                                                 8,859
                        Amortization of organization expenses (Note 1e)                                412 
                        Other                                                                       12,389
                                                                                              ------------
                        Total expenses                                                                             1,660,051
                                                                                                                ------------
                        Investment income--net                                                                    13,657,369
                                                                                                                ------------

<PAGE>
Realized &              Realized loss on investments--net                                                           (405,315)
Unrealized              Change in unrealized appreciation on investments--net                                    (35,436,439)
Loss on                                                                                                         ------------
Investments--Net        Net Decrease in Net Assets Resulting from Operations                                    $(22,184,385)
(Notes 1d & 3):                                                                                                 ============

                        See Notes to Financial Statements.
</TABLE>


<TABLE>
STATEMENTS OF CHANGES IN NET ASSETS
<CAPTION>
                                                                                               For the Six      For the Year
                                                                                               Months Ended        Ended
                        Increase (Decrease) in Net Assets:                                    July 31, 1994    Jan. 31, 1994
<S>                     <S>                                                                   <C>               <C>
Operations:             Investment income--net                                                $ 13,657,369      $ 29,038,208
                        Realized gain (loss) on investments--net                                  (405,315)       13,988,460
                        Change in unrealized appreciation on investments--net                  (35,436,439)       17,230,790
                                                                                              ------------      ------------
                        Net increase (decrease) in net assets resulting from
                        operations                                                             (22,184,385)       60,257,458
                                                                                              ------------      ------------


Dividends &             Investment income--net:
Distributions to           Preferred Stock                                                      (1,951,465)       (3,568,270)
Shareholders               Common Stock                                                        (11,534,186)      (24,266,522)
(Note 1g):              Realized gain on investments--net:
                           Common Stock                                                                 --       (12,392,997)
                                                                                              ------------      ------------
                        Net decrease in net assets resulting from dividends
                        and distributions to shareholders                                      (13,485,651)      (40,227,789)
                                                                                              ------------      ------------


Common Stock            Net increase in net assets derived from Common Stock transactions               --         5,852,928
Transactions                                                                                  ------------      ------------
(Note 4):


Net Assets:             Total increase (decrease) in net assets                                (35,670,036)       25,882,597
                        Beginning of period                                                    526,725,991       500,843,394
                                                                                              ------------      ------------
                        End of period*                                                        $491,055,955      $526,725,991
                                                                                              ============      ============

                       <FN>
                       *Undistributed investment income--net                                  $  3,531,299      $  3,359,581
                                                                                              ============      ============
<PAGE>
                        See Notes to Financial Statements.
</TABLE>

<TABLE>
FINANCIAL HIGHLIGHTS
<CAPTION>
                        The following per share data and ratios 
                        have been derived from information               For the Six  
                        provided in the financial statements.            Months Ended
                                                                            July 31,          For the Year Ended January 31,
                        Increase (Decrease) in Net Asset Value:               1994        1994        1993        1992        1991
<S>                     <S>                                                <C>         <C>         <C>         <C>         <C> 
Per Share               Net asset value, beginning of period               $  12.99    $  12.29    $  11.96    $  11.45    $  11.15
Operating                                                                  --------    --------    --------    --------    --------
Performance:               Investment income--net                               .47        1.01        1.06        1.09        1.12
                           Realized and unrealized gain (loss) on
                           investments--net                                   (1.23)       1.09         .68         .71         .30
                                                                           --------    --------    --------    --------    --------
                        Total from investment operations                       (.76)       2.10        1.74        1.80        1.42
                                                                           --------    --------    --------    --------    --------
                        Less dividends and distributions to Common Stock
                        shareholders:
                           Investment income--net                              (.40)       (.85)       (.91)       (.84)       (.79)
                           Realized gain on investments--net                     --        (.43)       (.35)       (.20)         --
                                                                           --------    --------    --------    --------    --------
                        Total dividends and distributions to Common
                        Stock shareholders                                     (.40)      (1.28)      (1.26)      (1.04)       (.79)
                                                                           --------    --------    --------    --------    --------
                        Effect of Preferred Stock activity:
                        Dividends to Preferred Stock shareholders:
                           Investment income--net                              (.07)       (.12)       (.15)       (.25)       (.33)
                                                                           --------    --------    --------    --------    --------
                        Total effect of Preferred Stock activity               (.07)       (.12)       (.15)       (.25)       (.33)
                                                                           --------    --------    --------    --------    --------
                        Net asset value, end of period                     $  11.76    $  12.99    $  12.29    $  11.96    $  11.45
                                                                           ========    ========    ========    ========    ========
                        Market price per share, end of period              $ 11.125    $ 13.125    $  13.25    $ 12.625    $ 11.375
                                                                           ========    ========    ========    ========    ========


Total Investment        Based on market price per share                     (12.17%)+++   9.28%      16.27%      21.23%       8.61%
Return:**                                                                  ========    ========    ========    ========    ========
                        Based on net asset value per share                   (6.18%)+++  16.61%      13.84%      14.09%       5.40%
                                                                           ========    ========    ========    ========    ========


Ratios to Average       Expenses                                               .68%*       .68%        .69%        .70%        .71%
Net Assets:***                                                             ========    ========    ========    ========    ========
                        Investment income--net                                5.62%*      5.54%       6.13%       6.41%       6.68%
                                                                           ========    ========    ========    ========    ========

