MERRILL LYNCH DRAGON FUND INC
N-30B-2, 1995-05-05
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MERRILL LYNCH
DRAGON FUND, INC.





FUND LOGO





Quarterly Report

March 31, 1995






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.

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.
<PAGE>




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
March 31, 1995


A map illustrating the following percentages:

Pakistan              0.3%
India                 1.7%
Indonesia             6.3%
Singapore            14.3%
Malaysia             19.3%
Thailand             10.5%
Hong Kong            26.1%
South Korea           5.1%
Taiwan                1.0%
Philippines           6.8%


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


DEAR SHAREHOLDER


The "dragon" stock markets began a modest recovery early in 1995,
only to decline sharply following the earthquake in Kobe, Japan.
However, as investors perceived that a slowing US economy would
cause the Federal Reserve Board to pursue a less restrictive
monetary policy which, in turn, might limit further interest rate
increases in Asia, share prices in the dragon stock markets firmed
somewhat. Nevertheless, by the end of the March quarter the dragon
stock markets were trading in a relatively narrow range. Although
investor confidence has been bolstered by the possibility that
interest rates may have peaked for the near term, developments in
individual countries and concerns about currency devaluations
following the Mexican financial crisis have dampened upside
potential for the near term. The risk of currency devaluations is
considered especially significant for countries with large trade
deficits.

For the three months ended March 31, 1995, Merrill Lynch Dragon
Fund, Inc.'s Class A, B, C and D Shares had total returns of -3.99%,
- -4.32%, -4.29% and -4.05%, respectively, compared to a -1.23% return
for the unmanaged Morgan Stanley Capital International Combined Far
East Free (ex-Japan) Index. The main reasons for the Fund's
underperformance relative to the Index were its under-weighted
position in Hong Kong (which was the best-performing Asian stock
market during the quarter) and its overweighting in the Philippines,
which was one of the worst-performing markets during the period.
(Investment results shown 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 4 and 5 of this report to shareholders.)

Investment Activities
In 1995, we believe the driving force behind the emerging Asian
stock markets will be corporate earnings results. Therefore, our
investment activities during the March quarter were focused on
expanding holdings in companies with clear prospects for sustainable
earnings growth.

Rebounding from its sharp declines in 1994, the prospect of lower
interest rates led Hong Kong to be one of the best-performing dragon
stock markets during the March quarter, with the unmanaged Hang Seng
Index appreciating 4.8%. However, the fiscal year results currently
being reported by the major blue chip companies have been
disappointing and below expectations, and have led to downward
revisions in earnings for 1995. As a result, further near-term
upside share price potential is being limited by the slowing
earnings momentum. Adding to investor concerns is the outcome of the
political transition in the People's Republic of China as Deng Xiao
Ping's health continues to fail. Therefore, we do not expect Hong
Kong stocks to stage a significant rally until there are clear signs
that interest rates have peaked.
<PAGE>
As of March 31, 1995, 26.1% of the portfolio's net assets was
invested in Hong Kong. We expect to maintain this underweighted
position in the weeks ahead. Although we perceive the potential for
better corporate earnings growth in other countries, valuations in
Hong Kong--most notably, price/earnings ratios--are still at very
low levels historically. Consistent with our overall strategy, we
sold investments in companies with questionable earnings outlooks,
such as Amoy Properties Ltd. and C.P. Pokphand Co., Ltd., and added
to our holding in Hong Kong Telecommunications, Ltd.

Malaysia is the Fund's second-largest exposure at 19.3% of net
assets, a slightly underweighted position. Our long-term outlook for
Malaysia remains positive, but there are several near-term factors
that led us to be more cautious. It appears that interest rates have
been held down prior to the elections (which have yet to be
announced), and therefore interest rate increases may follow shortly
thereafter. In addition, there are increasing concerns regarding a
ballooning current account deficit in 1995. Nonetheless, the country
is still experiencing good economic growth and inflation is under
control. At the same time, corporate earnings growth continues
(although the rate of momentum may be slowing) and share valuations
are down to reasonable levels. During the March quarter, we sold the
Fund's investments in Tanjong PLC and Pacific Chemical BHD, and
trimmed the position in Malayan Cement BHD.

