MERRILL LYNCH DRAGON FUND INC
N-30D, 1995-08-15
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MERRILL LYNCH
DRAGON FUND, INC.







FUND LOGO







Semi-Annual Report

June 30, 1995







<PAGE>
Officers and Directors
Arthur Zeikel, President and Director
Donald Cecil, Director
Edward H. Meyer, Director
Charles C. Reilly, Director
Richard R. West, Director
Edward D. Zinbarg, 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, MA 02109

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






Investing in emerging market securities involves a number of risk
factors and special considerations, including restrictions on
foreign investments and on repatriation of capital invested in
emerging markets, currency fluctuations, and potential price
volatility and less liquidity of securities traded in emerging
markets. In addition, there may be less publicly available
information about the issuers of securities, and such issuers may
not be subject to accounting, auditing and financial reporting
standards and requirements comparable to those to which US companies
are subject. Therefore, the Fund is designed as a long-term
investment for investors capable of assuming the risks of investing
in emerging markets. The Fund should be considered as a vehicle for
diversification and not as a complete investment program. Please
refer to the prospectus for details.
<PAGE>
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
June 30, 1995

A map illustrating the following percentages:

Pakistan                                    0.3%
India                                       1.5%
Indonesia                                   6.6%
Singapore                                  12.2%
Malaysia                                   17.5%
Thailand                                   11.8%
Hong Kong                                  30.1%
South Korea                                 4.4%
Taiwan                                      0.9%
Philippines                                 7.2%

[FN]
*Total may not equal 100%.
<PAGE>




DEAR SHAREHOLDER

Macroeconomic crosscurrents led to a sharp improvement in the
investment outlook for the "dragon" stock markets during the three
months ended June 30, 1995. As noted in previous reports to
shareholders, the November 1994 round of US monetary policy
tightening led to investor concerns of higher interest rates and
slower economic growth in the emerging Asian economies. As 1994 drew
to a close, the negative investor sentiment was exacerbated by
concerns about currency devaluations following the Mexican financial
crisis. However, as 1995 began, evidence increased that US economic
growth was slowing and the emerging Asian stock markets began to
stage a modest recovery. This rally was interrupted by the
earthquake in Kobe, Japan, which affected markets throughout the
region. Nevertheless, as evidence mounted of slowing US economic
growth and as the situation in Mexico stabilized, global investors
began to return to the dragon stock markets.

Improved liquidity and the prospect of stable interest rates have
restored investor confidence. The outlook is further enhanced by the
attractive valuations offered by many of the emerging Asian stock
markets, since share prices are still below their historic highs
while average corporate earnings are projected to increase at around
a 20% level. As a result, price/earnings multiples for the emerging
Asian stock markets overall have contracted to levels that are below
the historic averages for the past ten years.

These developments are reflected in Merrill Lynch Dragon Fund,
Inc.'s total investment returns for the quarter ended June 30, 1995:
+9.90%, +9.81%, +9.80% and +9.95% for Class A, Class B, Class C and
Class D Shares, respectively, compared to a +9.45% total return for
the unmanaged Morgan Stanley Capital International Combined Far East
Free (Ex-Japan) Index. During the quarter, the Fund's performance
outpaced this benchmark index because of its overweighting in the
Philippines and neutral weightings in Hong Kong and Thailand. The
Fund's performance was also helped by an overweighting in the
banking sectors in these two countries. (Fund returns do not include
applicable sales charges, and would be lower if sales charges were
deducted. Complete performance information, including average annual
total returns, can be found on pages 5, 6 and 7 of this report to
shareholders.)
<PAGE>
Investment Activities
Hong Kong continues to be the Fund's largest country weighting at
30.1% of net assets, and its stock market has been among the best
performers in the world thus far in 1995. Stabilizing property
prices in Hong Kong (combined with an apparent economic "soft
landing" in the People's Republic of China) and stable interest
rates in the United States have sparked a resurgence of investor
interest in Hong Kong.

The Fund now has a neutral weighting in Hong Kong. We increased our
Hong Kong investments for two reasons. First, a decline in long-term
US bond yields has made the yield differential more attractive for
Hong Kong stocks. Second, the more benign interest rate environment
is likely to result in an increase in money flowing into the stock
market, particularly since it is the most liquid market in Asia
outside of Japan. However, we have decided not to overweight the
Hong Kong stock market at this time since corporate earnings growth
is lackluster relative to other emerging Asian economies.

Malaysia is the Fund's second-largest country weighting, and its
stock market's return has been among the best in the world this
year. With a decline in money supply growth, investors came to
recognize that the country's interest rate increases were not going
to be as large as originally expected. In addition, despite the
increase in the current account deficit through higher imports of
capital goods associated with greater foreign direct investments,
capital improvements ultimately will increase Malaysia's manufacture
of goods for export. However, in our view Malaysia's current
economic expansion may be peaking, and share prices there are fairly
valued to slightly expensive. Therefore, our 17.5% position is an
underweighted one.

We have made some strategic changes in our Malaysian investments,
increasing holdings of large-capitalization blue chip issues. At the
same time, we increased investments in convertible bonds for their
enhanced downside price protection relative to equities. For
example, we sold part of the Fund's common stock investment in
Telekom Malaysia BHD and purchased the company's convertible bonds.
We have also invested in the convertible bonds of Renong BHD, a
conglomerate with exposure to infrastructure and property
development.

Our slightly underweighted 12.2% exposure in Singapore is the Fund's
next-largest country investment. Interest rates continue to fall in
Singapore, and Singapore dollars are in demand since the currency is
perceived to be relatively immune from potential devaluations.
However, this liquidity has not spilled over to the Singapore stock
market.
<PAGE>
We believe that our investments in blue-chip companies are well
positioned to outperform the Singapore stock market in the months
ahead. Our investments are primarily focused on banks and high-
quality property companies with strong managements, good income
flows and diversification among commercial and residential
development.

The Fund has an overweighted 7.2% exposure to the Philippines.
President Ramos' policies to liberalize the economy are likely to
find even greater support since his party gained a majority in the
Philippine senate in the recent elections, which were peaceful by
historic standards. Early in 1995, investors feared that a Mexican-
style currency crisis would take place in the Philippines, although
these concerns have abated in recent weeks following the elections
and with improving economic fundamentals. Interest rates are
declining with inflation under control, and we believe that this
trend will continue as the central bank eases monetary policy.

With increasing purchasing power in the Philippines, we are
especially positive regarding consumer stocks. In the consumer
sector, we purchased additional shares of companies such as the
brewer San Miguel Corp. and the snack-food manufacturer Universal
Robina Corp. In the export sector, we believe that the Fund's
investment in International Container Terminals will benefit from
increasing export activity. This company virtually controls
containerized shipping in Manila, and its earnings growth has been
directly correlated with Philippine export growth.

Our 11.8% position in Thailand is a slightly underweighted one. Our
investments primarily emphasize banks and finance companies, which
are selling at the most attractive valuations in this market.
Although corporate earnings growth is likely to reach a strong 22%
this year, concerns are arising that the rate of inflation will
increase rapidly. We plan to keep a close watch on developments in
Thailand and will alter our investment strategy, if necessary.

The Indonesian stock market is still attractive on a valuation
basis, in our view, since price/earnings ratios are low and
corporate earnings gains are high. However, a lack of liquidity in
the stock market remains a problem. The recent announcement of
tariff reductions and economic deregulation are positive, but such
developments are not occurring as rapidly as investors would like.
Our Indonesian holdings are largely in consumer stocks such as the
cigarette company P.T. Hanjaya Mandala Sampoerna, which is the
Fund's second-largest holding. The Fund's 6.6% Indonesian investment
is an overweighted position.
<PAGE>
In India, valuations have fallen to historically low levels, but a
lack of liquidity is creating uncertainty about investing there.
Since the Fund is only able to purchase convertible securities and
global depositary receipts, we have not expanded our 1.5% investment
even though valuations are now at very attractive levels.

