MUNIYIELD QUALITY FUND INC
N-30D, 1995-06-19
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MUNIYIELD
QUALITY
FUND, INC.





FUND LOGO





Semi-Annual Report

April 30, 1995







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

Custodian
State Street Bank and Trust Company
225 Franklin Street
Boston, MA 02110
<PAGE>
Transfer Agents

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

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

NYSE Symbol
MQY







This report, including the financial information herein, is
transmitted to the shareholders of MuniYield Quality Fund, Inc. for
their information. It is not a prospectus, circular or
representation intended for use in the purchase of shares of the
Fund or any securities mentioned in the report. Past performance
results shown in this report should not be considered a
representation of future performance. The Fund has leveraged its
Common Stock by issuing Preferred Stock to provide the Common Stock
shareholders with a potentially higher rate of return. Leverage
creates risks for Common Stock shareholders, including the
likelihood of greater volatility of net asset value and market price
of shares of the Common Stock, and the risk that fluctuations in the
short-term dividend rates of the Preferred Stock may affect the
yield to Common Stock shareholders.


MuniYield
Quality Fund, Inc.
Box 9011
Princeton, NJ
08543-9011
<PAGE>




MuniYield Quality Fund, Inc.



DEAR SHAREHOLDER


For the six months ended April 30, 1995, the Common Stock of
MuniYield Quality Fund, Inc. earned $0.455 per share income
dividends, which included earned and unpaid dividends of $0.071.
This represents a net annualized yield of 6.57%, based on a month-
end net asset value of $13.96 per share. Over the same period, the
total investment return on the Fund's Common Stock was +10.39%,
based on a change in per share net asset value from $13.16 to
$13.96, and assuming reinvestment of $0.465 per share income
dividends and $0.019 per share capital gains distributions.

The average yields of the Fund's Auction Market Preferred Stock for
the six months ended April 30, 1995 were as follows: Series A,
4.25%; Series B, 3.62%;  Series C, 3.77%; and Series D, 3.67%.

The Environment
During the six months ended April 30, 1995, the perception that the
US economy was overheating and inflationary pressures were
increasing gave way to a more benign economic outlook. With more
signs of slowing growth, investors now appear to be forecasting a
"soft landing" for the US economy. Although gross domestic product
was reported to have increased at a revised 5.1% rate during the
final quarter of 1994, declines in other indicators such as new home
sales and durable goods orders registered thus far in 1995 have led
investors to anticipate that the economy is losing enough momentum
to keep inflation under control and preclude further significant
monetary policy tightening by the Federal Reserve Board. A further
indication of a slowing economy was the reported decline in the
Index of Leading Economic Indicators for March.

As US stock and bond markets have risen on more positive economic
news, the value of the US dollar has reached new lows relative to
the yen and the Deutschemark. Persistent trade deficits and exports
of capital from the United States have kept the US currency in a
decade-long decline relative to the Japanese and German currencies.
Over the longer term, since the United States has the highest
productivity among industrialized nations and among the lowest labor
costs, demand for US dollar-denominated assets may improve. However,
a reduction of the still-widening US trade deficit may be necessary
before the US dollar appreciates substantially relative to the yen
and the Deutschemark.
<PAGE>
The first months of 1995 have been very positive for the stock and
bond markets. Continued signs of a moderating expansion and well-
contained inflationary pressures would provide further assurance
that the peak in interest rates is behind us. On the other hand,
indications of reaccelerating growth and further significant
monetary policy tightening by the Federal Reserve Board would be a
decided negative for the US financial markets.

The Municipal Market
During the six-month period ended April 30, 1995, the tax-exempt
bond market gradually recouped much of the losses sustained during
1994. Signs of a weakening domestic economy and ongoing moderate
inflationary pressures have fostered an environment of declining
interest rates. Since October 31, 1994, A-rated, uninsured municipal
revenue bond yields, as measured by the Bond Buyer Revenue Bond
Index, have declined over 65 basis points (0.65%) to close the six-
month period ended April 30, 1995 at 6.29%. Tax-exempt bond yields
initially continued to climb in late 1994, reaching a high of 7.37%
in late Nov-ember 1994. Municipal bond yields have since declined
over 100 basis points from their recent highs and are presently
lower than they were a year ago. US Treasury bond yields have
experienced similar declines over the last six months to end the
April period at 7.34%.

Much of the recent improvement in the tax-exempt bond market,
however, has occurred over the last three months. During this most
recent quarter, municipal bond yields have fallen approximately 50
basis points, while US Treasury bond yields declined only 35 basis
points. Tax-exempt bond yields declined more than their taxable
counterparts in recent months, largely in response to the
significant decline in new bond issuance in recent quarters. Over
the last six months, less than $60 billion in new long-term
municipal securities were underwritten, a decline of nearly 45%
versus the comparable period a year earlier. Issuance was
particularly low this past January and February, with monthly volume
of less than $8 billion. These levels are the lowest monthly totals
since the mid-1980s.

To compound the municipal market's already strong technical posture,
both institutional and individual investors have seen significant
cash inflows in recent months. These assets were derived from
regular coupon payments, bond maturities and the proceeds from early
bond calls and redemptions. It has been estimated that investors
received over $20 billion in principal redemptions and coupon income
in January 1995 alone. With monthly issuance in the $10 billion
range thus far this year, the current supply/demand imbalance has
dominated the municipal market and bond prices have risen
accordingly. The tax-exempt bond market's technical position is
likely to remain very strong throughout most of 1995. Investors are
expected to receive almost $40 billion in principal and coupon
payments on July 1, 1995. Investor proceeds from all sources have
been estimated to exceed $200 billion for all of 1995. Estimates of
total new bond issuance for 1995 have continued to be lowered with
most estimates now in the $125 billion range. Investors should find
it increasingly difficult to replace existing holdings as they
mature and to reinvest coupon income in such an environment.
<PAGE>
The municipal bond market's outperformance thus far this year caused
the tax-exempt market to become temporarily expensive relative to
its taxable counterpart in late April. Investor concerns regarding
the international currency situation and the future impact of
proposed revisions to US taxation policies upon the tax advantage
inherent to municipal bonds have combined to cause tax-exempt bond
yields to increase marginally in recent weeks. Municipal bond yields
have risen approximately 15 basis points from their lows in mid-
April 1995. Long-term US Treasury bond yields have remained
essentially stable. Such an underperformance by the tax-exempt bond
market is likely to be limited in duration. The recent increase in
tax-exempt bond yields has already begun to attract institutional
investors since some municipal bonds yielding in excess of 85% of US
Treasury bond yields are again available. Also, concerns regarding
the implication for municipal bonds' tax advantage resulting from
various proposed tax law changes (for example, flat-tax, value-added
tax or national sales tax) are all likely to quickly recede as
investors realize that such, if any, changes are unlikely to be
enacted before late 1996 at the earliest. Long-term investors will
also recall 1986 when similar tax proposals were made and tax-exempt
bond yields initially rose and then quickly fell. Investors are
likely to view the current situation as an opportunity to purchase
very attractively priced tax-advantaged products. This should cause
municipal bond yields to quickly return to their more historic
relationship.

