MERRILL LYNCH DRAGON FUND INC
N-30D, 1994-02-28
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MERRILL 
LYNCH 
DRAGON 
FUND, INC.

FUND LOGO

Annual Report   December 31, 1993

This report is not authorized for use as an offer of sale or
a solicitation of an offer to buy shares of the Fund unless
accompanied or preceded by the Fund's current prospectus.
Past performance results shown in this report should not 
be considered a representation of future performance.
Investment return and principal value of shares will
fluctuate so that shares, when redeemed, may be worth 
more or less than their original cost.

Merrill Lynch
Dragon Fund, Inc.
Box 9011
Princeton, NJ
08543-9011

MERRILL LYNCH DRAGON FUND, INC.

Asset Allocation
As a Percentage
Of Net Assets
As of
December 31, 1993

IMAGE MATERIAL APPEAR HERE. SEE APPENDIX: GRAPHIC AND 
IMAGE MATERIAL, ITEM 1.

DEAR SHAREHOLDER

During 1993, all of the stock markets in which Merrill Lynch Dragon Fund, 
Inc. invests rose strongly, with share prices in most cases increasing 
between 50%-100%. Economic fundamentals in most developing Asian economies 
were very positive, coupled with relatively low interest rates. As a result,
the stock markets benefited from very strong liquidity inflows from both 
domestic and foreign sources. Investment results for these stock markets 
far exceeded investors' expectations, and many US and Japanese investors 
directed their assets toward the greater opportunities offered by emerging 
Asian stock markets.
<PAGE>
For the year ended December 31, 1993, the Hong Kong stock market was 
the second-best performer among the markets in which the Fund invests, 
appreciating 109.9% in US dollar terms, as measured by Morgan Stanley 
Capital International. As noted in our last report to shareholders, 
we had become concerned that an overheating economy in The People's 
Republic of China would cause economic problems for Hong Kong. Following 
the announcement of China's new austerity program designed to reduce the 
amount of credit available to state-owned enterprises, and in anticipation
of the resulting slowdown in the Chinese and Hong Kong economies, we went
from a neutral to underweighted position in Hong Kong stocks. During the 
latter half of 1993, however, investors ignored the deteriorating economic
fundamentals in China and Hong Kong-as well as the continued political
tensions between China and the United Kingdom regarding the transfer of 
Hong Kong to China--as strong liquidity inflows from US and Japanese in-
vestors pushed share prices higher. Despite our underweighted exposure 
in Hong Kong, it remains the Fund's largest country allocation.

Malaysia was the third-best performing stock market in 1993, rising
107.3% for the year in US dollar terms as measured by Morgan Stanley
Capital International. Good corporate earnings growth and declining
interest rates spurred the rally in Malaysian stocks, although later 
in the year the market became more speculative and liquidity-driven.
However, despite the rapid expansion of price/earnings ratios, strong
earnings growth for many Malaysian companies support these higher 
valuations to some degree. At the same time, the Malaysian government
has been able to control inflation despite strong economic growth. The 
country's export growth is also strong, and industrial production has 
been very impressive. As a result of the positive fundamentals, the Fund 
was overweighted in Malaysia throughout 1993.

The Fund's third-largest country exposure is Singapore, where we have a 
neutral market weighting. Singaporean stocks also appreciated during 
the period: as measured by Morgan Stanley Capital International, Singaporean 
stocks rose 97.1% in 1993 in US dollar terms. The Singaporean stock market 
has benefited from an improving economy after a slowdown in economic growth 
in 1992. News of strong growth in exports and the economy overall fueled 
the stock market rally. We expect that the Singaporean economy is likely 
to further benefit in 1994, as a stronger US economy should prompt further 
increases in exports.

The Thai stock market also performed very well in 1993 after beginning the 
year with relatively poor results. One year ago, higher wage levels squeezed 
corporate profit margins and limited the outlook for earnings growth. In-
vestors have been anticipating improved corporate profits in Thailand, and 
strong liquidity inflows led share prices higher in the latter half of the 
year. Lower interest rates and a government commitment to liberalizing the
economy led to higher stock prices in Indonesia. Reduced interest expenses 
and increased demand led to good earnings growth for many companies there, 
further supporting stock prices.
<PAGE>
The Philippines provided the best performance among Asian stock markets in 
1993. Morgan Stanley Capital International reported a 121.4% increase in 
Philippine stocks in 1993, measured in US dollars. Investors were encouraged 
that improved economic growth, coupled with the likelihood that the country's
power shortage will be solved, would improve the investment environment in 
the Philippines. The Fund was overweighted in Philippine stocks throughout 
1993.

The Korean stock market was the poorest performer among the developing Asian 
markets during 1993, with a 29.1% increase as measured by Morgan Stanley 
Capital International in US dollar terms. A change in government and new 
regulations requiring greater disclosure of ownership of financial assets
made Korean stocks relatively less attractive to investors. Furthermore,
the country's export growth has been slowing.

Investment Strategy
As cash inflows continued into the Fund, we increased holdings in all
of the countries in which we invested during the December quarter. Most
significantly, we invested in warrants of several companies in Hong Kong
to participate in the ongoing stock market rally there. In Hong Kong
we also invested in shares of the hotel company Shangri-La Asia Ltd. 
and Innovative International Holdings Ltd., a small manufacturing
company. Another notable increase in country exposure was in India
through the purchase of convertible securities of SCICI, Ltd., a 
financial company. During the three-month period, we sold some of 
the Fund's investments in Malaysian stocks whose valuations had 
become somewhat overextended, in our view. We prefer to focus our 
investments on companies such as Pacific Chemical, a new Malaysian 
position, whose shares are selling at more reasonable valuations. We 
continue to research investment opportunities in The People's Republic 
of China.

Fiscal Year in Review
Throughout the fiscal year, the Fund was as close to being fully in-
vested in stocks as possible, which benefited total return for the 
period. While underweighting Hong Kong moderated performance, overweight-
ing Malaysia and the Philippines enhanced results. Exceptionally strong 
stock markets throughout the developing Asian economies during the year 
are reflected in the +87.46% and +86.15% total returns for the Fund's 
Class A and Class B Shares, respectively, for 1993.

In Conclusion
The performance of the "dragon" stock markets as a group in 1993 has
been astounding by any standards. The significant rise in share prices 
is not likely to be repeated in 1994. Some correction and consolidation
are necessary in these stock markets if they are to appreciate further. 
However, long-term fundamentals continue to look positive for the region 
as the countries become more industrialized and increase the value added
in their economies. We believe that exports, consumer demand and in-
frastructure development will be the foundations of a high level of
economic growth for the "dragon" countries in the next decade.
<PAGE>
We thank you for your investment in Merrill Lynch Dragon Fund, Inc.,
and we look forward to continuing to serve your financial needs through-
out the Fund's new fiscal year and beyond.

Sincerely,

(Arthur Zeikel)
Arthur Zeikel
President

(Kara Tan Bhala)
Kara Tan Bhala
Vice President and Portfolio Manager

February 8, 1994
                                                                                

PERFORMANCE DATA

None of the past results shown should be considered a representation of 
future performance. Investment return and principal value of Class A and 
Class B Shares will fluctuate so that shares, when redeemed, may be worth 
more or less than their original cost.

GRAPHIC MATERIAL APPEARS HERE. SEE APPENDIX: GRAPHIC AND
IMAGE MATERIAL, ITEM 2.