The Fund's 14.3% exposure in Singapore is virtually a market
weighting. This is one of the most defensive of the dragon stock
markets in our opinion, stemming from the country's high current
account surplus and the stock market's reasonable valuations. We
have increased our holdings in Singapore Airlines Ltd., DBS Land
Ltd. and United Overseas Bank, while we reduced the Fund's
investment in Sembawang Corp., which had disappointing earnings
results.

The Fund's 10.5% position in Thailand is an underweighted one, but
we are expanding our investments there on share price weakness.
Tight liquidity and high interest rates have driven down valuations,
and the King of Thailand's recent heart attack raised investor
concerns further. However, we view this stock market more positively
since it appears that the relatively poor period for corporate
earnings growth may be over, and Thai companies may average 25%
increases in earnings this year over last year's results. Liquidity
is likely to remain tight over the near term, but will improve when
interest rates begin to decline. With especially attractive
valuations in the banking sector, we added to our investments in
Bangkok Bank and Thai Farmers Bank, Ltd., and also increased the
Fund's holding in PTT Exploration.

The Fund's overweighted position in the Philippines had a negative
effect on performance during the March quarter, since investors
erroneously perceived that economic conditions there were similar to
those in Mexico. Although investor fears of a Mexican-style currency
crisis abated as the quarter progressed, the stock market has not
fully recovered. As a result, valuations are very attractive and,
given our positive view on the earnings growth prospects for
Philippine companies, we took advantage of share price weakness to
add to investments in Benpres Holdings Corp., Ayala Land, Inc. and
SM Prime Holdings.
<PAGE>
Despite relatively good valuations and high corporate earnings
growth, the Indonesian stock market has been hampered by concerns
over its large national debt, one-third of which is denominated in
Japanese yen. With the sharp appreciation in the Japanese currency,
it may become more difficult for Indonesia to keep pace with the
cost of servicing its debt. We have focused our selective Indonesian
investments on companies with especially strong earnings such as
P.T. Indah Kiat Pulp & Paper Corp. and P.T. Hanjaya Mandala
Sampoerna.

Inflation concerns have caused difficulties for the smaller South
Korean companies. We continue to concentrate our investments in blue-
chip issues and added to positions in Korea Mobile Telecommunications 
Corp. and Pohang Iron & Steel Co., Ltd. on share price weakness in 
January. In India, the stock market has corrected sharply as the 
loss of four major state elections has brought into question the 
ability of the ruling party to hold onto power. In addition, this 
stock market is experiencing difficulties as new share offerings 
are draining liquidity. As a result, our Indian investments are 
in companies with strong managements that are globally competitive, 
such as the new position in the pharmaceutical company, Ranbaxy 
Laboratories Limited.

In Conclusion
At the end of the March quarter, the Fund had a 9.2% cash position,
slightly higher than the 8.1% level at the end of the December 31,
1994 quarter. Barring any significant change in our investment
outlook, we do not anticipate altering this position significantly
in the weeks ahead as we await clearer indications regarding the
direction of interest rates in the emerging Asian economies.

We thank you for your investment in Merrill Lynch Dragon Fund, Inc.,
and we look forward to reviewing our outlook and strategy with you
again in our next report to shareholders.

Sincerely,


(Arthur Zeikel)
Arthur Zeikel
President


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


April 24, 1995
<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 "Performance Summary" and "Average Annual Total
Return" tables below and on page 5. "Aggregate Total Return" tables
for Class A and Class C Shares are also presented on page 5. Data
for all of the Fund's shares, including Class A and Class C Shares,
are presented in the "Recent Performance Results" table on page 5.

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 March 31, 1995 and
for Class A and Class C Shares for the since inception and 3-month
periods ended March 31, 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 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. 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.