Portfolio Strategy
During the six months ended April 30, 1995, MuniYield Quality Fund,
Inc. fully participated in the fixed-income market rebound that
began in November 1994. Selective purchases of high-quality
performance-oriented securities enhanced the Fund's total return.
However, overall performance was dictated primarily by our portfolio
strategy which centered around maintaining an attractive and
competitive yield. Therefore, cash reserves were kept fairly low,
averaging close to 5% of net assets. Portfolio structure also
figures prominently in this income-oriented strategy. Issues bearing
large coupons provide not only an attractive current return but also
some protection from interest rate volatility. This insulating
quality becomes particularly valuable in the later stages of a
rising market. Given the Fund's potential for greater volatility as
a result of its use of leverage, we purchased these issues whenever
possible to seek to limit risk.

Leveraging continues to benefit Common Stock shareholders as the
municipal yield curve remains positively sloped. This allows the
Fund to generate an incrementally greater yield over what would
otherwise be available with conventional long-term tax-exempt
securities. However, should the spread between short-term and long-
term interest rates narrow, the benefits of leverage will diminish,
and the yield on the Fund's Common Stock will be reduced. (For a
complete explanation of the benefits and risks of leveraging, see
the information provided below.)
<PAGE>
In terms of net assets, the Fund rose in value dramatically,
recouping much of what was lost in 1994 as well as demonstrating the
volatility inherent in this leveraged product. In terms of market
price, the change is even more notable as these positive returns
were accentuated by a marked narrowing in the discount to net asset
value.

Looking ahead, we have grown somewhat cautious regarding the
market's wholesale acceptance of the successfully engineered soft
landing for the economy. Signs of renewed economic momentum may be
forthcoming and, to the extent that the implications may prove
troublesome for fixed-income markets, a more defensive approach may
by warranted in the months ahead.

In Conclusion
We appreciate your ongoing interest in MuniYield Quality Fund, Inc.,
and we look forward to serving your investment needs and objectives
in the months and years to come.

Sincerely,



(Arthur Zeikel)
Arthur Zeikel
President



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


June 5, 1995
<PAGE>




THE BENEFITS AND RISKS OF LEVERAGING


MuniYield Quality Fund, Inc. utilizes leveraging to seek to enhance
the yield and net asset value of its Common Stock. However, these
objectives cannot be achieved in all interest rate environments. To
leverage, the Fund issues Preferred Stock, which pays dividends at
prevailing short-term interest rates, and invests the proceeds in
long-term municipal bonds. The interest earned on these investments
is paid to Common Stock shareholders in the form of dividends, and
the value of these portfolio holdings is reflected in the per share
net asset value of the Fund's Common Stock. However, in order to
benefit Common Stock shareholders, the yield curve must be
positively sloped; that is, short-term interest rates must be lower
than long-term interest rates. At the same time, a period of
generally declining interest rates will benefit Common Stock
shareholders. If either of these conditions change, then the risks
of leveraging will begin to outweigh the benefits.

To illustrate these concepts, assume a fund's Common Stock
capitalization of $100 million and the issuance of Preferred Stock
for an additional $50 million, creating a total value of $150
million available for investment in long-term municipal bonds. If
prevailing short-term interest rates are approximately 3% and long-
term interest rates are approximately 6%, the yield curve has a
strongly positive slope. The fund pays dividends on the $50 million
of Preferred Stock based on the lower short-term interest rates. At
the same time, the fund's total portfolio of $150 million earns the
income based on long-term interest rates. Of course, increases in
short-term interest rates would reduce (and even eliminate) the
dividends on the Common Stock.

In this case, the dividends paid to Preferred Stock shareholders are
significantly lower than the income earned on the fund's long-term
investments, and therefore the Common Stock shareholders are the
beneficiaries of the incremental yield. However, if short-term
interest rates rise, narrowing the differential between short-term
and long-term interest rates, the incremental yield pick-up on the
Common Stock will be reduced or eliminated completely. At the same
time, the market value on the fund's Common Stock (that is, its
price as listed on the New York Stock Exchange) may, as a result,
decline. Furthermore, if long-term interest rates rise, the Common
Stock's net asset value will reflect the full decline in the price
of the portfolio's investments, since the value of the fund's
Preferred Stock does not fluctuate. In addition to the decline in
net asset value, the market value of the fund's Common Stock may
also decline.
<PAGE>



PORTFOLIO ABBREVIATIONS


To simplify the listings of MuniYield Quality Fund, Inc.'s portfolio
holdings in the Schedule of Investments, we have abbreviated the
names of many of the securities according to the list below and at
right.


AMT            Alternative Minimum Tax (subject to)
CP             Commercial Paper
DATES          Daily Adjustable Tax-Exempt Securities
EDA            Economic Development Authority
GO             General Obligation Bonds
HDA            Housing Development Authority
HFA            Housing Finance Agency
IDA            Industrial Development Authority
IDB            Industrial Development Board
M/F            Multi-Family
PCR            Pollution Control Revenue Bonds
RIB            Residual Interest Bonds
S/F            Single-Family
TAN            Tax Anticipation Notes
TRAN           Tax Revenue Anticipation Notes
UT             Unlimited Tax
VRDN           Variable Rate Demand Notes




<TABLE>
SCHEDULE OF INVESTMENTS                                                                                   (in Thousands)
<CAPTION>
                 S&P     Moody's   Face                                                                          Value
State           Ratings  Ratings  Amount                         Issue                                         (Note 1a)
<S>             <S>      <S>     <C>      <S>                                                                   <C>
Alabama--0.6%   BBB      Baa1    $ 3,640  Courtland, Alabama, IDB, Solid Waste Disposal Revenue
                                          Bonds (Champion International Corporation Project),
                                          AMT, 7% due 6/01/2022                                                 $  3,686