Average Annual                            % Return Without      % Return With
Total Return                                Sales Charge        Sales Charge**

Class A Shares*
Year Ended 12/31/93                           +87.46%               +75.28%
Inception (5/29/92) through 12/31/93          +50.28                +44.07
[FN]
*Maximum sales charge is 6.5%, which became effective on September 15, 1993.
**Assuming maximum sales charge.

                                             % Return               % Return
                                           Without CDSC            With CDSC**

Class B Shares*
Year Ended 12/31/93                           +86.15%               +82.15%
Inception (5/29/92) through 12/31/93          +49.15                +47.65
[FN]
*Maximum contingent deferred sales charge is 4% and is reduced to 0% after 4 
years.
**Assuming payment of applicable contingent deferred sales charge.
<PAGE>
<TABLE>
<CAPTION>
Performance                                       Net Asset Value                Capital Gains
Summary--          Period Covered           Beginning            Ending           Distributed      Dividends Paid*      % Change**
Class A Shares     
                   <S>                       <C>                 <C>           <C>               <C>                      <C>
                   5/29/92-12/31/92          $10.00              $10.12                  --            $0.080             + 2.02%
                   1993                       10.12               18.77              $0.006             0.182             +87.46
                                                                                    -------           -------
                                                                               Total $0.006      Total $0.262
                                                                                         
                                                                                  Cumulative total return as of 12/31/93: +91.25%**
<FN>
 *Figures may include short-term capital gains distributions.
**Figures assume reinvestment of all dividends and capital gains distributions at net asset value on the ex-dividend date, and do
  not include sales charge; results would be lower if sales charge was included.
</TABLE>

<TABLE>
<CAPTION>
Performance                                       Net Asset Value                Capital Gains
Summary--          Period Covered           Beginning            Ending           Distributed      Dividends Paid*      % Change**
Class B Shares     
                   <S>                        <C>                <C>           <C>               <C>                      <C>
                   5/29/92-12/31/92           $10.00             $10.13                  --            $0.020             + 1.50%
                   1993                        10.13              18.74              $0.006             0.103             +86.15
                                                                                    -------           -------
                                                                               Total $0.006      Total $0.123

                                                                                  Cumulative total return as of 12/31/93: +88.95%**
<FN>
 *Figures may include short-term capital gains distributions.
**Figures assume reinvestment of all dividends and capital gains distributions at net asset value on the ex-dividend date, and do
  not reflect deduction of any sales charge; results would be lower if sales charge was deducted.
</TABLE>

<TABLE>
<CAPTION>
Recent                                                                                               12 Month            3 Month
Performance                                     12/31/93         9/30/93           12/31/92          % Change            % Change
Results* 
                   <S>                           <C>             <C>                <C>               <C>                <C>      
                   Class A Shares                $18.77          $13.44             $10.12            +85.54%(1)         +39.70%(1)
                   Class B Shares                 18.74           13.38              10.13            +85.06 (1)         +40.11 (1)
                   Class A Shares--Total Return                                                       +87.46 (2)         +41.16 (2)
                   Class B Shares--Total Return                                                       +86.15 (3)         +40.93 (3)
<FN>
  *Investment results shown for the 3-month and 12-month periods are before the deduction of any sales charges.
(1)Percent change includes reinvestment of $0.006 per share capital gains distributions.
(2)Percent change includes reinvestment of $0.182 per share ordinary income dividends and $0.006 per share capital gains
   distributions.
(3)Percent change includes reinvestment of $0.103 per share ordinary income dividends and $0.006 per share capital gains
   distributions.
</TABLE>
<PAGE>
<TABLE>                                                                                
SCHEDULE OF INVESTMENTS                                                                                         (in US dollars)
<CAPTION>
                                   Shares Held/                                                                Value     Percent of
COUNTRIES    Industries            Face Amount     Long-Term Investments                        Cost          (Note 1a)  Net Assets
<S>          <S>                     <C>         <S>                                        <C>            <C>                <C>
Hong Kong
             Apparel                 16,900,000    Yue Yuen Industrial Holdings             $  3,678,253   $  5,197,138        0.4%

             Banking                    131,600    Dao Heng Bank Group Ltd.                      369,701        570,840        0.1
                                      1,371,141    HSBC Holdings, Ltd.                         9,671,550     20,417,094        1.5
                                      1,164,800    Hang Seng Bank, Ltd.                        6,114,856     11,387,078        0.9
                                                                                            ------------   ------------        ---
                                                                                              16,156,107     32,375,012        2.5

             Building &               1,259,500    Kumagai Gumi, Ltd.                          1,406,751      1,810,236        0.1
             Construction             5,000,000    Paul Y-ITC Construction Holdings Ltd.       1,817,723      1,569,986        0.1
                                     17,400,000    UDL Holdings, Ltd.                          3,981,773      3,694,937        0.3
                                                                                            ------------   ------------        ---
                                                                                               7,206,247      7,075,159        0.5

             Diversified             22,948,000    Guandong Investments, Ltd.                  8,876,237     17,234,028        1.3
                                      3,299,000    Hutchison Whampoa, Ltd.                     7,966,690     16,445,876        1.3
                                        789,472    Jardine Matheson Holdings Ltd.              6,480,846      8,228,991        0.6
                                      6,800,000    Swire 'A' Peregrine (Warrants) (a)+++       1,090,968      3,081,704        0.2
                                      2,177,000    Swire Pacific Ltd. 'A'                     10,201,012     19,591,027        1.5
                                                                                            ------------   ------------        ---
                                                                                              34,615,753     64,581,626        4.9

             Electrical Equipment     3,825,000    Johnson Electric Holdings Ltd.              7,098,888      9,806,422        0.8

             Electronics             16,600,000    ASM Pacific Technology                      5,454,485      8,812,637        0.7

             Finance                  2,632,000    Guoco Group, Ltd.                           8,418,021     13,120,808        1.0
                                      1,500,000    Peregrine Investment Holdings               3,269,819      3,690,276        0.3
                                      5,000,000    Sun Hung Kai & Co. Ltd.                     3,350,915      4,046,355        0.3
                                                                                            ------------   ------------        ---
                                                                                              15,038,755     20,857,439        1.6

             Food                     5,233,200    Lam Soon (HK), Limited                      4,188,961      4,302,838        0.3

             Food Chains             14,384,000    Fairwood Holdings, Ltd.                     6,450,162      6,006,526        0.5

             Insurance               19,767,000  ++National Mutual Asia, Ltd.                  7,969,425     18,684,333        1.4
                                      3,936,000  ++National Mutual Asia, Ltd. 
                                                   (Warrants) (a)+++                             563,540      2,280,668        0.2
                                                                                            ------------   ------------        ---
                                                                                               8,532,965     20,965,001        1.6

             Leisure                  5,670,000    Hong Kong & Shanghai Hotels                 4,644,068     10,939,143        0.8
                                      2,300,000    Shangri-La Asia, Ltd.+++                    2,976,049      3,424,835        0.3
                                      2,650,000    Television Broadcasts Ltd.                  9,839,412     10,980,189        0.8
                                                                                            ------------   ------------        ---
                                                                                              17,459,529     25,344,167        1.9
<PAGE>
             Miscellaneous-          15,912,000    C.P. Pokphand Co., Ltd.                     6,359,896      7,005,153        0.5
             Consumer                12,342,000    Gold Lion Holdings Ltd.                     4,865,134      8,310,035        0.7
                                     11,450,000    M.C. Packaging (HK), Ltd.                   5,643,217      6,004,467        0.5
                                                                                            ------------   ------------        ---
                                                                                              16,868,247     21,319,655        1.7