<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--3/31/95                    15.03         14.38          --               --              - 4.32
                                                              ------           ------
                                                        Total $0.247     Total $0.245

                                                          Cumulative total return as of 3/31/95: +48.50%**

<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--3/31/95                    15.08         14.47          --               --              - 4.05
                                                              ------           ------
                                                        Total $0.247     Total $0.473

                                                          Cumulative total return as of 3/31/95: +51.87%**

<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.
</TABLE>




Average Annual
Total Return


                                             % Return         % Return
                                            Without CDSC     With CDSC**

Class B Shares*

Year Ended 3/31/95                           - 2.01%          - 5.83%
Inception (5/29/92) through 3/31/95          +14.95           +14.40


[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 3/31/95                           - 1.16%          - 6.35%
Inception (5/29/92) through 3/31/95          +15.86           +13.68

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



Aggregate
Total Return


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

Class A Shares*

Inception (10/21/94) through 3/31/95         -14.38%          -18.87%


[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 3/31/95         -14.80%          -15.63%


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



<TABLE>
Recent
Performance
Results*
<CAPTION>
                                                                                               12 Month     3 Month
                                                         3/31/95       12/31/94   3/31/94++   % Change++    % Change
<S>                                                       <C>           <C>        <C>        <C>             <C>
Class A Shares                                            $14.45        $15.05     $17.43     -15.77%(1)      -3.99%
Class B Shares                                             14.38         15.03      15.03     - 2.79(1)       -4.32
Class C Shares                                             14.28         14.92      17.29     -16.07(1)       -4.29
Class D Shares                                             14.47         15.08      15.08     - 2.51(1)       -4.05
Class A Shares--Total Return                                                                  -14.38(2)       -3.99
Class B Shares--Total Return                                                                  - 2.01(3)       -4.32
Class C Shares--Total Return                                                                  -14.80(4)       -4.29
Class D Shares--Total Return                                                                  - 1.16(5)       -4.05

<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>
                                 Shares Held/                                                                       Percent of
COUNTRIES        Industries       Face Amount            Long-Term Investments           Cost           Value       Net Assets
<S>              <S>              <C>              <S>                                <C>           <C>                 <C>
Hong Kong        Banking                5,000      Dah Sing Financial Holdings Ltd.   $     13,884  $        8,666        0.0%
                                    4,380,000      Guoco Group, Ltd.                    16,323,506      16,258,941        1.5
                                    2,197,606      HSBC Holdings, Ltd.                  18,872,742      24,799,990        2.2
                                                                                      ------------  --------------      ------
                                                                                        35,210,132      41,067,597        3.7

                 Conglomerates     22,408,000      Guangdong Investments, Ltd.           9,510,303      10,868,525        1.0
                                  $ 3,436,000      Guangdong Investments, Ltd.,
                                                   4.50% due 10/07/1998                  4,364,558       3,453,180        0.3
                                    4,323,000      Hutchison Whampoa, Ltd.              12,516,919      19,066,714        1.7
                                      897,800      Jardine Matheson Holdings Ltd.        7,511,867       8,080,200        0.7
                                    3,227,000      Swire Pacific Ltd. 'A'               17,817,938      22,016,976        2.0
                                                                                      ------------  --------------      ------
                                                                                        51,721,585      63,485,595        5.7

                 Electrical        18,211,000      Innovative International
                 Equipment                         Holdings Ltd.                         7,882,226       3,580,252        0.3
                                    4,225,000      Johnson Electric Holdings Ltd.        8,157,249       9,945,677        0.9
                                                                                      ------------  --------------      ------
                                                                                        16,039,475      13,525,929        1.2
<PAGE>
                 Electronics       16,600,000      ASM Pacific Technology                5,454,485      10,252,215        0.9

                 Insurance         19,767,000      National Mutual Asia, Ltd.            7,969,425      12,208,165        1.1

                 Leisure            6,370,000      Hong Kong & Shanghai Hotels           5,697,738       7,497,510        0.7