Alaska--1.7%    A-       A         5,000  Alaska Industrial Development and Export Authority Revenue
                                          Bonds (Revolving Fund), AMT, Series A, 6.50% due 4/01/2014               4,957
                NR*      NR*       6,000  Valdez, Alaska, Marine Terminal Revenue Refunding Bonds
                                          (Amerada Hess Pipeline Corporation), 6.10% due 2/01/2024                 5,396

Arizona--1.7%   SP-1     MIG2      5,700  Maricopa County, Arizona, CP, TAN, UT, 5% due 7/28/1995                  5,708
                A1+      VMIG1++     500  Maricopa County, Arizona, IDA, Hospital Facility Revenue Bonds
                                          (Samaritan Health Service Hospital),VRDN, Series B-2,
                                          4.90% due 12/01/2008 (a)(c)                                                500
                A1+      VMIG1++   3,600  Phoenix, Arizona, UT, VRDN, Series 1, 4.90% due 6/01/2018(a)             3,600
                AA       P1          700  Pinal County, Arizona, IDA, PCR (Magma Copper/Newmont
                                          Mining Corporation), VRDN, 5% due 12/01/2009 (a)                           700

Arkansas--0.4%  AAA      NR*       2,525  Arkansas State Development Finance Authority, S/F
                                          Mortgage Revenue Bonds, AMT, Series A, 7.30% due
                                          3/01/2013(h)                                                             2,668
<PAGE>
California--                              California State, Public Works Board, Lease Revenue
3.0%                                      Bonds, Series A:
                A-       A         6,800     (Department of Corrections--Monterey County), 7%
                                             due 11/01/2019                                                        7,151
                AAA      Aaa       7,000     (Various Universities of California Projects), 6.60%
                                             due 12/01/2002(i)                                                     7,745
                AAA      Aaa       5,000  Southern California Public Power Authority, Power Project Revenue
                                          Bonds (San Juan Unit 3), Series A, 5% due 1/01/2020(c)                   4,235

Colorado--5.5%                            Colorado Health Facilities Authority, Hospital Revenue Bonds:
                BBB+     Baa1      1,350     (P/SL Healthcare System Project), Series A, 6.875% due
                                             2/15/2023                                                             1,299
                BBB-     NR*         750     Refunding (National Jewish Center Immunization Project),
                                             7.10% due 2/15/2022                                                     726
                BBB+     Baa1      4,550     (Swedish Medical Center Project), Series A, 6.80%
                                             due 1/01/2023                                                         4,338
                NR*      Aa        4,500  Colorado HFA, S/F Program, AMT, Series B-1, 7.90% due
                                          12/01/2025                                                               4,929
                                          Denver, Colorado, City and County Airport Revenue Bonds, AMT:
                BB       Baa      10,000     Series B, 7.25% due 11/15/2023                                        9,999
                BB       Baa       5,000     Series D, 7.75% due 11/15/2013                                        5,463
                BB       Baa       7,250     Series D, 7.75% due 11/15/2021                                        7,566
</TABLE>




<TABLE>
SCHEDULE OF INVESTMENTS (continued)                                                                       (in Thousands)
<CAPTION>
                 S&P     Moody's   Face                                                                          Value
State           Ratings  Ratings  Amount                         Issue                                         (Note 1a)
<S>             <S>      <S>     <C>      <S>                                                                   <C>
Connecticut--   A1       VMIG1++ $ 2,500  Connecticut State Economic Recovery Notes, VRDN, Series B,
0.4%                                      4.75% due 6/01/1996 (a)                                                $ 2,500

Florida--4.1%   NR*      VMIG1++   3,700  Atlantic Beach, Florida, Revenue Refunding and
                                          Improvement Bonds (Fleet Landing), VRDN, Series B,
                                          5.25% due 10/01/2024 (a)                                                 3,700
                A+       VMIG1++   7,800  Dade County, Florida, IDA, Exempt Facilities Revenue
                                          Refunding Bonds (Florida Power & Light Co.), VRDN,
                                          4.90% due 6/01/2021 (a)                                                  7,800
                A1+      VMIG1++   1,400  Hillsborough County, Florida, IDA, PCR, Refunding (Tampa
                                          Electric Company), VRDN, 5% due 5/15/2018(a)                             1,400
                A1       VMIG1++   1,000  Manatee County, Florida, PCR, Refunding (Florida Power
                                          & Lighting Co. Project), VRDN, 5.25% due 9/01/2024 (a)                   1,000
                A+       A1        5,000  Orange County, Florida, Sales Tax Revenue Bonds, Series B,
                                          5.375% due 1/01/2024                                                     4,474
                NR*      Baa       3,405  Palm Bay, Florida, Lease Revenue Refunding Bonds
                                          (Florida Education & Research Foundation Project), Series A,
<PAGE>                                    7% due 9/01/2024                                                         3,367
                NR*      VMIG1++     800  Palm Beach County, Florida, Water and Sewer Revenue Bonds,
                                          VRDN, 5% due 10/01/2011 (a)                                                800
                A1       VMIG1++     400  Pinellas County, Florida, Health Facilities Authority, Revenue
                                          Refunding Bonds (Pooled Hospital Loan Program), DATES, 5%
                                          due 12/01/2015 (a)                                                         400
                BBB+     A         3,500  Saint John's County, Florida, IDA, Hospital Revenue
                                          Bonds (Flagler Hospital Project), 6% due 8/01/2022                       3,282

Georgia--2.2%   AA+      Aa        8,515  Georgia State HFA, S/F Mortgage Revenue Bonds, AMT, Sub-Series
                                          A-2, 6.55% due 12/01/2027                                                8,446
                A+       A3        4,785  Monroe County, Georgia, Development Authority, PCR, Refunding
                                          (Oglethorpe Power Scherer), Series A, 6.80% due 1/01/2011                5,099

Illinois--8.7%  AAA      Aaa      17,000  Chicago, Illinois, Metropolitan Housing Development Corporation,
                                          Mortgage Revenue Refunding Bonds (Housing Development),
                                          Series A, 6.85% due 7/01/2022 (b)(f)                                    17,487
                BBB      Baa2     21,000  Illinois Development Finance Authority, PCR, Refunding
                                          (Illinois Power Company Project), Series A, 7.375% due 7/01/2021        22,047
                A+       A1        7,500  Illinois HDA, M/F Program Bonds, Series 5, 6.75% due 9/01/2023           7,517
                                          Illinois Health Facilities Authority Revenue Bonds (Mercy
                                          Center for Health Care Services):
                NR*      A         1,300     6.625% due 10/01/2012                                                 1,291
                NR*      A         2,330     6.65% due 10/01/2022                                                  2,284
                NR*      A         3,750  Illinois Student Assistance Commission, Student Loan Revenue
                                          Bonds, AMT, Sub-Series CC, 6.875% due 3/01/2015                          3,775