             Real Estate              7,940,000    Amoy Properties Ltd.                        6,819,473     13,159,653        1.0
                                      3,000,000    Amoy Properties Ltd. (Warrants) (a)+++      1,004,519      2,369,545        0.2
                                      2,423,000    Cheung Kong Holdings Ltd.                   8,260,078     14,824,129        1.1
                                     10,000,000    Great Eagle Holdings Co.                    4,841,967      9,128,577        0.7
                                      5,280,000    Hong Kong Land Holdings Ltd.                9,802,571     18,732,617        1.5
                                      3,345,557    New World Development Co., Ltd.             7,953,643     17,760,953        1.4
                                      1,250,000    New World Development Co., Ltd.
                                                   (Warrants) (a)+++                           1,030,075      3,657,905        0.3
                                      2,410,100    Sun Hung Kai Properties Ltd.                9,663,004     22,156,817        1.7
                                                                                            ------------   ------------        ---
                                                                                              49,375,330    101,790,196        7.9

             Retail Stores           11,658,000    Giordano Holdings Ltd.                      5,547,673      6,038,068        0.4

             Telecommunications       9,950,000    ABC Communications Holdings Ltd.            2,390,343      5,024,602        0.4
                                     12,312,000    Innovative International Holdings Ltd.      5,646,650      6,934,766        0.5
                                                                                            ------------   ------------        ---
                                                                                               8,036,993     11,959,368        0.9

             Utilities                1,975,200    China Light & Power Co., Ltd.               7,767,094     14,450,188        1.1
                                        160,000  ++Consolidated Electric Power Inc.+++         2,592,518      2,720,000        0.2
                                      4,272,400    Hong Kong & China Gas Co. (The)             6,874,118     12,391,786        1.0
                                      5,716,800    Hong Kong Telecommunications, Ltd.          7,803,114     12,065,757        0.9
                                                                                            ------------   ------------        ---
                                                                                              25,036,844     41,627,731        3.2

                                                 Total Investments in Hong Kong              230,745,192    388,058,983       29.8

India        Foreign Bonds           $2,600,000  ++SCICI Ltd., 3.50% due 4/01/2004             2,699,375      3,464,500        0.2

             Miscellaneous               12,000    Housing Development Finance                 1,016,086        937,351        0.1

                                                   Total Investments in India                  3,715,461      4,401,851        0.3

Indonesia    Food                     1,507,440  ++P.T. Mayorah Indah                          3,509,779      8,678,226        0.7

             Miscellaneous-Consumer     776,500  ++P.T. Modern Photo Film                      5,119,000      7,799,953        0.6

             Pharmaceuticals            663,000    P.T. Kalbe Farma                            3,774,666      5,183,369        0.4

             Real Estate              1,720,500    P.T. Duta Anggada Realty                    4,050,619      7,581,450        0.6

             Tobacco                  2,170,000    P.T. Hanjaya Mandala Sampoerna              4,892,468     13,212,272        1.0

                                                   Total Investments in Indonesia             21,346,532     42,455,270        3.3
<PAGE>
Malaysia     Automotive               4,875,000    Tan Chong Motor Holdings BHD                5,021,389      7,604,457        0.6

             Banking                  1,859,000    Arab-Malaysian Merchant Bank BHD            5,933,911     17,122,823        1.3
                                      3,030,000    Malayan Banking BHD                         7,136,396     21,381,616        1.6
                                      2,700,000    Public Bank BHD 'Foreign'                   2,361,656      6,279,851        0.5
                                                                                            ------------   ------------        ---
                                                                                              15,431,963     44,784,290        3.4
              
             Building &               1,266,000    Ekran BHD                                   4,942,249      7,993,315        0.6
             Construction             1,712,500    George Kent Holdings BHD                    2,197,862      4,324,977        0.3
                                      2,215,000    I.J.M. Corp. BHD                            4,774,407      8,802,414        0.7
                                      4,671,000    Malayan Cement BHD                          5,232,118      9,541,504        0.8
                                                                                            ------------   ------------        ---
                                                                                              17,146,636     30,662,210        2.4
             Conglomerates            2,570,000    Malaysian Resources Corp. BHD               5,580,056      6,633,798        0.5
                                      9,000,000    Renong BHD                                  8,454,940     14,306,407        1.1
                                                                                            ------------   ------------        ---
                                                                                              14,034,996     20,940,205        1.6

             Consumer Products        1,360,000    Berjaya Singer BHD                          3,026,424      3,586,258        0.3
                                      1,500,000    Berjaya Singer TSR+++                       1,298,343      1,632,312        0.1
                                                                                            ------------   ------------        ---
                                                                                               4,324,767      5,218,570        0.4

             Finance                  3,296,000    Affin Holdings BHD                          4,696,934      6,120,705        0.5

             Food                     1,721,700    Nestle Malaysia BHD                         7,333,320     10,870,529        0.8


</TABLE>
<TABLE>                                                                                
SCHEDULE OF INVESTMENTS (continued)                                                                             (in US dollars)
<CAPTION>
                                  Shares Held/                                                                Value     Percent of
COUNTRIES    Industries           Face Amount    Long-Term Investments                           Cost       (Note 1a)   Net Assets
<S>          <S>                     <C>         <S>                                        <C>           <C>                  <C>
 
                                                                                
Malaysia     Forest Products          1,465,000    Aokam Perdana (Ordinary)                 $  6,236,221   $ 15,779,016        1.2%
(concluded)                           1,100,000    Aokam Perdana TSR (Warrants) (a)+++         3,472,786     11,643,454        0.9
                                        580,000    Pacific Chemical                            3,018,004      3,468,152        0.3
                                                                                            ------------   ------------        ---
                                                                                              12,727,011     30,890,622        2.4
 
             Leisure                  1,000,000    Berjaya Sports TOTO BHD                     2,482,327      2,766,945        0.2
                                      3,059,250    Magnum Corp. BHD                            4,365,007      9,089,693        0.7
                                      4,000,000    Pernas International Hotels & 
                                                   Properties BHD                              3,815,457      6,090,994        0.5
                                      2,599,000    Resorts World BHD                           7,036,115     16,699,239        1.3
                                      2,504,000    Tanjong PLC                                 7,760,037     15,809,842        1.2
                                                                                            ------------   ------------        ---
                                                                                              25,458,943     50,456,713        3.9
<PAGE>
             Oil & Gas Offshore       7,500,000    Promet BHD                                  5,754,101     10,752,089        0.8
             Development

             Property & Forest        3,694,000    Land & General BHD                          7,170,230     13,308,004        1.0
             Products

             Real Estate              1,450,000    Hong Leong Properties BHD                   2,965,612      3,042,711        0.2

             Telecommunications       3,375,000    Leader Universal Cable BHD                  7,763,214     17,423,398        1.3
                                      2,890,000    Technology Resources Industries BHD+++      5,596,725     15,134,262        1.2
                                      1,611,000    Telekom Malaysia BHD                        8,939,145     13,223,064        1.0
                                                                                            ------------   ------------        ---
                                                                                              22,299,084     45,780,724        3.5