                 Packaging         14,000,000      M.C. Packaging (HK), Ltd.             6,547,529       4,436,397        0.4

                 Publishing &       8,750,000      Oriental Press Group                  5,834,025       3,734,722        0.3
                 Broadcasting       8,500,000      South China Morning Post Holdings     4,966,435       4,754,899        0.4
                                    4,216,000      Television Broadcasts Ltd.           16,736,219      14,395,965        1.3
                                                                                      ------------  --------------      ------
                                                                                        27,536,679      22,885,586        2.0

                 Real Estate        2,183,000      Cheung Kong Holdings Ltd.             8,152,206       9,515,243        0.9
                                    3,326,813      Hong Kong Land Holdings Ltd.          6,561,275       7,271,958        0.6
                                    3,628,020      New World Development Co., Ltd.       9,331,350       9,877,750        0.9
                                    2,790,100      Sun Hung Kai Properties, Ltd.        12,644,845      19,036,122        1.7
                                    1,795,000      Wharf Holdings Ltd.                   6,952,014       5,862,219        0.5
                                  $ 9,840,000      Wharf Holdings Ltd.,
                                                   5% due 7/15/2000                      9,335,976      10,209,000        0.9
                                                                                      ------------  --------------      ------
                                                                                        52,977,666      61,772,292        5.5

                 Telecommuni-      12,220,000      ABC Communications Holdings Ltd.      3,501,176       3,161,094        0.3
                 cations           15,636,800      Hong Kong Telecommunications, Ltd.   27,741,771      30,438,316        2.7
                                                                                      ------------  --------------      ------
                                                                                        31,242,947      33,599,410        3.0

                 Utilities--        2,225,200      China Light & Power Co., Ltd.         9,301,633      10,792,860        1.0
                 Electric & Gas     5,908,880      Hong Kong & China Gas Co. (The)       8,402,958      10,546,795        0.9
                                                                                      ------------  --------------      ------
                                                                                        17,704,591      21,339,655        1.9

                                                   Total Investments in Hong Kong      258,102 252     292,070,351       26.1


India            Chemicals            960,000      Mardia Chemicals Ltd.                 4,415,127       3,898,089        0.3
                                      960,000      Mardia Chemicals Ltd. (Rights)                0               0        0.0
                                                                                      ------------  --------------      ------
                                                                                         4,415,127       3,898,089        0.3

                 Conglomerates        243,300      Reliance Industries (ADR)*            6,667,743       3,831,975        0.3

                 Consumer--Durables   456,000      IFB Industries Ltd.                   3,998,087       4,066,242        0.4

                 Finance               66,210      Housing Development Finance           6,347,114       4,217,197        0.4
<PAGE>
                 Pharmaceuticals       80,000      Ranbaxy Laboratories Limited          1,621,095       1,592,357        0.1

                 Steel Mills          872,000      Essar Gujarat Limited                 2,917,155       1,978,662        0.2

                                                   Total Investments in India           25,966,321      19,584,522        1.7


Indonesia        Banking            1,744,000      P.T. Bank International Indonesia     7,223,733       4,229,414        0.4

                 Food               2,060,672      P.T. Mayorah Indah                    6,294,419       8,843,295        0.8

                 Forest Products    5,359,200      P.T. Indah Kiat Pulp & Paper Corp.    6,453,834       7,247,018        0.6

                 Miscellaneous--    1,941,250      P.T. Modern Photo Film                5,119,000       7,940,294        0.7
                 Consumer

                 Pharmaceuticals    2,251,500      P.T. Kalbe Farma                      7,362,735       8,630,582        0.8

                 Telecommuni-         118,490      P.T. Indonesian Satellite
                 cations                           Corp. (Indosat) (ADR)*                4,045,632       4,176,773        0.4

                 Tobacco            5,425,000      P.T. Hanjaya Mandala Sampoerna        4,892,468      28,737,707        2.6