Indiana--5.2%                             De Kalb County, Indiana, Redevelopment Authority (Mini-Mill
                                          Local Public Improvement Project), Series A:
                A        NR*       3,000     6.50% due 1/15/2014                                                   2,949
                A        NR*       3,220     6.625% due 1/15/2017                                                  3,174
                A        NR*       2,500  Indiana Bond Bank, Revenue Guarantee (State Revolving Fund
                                          Program), Series A, 6.875% due 2/01/2012                                 2,646
                BBB      Baa2      7,800  Indianapolis, Indiana, Airport Authority, Special
                                          Facilities Revenue Bonds (Federal Express Corporation
                                          Project), AMT, 7.10% due 1/15/2017                                       7,962
                A+       NR*      15,000  Indianapolis, Indiana, Local Public Improvement Bond
                                          Bank, Revenue Refunding Bonds, Series D, 6.75% due
                                          2/01/2020                                                               15,375
</TABLE>



<TABLE>
SCHEDULE OF INVESTMENTS (continued)                                                                       (in Thousands)
<CAPTION>
                 S&P     Moody's   Face                                                                          Value
State           Ratings  Ratings  Amount                         Issue                                         (Note 1a)
<S>             <S>      <S>     <C>      <S>                                                                   <C>
Iowa--0.7%      NR*      A       $ 4,070  Iowa Student Loan Liquidity Corporation, Student Loan
                                          Revenue Bonds (Iowa Partnership), AMT, 6.60% due 7/01/2008            $  4,202
<PAGE>
Kansas--0.7%    AAA      Aaa       4,000  Kansas City, Kansas, Utility System Revenue Refunding
                                          and Improvement Bonds, 6.375% due 9/01/2023 (e)                          4,089

Kentucky--4.3%  NR*      Baa1      5,000  Ashland, Kentucky, PCR, Refunding (Ashland Oil
                                          Incorporated Project), 6.65% due 8/01/2009                               5,051
                AAA      Aaa       5,000  Kentucky Housing Corporation Revenue Bonds, AMT,
                                          Series B, 6.625% due 7/01/2026 (f)                                       5,013
                AAA      Aaa       6,570  Lexington-Fayette Urban County Government, Kentucky,
                                          Governmental Project, Revenue Bonds (University of Kentucky
                                          Alumni Association Inc. Project), 6.75% due 11/01/2020 (c)               7,015
                NR*      NR*       5,250  Perry County, Kentucky, Solid Waste Disposal Revenue Bonds
                                          (TJ International Project), AMT, 7% due 6/01/2024                        5,135
                AA       Aa2       5,000  Trimble County, Kentucky, PCR (Louisville Gas & Electric
                                          Company), AMT, Series B, 6.55% due 11/01/2020                            5,076

Louisiana--2.2% NR*      Baa3     11,115  Lake Charles, Louisiana, Harbor and Terminal District,
                                          Port Facilities Revenue Refunding Bonds (Trunkline Long
                                          Company Project), 7.75% due 8/15/2022                                   11,963
                BBB      Baa2      2,000  Saint Charles Parish, Louisiana, Solid Waste Disposal Revenue
                                          Bonds (Louisiana Power and Light Company Project), AMT,
                                          Series A, 7% due 12/01/2022                                              2,004

Maine--1.0%     BBB      Baa1      6,380  Bucksport, Maine, Solid Waste Disposal Revenue Bonds
                                          (Champion International Corporation Project), 6.25% due
                                          5/01/2010                                                                6,276

Maryland--0.5%  AAA      Aaa       1,315  Maryland State Health and Higher Educational Facilities
                                          Authority, Revenue Refunding Bonds (Peninsula
                                          Regional Medical Center Project), 5% due 7/01/2023 (c)                   1,109
                NR*      VMIG1++     100  Maryland State Health and Higher Educational Facilities
                                          Authority Revenue Bonds (Pooled Loan Program), VRDN,
                                          Series A, 4.50% due 4/01/2035 (a)                                          100
                NR*      Aaa       1,950  Prince Georges County, Maryland, Hospital Revenue Bonds
                                          (Dimensions Health Corporation), 7% due 7/01/2002 (i)                    2,196

Massachusetts--                           Massachusetts Bay Transportation Authority, General
6.2%                                      Transportation Systems, Revenue Refunding Bonds, Series A:
                A+       A1        3,730     7% due 3/01/2011                                                      4,116
                A+       A1        3,550     7% due 3/01/2014                                                      3,926
                NR*      Aaa       1,045  Massachusetts Municipal Wholesale Electric Company,
                                          Power Supply System Revenue Bonds, Series B, 6.75% due
                                          7/01/2002 (i)                                                            1,161
                                          Massachusetts State Health and Educational Facilities
                                          Authority Revenue Bonds:
                A        A1        3,595     (Brigham & Women's Hospital), Series C, 7% due
                                             6/01/2018                                                             3,733
                BBB      Baa1     10,500     (Sisters of Providence Health System), Series A, 6.625% due
                                             11/15/2022                                                            9,721
                AAA      Aaa       3,000  Massachusetts State HFA, Residential Development, Series D,
                                          6.80% due 11/15/2012 (j)                                                 3,100
                                          Massachusetts State HFA, S/F Housing Revenue Bonds:
                A+       Aa        4,090     Series 33, 6.35% due 6/01/2017                                        4,061
                A+       Aa        3,035     Series 37, 6.35% due 6/01/2017                                        3,013
                AAA      Aaa       5,000  Massachusetts State Water Resources Authority, Series A,
                                          6.50% due 12/01/2001 (i)                                                 5,474
</TABLE>
<PAGE>



<TABLE>
SCHEDULE OF INVESTMENTS (continued)                                                                       (in Thousands)
<CAPTION>
                 S&P     Moody's   Face                                                                          Value
State           Ratings  Ratings  Amount                         Issue                                         (Note 1a)
<S>             <S>      <S>     <C>      <S>                                                                   <C>
Michigan--3.2%  BBB      Baa1    $11,150  Dickinson County, Michigan, Economic Development
                                          Corporation, PCR, Refunding (Champion International
                                          Corporation Project), 5.85% due 10/01/2018                            $ 10,208
                A1+      VMIG1++     400  Grand Rapids, Michigan, Water Supply Systems, Revenue
                                          Refunding Bonds, VRDN, 5.25% due 1/01/2020 (a)(e)                          400
                A-       A         4,375  Michigan State Hospital Finance Authority, Revenue Refunding
                                          Bonds (Detroit Medical Center Obligation Group), Series A,
                                          6.50% due 8/15/2018                                                      4,282
                AA       Aa        5,000  Royal Oak, Michigan, Hospital Finance Authority Revenue Bonds
                                          (William Beaumont Hospital), Series D, 6.75% due 1/01/2020               5,129