             Tobacco                  1,167,000    Rothmans of Pall Mall (Malaysia) BHD        6,320,033     11,269,081        0.9

             Transportation           2,218,000    Malaysian International Shipping Co. BHD    6,043,232      8,237,697        0.6

                                                   Total Investments in Malaysia             156,728,251    299,938,607       23.0

Philippines
             Beverages                2,352,400    San Miguel Corp. 'B'                        9,778,846     21,678,138        1.7

             International Trade      8,610,320    International Container Terminal            6,447,223     13,983,914        1.1

             Telecommunications          42,380    Philippine Long Distance Telephone Co.      1,802,121      3,438,078        0.2
                                                   (ADR)*

             Utilities-Electric         571,200    Manila Electric Co. (MERALCO) 'B'           3,557,443     10,319,124        0.8

                                                   Total Investments in the Philippines       21,585,633     49,419,254        3.8

Singapore
             Airlines                 1,040,000    Singapore Airlines 'Foreign' Ltd.           6,170,157      8,731,343        0.6

             Automotive               1,722,000    Cycle & Carriage, Ltd.                      7,118,254      9,102,612        0.7

             Banking                    920,000    Development Bank of Singapore Ltd.          7,785,618     10,412,935        0.8
                                      1,366,866    OCBC Bank 'Foreign'                         8,898,717     14,790,714        1.1
                                      1,139,625    United Overseas Bank                        8,026,670     11,126,936        0.9
                                                                                            ------------   ------------        ---
                                                                                              24,711,005     36,330,585        2.8

             Beverages                  464,623    Fraser & Neave Ltd. (Warrants) (a)+++         494,534      2,109,296        0.2

             Conglomerates            1,308,000    ACMA Ltd.                                   8,068,496     10,411,940        0.8

             Electronics             13,610,000    I.P.C. Corp.+++                             9,203,041     17,774,254        1.4

             Marine/Offshore          2,612,500    Sembawang Maritime LMD                      7,582,565     12,022,699        0.9
             Oil Services            $2,090,000    Sembawang Maritime LMD, 1.50% due
                                                   10/25/1998                                  1,325,470      3,119,403        0.3
                                                                                            ------------   ------------        ---
                                                                                               8,908,035     15,142,102        1.2
<PAGE>
             Publishing &               645,000    Singapore Press Holdings Ltd.               6,234,575     10,830,224        0.8
             Broadcasting

             Shipping                 1,096,000    Sembawang Shipyard Ltd.                     8,263,711     10,428,358        0.8

             Steel                    3,143,000    Natsteel Ltd.                               8,554,420     10,945,771        0.8

             Telecommunications       9,810,000    Goldtron, Ltd.                              6,338,699     15,556,904        1.2
                                      1,635,000    Goldtron, Ltd. (Warrants) (a)+++            1,194,319      2,236,940        0.2
                                                                                            ------------   ------------        ---
                                                                                               7,533,018     17,793,844        1.4

                                                   Total Investments in Singapore             95,259,246    149,600,329       11.5

South Korea
             Automotive                  21,403    Dong ah Tire Industries Co.                   839,781      1,426,424        0.1

             Retail Stores               87,000    Shinsegae Department Stores                 3,155,863      5,562,136        0.4
                                         13,920    Shinsegae Department Stores Co.
                                                   (New Shares)+++                               336,622        863,037        0.1
                                                                                            ------------   ------------        ---
                                                                                               3,492,485      6,425,173        0.5

             Utilities                    5,362    Korea Mobile Telecommunications Corp.         979,459      2,861,040        0.2
                                        246,000    Korean Electric & Power Corp.               6,197,512      6,675,009        0.5
                                                                                            ------------   ------------        ---
                                                                                               7,176,971      9,536,049        0.7

                                                   Total Investments in South Korea           11,509,237     17,387,646        1.3

Taiwan
             Closed-End Funds           343,300    The R.O.C. Taiwan                           2,904,850      4,720,375        0.3

             Food & Beverage            182,880  ++President Enterprises (ADR)*                3,119,745      4,846,320        0.4

                                                   Total Investments in Taiwan                 6,024,595      9,566,695        0.7

Thailand
             Banking                  2,160,000    Bangkok Bank                                7,125,428     21,320,799        1.7
                                      4,390,000    Industrial Finance Corp. of Thailand        8,764,194     10,661,183        0.8
                                      1,228,000    The Siam Commercial Bank, Ltd.              5,096,511     10,582,060        0.8
                                                                                            ------------   ------------        ---
                                                                                              20,986,133     42,564,042        3.3

              
             Building &               1,097,000    Christiani & Nielson 'Local'                7,169,983     14,351,665        1.1
             Construction               329,100    Christiani & Nielson 'Local'
                                                   (Warrants) (a)+++                             647,325        644,536        0.0
                                        886,000    Land & House Public Co. (b)                 6,096,295     22,488,367        1.8
                                                                                            ------------   ------------        ---
                                                                                              13,913,603     37,484,568        2.9
<PAGE>
             Health & Personal Care     147,400    International Cosmetics Co.                 4,652,742      6,327,865        0.4

             Industrials                506,000    Thai Glass Industries Ltd.                  4,552,964      6,025,225        0.5

             Mutual Funds            12,600,000    Ruam Pattana Fund II                        4,999,163      8,636,898        0.7
 
             Publishing &               283,700    Post Publishing Public Co. Ltd.             2,672,649      2,778,104        0.2
             Broadcasting
             Telecommunications          71,000    International Engineering Co. Ltd.          1,479,971      1,524,011        0.1
                                        210,000    International Engineering Co. Ltd. 
                                                   'Local'                                     2,253,878      3,898,942        0.3
                                                                                            ------------   ------------        ---
                                                                                               3,733,849      5,422,953        0.4

                                                   Total Investments in Thailand              55,511,103    109,239,655        8.4

                                                   Total Long-Term Investments               602,425,250  1,070,068,290       82.1


</TABLE>
<TABLE>                                                                                
SCHEDULE OF INVESTMENTS (concluded)                                                                             (in US dollars)
<CAPTION>
                                                                                                             Value     Percent of
COUNTRIES                         Face Amount    Short-Term Investments                       Cost          (Note 1a)   Net Assets
<S>                                <C>             <S>                                      <C>          <C>                 <C>
 
United       Commercial Paper**    $ 10,000,000    Daimler-Benz North America Corp., 3.25%
States                                             due 1/18/1994                            $  9,984,653 $    9,984,653        0.8%
                                     34,435,000    General Electric Capital Corp., 3.22%
                                                   due 1/03/1994                              34,428,840     34,428,840        2.6

                                                   Total Short-Term Investments               44,413,493     44,413,493        3.4

             Total Investments                                                              $646,838,743  1,114,481,783       85.5
                                                                                            ============   
             Other Assets Less Liabilities                                                                  188,209,393       14.5
                                                                                                         --------------      -----
             Net Assets                                                                                  $1,302,691,176      100.0%
                                                                                                         ==============      =====
<FN>
*American Depositary Receipt (ADR).
**Commercial Paper is traded on a discount basis; the interest rates shown
are the discount rates paid at the time of purchase by the Fund.
(a)Warrants entitle the Fund to purchase a predetermined number of
shares of Common Stock. The purchase price and number of shares are subject
to adjustment under certain conditions until the expiration date.
(b)Previously held as Land and Houses Co., Ltd. 'Foreign' and Land and Houses Co., Ltd. 'Local.'
+++Non-income producing security.