                                                   Total Investments in Indonesia       41,391,821      69,805,083        6.3


Malaysia         Banking            4,256,000      Affin Holdings BHD                    6,646,052       6,160,554        0.5
                                      851,200      Affin Holdings BHD (Rights)(b)          157,673         159,232        0.0
                                    2,054,000      Arab-Malaysian Merchant Bank BHD      7,932,519      21,120,823        1.9
                               MYR  1,969,000      Arab-Malaysian Merchant Bank BHD,
                                                   7.50% due 11/20/1999                    768,091         965,616        0.1
                                    2,850,000      Malayan Banking BHD                   6,748,454      19,274,273        1.7
                                                                                      ------------  --------------      ------
                                                                                        22,252,789      47,680,498        4.2

                 Building &         1,912,500      George Kent Holdings BHD              2,694,743       3,819,705        0.3
                 Construction         382,500      George Kent Holdings BHD (Rights)(c)    100,464         225,400        0.0
                                    2,355,000      I.J.M. Corp. BHD                      5,257,205       8,009,887        0.7
                                    2,370,000      Malayan Cement BHD                    2,850,307       3,655,527        0.3
                                                                                      ------------  --------------      ------
                                                                                        10,902,719      15,710,519        1.3

                 Conglomerates      9,000,000      Renong BHD                            8,454,940      13,952,937        1.2

                 Finance              938,000      Hong Leong Credit BHD                 6,877,505       4,006,486        0.4
                                    3,440,000      MBF Capital BHD                       5,461,287       3,659,719        0.3
                                                                                      ------------  --------------      ------
                                                                                        12,338,792       7,666,205        0.7
<PAGE>
                 Financial            980,000      Pan Pacific Asia BHD                  5,892,045       3,759,541        0.3
                 Services

                 Food               1,721,700      Nestle Malaysia BHD                   7,333,320      11,371,323        1.0

                 Forest           $ 2,000,000      Aokam Perdana BHD, 3.50%
                 Products                          due 6/13/2004                         2,345,000       1,940,000        0.2
                                    2,739,000      Aokam Perdana BHD (Ordinary)          8,368,426      15,382,163        1.4
                                                                                      ------------  --------------      ------
                                                                                        10,713,426      17,322,163        1.6

                 Hotels             6,000,000      Pernas International Hotels &
                                                   Properties BHD                        3,815,457       4,413,684        0.4
                                    3,000,000      Pernas International Hotels &
                                                   Properties BHD (Warrants) (a)           165,079         166,581        0.0
                                                                                      ------------  --------------      ------
                                                                                         3,980,536       4,580,265        0.4

                 Leisure            3,300,000      Berjaya Sports TOTO BHD               7,410,648       4,254,696        0.4
                                      848,500      Genting BHD                           7,511,393       7,651,097        0.7
                                    3,216,000      Resorts World BHD                    10,967,664      16,661,894        1.5
                                                                                      ------------  --------------      ------
                                                                                        25,889,705      28,567,687        2.6
</TABLE>


<TABLE>
SCHEDULE OF INVESTMENTS (continued)                                                                         (in US Dollars)
<CAPTION>
                                 Shares Held/                                                                       Percent of
COUNTRIES        Industries       Face Amount            Long-Term Investments           Cost           Value       Net Assets
<S>              <S>              <C>              <S>                                <C>           <C>                 <C>
Malaysia         Real Estate        3,944,000      Land & General BHD                 $  8,186,739  $   12,088,590        1.1%
(concluded)                         1,972,000      Land & General BHD 'A'                        0       6,044,295        0.5
                                                                                      ------------  --------------      ------
                                                                                         8,186,739      18,132,885        1.6

                 Shipyards            830,000      Westmont BHD                          6,278,222       4,168,875        0.4