Mississippi--   NR*      P1          300  Jackson County, Mississippi, PCR, Refunding (Chevron USA, Inc.
0.1%                                      Project), VRDN, 4.80% due 12/01/2016 (a)                                   300
                NR*      P1          700  Perry County, Mississippi, PCR, Refunding (Leaf River Forest
                                          Project), VRDN, 4.85% due 3/01/2002 (a)                                    700

Missouri--0.6%  AA-      Aa3       4,000  Saint Louis, Missouri, Parking Facility Revenue Bonds, 6.625%
                                          due 12/15/2021                                                           4,069

Nevada--0.2%    BBB+     NR*       1,000  Las Vegas, Nevada, Downtown Redevelopment Agency,
                                          Tax Increment Revenue Bonds (Housing Project), Sub-Lien,
                                          Series B, 6.10% due 6/15/2014                                              964

New Hampshire-- NR*      Baa1      4,290  New Hampshire Higher Educational and Health Facilities Authority,
0.6%                                      Revenue Refunding Bonds (Saint Anselm College), 6.20% due
                                          7/01/2013                                                                4,019
New Jersey--    AA-      Aa        5,000  Ocean County, New Jersey, Utilities Authority, Wastewater
0.8%                                      Revenue Refunding Bonds, Series A, 5.75% due 1/01/2018                   4,834

New Mexico--    A        A3        5,000  Lordsburg, New Mexico, PCR, Refunding (Phelps Dodge
0.8%                                      Corporate Project), 6.50% due 4/01/2013                                  5,062
<PAGE>
New York--5.7%                            New York City, New York, GO, UT:
                AAA      Aaa       1,000     Refunding, Series C, 6% due 8/01/2012 (b)                               991
                A-       Baa1      5,000     Series A, 7.75% due 8/15/2017                                         5,411
                BBB+     Baa1      3,250  New York State Dormitory Authority, Educational Facilities
                                          Revenue Bonds (State University), Series B, 5.75%
                                          due 5/15/2024                                                            2,945
                A        Aa        2,500  New York State Environmental Facilities Corporation, PCR
                                          (State Water Revolving Fund), Series E, 6.50% due 6/15/2014              2,607
                                          New York State Local Government Assistance Corporation
                                          Revenue Bonds:
                A        A         6,250     Refunding, Series C, 5% due 4/01/2021                                 5,225
                A        A        13,450     Series A, 6.50% due 4/01/2020                                        13,699
                BBB      Baa1      5,000  New York State Urban Development Corporation, Revenue
                                          Refunding Bonds (Correctional Capital Facilities), 5.75% due
                                          1/01/2013                                                                4,609

North Carolina  A        A2        9,500  Martin County, North Carolina, Industrial Facilities and
- --1.4%                                    Pollution Control Financing Authority Revenue Bonds (Solid
                                          Waste-Weyerhaeuser Company), AMT, 5.65% due 12/01/2023                   8,445

Ohio--2.4%      AA-      Aa3      10,000  Ohio State Air Quality Development Authority, Revenue Refunding
                                          Bonds (Coll-Dayton Power & Light Project), Series B, 6.40%
                                          due 8/15/2027                                                           10,117
                AA-      A1        5,000  Ohio State Turnpike Commission, Turnpike Revenue Bonds,
                                          Series A, 5.75% due 2/15/2024                                            4,783
</TABLE>



<TABLE>
SCHEDULE OF INVESTMENTS (continued)                                                                       (in Thousands)
<CAPTION>
                 S&P     Moody's   Face                                                                          Value
State           Ratings  Ratings  Amount                         Issue                                         (Note 1a)
<S>             <S>      <S>     <C>      <S>                                                                   <C>
Pennsylvania--  NR*      A       $ 1,450  Allegheny County, Pennsylvania, Hospital Development Authority,
2.7%                                      Revenue Refunding Bonds (Health Facilities--South Hills
                                          Health), 6% due 5/01/2020                                             $  1,336
                AA-      A1        8,485  Pennsylvania State University, Second Refunding, 5.50% due
                                          8/15/2016                                                                7,939
                A-       Baa1      7,750  Philadelphia, Pennsylvania, Hospitals and Higher Education
                                          Facilities Authority, Hospital Revenue Refunding Bonds (Temple
                                          University Hospital), Series A, 6.625% due 11/15/2023                    7,561

South Carolina  A        A1       12,000  Fairfield County, South Carolina, PCR (South Carolina
- --6.4%                                    Electric and Gas Company), 6.50% due 9/01/2014                          12,278
                A-       A1        8,000  Richland County, South Carolina, Solid Waste Disposal Facilities
                                          Revenue Bonds (Union Camp Corporation Project), AMT, Series A,
                                          6.75% due 5/01/2022                                                      8,129
                BBB-     Baa       5,000  South Carolina Jobs, EDA, Economic Development Revenue Bonds
                                          (Saint Francis Hospital--Franciscan Sisters), 7% due 7/01/2015           4,909
                AAA      Aaa       9,500  South Carolina State Public Service Authority Revenue Bonds
                                          (Santee Cooper), Series D, 6.625% due 7/01/2002 (i)                     10,487
                NR*      NR*       3,800  Spartanburg County, South Carolina, Solid Waste Disposal
                                          Facilities Revenue Bonds (BMW Project), AMT, 7.55% due 11/01/2024        4,012
<PAGE>
South Dakota--  AA+      Aa1       5,500  South Dakota, HDA, Homeownership Mortgage Revenue Refunding
0.9%                                      Bonds, Series A, 6.45% due 5/01/2022                                     5,493

Tennessee--0.4% BBB-     Baa1      2,500  McMinn County, Tennessee, IDB, Solid Waste Revenue Bonds
                                          (Recycling Facility--Calhoun Newsprint--Bowater), AMT, 7.40%
                                          due 12/01/2022                                                           2,576