<PAGE>
++Restricted securities as to resale. The value of the Fund's investment in restricted
securities was approximately $48,474,000, representing 3.7% of net assets.
<CAPTION>
                                            Acquisition                             Value
Issue                                           Date               Cost          (Note 1a)
<S>                                    <C>                     <C>              <C>         
Consolidated Electric Power Inc.               11/29/93        $ 2,592,518      $ 2,720,000
National Mutual Asia, Ltd.              11/25/92-8/11/93         7,969,425       18,684,333
National Mutual Asia, Ltd. (Warrants)   12/18/92-3/09/93           563,540        2,280,668
P.T. Mayorah Indah                       1/08/93-7/30/93         3,509,779        8,678,226
P.T. Modern Photo Film                   6/26/92-8/26/93         5,119,000        7,799,953
President Enterprises (ADR)              7/01/93-8/24/93         3,119,745        4,846,320
SCICI Ltd., 3.50% due 4/01/2004        10/18/93-10/22/93         2,699,375        3,464,500

Total                                                          $25,573,382      $48,474,000
                                                               ===========      ===========
See Notes to Financial Statements.

</TABLE>

<TABLE>
                                                                               
STATEMENT OF ASSETS AND LIABILITIES
<CAPTION>
              As of December 31, 1993
<S>           <S>                                                                                  <C>              <C>
Assets:       Investments, at value (identified cost--$646,838,743) (Note 1a)                                       $1,114,481,783
              Foreign cash (Note 1c)                                                                                     3,603,532
              Receivables:
                Capital shares sold                                                                 $194,999,950
                Dividends                                                                              1,425,206
                Securities sold                                                                        1,032,380
                Interest                                                                                  18,446       197,475,982
                                                                                                    ------------    --------------
              Deferred organization expenses (Note 1g)                                                                      58,995
              Prepaid registration fees and other assets (Note 1g)                                                         340,719
                                                                                                                    --------------
              Total assets                                                                                           1,315,961,011
                                                                                                                    --------------

Liabilities:   Payables:
                Securities purchased                                                                   6,026,383
                Capital shares redeemed                                                                5,175,460
                Investment adviser (Note 2)                                                              864,935
                Distributor (Note 2)                                                                     709,836        12,776,614
                                                                                                    ------------     
              Accrued expenses and other liabilities                                                                       493,221
                                                                                                                    --------------
              Total liabilities                                                                                         13,269,835
                                                                                                                    --------------
<PAGE>
Net Assets:   Net assets                                                                                            $1,302,691,176
                                                                                                                    ==============
Net Assets    Class A Shares of Common Stock, $0.10 par value, 100,000,000 shares authorized                        $    1,661,106
Consist of:   Class B Shares of Common Stock, $0.10 par value, 100,000,000 shares authorized                             5,287,601
              Paid-in capital in excess of par                                                                         816,210,955
              Accumulated distributions in excess of investment income--net                                            (2,267,236)
              Undistributed realized capital gains from investments and foreign currency 
              transactions--net                                                                                         14,345,023
              Unrealized appreciation on investments and foreign currency transactions--net                            467,453,727
                                                                                                                    --------------
              Net assets                                                                                            $1,302,691,176
                                                                                                                    ==============

Net Asset 
Value:        Class A--Based on net assets of $311,848,005 and 16,611,057 shares outstanding                        $        18.77
                                                                                                                    ==============
              Class B--Based on net assets of $990,843,171 and 52,876,010 shares outstanding                        $        18.74
                                                                                                                    ==============
<FN>
              See Notes to Financial Statements.

</TABLE>

<TABLE>
                                                                                
STATEMENT OF OPERATIONS
<CAPTION>
              For the Ten Months Ended December 31, 1993
<S>           <S>                                                                                   <C>             <C>

Investment    Dividends (net of $1,251,984 foreign withholding tax)                                                 $   11,613,371
Income                                                                                                              --------------
(Notes        Interest and discount earned                                                                               1,541,904
1e & 1f):     Total income                                                                                              13,155,275
                                                                                                                    --------------
Expenses:     Investment advisory fees (Note 2)                                                                          5,988,153
              Distribution and account maintenance fees--Class B (Note 2)                                                4,567,720
              Custodian fees                                                                                             1,022,611
              Transfer agent fees--Class B (Note 2)                                                                        482,412
              Account maintenance fee--Class A (Note 2)                                                                    355,108
              Transfer agent fees--Class A (Note 2)                                                                        137,387
              Registration fees (Note 1g)                                                                                  136,528
              Printing and shareholder reports                                                                             103,659
              Accounting services (Note 2)                                                                                  78,380
              Professional fees                                                                                             62,906
              Directors' fees and expenses                                                                                  26,703
              Amortization of organization expenses (Note 1g)                                                               14,389
              Pricing fees                                                                                                   4,372
              Other                                                                                                          7,031
                                                                                                                    --------------
              Total expenses                                                                                            12,987,359
                                                                                                                    --------------
              Investment income--net                                                                                       167,916
                                                                                                                    --------------
<PAGE>

Realized      Realized gain (loss) from:
Unrealized      Investments--net                                                                    $ 22,520,082
Gain (Loss)     Foreign currency transactions                                                           (163,100)       22,356,982
on Invest-                                                                                          ------------
ments &       Change in unrealized appreciation/depreciation on:
Foreign        Investments--net                                                                      424,153,653
Currency       Foreign currency transactions                                                            (185,503)      423,968,150
Trans-                                                                                              ------------    --------------
actions--Net  Net realized and unrealized gain on investments and foreign currency transactions                        446,325,132
(Notes 1c,1f                                                                                                        --------------
& 3):         Net Increase in Net Assets Resulting from Operations                                                  $  446,493,048
                                                                                                                    ==============

<FN>
See Notes to Financial Statements.
 
</TABLE>
 
<TABLE>
STATEMENTS OF CHANGES IN NET ASSETS                                                                                
<CAPTION>                                                                                            For the Ten    For the Period
                                                                                                    Months Ended     May 29,1992++
              Increase (Decrease) in Net Assets:                                                    Dec. 31, 1993    to Feb 28,1993
<S>           <S>                                                                                  <C>                <C>
Operations:   Investment income (loss)--net                                                        $      167,916     $    (60,824)
              Realized gain (loss) on investments and foreign currency transactions--net               22,356,982       (2,044,479)
              Change in unrealized appreciation/depreciation on investments and foreign
              currency transactions--net                                                              423,968,150       43,485,577
                                                                                                   --------------     ------------
              Net increase in net assets resulting from operations                                    446,493,048       41,380,274
                                                                                                   --------------     ------------

Dividends &   Investment income--net:
Distributions   Class A                                                                                  (145,883)              --
to Share-       Class B                                                                                   (22,033)              --
holders (Note In excess of investment income--net:
1h):            Class A                                                                                  (958,265)        (593,674)
                Class B                                                                                  (144,731)        (509,742)
              Realized gain on investments--net:
                Class A                                                                                (1,408,405)          (4,334)
                Class B                                                                                (4,539,541)         (15,200)
                                                                                                   --------------     ------------
              Net decrease in net assets resulting from dividends and distributions to 
              shareholders                                                                             (7,218,858)      (1,122,950)
                                                                                                   --------------     ------------

Capital       Net increase in net assets derived from capital share transactions                      386,806,540      436,253,122
Share Trans-                                                                                       --------------     ------------
actions
(Note 4):


Net Assets:   Total increase in net assets                                                            826,080,730      476,510,446
              Beginning of period                                                                     476,610,446          100,000
                                                                                                   --------------     ------------
              End of period                                                                        $1,302,691,176     $476,610,446
                                                                                                   ==============     ============
<FN>
++Commencement of Operations.