                 Telecommuni-       3,555,000      Leader Universal Cable BHD            5,406,845      12,372,553        1.1
                 cations            2,370,000      Leader Universal Holdings BHD 'A'     3,384,773       7,779,711        0.7
                                    1,289,000      Telekom Malaysia BHD                  7,206,391       8,921,297        0.8
                                  $ 2,375,000      Telekom Malaysia BHD, 4% due
                                                   10/03/2004                            2,034,638       2,006,875        0.2
                                                                                      ------------  --------------      ------
                                                                                        18,032,647      31,080,436        2.8

                 Transportation     1,199,000      Malaysian Airlines System BHD         3,345,381       3,959,521        0.4
                                    2,957,333      Malaysian International Shipping
                                                   Co. BHD                               6,043,232       8,538,078        0.8
                                                                                      ------------  --------------      ------
                                                                                         9,388,613      12,497,599        1.2

                                                   Total Investments in Malaysia       149,644,493     216,490,933       19.3
<PAGE>

Pakistan         Telecommuni-          41,905      Pakistan Telecommunications 
                                                   (GDR)**                               7,533,262       3,771,450        0.3
                 cations

                                                   Total Investments in Pakistan         7,533,262       3,771,450        0.3


Philippines      Beverages          4,804,800      San Miguel Corp. 'B'                 10,222,586      21,873,992        2.0

                 Conglomerates        826,530      Benpres Holdings Corp.                8,047,236       6,405,608        0.6

                 Food & Beverage    3,210,000      Universal Robina Corp.                2,874,306       1,842,315        0.2

                 International     13,253,416      International Container Terminal      8,867,496       9,411,472        0.8
                 Trade

                 Oil                6,570,000      Petron Corp.                          5,609,882       4,729,377        0.4

                 Real Estate        3,858,000      Ayala Land, Inc.                      5,508,954       4,578,560        0.4

                 Retail            38,775,750      SM Prime Holdings                    10,093,708      11,768,516        1.1

                 Telecommuni-          78,880      Philippine Long Distance
                 cations                           Telephone Co. (ADR)*                  4,027,836       4,772,240        0.4

                 Utilities--          967,180      Manila Electric Co. (MERALCO) 'B'     6,682,217       9,972,868        0.9
                 Electric

                                                   Total Investments
                                                   in the Philippines                   61,934,221      75,354,948        6.8


Singapore        Airlines           1,529,000      Singapore Airlines 'Foreign' Ltd.    10,946,601      15,279,164        1.4

                 Automotive         1,610,000      Cycle & Carriage, Ltd.                7,464,505      13,692,417        1.2

                 Banking            1,854,000      Development Bank of Singapore Ltd.   16,917,049      19,446,634        1.7
                                    1,366,866      Overseas Chinese Banking Corp.
                                                   'Foreign'                             8,900,801      13,755,845        1.2
                                    2,700,000      Public Bank BHD 'Foreign'             2,361,655       4,707,300        0.4
                                    2,050,587      United Overseas Bank                 16,361,421      20,346,008        1.8
                                                                                      ------------  --------------      ------
                                                                                        44,540,926      58,255,787        5.1

                 Beverages            190,000      Fraser & Neave Ltd. (Warrants) (a)    1,139,529         834,869        0.1

                 Conglomerates      2,616,000      ACMA Ltd.                             8,074,466       8,046,378        0.7
<PAGE>
                 Electronics        6,641,000      Goldtron, Ltd.                        5,086,589       6,495,096        0.6
                                   14,340,000      I.P.C. Corp.                         10,159,282       8,943,444        0.8
                                                                                      ------------  --------------      ------
                                                                                        15,245,871      15,438,540        1.4

                 Marine/            2,807,500      Sembawang Maritime Ltd.               8,560,245      11,341,425        1.0
                 Offshore Oil
                 Services       SG$ 2,090,000      Sembawang Maritime Ltd.,
                                                   1.50% due 10/25/1998                  1,325,469       2,814,316        0.3
                                                                                      ------------  --------------      ------
                                                                                         9,885,714      14,155,741        1.3