The People's Republic of China's economy is still in a protracted
slowdown. The investment outlook has been clouded further by the
leadership power struggle taking place as Deng Xiao Ping's condition
worsens. Until corporate accounting standards improve for Chinese
companies issuing B shares traded on Chinese stock exchanges, we
plan to continue to invest in China solely through the purchase of H
shares, which are traded in Hong Kong, and through investment in
Hong Kong-based companies whose revenues are largely earned in
China.

In Conclusion
Outside of Japan, the Asian stock markets have had an impressive run
during the first half of 1995. The rally was precipitated by two
main factors: a severe over-correction which occurred in December
and January, and the improved interest rate outlook in the United
States. Much of the interest rate news has probably already been
discounted in current share prices. In our view, it is likely that
the Asian stock markets will undergo a period of consolidation in
the next several months until there are further positive
developments to spur share prices higher.

In our view, the dragon stock markets are still able to support
higher share prices. As we have stated, earnings growth in the
region remains respectable, valuations in many markets are still at
or below their historical averages, and dividend yields have become
attractive relative to fixed-income alternatives. The more positive
interest rate environment is unlikely to foster a contraction in
price/earnings multiples. Indeed, if interest rates do fall further,
multiples are more likely to expand as earnings growth is unchanged.
Investor sentiment toward the emerging Asian stock markets has
improved markedly from last year's low levels, although a bullish
consensus is still absent. Liquidity flowing into the region has
decreased since the speculative days of 1993. However, we believe
the sound underlying fundamentals will support a modest gain in the
region's stock markets this year.

Sincerely,




(Arthur Zeikel)
Arthur Zeikel
President
<PAGE>



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





July 31, 1995






Proxy Results

During the six-month period ended June 30, 1995, Merrill Lynch
Dragon Fund, Inc. shareholders voted on the following proposals.
Proposals 1, 2 and 4 were approved at a special shareholders'
meeting on September 28, 1994. Proposal 3 was passed at a special
shareholders' meeting on January 31, 1995. The description of each
proposal and number of shares voted are as follows:


<TABLE>
<CAPTION>
                                                                          Shares Voted       Shares Voted
                                                                              For          Without Authority
<S>                                               <S>                       <C>                <C>
1. To elect the Fund's Board of Directors:        Donald Cecil              67,338,830         1,390,336
                                                  Edward H. Meyer           67,343,852         1,385,313
                                                  Charles C. Reilly         67,335,334         1,393,832
                                                  Richard R. West           67,340,516         1,388,650
                                                  Arthur Zeikel             67,339,288         1,389,877

<CAPTION>
                                                                                 Shares Voted    Shares Voted   Shares Voted
                                                                                     For            Against       Abstain
<S>                                                                               <C>             <C>            <C>
2. To select Deloitte & Touche LLP as the Fund's independent auditors.            66,143,052        483,514      2,102,600
3. To approve certain changes to the Fund's fundamental investment restrictions.  33,265,525      1,487,765      1,870,691
4. To amend the Fund's articles of incorporation to implement the Merrill Lynch
   Select Pricing SM System.                                                      62,037,058      3,045,688      3,646,420
</TABLE>
<PAGE>


PERFORMANCE DATA


About Fund Performance

Since October 21, 1994, investors have been able to purchase shares
of the Fund through the Merrill Lynch Select Pricing SM System,
which offers four pricing alternatives:

* Class A Shares incur a maximum initial sales charge (front-end
  load) of 5.25% and bear no ongoing distribution or account
  maintenance fees. Class A Shares are available only to eligible
  investors, as detailed in the Fund's prospectus. If you were a Class
  A shareholder prior to October 21, 1994, your Class A Shares were
  redesignated to Class D Shares on October 21, 1994, which, in the
  case of certain eligible investors, were simultaneously exchanged
  for Class A Shares.

* Class B Shares are subject to a maximum contingent deferred sales
  charge of 4% if redeemed during the first year, decreasing 1% each
  year thereafter to 0% after the fourth year. In addition, Class B
  Shares are subject to a distribution fee of 0.75% and an account
  maintenance fee of 0.25%. These shares automatically convert to
  Class D Shares after 8 years.

* Class C Shares are subject to a distribution fee of 0.75% and an
  account maintenance fee of 0.25%. In addition, Class C Shares are
  subject to a 1% contingent deferred sales charge if redeemed within
  one year of purchase.

* Class D Shares incur a maximum initial sales charge of 5.25% and
  an account maintenance fee of 0.25% (but no distribution fee).

Performance data for the Fund's Class B and Class D Shares are
presented in the "Average Annual Total Return" and "Performance
Summary" tables below and on page 6. "Aggregate Total Return" tables
for Class A and Class C Shares are also presented below. Data for
all of the Fund's shares are presented in the "Recent Performance
Results" table on pages 6 and 7.

The "Recent Performance Results" table shows investment results
before the deduction of any sales charges for Class B and Class D
Shares for the 12-month and 3-month periods ended June 30, 1995 and
for Class A and Class C Shares for the since inception and 3-month
periods ended June 30, 1995. All data in this table assume
imposition of the actual total expenses incurred by each class of
shares during the relevant period.
<PAGE>
None of the past results shown should be considered a represen-
tation 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. Dividends paid to each class
of shares will vary because of the different levels of account
maintenance, distribution and transfer agency fees applicable to
each class, which are deducted from the income available to be paid
to shareholders.



Average Annual
Total Return

                                         % Return       % Return
                                       Without CDSC    With CDSC**

Class B Shares*

Year Ended 6/30/95                        + 5.01%        + 1.01%
Inception (5/29/92) through 6/30/95       +17.16         +16.69

[FN]
 *Maximum contingent deferred sales charge is 4% and is reduced to 0%
  after 4 years.
**Assuming payment of applicable contingent deferred sales charge.



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

Class D Shares*

Year Ended 6/30/95                        + 5.80%        + 0.25%
Inception (5/29/92) through 6/30/95       +18.06         +16.02

[FN]
 *Maximum sales charge is 5.25%. On 10/21/94, Class A Shares were
  redesignated to Class D Shares.
**Assuming maximum sales charge.



<PAGE>
Aggregate
Total Return

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

Class A Shares*

Inception (10/21/94) through 6/30/95       -5.90%        -10.84%

[FN]
 *Maximum sales charge is 5.25%. On 10/21/94, Class A Shares were
  redesignated to Class D Shares.
**Assuming maximum sales charge.



                                         % Return        % Return
                                        Without CDSC    With CDSC**

Class C Shares*

Inception (10/21/94) through 6/30/95       -6.45%         -7.36%

[FN]
 *Maximum contingent deferred sales charge is 1% and is reduced to 0%
  after 1 year.
**Assuming payment of applicable contingent deferred sales charge.