See Notes to Financial Statements.
</TABLE>

<TABLE>
FINANCIAL HIGHLIGHTS
<CAPTION>
                                                                                     Class A                     Class B
                                                                                For the      For the       For the     For the
                                                                              Ten Months     Period      Ten Months    Period
        The following per share data and ratios have been derived               Ended     May 29, 1992++    Ended   May 29, 1992++
        from information provided in the financial statements.                 Dec. 31,    to Feb. 28,     Dec. 31,  to Feb.  28,
                                                                                 1993         1993        1993++++++   1993++++++
        Increase (Decrease) in Net Asset Value:                                                             
<S>           <S>                                                              <C>        <C>            <C>           <C>



Per Share     Net asset value, beginning of period                             $  11.01   $  10.00       $  11.01      $  10.00
Operating                                                                      --------   --------       --------      --------
Performance:    Investment income (loss)--net                                       .07        .05           (.02)         (.02)
                Realized and unrealized gain on investments
                and foreign currency transactions--net                             7.88       1.04           7.86          1.05
                                                                               --------   --------       --------      --------
              Total from investment operations                                     7.95       1.09           7.84          1.03
                                                                               --------   --------       --------      --------
              Less dividends and distributions:
                Investment income--net                                             (.01)        --             --++++        --
                In excess of investment income--net                                (.07)      (.08)            --++++      (.02)
                Realized gain on investments--net                                  (.11)        --++++       (.11)         --++++
                                                                               --------   --------       --------      --------
              Total dividends and distributions                                    (.19)      (.08)          (.11)         (.02)
                                                                               --------   --------       --------      --------
              Net asset value, end of period                                   $  18.77   $  11.01       $  18.74      $  11.01
                                                                               ========   ========       ========      ========
<PAGE>
Total         Based on net asset value per share                                  72.31%+++  10.99%+++      71.27%+++    10.32%+++
Investment                                                                     ========   ========       ========      ========
Return:**     

Ratios to     Expenses, excluding account maintenance
Average       and distribution fees                                                1.34%*     1.48%*         1.35%*        1.49%*
Net Assets:                                                                    ========   ========       ========      ========
              Expenses                                                             1.59%*     1.73%*         2.35%*        2.49%*
                                                                               ========   ========       ========      ========
              Investment income (loss)--net                                         .61%*      .69%*        (.15)%*       (.08)%*
                                                                               ========   ========       ========      ========


Supplemental  Net assets, end of period (in thousands)                          $311,848   $111,180       $990,843      $365,430
Data:                                                                           ========   ========       ========      ========
              Portfolio turnover                                                  16.62%      4.65%         16.62%         4.65%
                                                                                ========   ========       ========      ========

<FN>
++Commencement of Operations.
++++Amount was less than $.01 per share.
*Annualized.
**Total investment returns exclude the effects of sales loads.
+++Aggregate total investment return.
++++++Based on average shares outstanding during the period.

See Notes to Financial Statements.


NOTES TO FINANCIAL STATEMENTS

1. Significant Accounting Policies:
Merrill Lynch Dragon Fund, Inc. (the "Fund") is registered under
the Investment Company Act of 1940 as a non-diversified, open-end
management investment company. The shares of the Fund are divided 
into Class A Shares and Class B Shares. Class A Shares are sold with 
a front-end sales charge. Class B Shares may be subject to a contingent 
deferred sales charge. Both classes of shares have identical voting, 
dividend, liquidation and other rights and the same terms and conditions, 
except that Class A Shares bear the expenses of the ongoing account 
maintenance fee with respect to the Class A Shares and Class B Shares 
bear the expenses of the ongoing account maintenance and distribution fees 
with respect to the Class B Shares, and each class has exclusive voting 
rights with respect to matters relating to their respective account 
maintenance and distribution plans.  The following is a summary of 
significant accounting policies followed by the Fund.
<PAGE>
(a) Valuation of investments--Portfolio securities which are traded
on stock exchanges are valued at the last sale price on the principal
market on which such securities are traded, as of the close of business 
on the day the securities are being valued or, lacking any sales, at the 
last available bid price. Securities traded in the over-the-counter market 
are valued at the last available bid prices obtained from one or more 
dealers in the over-the-counter market prior to the time of valuation. 
Portfolio securities which are traded both in the over-the-counter market 
and on a stock exchange are valued according to the broadest and most 
representative market. Short-term securities with a remaining maturity 
of sixty days or less are valued at amortized cost, which approximates 
market. Options written by the Fund are valued at the last asked price 
in the case of exchange-traded options or, in the case of options traded 
in the over-the-counter market, the average of the last asked price as 
obtained from one or more dealers. Options purchased by the Fund are  
valued at the last bid price in the case of exchange-traded options or, 
in the case of options traded in the over-the-counter market, the average 
of the last bid price as obtained from two or more dealers unless there
is only one dealer, in which case that dealer's price is used. Other invest-
ments, including futures contracts and related options, are stated at market
value. Securities and assets 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) Repurchase agreements--The Fund invests in US Government securities 
pursuant to repurchase agreements with a member bank of the Federal Reserve
System or a primary dealer in US Government securities. Under such agreements, 
the bank or primary dealer agrees to repurchase the security at a mutually 
agreed upon time and price. The Fund takes possession of the underlying 
securities, marks to market such securities and, if necessary, receives 
additions to such securities daily to ensure that the contract is fully 
collateralized.

(c) Foreign currency transactions--Transactions denominated in foreign 
currencies are recorded at the exchange rate prevailing when recognized. 
Assets and liabilities denominated in foreign currencies are valued at the 
exchange rate at the end of the period. Foreign currency transactions are 
the result of settling (realized) or valuing (unrealized) such transactions
expressed in foreign currencies into US dollars. Realized and unrealized 
gains or losses from investments include the effects of foreign exchange
rates on investments.

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

(d) Options--When the Fund sells an option, an amount equal to the premium
received by the Fund is reflected as an asset and an equivalent liability.
The amount of the liability is subsequently marked to market to reflect the 
current value of the option written.
<PAGE>
When a security is purchased or sold through an exercise of an option, the 
related premium paid (or received) is added to (or deducted from) the basis
of the security acquired or deducted from (or added to) the proceeds of the
security sold. When an option expires (or the Fund enters into a closing 
transaction), the Fund realizes a gain or loss on the option to the extent 
of the premiums received or paid (or gain or loss to the extent the cost of
the closing transaction exceeds the premium paid or received).

Written and purchased options are non-income producing investments.

(e) Income taxes--It is the Fund's policy to comply with the requirements 
of the Internal Revenue Code applicable to regulated investment companies 
and to distribute substantially all of its taxable income to its shareholders. 
Therefore, no Federal income tax provision is required. Under the applicable 
foreign tax law, a withholding tax may be imposed on interest, dividends, and
capital gains at various rates.