                 Publishing &         792,000      Singapore Press Holdings Ltd.         8,715,428      13,415,167        1.2
                 Broadcasting

                 Real Estate        4,104,000      DBS Land Ltd.                        12,091,181      10,936,244        1.0

                 Shipping           1,466,000      Sembawang Corp.                      12,005,214      10,181,999        0.9

                                                   Total Investments in Singapore      130,109,435     160,236,306       14.3


South Korea      Automotive            22,485      Dong ah Tire Industries Co.             840,416       1,743,170        0.2

                 Building &             1,624      Samsung Heavy Industries (New)           38,691          39,127        0.0
                 Construction

                 Retail Stores         78,020      Shinsegae Department Stores Co.       2,691,974       8,491,648        0.8
                                       10,400      Shinsegae Department Stores Co.
                                                   (New)                                   715,633         723,420        0.1
                                                                                      ------------  --------------      ------
                                                                                         3,407,607       9,215,068        0.9

                 Steel                146,200      Pohang Iron & Steel Co., Ltd.        13,398,607      16,418,715        1.5

                 Telecommuni-          15,562      Korea Mobile Telecommunications
                 cations                           Corp.                                 8,576,917      12,186,135        1.1

                 Utilities--          428,900      Korean Electric & Power Corp.        12,196,137      15,542,625        1.4
                 Electric

                                                   Total Investments in South Korea     38,458,375      55,144,840        5.1


Taiwan           Closed-End Funds     343,300      The R.O.C. Taiwan (ADR)*              2,904,850       3,647,563        0.3

                 Electrical       $ 4,000,000      TECO Electric and Machinery,
                 Equipment                         2.75% due 4/15/2004                   4,000,000       3,360,000        0.3
<PAGE>
                 Food & Beverage      215,649      President Enterprises (ADR)*          3,119,745       4,043,419        0.4

                                                   Total Investments in Taiwan          10,024,595      11,050,982        1.0


Thailand         Banking            2,474,800      Bangkok Bank                         10,102,691      21,917,790        2.0
                                    5,853,333      Industrial Finance Corp.
                                                   of Thailand                          10,224,432      11,889,768        1.1
                                    1,434,000      Siam Commercial Bank, Ltd. (The)      7,125,609      12,117,489        1.1
                                      462,300      Thai Farmers Bank, Ltd.               4,042,603       3,906,496        0.3
                                                                                      ------------  --------------      ------
                                                                                        31,495,335      49,831,543        4.5

                 Building &         1,527,000      Christiani & Nielsen 'Local'          5,510,930       4,187,386        0.4
                 Construction          15,400      Christiani & Nielsen 'Local'
                                                   (Warrants) (a)                           30,291          22,679        0.0
                                                                                      ------------  --------------      ------
                                                                                         5,541,221       4,210,065        0.4

                 Financial            452,600      Finance One Co., Ltd. 'Foreign'       8,693,175       2,500,654        0.2
                 Services             905,200      Finance One Co., Ltd. (New)             542,252       5,001,308        0.4
                                    1,082,000      Phatra Thanakit Co., Ltd.             9,718,270       7,077,067        0.6
                                                                                      ------------  --------------      ------
                                                                                        18,953,697      14,579,029        1.2

                 Mutual Funds      15,977,000      Ruam Pattana Fund II                  6,993,984        8,924,792        0.8

                 Oil & Gas          1,331,500      PTT Exploration                      12,867,796      12,225,025        1.1

                 Real Estate          936,000      Land & House Public Co.               7,122,664      15,970,750        1.4

                 Telecommuni-         510,000      Advanced Information Service          7,561,746       7,085,923        0.6
                 cations              747,000      International Engineering Co. Ltd.    3,347,314       5,159,049        0.5
                                                                                      ------------  --------------      ------
                                                                                        10,909,060      12,244,972        1.1

                                                   Total Investments in Thailand        93,883,757     117,986,176       10.5


                                                   Total Long-Term Investments         817,048,532   1,021,495,591       91.4
</TABLE>
<PAGE>