PERFORMANCE DATA (concluded)


<TABLE>
Performance
Summary--
Class B Shares
<CAPTION>
                                    Net Asset Value         Capital Gains
Period Covered                   Beginning      Ending       Distributed    Dividends Paid*     % Change**
<C>                               <C>           <C>            <C>             <C>               <C>
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
1994                               18.74         15.03          0.241           0.122            -17.86
1/1/95--6/30/95                    15.03         15.79           --              --              + 5.06
                                                               ------          ------
                                                         Total $0.247    Total $0.245

                                                          Cumulative total return as of 6/30/95: +63.06%**

<FN>
 *Figures may include short-term capital gains distributions.
**Figures assume reinvestment of all dividends and capital gains
  distributions at net asset value on the ex-dividend date, and do not
  reflect deduction of any sales charge; results would be lower if
  sales charge was deducted.
</TABLE>
<PAGE>


<TABLE>
Performance
Summary--
Class D Shares***
<CAPTION>
                                     Net Asset Value        Capital Gains
Period Covered                    Beginning      Ending      Distributed    Dividends Paid*     % Change**
<C>                               <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
1994                               18.77         15.08          0.241           0.211            -17.24
1/1/95--6/30/95                    15.08         15.91           --              --              + 5.50
                                                               ------          ------
                                                         Total $0.247    Total $0.473

                                                          Cumulative total return as of 6/30/95: +66.99%**

<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 charges; results would be lower if sales charge was
   included.
***As a result of the implementation of the Merrill Lynch Select
   Pricing SM System, Class A Shares of the Fund outstanding prior to
   October 21, 1994 were redesignated to Class D Shares.
</TABLE>



<TABLE>
Recent
Performance
Results*
<CAPTION>
                                                                                    12 Month     3 Month
                                                  6/30/95    3/31/95    6/30/94++   % Change++   % Change
<S>                                               <C>        <C>        <C>          <C>          <C>
Class A Shares                                    $15.88     $14.45     $17.43       -7.43%(1)    +9.90%
Class B Shares                                     15.79      14.38      15.40       +4.18(1)     +9.81
Class C Shares                                     15.68      14.28      17.29       -7.84(1)     +9.80
Class D Shares                                     15.91      14.47      15.49       +4.36(1)     +9.95
Class A Shares--Total Return                                                         -5.90(2)     +9.90
Class B Shares--Total Return                                                         +5.01(3)     +9.81
Class C Shares--Total Return                                                         -6.45(4)     +9.80
Class D Shares--Total Return                                                         +5.80(5)     +9.95

<PAGE>
<FN>
  *Investment results shown do not reflect sales charges; results
   shown would be lower if a sales charge was included.
 ++Investment results shown for Class A and Class C Shares are since
   inception (10/21/94).
(1)Percent change includes reinvestment of $0.241 per share capital
   gains distributions.
(2)Percent change includes reinvestment of $0.251 per share ordinary
   income dividends and $0.241 per share capital gains distributions.
(3)Percent change includes reinvestment of $0.122 per share ordinary
   income dividends and $0.241 per share capital gains distributions.
(4)Percent change includes reinvestment of $0.229 per share ordinary
   income dividends and $0.241 per share capital gains distributions.
(5)Percent change includes reinvestment of $0.211 per share ordinary
   income dividends and $0.241 per share capital gains distributions.
</TABLE>



<TABLE>
SCHEDULE OF INVESTMENTS                                                                                     (in US Dollars)
<CAPTION>
                                 Face Amount/                                                             Value    Percent of
COUNTRIES    Industries          Shares Held            Long-Term Investments              Cost         (Note 1a)  Net Assets
<S>          <S>              <C>               <S>                                  <C>             <C>               <C>
Hong Kong    Banking               6,580,000    Guoco Group, Ltd.                    $   26,766,050  $   30,700,374      2.5%
                                   2,937,606    HSBC Holdings, Ltd.                      28,120,364      37,682,059      3.0
                                                                                     --------------  --------------    ------
                                                                                         54,886,414      68,382,433      5.5

             Conglomerates        16,808,000    Guangdong Investments, Ltd.               7,289,020       9,178,111      0.7
                              US$  3,436,000    Guangdong Investments, Ltd., 4.50%
                                                due 10/07/1998                            4,364,558       3,813,960      0.3
                                   7,423,000    Hutchison Whampoa, Ltd.                  27,774,775      35,880,759      2.9
                                     916,405    Jardine Matheson Holdings Ltd.            7,670,010       6,735,577      0.5
                                   3,227,000    Swire Pacific Ltd. 'A'                   17,817,938      24,607,163      2.0
                                                                                     --------------  --------------    ------
                                                                                         64,916,301      80,215,570      6.4

             Electrical           18,211,000    Innovative International Holdings
             Equipment                          Ltd.                                      7,882,226       4,883,852      0.4
                                   3,125,000    Johnson Electric Holdings Ltd.            6,156,512       6,300,648      0.5
                                                                                     --------------  --------------    ------
                                                                                         14,038,738      11,184,500      0.9
<PAGE>
             Electronics          12,200,000    ASM Pacific Technology                    4,026,946       9,697,181      0.8

             Insurance            20,867,000    National Mutual Asia, Ltd.                8,681,172      13,349,831      1.1

             Leisure               6,370,000    Hong Kong & Shanghai Hotels               5,697,738       7,862,368      0.6

             Packaging            14,000,000    M.C. Packaging (HK), Ltd.                 6,547,529       4,840,190      0.4

             Publishing &          8,750,000    Oriental Press Group                      5,834,025       3,534,017      0.3
             Broadcasting          7,600,000    South China Morning Post Holdings         4,440,430       4,567,485      0.4
                                   3,616,000    Television Broadcasts Ltd.               14,546,891      12,711,825      1.0
                                                                                     --------------  --------------    ------
                                                                                         24,821,346      20,813,327      1.7

             Real Estate           2,813,000    Cheung Kong Holdings Ltd.                11,290,164      13,924,483      1.1
                                   3,670,870    New World Development Co., Ltd.           9,446,068      12,216,781      1.0
                                   3,890,100    Sun Hung Kai Properties, Ltd.            20,918,378      28,783,713      2.3
                                   1,795,000    Wharf Holdings Ltd.                       6,952,014       5,857,825      0.5
                              US$  9,840,000    Wharf Holdings Ltd., 5% due
                                                7/15/2000                                 9,335,976      10,209,000      0.8
                                                                                     --------------  --------------    ------
                                                                                         57,942,600      70,991,802      5.7

             Telecommunications   12,220,000    ABC Communications Holdings Ltd.          3,501,176       3,356,145      0.3
                                  23,137,000    Hong Kong Telecommunications, Ltd.       42,978,645      45,751,890      3.7
                                                                                     --------------  --------------    ------
                                                                                         46,479,821      49,108,035      4.0

             Utilities--           4,441,200    China Light & Power Co., Ltd.            20,428,753      22,845,148      1.8
             Electric & Gas        8,990,656    Hong Kong & China Gas Co. (The)          11,559,886      14,350,562      1.2
                                                                                     --------------  --------------    ------
                                                                                         31,988,639      37,195,710      3.0

                                                Total Long-Term Investments in
                                                Hong Kong                               320,027,244     373,640,947     30.1
</TABLE>



<TABLE>
SCHEDULE OF INVESTMENTS (continued)                                                                         (in US Dollars)
<CAPTION>
                                 Face Amount/                                                             Value    Percent of
COUNTRIES    Industries          Shares Held            Long-Term Investments              Cost         (Note 1a)  Net Assets
<S>          <S>              <C>               <S>                                  <C>             <C>               <C>
India        Chemicals               957,200    Mardia Chemicals Ltd.                $    4,402,250  $    3,079,382      0.2%

             Conglomerates           243,300  ++Reliance Industries (ADR)*++++            6,667,743       4,440,225      0.4

             Consumer--Durables      456,000  ++IFB Industries Ltd.                       3,998,087       2,614,429      0.2
<PAGE>
             Finance                  66,210    Housing Development Finance               6,347,114       5,029,809      0.4

             Pharmaceuticals          96,000    Ranbaxy Laboratories Limited              1,935,716       1,987,578      0.2

             Steel Mills             872,000  ++Essar Gujarat Limited                     2,917,155       1,638,732      0.1

                                                Total Long-Term Investments in
                                                India                                    26,268,065      18,790,155      1.5


Indonesia    Banking               1,744,000    P.T. Bank International Indonesia         7,223,733       5,386,343      0.4

             Food                  2,060,672    P.T. Mayorah Indah                        6,294,418       9,442,432      0.8