NOTES TO FINANCIAL STATEMENTS (concluded)

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

(g) Deferred organization expenses and prepaid registration fees--
Deferred organization expenses are charged to expense on a straight-
line basis over a five-year period. Prepaid registration fees are
charged to expense as the related shares are issued.

(h) Dividends and distributions--Dividends and distributions paid
by the Fund are recorded on the ex-dividend dates. Dividends in the
amount of approximately $1,300,000 were paid due to the recognition
of taxable income relating to Passive Foreign Investment Companies.

(i) Reclassifications--Certain 1992 amounts have been reclassified to 
conform to the 1993 presentations.

2. Investment Advisory Agreement and Transactions
with Affiliates:
The Fund has entered into an Investment Advisory Agreement with Merrill 
Lynch Asset Management ("MLAM"). MLAM is the name under which Merrill 
Lynch Investment Management, Inc. ("MLIM") does business. MLIM is an 
indirect wholly-owned subsidiary of Merrill Lynch & Co., Inc. The 
Fund has also entered into a Distribution Agreement and Distribution 
Plans with Merrill Lynch Funds Distributor, Inc. ("MLFD" or "Distributor"),
a wholly-owned subsidiary of MLIM.
<PAGE>
Effective January 1, 1994, the investment advisory business of MLAM 
reorganized from a corporation to a limited partnership. The general 
partner of MLAM is Princeton Services, Inc., an indirect wholly-owned 
subsidiary of Merrill Lynch & Co.

MLAM is responsible for the management of the Fund's portfolio and 
provides the necessary personnel, facilities, equipment and certain 
other services necessary to the operations of the Fund. For such services, 
the Fund pays a monthly fee of 1.0%, on an annual basis, of the average 
daily value of the Fund's net assets. Certain of the states in which the 
shares of the Fund are qualified for sale impose limitations on the 
expenses of the Fund. The most restrictive annual expense limitation 
requires that the Investment Adviser reimburse the Fund to the extent 
the Fund's expenses (excluding interest, taxes, distribution fees, 
brokerage fees and commissions, and extraordinary items) exceed 2.5% of 
the Fund's first $30 million of average daily net assets, 2.0% of the next 
$70 million of average daily net assets, and 1.5% of the average daily net 
assets in excess thereof. No fee payment will be made to MLAM during any 
fiscal year which will cause such expenses to exceed the expense limita-
tions at the time of such payment.

The Fund has adopted separate Plans of Distribution (the "Distribution 
Plans") for Class A and Class B Shares pursuant to Rule 12b-1 under the 
Investment Company Act of 1940 pursuant to which MLFD receives from the 
Fund at the end of each month (a) an account maintenance fee, at an annual 
rate of 0.25% of the average daily net assets of the Fund's Class A Shares 
in order to compensate the Distributor in connection with account 
maintenance activities, and (b) an account maintenance fee of 0.25% and a
distribution fee of 0.75% of the average daily net assets of the Fund's
Class B Shares in order to compensate the Distributor and Merrill Lynch
for providing distribution and account maintenance services to the Fund.
As authorized by the Distribution Plans, the Distributor has entered into
an agreement with Merrill Lynch, Pierce, Fenner & Smith Inc. ("MLPF&S"),
which provides for the compensation of MLPF&S in connection with account
maintenance activities for Class A Shares and for providing distribution-
related services to the Fund for Class B Shares. For the ten months ended 
December 31, 1993, MLFD earned $355,108 and $4,567,720 for Class A and 
Class B Shares, respectively, under the Distribution Plans, all of which 
was paid to MLPF&S pursuant to the agreement.

For the ten months ended December 31, 1993, MLFD earned under-
writing discounts of $183,544, and MLPF&S earned dealer conces-
sions of $2,764,832 on sales of the Fund's Class A Shares.

For the ten months ended December 31, 1993, MLPF&S received
contingent deferred sales charges of $807,253 relating to trans-
actions in Class B Shares and  $75,638 in commissions on the
execution of portfolio security transactions for the Fund during
the period.
<PAGE>
Financial Data Services, Inc. ("FDS"), a wholly-owned subsidiary of
Merrill Lynch & Co., Inc., is the Fund's transfer agent.

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

Certain officers and/or directors of the Fund are officers and/or
directors of MLIM, MLPF&S, FDS, MLFD and/or Merrill Lynch &
Co., Inc.

3. Investments:
Purchases and sales of investments, excluding short-term securities,
for the ten months ended December 31, 1993 were $325,713,579 and
$100,190,826, respectively.

Net realized and unrealized gains (losses) as of December 31, 1993
were as follows:


                                        Realized        Unrealized
                                         Gains             Gains
                                        (Losses)         (Losses)

Long-term investments                 $ 22,520,073    $467,643,040
Short-term investments                           9              --
Foreign currency transactions             (163,100)       (189,313)
                                      ------------    ------------
Total                                 $ 22,356,982    $467,453,727
                                      ============    ============

As of December 31, 1993, net unrealized appreciation for Federal
income tax purposes aggregated $467,643,040, of which $468,702,774
related to appreciated securities and $1,059,734 related to depreciated
securities. At December 31, 1993, the aggregate cost of investments
for Federal income tax purposes was $646,838,743.

4. Capital Share Transactions:
Net increase in net assets derived from capital share transactions
was $386,806,540 for the ten months ended December 31, 1993 and
$436,253,122 for the period ended February 28, 1993.

Transactions in capital shares for Class A and Class B Shares were
as follows:



<PAGE>
Class A Shares for the Ten Months                        Dollar
Ended December 31, 1993                    Shares        Amount

Shares sold                              7,846,115    $114,904,877
Shares issued to shareholders in
reinvestment of dividends and
distributions                              120,851       2,113,683
                                        ----------     -----------
Total issued                             7,966,966     117,018,560
Shares redeemed                         (1,451,683)    (20,944,207)
                                        ----------     -----------
Net increase                             6,515,283     $96,074,353
                                        ==========     ===========

Class A Shares for the Period                            Dollar
May 29, 1992++ to February 28, 1993        Shares        Amount

Shares sold                             10,664,260    $107,804,104
Shares issued to shareholders in
reinvestment of dividends and
distributions                               52,203         514,718
                                        ----------    ------------
Total issued                            10,716,463     108,318,822
Shares redeemed                           (625,689)     (6,360,726)
                                        ----------    ------------
Net increase                            10,090,774    $101,958,096
                                        ==========    ============

<FN>
++ Prior to May 29, 1992 (commencement of operations), the Fund issued 5,000
   Class A Shares to MLAM for $50,000.


Class B Shares for the Ten Months                        Dollar
Ended December 31, 1993                    Shares        Amount

Shares sold                             23,415,440    $343,265,805
Shares issued to shareholders in
reinvestment of dividends and
distributions                              227,775       3,976,951
                                        ----------    ------------

Total issued                            23,643,215     347,242,756
Shares redeemed                         (3,945,149)    (56,510,569)
Net increase                            ----------    ------------
                                        19,698,066    $290,732,187
                                        ==========    ============
<PAGE>
Class B Shares for the Period                            Dollar
May 29, 1992++ to February 28, 1993        Shares        Amount

Shares sold                             34,279,325    $345,656,628
Shares issued to shareholders in
reinvestment of dividends and
distributions                               47,212         465,987
                                        ----------    ------------
Total issued                            34,326,537     346,122,615
Shares redeemed                         (1,153,593)    (11,827,589)
Net increase                            ----------    ------------
                                        33,172,944    $334,295,026
                                        ==========    ============
<FN>
++ Prior to May 29, 1992 (commencement of operations), the Fund issued 5,000
   Class A Shares to MLAM for $50,000.