<TABLE>
SCHEDULE OF INVESTMENTS (concluded)                                                                         (in US Dollars)
<CAPTION>
                                 Shares Held/                                                                       Percent of
COUNTRIES        Industries       Face Amount           Short-Term Investments           Cost           Value       Net Assets
<S>              <S>              <C>              <S>                                <C>           <C>                 <C>
United States    Commercial       $20,000,000      ANZ (Delaware) Inc.,
                 Paper***                          5.98% due 4/05/1995                $ 19,986,711  $   19,986,711        1.8%
                                   37,908,000      General Electric Capital
                                                   Corp., 6.25% due 4/03/1995           37,894,837      37,894,837        3.4
                                   25,000,000      H.J. Heinz Company, 6%
                                                   due 4/27/1995                        24,891,667      24,891,667        2.2
                                                                                      ------------  --------------      ------
                                                                                        82,773,215      82,773,215        7.4

                 US Government     20,000,000      Federal National Mortgage
                 & Agency                          Association, 5.92% due
                 Obligations***                    5/02/1995                            19,898,044      19,898,044        1.8

                                                   Total Short-Term Investments        102,671,259     102,671,259        9.2


                 Total Investments                                                    $919,719,791   1,124,166,850      100.6
                                                                                      ============
                 Liabilities in Excess of Other Assets                                                  (6,643,232)      (0.6)
                                                                                                    --------------      ------
                 Net Assets                                                                         $1,117,523,618      100.0%
                                                                                                    ==============      ======


                 Net Asset Value:     Class A--Based on net assets of $5,148,554
                                      and 356,227 shares outstanding                                $        14.45
                                                                                                    ==============
                                      Class B--Based on net assets of $836,502,537
                                      and 58,157,155 shares outstanding                             $        14.38
                                                                                                    ==============
                                      Class C--Based on net assets of $6,944,797 and
                                      486,382 shares outstanding                                    $        14.28
                                                                                                    ==============
                                      Class D--Based on net assets of $268,927,730 and
                                      18,590,554 shares outstanding                                 $        14.47
                                                                                                    ==============


              <FN>
                *American Depositary Receipt (ADR).
               **Global Depositary Receipt (GDR).
              ***Commercial Paper and certain US Government & Agency Obligations
                 are 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 April 25, 1995.
              (c)The rights may be exercised until November 17, 1999.
</TABLE>
<PAGE>



PORTFOLIO INFORMATION


For the Quarter Ended March 31, 1995


Additions

Affin Holdings BHD (Rights)
Finance One Co., Ltd. (New)
Land & General BHD 'A'
Leader Universal Holdings BHD 'A'
Pernas International Hotels & Properties
  BHD (Warrants)
Ranbaxy Laboratories Limited
Shinsegae Department Stores Co. (New)
Telekom Malaysia BHD, 4% due 10/03/2004



Deletions

Amoy Properties Ltd.
Bandar Raya Developments BHD
C.P. Pokphand Co., Ltd.
DBS Land Ltd. (Warrants)
Ekran BHD
Golden Plus Holdings BHD
Goldtron, Ltd. (Warrants)
Hong Kong Aircraft Engineering Co.
Hong Kong Telecommunications,
  Ltd. (Warrants)
Indian Tobacco Co. (GDR)
Land & General BHD (Rights)
Malaysian Helicopter Services BHD
Overseas Chinese Banking Corp. 'Foreign'
  (Warrants)
P.T. Duta Anggada Realty
Pacific Chemical BHD
Peregrine Investment Holdings
Post Publishing Public Co. Ltd.
SCICI Ltd., 3.50% due 4/01/2004
Samsung Heavy Industries
Shangri-La Asia, Ltd.
Shangri-La Asia, Ltd., 2.875% due 12/16/2000
Tanjong PLC
Technology Resources Industries BHD
United Merchant Group BHD
Van Der Horst Ltd.
<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, Massachusetts 02109

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




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