             Miscellaneous--       1,941,250  ++P.T. Modern Photo Film                    5,119,000      10,552,168      0.8
             Consumer

             Pharmaceuticals       2,251,500    P.T. Kalbe Farma                          7,362,735      10,316,846      0.8

             Telecommunications      118,490    P.T. Indonesian Satellite Corp.
                                                (Indosat) (ADR)*                          4,045,632       4,532,242      0.4

             Tobacco               5,425,000    P.T. Hanjaya Mandala Sampoerna            4,892,468      42,649,371      3.4

                                                Total Long-Term Investments in
                                                Indonesia                                34,937,986      82,879,402      6.6


Malaysia     Banking               4,256,000    Affin Holdings BHD                        6,646,052       7,508,021      0.6
                                     743,200    Affin Holdings BHD (Rights)(b)              137,667         469,550      0.0
                                   2,054,000    Arab-Malaysian Merchant Bank BHD          7,932,519      24,437,333      2.0
                              US$  1,969,000    Arab-Malaysian Merchant Bank
                                                BHD, 7.50% due 11/20/1999                   768,090       1,074,367      0.1
                                   2,850,000    Malayan Banking BHD                       6,748,454      22,566,154      1.8
                                   2,700,000    Public Bank BHD 'Foreign'                 2,361,655       5,662,849      0.5
                                                                                     --------------  --------------    ------
                                                                                         24,594,437      61,718,274      5.0

             Building &            1,912,500    George Kent Holdings BHD                  2,694,743       3,389,538      0.3
             Construction          2,355,000    I.J.M. Corp. BHD                          5,257,205       9,371,692      0.8
                                                                                     --------------  --------------    ------
                                                                                          7,951,948      12,761,230      1.1

             Conglomerates         5,630,000    Renong BHD                                5,468,820      10,486,236      0.8
                              US$  5,325,000    Renong BHD, 2.50% due 1/15/2005           5,643,366       5,937,375      0.5
                                                                                     --------------  --------------    ------
                                                                                         11,112,186      16,423,611      1.3
<PAGE>
             Finance                 938,000    Hong Leong Credit BHD                     6,877,505       4,733,292      0.4
                                   3,440,000    MBF Capital BHD                           5,461,287       4,008,041      0.3
                                                                                     --------------  --------------    ------
                                                                                         12,338,792       8,741,333      0.7

             Financial Services      980,000    Pan Pacific Asia BHD                      5,892,045       3,819,487      0.3

             Food                  1,721,700    Nestle Malaysia BHD                       7,333,320      13,208,529      1.1

             Hotels                3,000,000    Pernas International Hotels &
                                                Properties BHD (Warrants)(a)                165,079         892,308      0.1

             Leisure               3,300,000    Berjaya Sports TOTO BHD                   7,410,648       5,848,615      0.5
                                   1,048,500    Genting BHD                               9,536,582      10,366,708      0.8
                                   3,216,000    Resorts World BHD                        10,967,664      18,867,200      1.5
                                                                                     --------------  --------------    ------
                                                                                         27,914,894      35,082,523      2.8

             Real Estate           4,156,000    Land & General BHD                        5,065,849      13,895,959      1.1

             Shipyards               830,000    Westmont BHD                              6,278,222       4,120,205      0.3

             Telecommunications    5,925,000    Leader Universal Cable BHD                8,791,618      21,147,692      1.7
                                     916,000    Telekom Malaysia BHD                      5,236,252       6,952,205      0.6
                              US$  5,450,000    Telekom Malaysia BHD, 4% due
                                                10/03/2004                                4,732,023       5,218,375      0.4
                                                                                     --------------  --------------    ------
                                                                                         18,759,893      33,318,272      2.7

             Transportation        1,199,000    Malaysian Airlines System BHD             3,345,381       4,058,154      0.3
                                   2,957,333    Malaysian International Shipping
                                                Co. BHD                                   6,043,232       8,674,843      0.7
                                                                                     --------------  --------------    ------
                                                                                          9,388,613      12,732,997      1.0

                                                Total Long-Term Investments in
                                                Malaysia                                136,795,278     216,714,728     17.5


Pakistan     Telecommunications       41,905  ++Pakistan Telecommunications
                                                (GDR)**++++                               7,533,262       4,169,547      0.3

                                                Total Long-Term Investments in
                                                Pakistan                                  7,533,262       4,169,547      0.3


Philippines  Beverages             6,246,240    San Miguel Corp. 'B'                     10,222,586      25,974,949      2.1

             Conglomerates           909,183    Benpres Holdings Corp.++++                8,047,236       7,500,760      0.6

             Food & Beverage       3,779,000    Universal Robina Corp.                    2,823,608       1,927,305      0.2
<PAGE>
             International        16,566,770    International Container Terminals         8,867,496      11,536,295      0.9
             Trade

             Oil                   8,212,500    Petron Corp.                              5,609,882       5,396,602      0.4

             Real Estate           4,822,500    Ayala Land, Inc.                          5,508,954       5,581,159      0.5

             Retail               50,408,475    SM Prime Holdings                        10,093,708      13,843,049      1.1

             Telecommunications       78,880    Philippine Long Distance
                                                Telephone Co. (ADR)*                      4,027,836       5,659,640      0.5

             Utilities--           1,357,950    Manila Electric Co. (MERALCO) 'B'         6,429,540      10,921,136      0.9
             Electric

                                                Total Long-Term Investments in the
                                                Philippines                              61,630,846      88,340,895      7.2


Singapore    Airlines              1,529,000    Singapore Airlines 'Foreign' Ltd.        10,946,600      14,118,898      1.1

             Automotive            1,610,000    Cycle & Carriage, Ltd.                    7,464,505      14,405,870      1.2

             Banking               2,016,000    Development Bank of Singapore Ltd.       18,696,296      22,945,168      1.8
                                   1,366,866    Overseas Chinese Banking Corp.
                                                'Foreign'                                 8,900,801      15,165,657      1.2
                                   2,690,705    United Overseas Bank                     18,536,290      25,423,979      2.0
                                                                                     --------------  --------------    ------
                                                                                         46,133,387      63,534,804      5.0

             Beverages               190,000    Fraser & Neave Ltd. (Warrants)(a)         1,139,529         938,440      0.1

             Conglomerates         2,616,000    ACMA Ltd.                                 8,074,466       8,314,273      0.7

             Electronics             272,000    Goldtron, Ltd.                              134,903         233,644      0.0
                                  14,340,000    I.P.C. Corp.                             10,159,282       7,955,261      0.6
                                                                                     --------------  --------------    ------
                                                                                         10,294,185       8,188,905      0.6

             Marine/Offshore       2,807,500    Sembawang Maritime Ltd.                   8,560,245      11,656,049      0.9
             Oil Services     US$  2,090,000    Sembawang Maritime Ltd., 1.50%
                                                due 10/25/1998                            1,325,469       2,842,520      0.2
                                                                                     --------------  --------------    ------
                                                                                          9,885,714      14,498,569      1.1

             Publishing &          1,142,400    Singapore Press Holdings Ltd.            11,734,325      17,091,024      1.4
             Broadcasting

             Real Estate           4,104,000    DBS Land Ltd.                            12,091,181      12,867,230      1.0

                                                Total Long-Term Investments in
                                                Singapore                               117,763,892     153,958,013     12.2
</TABLE>
<PAGE>


<TABLE>
SCHEDULE OF INVESTMENTS (concluded)                                                                         (in US Dollars)
<CAPTION>
                                 Face Amount/                                                             Value    Percent of
COUNTRIES    Industries          Shares Held            Long-Term Investments              Cost         (Note 1a)  Net Assets
<S>          <S>              <C>               <S>                                  <C>             <C>               <C>
South Korea  Retail Stores            89,723    Shinsegae Department Stores Co.      $    2,691,974  $    6,757,034      0.5%
                                      11,962    Shinsegae Department Stores Co.
                                                (New)                                       705,107         836,193      0.1
                                                                                     --------------  --------------    ------
                                                                                          3,397,081       7,593,227      0.6

