MERRILL LYNCH HIGH INCOME MUNICIPAL BOND FUND INC
SC 13E4/A, 1994-11-18
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 AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON NOVEMBER 18, 1994
                                          SECURITIES ACT FILE NO. 33-36472
                                   INVESTMENT COMPANY ACT FILE NO. 811-6156
                                                                           



                     SECURITIES AND EXCHANGE COMMISSION
                           WASHINGTON, D.C. 20549
                              ________________

                               SCHEDULE 13E-4
                       ISSUER TENDER OFFER STATEMENT
                   (PURSUANT TO SECTION 13(E)(1) OF THE 
                      SECURITIES EXCHANGE ACT OF 1934)

                              AMENDMENT NO. 2

            MERRILL LYNCH HIGH INCOME MUNICIPAL BOND FUND, INC.
                              (NAME OF ISSUER)

            MERRILL LYNCH HIGH INCOME MUNICIPAL BOND FUND, INC.
                    (NAME OF PERSON(S) FILING STATEMENT)

             SHARES OF COMMON STOCK, PAR VALUE $0.10 PER SHARE
                       (TITLE OF CLASS OF SECURITIES)

                                589945 10 4
                   (CUSIP NUMBER OF CLASS OF SECURITIES)

                               ARTHUR ZEIKEL
             MERRILL LYNCH HIGH INCOME MUNICIPAL BOND FUND, INC.
                           800 SCUDDERS MILL ROAD
                       PLAINSBORO, NEW JERSEY  08536
                               (609) 282-2800
        (NAME, ADDRESS AND TELEPHONE NUMBER OF PERSON AUTHORIZED TO
RECEIVE NOTICES AND COMMUNICATIONS ON BEHALF OF PERSON(S) FILING STATEMENT)

                                 COPIES TO:


THOMAS R. SMITH, JR., ESQ.                   PHILIP L. KIRSTEIN, ESQ.
BROWN & WOOD                                 MERRILL LYNCH ASSET MANAGEMENT
ONE WORLD TRADE CENTER                       BOX 9011
NEW YORK, NEW YORK  10048-0557               PRINCETON, N.J.  08543-9011

                              OCTOBER 13, 1994
                     (DATE TENDER OFFER FIRST PUBLISHED
                     SENT OR GIVEN TO SECURITY HOLDERS)

                                                                         


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     This Amendment No. 2 to the Issuer Tender Offer  Statement on Schedule
13E-4 of Merrill  Lynch High Income Municipal Bond  Fund, Inc. (the "Fund")
relating to  an offer  to purchase  (the "Offer") 4,000,000  of the  Fund's
shares  of  common stock,  par value  $0.10  per share  (the  "Shares") and
originally filed with the Securities and Exchange Commission on October 13,
1994,  and amended  on October  26, 1994,  constitutes the  final amendment

pursuant  to Rule 13e-4(c)(3) under the Securities Exchange Act of 1934 and
General Instruction D of Schedule 13E-4.

     The Offer terminated at 12:00 midnight, New York time, on
November 9, 1994 (the "Expiration Date").  Pursuant to the Offer, 1,140,531
Shares were tendered, all of which were accepted by the Fund for repurchase
at a net asset value of $10.25 per  share, as determined as of the close of
the  New  York Stock  Exchange on  the  Expiration Date,  for  an aggregate
purchase price of $11,690,442.75.




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                                 SIGNATURE


     After  due inquiry  and to  the  best of  my knowledge  and  belief, I
certify that the information set forth  in this statement is true, complete
and correct.


                                   MERRILL LYNCH HIGH INCOME MUNICIPAL
                                     BOND FUND, INC.



November 18, 1994             By   /s/ Terry K. Glenn            
                                 --------------------------------
                                   (Terry K. Glenn,
                                    Executive Vice President)


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