<PAGE>
Supplemental            Net assets, net of Preferred Stock, end of
Data:                   period (in thousands)                              $341,056    $376,726    $350,843    $335,268    $313,765
                                                                           ========    ========    ========    ========    ========
                        Preferred Stock outstanding, end of period 
                        (in thousands)                                     $150,000    $150,000    $150,000    $150,000    $150,000
                                                                           ========    ========    ========    ========    ========
                        Portfolio turnover                                   28.75%      41.61%      34.42%      70.17%     116.42%
                                                                           ========    ========    ========    ========    ========


Dividends Per           Series A--Investment income--net                   $  1,388    $  2,388    $  2,995    $  4,539    $  6,017
Share on                Series B--Investment income--net                      1,223       2,430       2,931       4,338       6,014
Preferred Stock         Series C--Investment income--net                      1,292       2,318       2,938       4,378       5,942
Outstanding:



                       <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:
MuniEnhanced Fund, Inc. (the "Fund") is registered under the
Investment Company Act of 1940 as a non-diversified, closed-end
management investment company. 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 New
York Stock Exchange under the symbol MEN. The following is a
summary of significant accounting policies followed by the Fund.
<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 value.
Securities for which market quotations are not readily available
are valued at their 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 con-
tracts for the purpose of hedging the market risk on existing
securities or the intended purchase of securities. Futures
contracts are contracts 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.

(c) Income taxes--It is the Fund's policy to comply with the re-
quirements 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.
<PAGE>
(e) Deferred organization expenses--Deferred organization
expenses are amortized on a straight-line basis over a five-year
period beginning with the commencement of operations of the Fund.

(f) Non-income producing investments--Written and purchased
options are non-income producing investments.

(g) Dividends and distributions--Dividends from net investment
income are declared and paid monthly. Distributions of capital
gains 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"). The general partner
of FAM is Princeton Services, Inc., an indirect wholly-owned sub-
sidiary of Merrill Lynch & Co., Inc. ("ML & Co."). The limited
partners are ML & Co. and Fund Asset Management, Inc. ("FAMI"),
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 0.50% 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, FAMI, 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 July 31, 1994 were
$142,412,197 and $135,161,562, respectively.
<PAGE>
Net realized and unrealized gains (losses) as of July 31, 1994
were as follows:

                                    Realized        Unrealized
                                 Gains (Losses)   Gains (Losses)

Long-term investments             $(1,131,767)     $14,351,153
Short-term investments                 (1,117)         (75,918)
Financial futures contracts           727,569               --
                                  -----------      -----------
Total                             $  (405,315)     $14,275,235
                                  ===========      ===========


As of July 31, 1994, net unrealized appreciation for Federal
income tax purposes aggregated $14,275,235, of which $19,948,792
related to appreciated securities and $5,673,557 related to
depreciated securities. The aggregate cost of investments at July
31, 1994 for Federal income tax purposes was $487,007,725.

4. Capital Share Transactions:
The Fund is authorized to issue 200,000,000 shares of capital
stock, par value $.10 per share, all of which were initially
classified as Common Stock. The Board of Directors is authorized,
however, to reclassify any unissued shares of capital stock
without the approval of the holders of Common Stock.

For the six months ended July 31, 1994, shares issued and
outstanding remained constant. At July 31, 1994, total paid-in
capital amounted to $322,002,908.

Preferred Stock
The Auction Market Preferred Stock ("AMPS") 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 period for each series.

In connection with the offering of AMPS, the Board of Directors
reclassified 1,500 shares of unissued Common Stock as AMPS. The
number of AMPS shares authorized, issued and outstanding for the
year ended January 31, 1994 was as follows:


Series A AMPS               Series B AMPS          Series C AMPS

     500                         500                    500


Liquidation preference is $100,000 per share, plus accumulated
and unpaid dividends of $18,664.
<PAGE>
The yields in effect at July 31, 1994 were as follows: Series A,
2.875%; Series B, 2.80%; and Series C, 2.85%.

The Fund pays commissions 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 July 31,
1994, MLPF&S, an affiliate of FAM, received $156,196 as commissions.

5. Subsequent Event:
On August 9, 1994, the Fund's Board of Directors declared an
ordinary income dividend to Common Stock shareholders in the
amount of $.067131 per share, payable on August 30, 1994 to
shareholders of record as of August 19, 1994.



OFFICERS AND DIRECTORS

Arthur Zeikel, President and Director
Kenneth S. Axelson, Director
Herbert I. London, Director
Robert R. Martin, Director
Joseph L. May, Director
Andre F. Perold, Director
Terry K. Glenn, Executive Vice President
Donald C. Burke, Vice President
Vincent R. Giordano, Vice President
Kenneth A. Jacob, Vice President
Gerald M. Richard, Treasurer
Mark B. Goldfus, Secretary

Custodian
State Street Bank and Trust Company
225 Franklin Street
Boston, Massachusetts 02110


NYSE Symbol
MEN


Transfer Agents

Common Stock:
State Street Bank and Trust Company
225 Franklin Street
Boston, Massachusetts 02110

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

<PAGE>


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