             Steel                   146,200    Pohang Iron & Steel Co., Ltd.            13,398,607      14,502,377      1.2

             Telecommunications       15,562    Korea Mobile Telecommunications
                                                Corp.                                     8,576,917      15,730,304      1.3

             Utilities--             428,900    Korean Electric & Power Corp.            12,196,137      16,547,326      1.3
             Electric

                                                Total Long-Term Investments in
                                                South Korea                              37,568,742      54,373,234      4.4


Taiwan       Closed-End Funds        343,300  ++The R.O.C. Taiwan (ADR)*                  2,904,850       3,776,300      0.3

             Electrical       US$  4,000,000  ++TECO Electric and Machinery, 2.75%
             Equipment                          due 4/15/2004                             4,000,000       3,710,000      0.3

             Food & Beverage         215,649    President Enterprises (ADR)*++++          3,119,745       3,504,296      0.3

                                                Total Long-Term Investments in
                                                Taiwan                                   10,024,595      10,990,596      0.9


Thailand     Banking               2,474,800    Bangkok Bank                             10,102,691      27,280,470      2.2
                                   3,453,333    Industrial Finance Corp. of
                                                Thailand                                  5,771,637       9,096,926      0.7
                                   1,434,000    Siam Commercial Bank, Ltd. (The)          7,125,609      13,715,258      1.1
                                   1,364,300    Thai Farmers Bank, Ltd.                  12,381,617      13,048,624      1.0
                                                                                     --------------  --------------    ------
                                                                                         35,381,554      63,141,278      5.0
<PAGE>
             Financial Services    1,834,800    Finance One Co., Ltd. 'Foreign'          12,567,383      13,533,277      1.1
                                   1,698,000    Phatra Thanakit Co., Ltd.                15,255,671      14,175,805      1.1
                                                                                     --------------  --------------    ------
                                                                                         27,823,054      27,709,082      2.2

             Mutual Funds         15,977,000    Ruam Pattana Fund II                      6,993,984      10,198,085      0.8

             Oil & Gas             1,331,500    PTT Exploration                          12,867,796      14,353,759      1.2

             Real Estate             936,000    Land & House Public Co.                   7,122,664      19,725,228      1.6

             Telecommunications      510,000    Advanced Information Service              7,561,746       7,564,742      0.6
                                     747,000    International Engineering Co. Ltd.        3,347,314       5,418,967      0.4
                                                                                     --------------  --------------    ------
                                                                                         10,909,060      12,983,709      1.0

                                                Total Long-Term Investments in
                                                Thailand                                101,098,112     148,111,141     11.8



                                                Total Long-Term Investments             853,648,022   1,151,968,658     92.5


                                 Face Amount               Short-Term Investments

United       Commercial      US$  40,000,000    ANZ (Delaware) Inc., 5.89% due
States       Paper***                           7/12/1995                                39,928,011      39,928,011      3.2
                                  10,000,000    Daimler-Benz AG, 5.94% due
                                                7/17/1995                                 9,973,600       9,973,600      0.8
                                  14,981,000    General Electric Capital Corp.,
                                                6.20% due 7/03/1995                      14,975,840      14,975,840      1.2
                                  30,000,000    Sheffield Receivables Corp.,
                                                6.05% due 7/05/1995                      29,979,833      29,979,833      2.4

                                                Total Investments in Short-Term
                                                Securities                               94,857,284      94,857,284      7.6


             Total Investments                                                       $  948,505,306   1,246,825,942    100.1
                                                                                     ==============
             Liabilities in Excess of Other Assets                                                       (1,638,939)    (0.1)
                                                                                                     --------------    ------
             Net Assets                                                                              $1,245,187,003    100.0%
                                                                                                     ==============    ======


<PAGE>
         <FN>
            *American Depositary Receipt (ADR).
           **Global Depositary Receipt (GDR).
          ***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)The rights may be exercised until 7/07/1995.
             See Notes to Financial Statements.
           ++Non-income producing security.
         ++++Restricted securities as to resale. The value of the Fund's
             investment in restricted securities was approximately $19,615,000,
             representing 1.6% of net assets.

             <CAPTION>
                                                Aquisition                      Value
             Issue                               Date(s)          Cost        (Note 1a)

             Benpres Holdings Corp.             10/25/1994    $ 8,047,236    $ 7,500,760
             Pakistan Telecommunications (GDR)   9/16/1994      7,533,262      4,169,547
             President Enterprises (ADR)        11/17/1992      3,119,745      3,504,296
             Reliance Industries (ADR)           8/25/1994      6,667,743      4,440,225

             Total                                            $25,367,986    $19,614,828
                                                              ===========    ===========
</TABLE>




PORTFOLIO CHANGES


For the Quarter Ended June 30, 1995


Addition

Renong BHD, 2.50% due 1/15/2005

<PAGE>
Deletions

Aokam Perdana BHD (Ordinary)
Aokam Perdana BHD, 3.50% due 6/13/2004
Christiani & Nielsen 'Local'
Christiani & Nielsen 'Local' (Warrants)
Dah Sing Financial Holdings Ltd.
Dong ah Tire Industries Co.
Finance One Co., Ltd. (New)
George Kent Holdings BHD (Rights)
Hong Kong Land Holdings Ltd.
Land & General BHD 'A'
Leader Universal Holdings BHD 'A'
Malayan Cement BHD
Mardia Chemicals Ltd. (Rights)
P.T. Indah Kiat Pulp & Paper Corp.
Pernas International Hotels &
Properties BHD
Samsung Heavy Industries (New)
Sembawang Corp.





PORTFOLIO INFORMATION


Investments
As of 6/30/95

Ten Largest Holdings                      Percent of
Represented in the Portfolio              Net Assets

Hong Hong Telecommunications, Ltd.           3.7%
P.T. Hanjaya Mandala Sampoerna               3.4
HSBC Holdings, Ltd.                          3.0
Hutchison Whampoa, Ltd.                      2.9
Guoco Group, Ltd.                            2.5
Sun Hung Kai Properties, Ltd.                2.3
Bangkok Bank                                 2.2
San Miguel Corp. 'B'                         2.1
Arab-Malaysian Merchant Bank BHD*            2.1
United Overseas Bank                         2.0

[FN]
*Includes common stock and convertible bonds.


<PAGE>
Ten Largest Industries                    Percent of
Represented in the Portfolio              Net Assets

Banking                                     20.8%
Telecommunications                           9.8
Real Estate                                  9.1
Conglomerates                                8.6
Tobacco                                      3.4
Leisure                                      3.4
Publishing & Broadcasting                    3.1
Utilities Electric & Gas                     3.0
Financial Services                           2.5
Utilities--Electric                          2.2




<TABLE>
STATEMENT OF ASSETS AND LIABILITIES
<CAPTION>
                As of June 30, 1995
<S>             <S>                                                                      <C>              <C>
Assets:         Investments, at value (identified cost--$948,505,306)(Note 1a)                            $1,246,825,942
                Foreign cash (Note 1c)                                                                           154,982
                Receivables:
                  Capital shares sold                                                    $    4,810,568
                  Dividends                                                                   2,573,590
                  Securities sold                                                             1,601,036
                  Interest                                                                      540,747        9,525,941
                                                                                         --------------
                Deferred organization expenses (Note 1f)                                                          41,728
                Prepaid registration fees and other assets (Note 1f)                                              86,313
                                                                                                          --------------
                Total assets                                                                               1,256,634,906
                                                                                                          --------------