Texas--9.0%     BB+      Baa2      5,000  Alliance Airport Authority Incorporated, Texas, Special
                                          Facilities Revenue Bonds (American Airlines Incorporated
                                          Project), AMT, 7.50% due 12/01/2029                                      5,098
                NR*      Aaa       1,000  Bell County, Texas, Health Facilities Development Corporation
                                          Revenue Bonds (Lutheran General Health Care System--Parkside
                                          Medical Services Corporation), 6.50% due 7/01/2019 (k)                   1,093
                BBB      Baa1      1,840  Gulf Coast Waste Disposal Authority, Texas, Revenue Bonds
                                          (Champion International Corporation), AMT, 7.45% due 5/01/2026           1,933
                A-       A         5,000  Harris County, Texas, Health Facilities Development Corporation,
                                          Hospital Revenue Bonds (Memorial Hospital Systems Project),
                                          Series A, 6.60% due 6/01/2014                                            5,011
                AA+      Aa        5,000  Harris County, Texas, Toll Road Sub-Lien, Revenue Refunding
                                          Bonds, UT, 6.75% due 8/01/2014                                           5,324
                NR*      VMIG1++   1,500  Port Arthur, Texas, Navigational District, PCR, Refunding
                                          (Texaco Inc. Project), VRDN, 5% due 10/01/2024 (a)                       1,500
                AA       Aa1       4,655  San Antonio, Texas, Electric and Gas Revenue Refunding Bonds,
                                          Series A, 6.50% due 2/01/2012                                            4,795
                NR*      VMIG1++   2,900  Southwest Texas, Higher Education Authority Incorporated,
                                          Revenue Refunding Bonds (Southern Methodist University),
                                          VRDN, 4.90% due 7/01/2015 (a)                                            2,900
                A+       Aa        9,415  Texas Housing Agency, Residential Development Mortgage Revenue
                                          Bonds, Series A, 7.50% due 7/01/2015 (h)                                 9,845
                SP1+     MIG1++   13,500  Texas State, CP, TRAN, UT, 5% due 8/31/1995                             13,533
                AA       Aa        4,000  Texas State, Registered RIB, UT, Series B-1 and B-2, 7.573% due
                                          9/30/2011 (g)                                                            4,325
</TABLE>



<TABLE>
SCHEDULE OF INVESTMENTS (concluded)                                                                       (in Thousands)
<CAPTION>
                 S&P     Moody's   Face                                                                          Value
State           Ratings  Ratings  Amount                         Issue                                         (Note 1a)
<S>             <S>      <S>     <C>      <S>                                                                   <C>
Utah--2.4%      AA       Aa      $15,000  Salt Lake City, Utah, Hospital Revenue Refunding Bonds (IHC
                                          Hospitals Incorporated), 6.30% due 2/15/2015                         $  14,981
<PAGE>
Vermont--0.4%   AAA      Aaa       2,500  Vermont State Student Assistance Corporation, Educational
                                          Loan Revenue Bonds (Financing Program), AMT, Series B, 6.70%
                                          due 12/15/2012 (d)                                                       2,574

Virginia--6.7%  AA       Aa        5,000  Hampton Roads Sanitation District, Virginia, Wastewater, Revenue
                                          Refunding Bonds, Capital Improvement, 5% due 10/01/2023                  4,208
                                          Virginia State HDA, Commonwealth Mortgage Revenue Bonds:
                AA+      Aa1      22,000     Series A, 7.15% due 1/01/2033                                        22,611
                AA+      Aa1       5,000     Series B and Sub-Series B-1, 6.875% due 7/01/2011                     5,257
                AA       Aa       10,000  Virginia State, Transportation Board, Transportation Contract
                                          Revenue Refunding Bonds (Route 28 Project), 6.50% due 4/01/2018         10,306

Washington--    AA       Aaa       6,250  Lewis County, Washington, Public Utility Revenue Bonds, District
3.5%                                      No. 001 (Cowlitz Falls Hydroelectric Project), 7% due
                                          10/01/2001 (i)                                                           6,998
                AA       Aa       15,000  Washington State Public Power Supply System, Revenue Refunding
                                          Bonds (Nuclear Project No. 2), Series A, 6.30% due 7/01/2012            14,882

West Virginia-- BBB+     A3        5,600  Putnam County, West Virginia, PCR, Refunding (Appalachian
0.9%                                      Power Company Project), Series C, 6.60% due 7/01/2019                    5,641

Wisconsin--0.8% A        A1        3,800  Wisconsin Housing and EDA, Housing Revenue Bonds, AMT,
                                          Series D, 7.20% due 11/01/2013                                           3,970
                NR*      A         1,100  Wisconsin State Health and Educational Facilities Authority
                                          Revenue Bonds (Mercy Hospital of Janesville Incorporated),
                                          6.60% due 8/15/2022                                                      1,107

Puerto Rico--   A1+      VMIG1++     700  Puerto Rico Commonwealth, Government Development Bank
0.1%                                      Revenue Refunding Bonds, VRDN, 4.55% due 12/01/2015 (a)                    700

Total Investments (Cost--$611,074 )--99.1%                                                                       619,086

Other Assets Less Liabilities--0.9%                                                                                5,684
                                                                                                                --------
Net Assets--100.0%                                                                                              $624,770
                                                                                                                ========


<FN>
(a)The interest rate is subject to change periodically based upon
   prevailing market rates. The interest rate shown is the rate in
   effect at April 30, 1995.
(b)AMBAC Insured.
(c)MBIA Insured.
(d)FSA Insured.
(e)FGIC Insured.
(f)FHA Insured.
(g)The interest rate is subject to change periodically and inversely
   based upon prevailing market rates. The interest rate shown is the
   rate in effect at April 30, 1995.
(h)GNMA Collateralized.
(i)Prerefunded.
(j)FNMA Collateralized.
(k)Escrowed to Maturity.
 ++Highest short-term rating by Moody's Investors Service, Inc.
  *Not Rated.