5. Commitments:
At December 31, 1993, the Fund had entered into forward exchange con-
tracts under which it had agreed to buy various foreign currencies with 
an approximate value of $4,029,000.


INDEPENDENT AUDITORS' REPORT

The Board of Directors and Shareholders,
Merrill Lynch Dragon Fund, Inc.:

We have audited the accompanying statement of assets and liabilities, in-
cluding the schedule of investments, of Merrill Lynch Dragon Fund, Inc. 
as of December 31, 1993, the related statements of operations for the 
ten-month period then ended, and changes in net assets and the financial 
highlights for the ten-month period then ended and the period May 29, 1992 
(commencement of operations) to February 28, 1993. These financial 
statements and the financial highlights are the responsibility of the 
Fund's management. Our responsibility is to express an opinion on these 
financial statements and the financial highlights based on our audits.

We conducted our audits in accordance with generally accepted auditing 
standards. Those standards require that we plan and perform the audit 
to obtain reasonable assurance about whether the financial statements 
and the financial highlights are free of material misstatement. An audit 
includes examining, on a test basis, evidence supporting the amounts and 
disclosures in the financial statements.

Our procedures included confirmation of securities owned at December 31, 
1993 by correspondence with the custodian and brokers. An audit also 
includes assessing the accounting principles used and significant 
estimates made by management, as well as evaluating the overall 
financial statement presentation. We believe that our audits provide 
a reasonable basis for our opinion.
<PAGE>
In our opinion, such financial statements and financial highlights
present fairly, in all material respects, the financial position of
Merrill Lynch Dragon Fund, Inc. as of December 31, 1993, the
results of its operations, the changes in its net assets, and the
financial highlights for the respective stated periods in conformity
with generally accepted accounting principles.



Deloitte & Touche
Princeton, New Jersey
February 4, 1994

PORTFOLIO INFORMATION

For the Quarter Ended December 31, 1993

Additions  Amoy Properties Ltd. (Warrants)
           Berjaya Singer BHD
           Berjaya Singer TSR
           Berjaya Sports TOTO BHD
           Christiani & Nielson 'Local' (Warrants)
           Consolidated Electric Power Inc.
           Dao Heng Bank Group Ltd.
           Goldtron, Ltd. (Warrants)
           Hong Leong Properties BHD
           Housing Development Finance
           Innovative International Holdings Ltd.
           International Engineering Co. Ltd.
           New World Development Co. Ltd. (Warrants)
           Pacific Chemical
           Paul Y-ITC Construction Holdings Ltd.
           Peregrine Investment Holdings
           P.T. Duta Anggada Realty
           SCICI Ltd., 3.50% due 4/01/2004
           Sembawang Maritime LMD, 1.50% due 10/25/1998
           Shangri-La Asia, Ltd.
           Shinsegae Department Stores Co. (New Shares)
           Sun Hung Kai & Co. Ltd.
           Swire 'A' Peregrine (Warrants)
           Television Broadcasts Ltd.

Deletions  Antah Holdings BHD
           Applied International Holdings
           Bank of East Asia (The)
           Granite Industries BHD
           Idris Hydraulic (Malaysia) BHD
           Indian Opportunity Fund
           Mandarin Oriental International
           Perusahaan Sadur Timah Malaysia
           Semi Tech Global Co., Ltd. (New Shares)
           Sian Cement Co., Ltd. 'Foreign'

<PAGE>

</TABLE>
<TABLE>
IMPORTANT TAX INFORMATION (unaudited)

The following information summarizes all per share distributions paid by 
Merrill Lynch Dragon Fund, Inc. during the ten-month period ended
December 31, 1993:
<CAPTION>
                                Domestic          Domestic
                                Qualifying      Non-Qualifying       Foreign         Total       Foreign Taxes   Long-Term
Record              Payable     Ordinary          Ordinary           Source        Ordinary         Paid or       Capital
Date                 Date        Income            Income            Income         Income         Withheld        Gains
<S>                 <C>         <C>               <C>             <C>             <C>             <C>           <C>
Class A Shares:

12/20/93            12/29/93    $0.007151         $0.094680       $0.079876       $0.181707       $0.023275     $0.005840

Class B Shares:

12/20/93            12/29/93    $0.004060         $0.053747       $0.045344       $0.103151       $0.023275     $0.005840

</TABLE>
The qualifying domestic ordinary income qualifies for the dividends 
received deduction for corporations. All of the foreign taxes paid or
withheld represent taxes incurred by the Fund on dividends received by 
the Fund from foreign sources. Foreign taxes paid or withheld should
be included in taxable income with an offsetting deduction from gross 
income or as a credit for taxes paid to foreign governments. You should
consult your tax adviser regarding the appropriate treatment of foreign 
taxes paid.

Please retain this information for your records.


OFFICERS AND DIRECTORS

Arthur Zeikel, President and Director
Donald Cecil, Director
Edward H. Meyer, Director
Charles C. Reilly, Director
Richard R. West, Director
Terry K. Glenn, Executive Vice President
Norman R. Harvey, Senior Vice President
Donald C. Burke, Vice President
Kara W. Y. Tan Bhala, Vice President
Gerald M. Richard, Treasurer
Michael J. Hennewinkel, Secretary


Custodian
Brown Brothers Harriman & Co.
40 Water Street
Boston, Massachusetts 02109

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

APPENDIX: ITEM 1
<PAGE>
Assett Allocation as a Percentage of Net Assets as of December 30, 1993

A map illustrating the following percentages:

India         0.3%
Indonesia     3.3%
Singapore    11.5%
Malyasia     23.0%
Thailand      8.4%
Hong Kong    29.8%
South Korea   1.3%
Taiwan        0.7%
Philippines   3.8%

APPENDIX: ITEM 2

Total Return Based on a $10,000 Investment

A line graph decpicting the growth of an investment in the Fund's
Class A and Class B Shares compared to growth of an investment in
the Morgan Stanley Combined Far East Ex-Japan Free Index.

Beginning and ending values are:

                                       5/29/92**    12/31/93

ML Dragon Fund, Inc.,++--             $  9,350      $17,882
  Class A Shares*                 

ML Dragon Fund, Inc.,++--             $ 10,000      $18,595
  Class B Shares*

Morgan Stanley Combined Far           $ 10,000      $20,317
  East Ex-Japan Index++++
[FN]
*Assuming maximum sales charge, transaction costs and other operating 
expenses, including advisory fees.
**Commencement of Operations.
++ML Dragon Fund, Inc. invests primarily (at least 65% of the
Fund's net assets) in developing Asia-Pacific equity and debt securities.
++++This unmanaged market capitalization-weighted Index is comprised of a
representative sampling of stocks of large--medium--and small--capitalization
companies in Hong Kong, Indonesia, Korea, Malaysia, the Philippines, Singapore
and Thailand and which are freely purchasable by foreign investors.

<PAGE>


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