Liabilities:    Payables:
                  Securities purchased                                                        6,295,223
                  Capital shares redeemed                                                     2,524,493
                  Investment adviser (Note 2)                                                 1,040,966
                  Distributor (Note 2)                                                          839,427       10,700,109
                                                                                         --------------
                Accrued expenses and other liabilities                                                           747,794
                                                                                                          --------------
                Total liabilities                                                                             11,447,903
                                                                                                          --------------


Net Assets:     Net assets                                                                                $1,245,187,003
                                                                                                          ==============

<PAGE>
Net Assets      Class A Shares of Common Stock, $0.10 par value, 100,000,000
Consist of:     shares authorized                                                                         $      122,778
                Class B Shares of Common Stock, $0.10 par value, 100,000,000
                shares authorized                                                                              5,824,660
                Class C Shares of Common Stock, $0.10 par value, 100,000,000
                shares authorized                                                                                 74,449
                Class D Shares of Common Stock, $0.10 par value, 100,000,000
                shares authorized                                                                              1,849,035
                Paid-in capital in excess of par                                                             966,016,892
                Accumulated investment loss--net                                                              (1,156,199)
                Accumulated dividends in excess of investment income--net                                     (3,799,142)
                Accumulated realized capital losses on investments and foreign
                currency transactions--net                                                                   (15,429,910)
                Accumulated distributions in excess of realized capital gains--net                            (6,634,036)
                Unrealized appreciation on investments and foreign currency
                transactions--net                                                                            298,318,476
                                                                                                          --------------
                Net assets                                                             .                  $1,245,187,003
                                                                                                          ==============


Net Asset       Class A--Based on net assets of $19,498,854 and 1,227,775
Value:                   shares outstanding                                                               $        15.88
                                                                                                          ==============
                Class B--Based on net assets of $919,778,346 and 58,246,595
                         shares outstanding                                                               $        15.79
                                                                                                          ==============
                Class C--Based on net assets of $11,670,374 and 744,485
                         shares outstanding                                                               $        15.68
                                                                                                          ==============
                Class D--Based on net assets of $294,239,429 and 18,490,348
                         shares outstanding                                                               $        15.91
                                                                                                          ==============
                See Notes to Financial Statements.
</TABLE>



<TABLE>
STATEMENT OF OPERATIONS
<CAPTION>
                For the Six Months Ended June 30, 1995
<S>             <S>                                                                      <C>              <C>
Investment      Dividends (net of $1,077,874 foreign withholding tax)                                     $   11,064,051
Income          Interest and discount earned                                                                   3,376,010
(Notes 1d & 1e):                                                                                          --------------
                Total income                                                                                  14,440,061
                                                                                                          --------------

<PAGE>
Expenses:       Investment advisory fees (Note 2)                                        $    5,674,629
                Account maintenance and distribution fees--Class B (Note 2)                   4,294,574
                Transfer agent fees--Class B (Note 2)                                           927,366
                Custodian fees                                                                  870,550
                Account maintenance fees--Class D (Note 2)                                      324,996
                Transfer agent fees--Class D (Note 2)                                           236,696
                Printing and shareholder reports                                                186,480
                Registration fees (Note 1f)                                                      80,753
                Accounting services (Note 2)                                                     74,218
                Professional fees                                                                45,278
                Account maintenance and distribution fees--Class C (Note 2)                      38,304
                Directors' fees and expenses                                                     19,138
                Transfer agent fees--Class C (Note 2)                                             8,867
                Amortization of organization expenses (Note 1f)                                   7,702
                Transfer agent fees--Class A (Note 2)                                             7,510
                Pricing fees                                                                      4,668
                Other                                                                            11,203
                                                                                         --------------
                Total expenses                                                                                12,812,932
                                                                                                          --------------
                Investment income--net                                                                         1,627,129
                                                                                                          --------------


Realized &      Realized loss from:
Unrealized Gain   Investments--net                                                          (15,186,309)
(Loss) on         Foreign currency transactions--net                                           (243,601)     (15,429,910)
Investments &                                                                            --------------
Foreign         Change in unrealized appreciation/depreciation on:
Currency          Investments--net                                                           72,973,601
Transactions      Foreign currency transactions--net                                             11,458       72,985,059
--Net (Notes                                                                             --------------   --------------
1b, 1c, 1e      Net realized and unrealized gain on investments and foreign
& 3):           currency transactions                                                                         57,555,149
                                                                                                          --------------
                Net Increase in Net Assets Resulting from Operations                                      $   59,182,278
                                                                                                          ==============



                See Notes to Financial Statements.
</TABLE>


<PAGE>
<TABLE>
STATEMENTS OF CHANGES IN NET ASSETS
<CAPTION>
                                                                                                             For the
                                                                                          For the Six       Year Ended
                                                                                          Months Ended     December 31,
                Increase (Decrease) in Net Assets:                                       June 30, 1995         1994
<S>             <S>                                                                      <C>              <C>
Operations:     Investment income (loss)--net                                            $    1,627,129   $   (2,783,327)
                Realized gain (loss) on investments and foreign currency
                transactions--net                                                           (15,429,910)       6,883,021
                Change in unrealized appreciation/depreciation on investments
                and foreign currency transactions--net                                       72,985,059     (242,120,310)
                                                                                         --------------   --------------
                Net increase (decrease) in net assets resulting from operations              59,182,278     (238,020,616)
                                                                                         --------------   --------------


Dividends &     In excess of investment income--net:
Distributions     Class A                                                                            --          (26,417)
to Shareholders   Class B                                                                            --               --
(Note 1g):        Class C                                                                            --          (34,041)
                  Class D                                                                            --       (1,471,448)
                Realized gain on investments--net:
                  Class A                                                                            --          (56,223)
                  Class B                                                                            --      (16,559,524)
                  Class C                                                                            --          (87,816)
                  Class D                                                                            --       (4,524,481)
                In excess of realized gain on investments--net:
                  Class A                                                                            --          (17,570)
                  Class B                                                                            --       (5,175,064)
                  Class C                                                                            --          (27,444)
                  Class D                                                                            --       (1,413,958)
                                                                                         --------------   --------------
                Net decrease in net assets resulting from dividends and
                distributions to shareholders                                                        --      (29,393,986)
                                                                                         --------------   --------------


Beneficial      Net increase in net assets derived from capital share transactions           10,006,345      140,721,806
Interest                                                                                 --------------   --------------
Transactions
(Note 4):


Net Assets:     Total increase (decrease) in net assets                                      69,188,623     (126,692,796)
                Beginning of period                                                       1,175,998,380    1,302,691,176
                                                                                         --------------   --------------
                End of period                                                            $1,245,187,003   $1,175,998,380
                                                                                         ==============   ==============



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


<TABLE>
FINANCIAL HIGHLIGHTS
<CAPTION>
                                                            Class A                           Class B