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



FINANCIAL INFORMATION

<TABLE>
Statement of Assets, Liabilities and Capital as of April 30, 1995
<S>                 <S>                                                                   <C>               <C>
Assets:             Investments, at value (identified cost--$611,073,734) (Note 1a)                         $619,086,247
                    Cash                                                                                          87,348
                    Interest receivable                                                                       11,596,146
                    Deferred organization expenses (Note 1e)                                                      20,019
                    Prepaid expenses and other assets                                                            117,405
                                                                                                            ------------
                    Total assets                                                                             630,907,165
                                                                                                            ------------

Liabilities:        Payables:
                      Securities purchased                                                $   4,910,625
                      Dividends to shareholders (Note 1f)                                       870,709
                      Investment adviser (Note 2)                                               242,387        6,023,721
                                                                                           ------------
                    Accrued expenses and other liabilities                                                       113,653
                                                                                                            ------------
                    Total liabilities                                                                          6,137,374
                                                                                                            ------------

Net Assets:         Net assets                                                                              $624,769,791
                                                                                                            ============

Capital:            Capital Stock (200,000,000 shares authorized) (Note 4):
                      Preferred Stock, par value $.10 per share (8,000 shares
                      of AMPS* issued and outstanding at $25,000 per share
                      liquidation preference)                                                               $200,000,000
                      Common Stock, par value $.10 per share (30,425,258 shares
                      issued and outstanding)                                             $   3,042,526
                    Paid-in capital in excess of par                                        423,867,420
                    Undistributed investment income--net                                      3,382,290
                    Accumulated realized capital losses on investments--net                 (13,534,958)
                    Unrealized appreciation on investments--net                               8,012,513
                                                                                           ------------
                    Total--Equivalent to $13.96 net asset value per share of
                    Common Stock (market price--$12.125)                                                     424,769,791
                                                                                                            ------------
                    Total capital                                                                           $624,769,791
                                                                                                            ============

                   <FN>
                   *Auction Market Preferred Stock.
<PAGE>
                    See Notes to Financial Statements.
</TABLE>



FINANCIAL INFORMATION (continued)


<TABLE>
Statement of Operations
<CAPTION>
                                                                                                For the Six Months Ended
                                                                                                          April 30, 1995
<S>                 <S>                                                                     <C>              <C>
Investment Income   Interest and amortization of premium and discount earned                                 $19,424,686
(Note 1d):

Expenses:           Investment advisory fees (Note 2)                                       $ 1,489,648
                    Commission fees (Note 4)                                                    253,225
                    Transfer agent fees                                                          56,918
                    Accounting services (Note 2)                                                 41,359
                    Professional fees                                                            38,602
                    Printing and shareholder reports                                             32,890
                    Custodian fees                                                               15,657
                    Amortization of organization expenses (Note 1e)                              14,279
                    Listing fees                                                                 13,343
                    Directors' fees and expenses                                                 11,177
                    Pricing fees                                                                  7,533
                    Other                                                                         7,385
                                                                                            -----------
                    Total expenses                                                                             1,982,016
                                                                                                             -----------
                    Investment income--net                                                                    17,442,670
                                                                                                             -----------

Realized &          Realized loss on investments--net                                                        (13,456,072)
Unrealized Gain     Change in unrealized appreciation/depreciation on investments--net                        38,855,289
(Loss) on                                                                                                    -----------
Investments--Net    Net Increase in Net Assets Resulting from Operations                                     $42,841,887
(Notes 1b, 1d & 3):                                                                                          ===========
</TABLE>
<PAGE>


<TABLE>
Statements of Changes in Net Assets
<CAPTION>

                                                                                          For the Six         For the
                                                                                          Months Ended      Year Ended
Increase (Decrease) in Net Assets:                                                       April 30, 1995    Oct. 31, 1994
<S>                 <S>                                                                    <C>              <C>
Operations:         Investment income--net                                                 $ 17,442,670     $ 35,664,322
                    Realized gain (loss) on investments--net                                (13,456,072)         582,012
                    Change in unrealized appreciation/depreciation on
                    investments--net                                                         38,855,289      (79,089,878)
                                                                                           ------------     ------------
                    Net increase (decrease) in net assets resulting from operations          42,841,887      (42,843,544)
                                                                                           ------------     ------------

Dividends &         Investment income--net:
Distributions to      Common Stock                                                          (14,137,583)     (29,359,370)
Shareholders          Preferred Stock                                                        (3,660,730)      (4,942,790)
(Note 1f):          Realized gain on investments--net:
                      Common Stock                                                             (569,287)      (6,545,051)
                      Preferred Stock                                                           (91,580)      (1,298,020)
                                                                                           ------------     ------------
                    Net decrease in net assets resulting from dividends and
                    distributions to shareholders                                           (18,459,180)     (42,145,231)
                                                                                           ------------     ------------

Net Assets:         Total increase (decrease) in net assets                                  24,382,707     (84,988,775)
                    Beginning of period                                                     600,387,084      685,375,859
                                                                                           ------------     ------------
                    End of period*                                                         $624,769,791     $600,387,084
                                                                                           ============     ============
                   <FN>
                   *Undistributed investment income--net                                   $  3,382,290     $  3,737,933
                                                                                           ============     ============

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


FINANCIAL INFORMATION (concluded)


<TABLE>
Financial Highlights
<CAPTION>
                                                                                                                 For the
                                                                              For the                             Period
The following per share data and ratios have been derived                    Six Months                          June 26,
from information provided in the financial statements.                         Ended       For the Year Ended   1992++ to
                                                                              April 30,        October 31,       Oct. 31,
Increase (Decrease) in Net Asset Value:                                         1995        1994       1993        1992
<S>                 <S>                                                        <C>       <C>        <C>         <C>
Per Share           Net asset value, beginning of period                      $  13.16   $  15.95   $  13.38    $  14.18
Operating                                                                     --------   --------   --------    --------
Performance:        Investment income--net                                         .57       1.16       1.18         .32
                    Realized and unrealized gain (loss) on
                    investments--net                                               .83      (2.57)      2.58        (.75)
                                                                              --------   --------   --------    --------
                    Total from investment operations                              1.40      (1.41)      3.76        (.43)
                                                                              --------   --------   --------    --------
                    Less dividends and distributions to Common
                    Stock shareholders:
                      Investment income--net                                      (.46)      (.96)      (.99)       (.20)
                      Realized gain on investments--net                           (.02)      (.22)        --          --
                                                                              --------   --------   --------    --------
                    Total dividends and distributions to Common Stock
                    shareholders                                                  (.48)     (1.18)      (.99)       (.20)
                                                                              --------   --------   --------    --------
                    Capital charge resulting from issuance of
                    Common Stock                                                    --         --         --        (.01)
                                                                              --------   --------   --------    --------
                    Effect of Preferred Stock activity:++++
                      Dividends and distributions to Preferred
                      Stock shareholders:
                        Investment income--net                                    (.12)      (.16)      (.20)       (.03)
                        Realized gain on investments--net                           --+++++  (.04)        --          --
                      Capital charge resulting from issuance of
                      Preferred Stock                                               --         --         --        (.13)
                                                                              --------   --------   --------    --------
                    Total effect of Preferred Stock activity                      (.12)      (.20)      (.20)       (.16)
                                                                              --------   --------   --------    --------
                    Net asset value, end of period                            $  13.96   $  13.16   $  15.95    $  13.38
                                                                              ========   ========   ========    ========
                    Market price per share, end of period                     $ 12.125   $  11.00   $  15.25    $ 13.625
                                                                              ========   ========   ========    ========