                The following per share data and                    For the                                      For the
                ratios have been derived from           For the     Period      For the   For the    For the     Period
                information provided in the            Six Months   Oct. 21,  Six Months    Year    Ten Months   May 29,
                financial statements.                    Ended     1994++ to    Ended      Ended      Ended     1992++ to
                                                        June 30,   Dec. 31,    June 30,   Dec. 31,   Dec. 31,    Feb. 28,
                Increase (Decrease) in Net Asset Value:  1995++++    1994++++   1995++++   1994++++   1993++++    1993++++
<S>             <S>                                    <C>         <C>        <C>        <C>        <C>         <C>  
Per Share       Net asset value, beginning of
Operating       period                                 $  15.05    $  17.43   $  15.03   $  18.74   $  11.01    $  10.00
Performance:                                           --------    --------   --------   --------   --------    --------
                Investment income (loss)--net               .10         .02        .01       (.07)      (.02)       (.02)
                Realized and unrealized gain
                (loss) on investments and foreign
                currency transactions--net                  .73       (1.91)       .75      (3.28)      7.86        1.05
                                                       --------    --------   --------   --------   --------    --------
                Total from investment operations            .83       (1.89)       .76      (3.35)      7.84        1.03
                                                       --------    --------   --------   --------   --------    --------
                Less dividends and distributions:
                  Investment income--net                     --          --         --         --         --+++++     --
                  In excess of investment
                  income--net                                --        (.13)        --         --         --+++++   (.02)
                  Realized gain on investments--net          --        (.27)        --       (.27)      (.11)         --+++++
                  In excess of realized gain on
                  investments--net                           --        (.09)        --       (.09)        --          --
                                                       --------    --------   --------   --------   --------    --------
                Total dividends and distributions            --        (.49)        --       (.36)      (.11)       (.02)
                                                       --------    --------   --------   --------   --------    --------
                Net asset value, end of period         $  15.88    $  15.05   $  15.79   $  15.03   $  18.74    $  11.01
                                                       ========    ========   ========   ========   ========    ========


Total           Based on net asset value per
Investment      share                                     5.51%+++  (10.82%)+++  5.06%+++ (17.86%)    71.27%+++   10.32%+++
Return:**                                              ========    ========   ========   ========   ========    ========


<PAGE>
Ratios to       Expenses, excluding account
Average         maintenance and distribution
Net Assets:     fees                                      1.41%*      1.54%*     1.45%*     1.40%      1.35%*      1.49%*
                                                       ========    ========   ========   ========   ========    ========
                Expenses                                  1.41%*      1.54%*     2.45%*     2.40%      2.35%*      2.49%*
                                                       ========    ========   ========   ========   ========    ========
                Investment income (loss)--net             1.27%*       .84%*      .09%*     (.42%)     (.15%)*     (.08%)*
                                                       ========    ========   ========   ========   ========    ========


Supplemental    Net assets, end of period (in
Data:           thousands)                             $ 19,499    $  3,383   $919,778   $917,384   $990,843    $365,430
                                                       ========    ========   ========   ========   ========    ========
                Portfolio turnover                       17.59%      16.45%     17.59%     16.45%     16.62%       4.65%
                                                       ========    ========   ========   ========   ========    ========

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



                See Notes to Financial Statements.
</TABLE>

<PAGE>
<TABLE>
FINANCIAL HIGHLIGHTS
<CAPTION>
                                                            Class C                           Class D

                The following per share data and                    For the                                      For the
                ratios have been derived from           For the     Period      For the   For the    For the     Period
                information provided in the            Six Months   Oct. 21,  Six Months    Year    Ten Months   May 29,
                financial statements.                    Ended     1994++ to    Ended      Ended      Ended     1992++ to
                                                        June 30,   Dec. 31,    June 30,   Dec. 31,   Dec. 31,    Feb. 28,
                Increase (Decrease) in Net Asset Value:  1995++++    1994++++   1995++++   1994++++   1993++++    1993++++
<S>             <S>                                    <C>         <C>        <C>        <C>        <C>         <C>  
Per Share       Net asset value, beginning of
Operating       period                                 $  14.92    $  17.29   $  15.08   $  18.77   $  11.01    $  10.00
Performance:                                           --------    --------   --------   --------   --------    --------
                Investment income (loss)--net               .02        (.01)       .07        .06        .07         .05
                Realized and unrealized gain
                (loss) on investments and
                foreign currency trans-
                actions--net                                .74       (1.89)       .76      (3.30)      7.88        1.04
                                                       --------    --------   --------   --------   --------    --------
                Total from investment operations            .76       (1.90)       .83      (3.24)      7.95        1.09
                                                       --------    --------   --------   --------   --------    --------
                Less dividends and distributions:
                  Investment income--net                     --          --         --         --       (.01)         --+++++
                  In excess of investment
                  income--net                                --        (.11)        --       (.09)      (.07)       (.08)
                  Realized gain on investments
                  --net                                      --        (.27)        --       (.27)      (.11)         --
                  In excess of realized gain
                  on investments--net                        --        (.09)        --       (.09)        --          --
                                                       --------    --------   --------   --------   --------    --------
                Total dividends and distri-
                butions                                      --        (.47)        --       (.45)      (.19)       (.08)
                                                       --------    --------   --------   --------   --------    --------
                Net asset value, end of
                period                                 $  15.68    $  14.92   $  15.91   $  15.08   $  18.77    $  11.01
                                                       ========    ========   ========   ========   ========    ========


Total           Based on net asset value
Investment      per share                                 5.09%+++  (10.98%)+++  5.50%+++ (17.24%)    72.31%+++   10.99%+++
Return:**                                              ========    ========   ========   ========   ========    ========


Ratios to       Expenses, excluding account
Average         maintenance and distribution
Net Assets:     fees                                      1.46%*     (1.57%)*    1.41%*     1.38%      1.34%*      1.48%*
                                                       ========    ========   ========   ========   ========    ========
                Expenses                                  2.46%*     (2.57%)*    1.66%*     1.63%      1.59%*      1.73%*
                                                       ========    ========   ========   ========   ========    ========
                Investment income (loss)--
                net                                        .20%*      (.17%)*     .90%*      .34%       .61%*       .61%*
                                                       ========    ========   ========   ========   ========    ========

<PAGE>
Supplemental    Net assets, end of period (in
Data:           thousands)                             $ 11,670    $  5,329   $294,239   $249,903   $311,848    $111,180
                                                       ========    ========   ========   ========   ========    ========
                Portfolio turnover                       17.59%      16.45%     17.59%     16.45%     16.62%       4.65%
                                                       ========    ========   ========   ========   ========    ========


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



                See Notes to Financial Statements.
</TABLE>





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. These unaudited financial statements
reflect all adjustments which are, in the opinion of management,
necessary to a fair statement of the results for the interim period
presented. All such adjustments are of a normal recurring nature.
The Fund offers four classes of shares under the Merrill Lynch
Select Pricing SM System. Shares of Class A and Class D are sold with
a front-end sales charge. Shares of Class B and Class C may be
subject to a contingent deferred sales charge. All classes of shares
have identical voting, dividend, liquidation and other rights and
the same terms and conditions, except that Class B, Class C and
Class D Shares bear certain expenses related to the account
maintenance of such shares, and Class B and Class C Shares also bear
certain expenses related to the distribution of such shares. Each
class has exclusive voting rights with respect to matters relating
to its account maintenance and distribution expenditures. The
following is a summary of significant accounting policies followed
by the Fund.
<PAGE>
(a) Valuation of investments--Portfolio securities which are traded
on stock exchanges are valued at the last sale price on the exchange
on which such securities are traded, as of the close of business on
the day the securities are being valued or, lacking any sales, at
the last available bid price. Securities traded in the over-the-
counter market are valued at the last available bid price prior to
the time of valuation. In cases where securities are traded on more
than one exchange, the securities are valued on the exchange
designated by or under the authority of the Board of Directors as
the primary market. Securities which are traded both in the over-the-
counter market and on a stock exchange are valued according to the
broadest and most representative market. Options written are valued
at the last sale price in the case of exchange-traded options or, in
the case of options traded in the over-the-counter market, the last
asked price. Options purchased are valued at the last sale price in
the case of exchange-traded or, in the case of options traded in the
over-the-counter market, the last bid price. Short-term securities
are valued at amortized cost, which approximates market value. Other
investments, including futures contracts and related options, are
stated at market value. Securities and assets for which market value
quotations are not available are valued at their fair value as
determined in good faith by or under the direction of the Fund's
Board of Directors.

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

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

* Foreign currency options and futures--The Fund may also purchase
or sell listed or over-the-counter foreign currency options, foreign
currency futures and related options on foreign currency futures as
a short or long hedge against possible variations in foreign
exchange rates. Such transactions may be effected with respect to
hedges on non-US dollar denominated securities owned by the Fund,
sold by the Fund but not yet delivered, or committed or anticipated
to be purchased by the Fund.
<PAGE>
* Options--The Fund is authorized to purchase and write call and put
options. When the Fund writes an option, an amount equal to the
premium received by the Fund is reflected as an asset and an
equivalent liability. The amount of the liability is subsequently
marked to market to reflect the current market value of the option
written.

When a security is purchased or sold through an exercise of an
option, the related premium paid (or received) is added to (or
deducted from) the 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.

(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) assets or liabilities expressed in foreign
currencies into US dollars. Realized and unrealized gains or losses
from investments include the effects of foreign exchange rates on
investments.

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

(e) Security transactions and investment income--Security
transactions are recorded on the dates the transactions are entered
into (the trade dates). Dividend income is recorded on the ex-
dividend date, except 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.

(f) 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.


NOTES TO FINANCIAL STATEMENTS (concluded)

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

2. Investment Advisory Agreement and Transactions with Affiliates:
The Fund has entered into an Investment Advisory Agreement with
Merrill Lynch Asset Management, L.P. ("MLAM"). The general partner
of MLAM is Princeton Services, Inc. ("PSI"), an indirect wholly-
owned subsidiary of Merrill Lynch & Co., Inc. ("ML & Co."), which is
the limited partner. The Fund has also entered into a Distribution
Agreement and Distribution Plans with Merrill Lynch Funds
Distributor, Inc. ("MLFD" or "Distributor"), a wholly-owned
subsidiary of Merrill Lynch Group, Inc.

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 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 limitations at
the time of such payment.

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


                                           Account      Distribution
                                       Maintenance Fee      Fee

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

<PAGE>
Pursuant to a sub-agreement with the Distributor, Merrill Lynch,
Pierce, Fenner & Smith Inc. ("MLPF&S"), a subsidiary of ML & Co.,
also provides account maintenance and distribution services to the
Fund. The ongoing account maintenance fee compensates the
Distributor and MLPF&S for providing account maintenance services to
Class B, Class C and Class D shareholders. The ongoing distribution
fee compensates the Distributor and MLPF&S for providing shareholder
and distribution-related services to Class B and Class C
shareholders.

For the six months ended June 30, 1995, MLFD earned underwriting
discounts and MLPF&S earned dealer concessions on sales of the
Fund's Class A and Class D Shares as follows:


                                       MLFD           MLPF&S

Class A                              $     10        $    137
Class D                              $ 13,036        $205,043


For the six months ended June 30 1995, MLPF&S received contingent
deferred sales charges of $1,218,072 and $3,531 relating to
transactions in Class B and Class C Shares, respectively.

In addition, MLPF&S received $118,428 in commissions on the
execution of portfolio security transactions for the Fund for the
six months ended June 30, 1995.

Merrill Lynch Financial Data Services, Inc. ("MLFDS"), a wholly-
owned subsidiary of ML & Co., is the Fund's transfer agent.

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

Certain officers and/or directors of the Fund are officers and/or
directors of MLAM, PSI, MLPF&S, MLFDS, MLFD, and/or ML & Co.

3. Investments:
Purchases and sales of investments, excluding short-term securities,
for the six months ended June 30, 1995 were $193,734,010 and
$185,426,557, respectively.

Net realized and unrealized gains (losses) as of June 30, 1995 were
as follows:


                                   Realized      Unrealized
                                    Losses     Gains (Losses)

Long-term investments            $(15,186,309)  $ 298,320,636
Foreign currency transactions        (243,601)         (2,160)
                                 ------------   -------------
Total                            $(15,429,910)  $ 298,318,476
                                 ============   =============
<PAGE>
As of June 30, 1995, net unrealized appreciation for Federal income
tax purposes aggregated $298,320,636, of which $337,437,651 related
to appreciated securities and $39,117,015 related to depreciated
securities. At June 30, 1995, the aggregate cost of investments for
Federal income tax purposes was $948,505,306.


4. Capital Share Transactions:
Net increase in net assets derived from capital share transactions
for the six months ended June 30, 1995 and the year ended December
31, 1994 were $10,006,345 and $140,721,806, respectively.

Transactions in capital shares for each class were as follows:


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

Shares sold                        11,328,084   $ 171,451,337
Shares redeemed                   (10,325,114)   (157,568,419)
                                 ------------   -------------
Net increase                        1,002,970   $  13,882,918
                                 ============   =============



Class A Shares for the Period

October 21, 1994++ to                               Dollar
December 31, 1994                    Shares         Amount

Shares sold                           703,677   $  11,334,140
Shares issued to shareholders
in reinvestment of dividends &
distributions                           5,563          83,383
                                 ------------   -------------
Total issued                          709,240      11,417,523
Shares redeemed                      (484,435)     (7,719,173)
                                 ------------   -------------
Net increase                          224,805   $   3,698,350
                                 ============   =============

[FN]
++Commencement of Operations.

<PAGE>
Class B Shares for the Six Months                   Dollar
Ended June 30, 1995                  Shares         Amount

Shares sold                         9,259,695   $ 137,596,536
Shares redeemed                   (11,839,727)   (172,997,958)
Conversion of shares                 (222,901)     (3,299,895)
                                 ------------   -------------
Net decrease                       (2,802,933)  $ (38,701,317)
                                 ============   =============



Class B Shares for the Year                         Dollar
Ended December 31, 1994               Shares        Amount

Shares sold                        21,626,213   $ 354,250,510
Shares issued to shareholders
in reinvestment of dividends
& distributions                     1,207,843      18,081,410
                                 ------------   -------------
Total issued                       22,834,056     372,331,920
Shares redeemed                   (14,613,098)   (239,406,135)
Conversion of shares                  (47,440)       (716,815)
                                 ------------   -------------
Net increase                        8,173,518   $ 132,208,970
                                 ============   =============


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

Shares sold                         1,538,437   $  22,880,575
Shares redeemed                    (1,151,197)    (17,284,193)
                                 ------------   -------------
Net increase                          387,240   $   5,596,382
                                 ============   =============



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

Shares sold                           381,246   $   6,281,385
Shares issued to shareholders
in reinvestment of dividends &
distributions                           8,965         133,227
                                 ------------   -------------
Total issued                          390,211       6,414,612
Shares redeemed                       (32,966)       (508,889)
                                 ------------   -------------
Net increase                          357,245   $   5,905,723
                                 ============   =============
<PAGE>
[FN]
++Commencement of Operations.


Class D Shares for the Six Months                   Dollar
Ended June 30, 1995                   Shares        Amount

Shares sold                        13,118,445   $ 194,542,133
Conversion of shares                  219,698       3,299,895
                                 ------------   -------------
Total issued                       13,338,143     197,842,028
Shares redeemed                   (11,415,820)   (168,613,666)
                                 ------------   -------------
Net increase                        1,922,323   $  29,228,362
                                 ============   =============



Class D Shares for the Year                         Dollar
Ended December 31, 1994               Shares        Amount

Shares sold                         5,213,331   $  85,671,153
Conversion of shares                   47,252         716,815
Shares issued to shareholders in
reinvestment of dividends &
distributions                         405,832       6,095,592
                                 ------------   -------------
Total issued                        5,666,415      92,483,560
Shares redeemed                    (5,709,447)    (93,574,797)
                                 ------------   -------------
Net decrease                          (43,032)  $  (1,091,237)
                                 ============   =============


5. Commitments:
At June 30, 1995, the Fund had entered into foreign exchange
contracts under which it had agreed to buy and sell various foreign
currencies with values of approximately $6,091,000 and $1,576,000,
respectively.





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