Total Investment    Based on market price per share                             14.70%+++ (21.32%)    19.68%      (7.83%)+++
Return:**                                                                     ========   ========   ========    ========
                    Based on net asset value per share                          10.39%+++ (10.00%)    27.46%      (4.25%)+++
                                                                              ========   ========   ========    ========
<PAGE>
Ratios to Average   Expenses, net of reimbursement                               .67%*       .66%       .60%       .14%*
Net Assets:***                                                                ========   ========   ========    ========
                    Expenses                                                     .67%*       .66%       .61%       .59%*
                                                                              ========   ========   ========    ========
                    Investment income--net                                      5.87%*      5.50%      5.52%      5.71%*
                                                                              ========   ========   ========    ========

Supplemental        Net assets, net of Preferred Stock, end of period
Data:               (in thousands)                                            $424,770   $400,387   $485,376    $403,538
                                                                              ========   ========   ========    ========
                    Preferred Stock outstanding, end of period
                    (in thousands)                                            $200,000   $200,000   $200,000    $200,000
                                                                              ========   ========   ========    ========
                    Portfolio turnover                                          22.08%     42.31%     66.14%      10.12%
                                                                              ========   ========   ========    ========

Dividends Per       Series A--Investment income--net                          $    510   $    571   $    713    $     94
Share on            Series B--Investment income--net                               432        627        685          97
Preferred Stock     Series C--Investment income--net                               452        577        747         100
Outstanding:++++++  Series D--Investment income--net                               437        698        832         103


              <FN>
                   *Annualized.
                  **Total investment returns based on market value, which can be
                    significantly greater or lesser than the net asset value,may result
                    in substantially different returns. Total investment returns exclude
                    the effects of sales loads.
                 ***Do not reflect the effect of dividends to Preferred Stock
                    shareholders.
                  ++Commencement of Operations.
                ++++The Fund's Preferred Stock was issued on September 16, 1992.
              ++++++Dividends per share have been adjusted to reflect a two-for-
                    one stock split.
                 +++Aggregate total investment return.
               +++++Amount is less than $.01 per share.

      See Notes to Financial Statements.
</TABLE>




NOTES TO FINANCIAL STATEMENTS


1. Significant Accounting Policies:
MuniYield Quality Fund, Inc. (the "Fund") is registered under the
Investment Company Act of 1940 as a non-diversified, closed-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 determines and makes available for publication the net
asset value of its Common Stock on a weekly basis. The Fund's Common
Stock is listed on the New York Stock Exchange under the symbol MQY.
The following is a summary of significant accounting policies
followed by the Fund.
<PAGE>
(a) Valuation of investments--Municipal bonds are traded primarily
in the over-the-counter markets and are valued at the most recent
bid price or yield equivalent as obtained by the Fund's pricing
service from dealers that make markets in such securities. Financial
futures contracts and options thereon, which are traded on
exchanges, are valued at their closing prices as of the close of
such exchanges. Options, which are traded on exchanges, are valued
at their last sale price as of the close of such exchanges or,
lacking any sales, at the last available bid price. Securities with
remaining maturities of sixty days or less are valued at amortized
cost, which approximates market value. Securities for which market
quotations are not readily available are valued at their fair value
as determined in good faith by or under the direction of the Board
of Directors of the Fund.

(b) 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 debt markets. Losses may
arise due to changes in the value of the contract or if the
counterparty does not perform under the contract.

* Financial futures contracts--The Fund may purchase or sell
interest rate futures contracts and options on such futures
contracts for the purpose of hedging the market risk on existing
securities or the intended purchase of securities. Futures contracts
are contracts for delayed delivery of securities at a specific
future date and at a specific price or yield. Upon entering into a
contract, the Fund deposits and maintains as collateral such initial
margin as required by the exchange on which the transaction is
effected. Pursuant to the contract, the Fund agrees to receive from
or pay to the broker an amount of cash equal to the daily
fluctuation in value of the contract. Such receipts or payments are
known as variation margin and are recorded by the Fund as unrealized
gains or losses. When the contract is closed, the Fund records a
realized gain or loss equal to the difference between the value of
the contract at the time it was opened and the value at the time it
was closed.

* Options--The Fund is authorized to write covered call options and
purchase 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.
<PAGE>
When a security is purchased or sold through an exercise of an
option, the related premium paid (or received) is added to (or
deducted from) the basis of the security acquired or deducted from
(or added to) the proceeds of the security sold. When an option
expires (or the Fund enters into a closing transaction), the Fund
realizes a gain or loss on the option to the extent of the premiums
received or paid (or gain or loss to the extent the cost of the
closing transaction exceeds the premium paid or received).

Written and purchased options are non-income producing investments.

(c) 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.

(d) Security transactions and investment income--Security
transactions are recorded on the dates the transactions are entered
into (the trade dates). Interest income is recognized on the accrual
basis. Discounts and market premiums are amortized into interest
income. Realized gains and losses on secu-rity transactions are
determined on the identified cost basis.

(e) Deferred organization expenses--Deferred organization expenses
are amortized on a straight-line basis over a five-year period.


NOTES TO FINANCIAL STATEMENTS (concluded)


(f) Dividends and distributions--Dividends from net investment
income are declared and paid monthly. Distributions of capital gains
are recorded on the ex-dividend dates.

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

FAM is responsible for the management of the Fund's portfolio and
provides the necessary personnel, facilities, equipment and certain
other services necessary to the operations of the Fund. For such
services, the Fund pays a monthly fee at an annual rate of 0.50% of
the Fund's average weekly net assets.
<PAGE>
Accounting services are provided to the Fund by FAM at cost.

Certain officers and/or directors of the Fund are officers and/or
directors of FAM, PSI, Merrill Lynch, Pierce, Fenner & Smith Inc.
("MLPF&S"), and/or ML & Co.

3. Investments:
Purchases and sales of investments, excluding short-term securities,
for the six months ended April 30, 1995 were $124,395,322 and
$164,132,330, respectively.

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

                                                  Unrealized
                                    Realized        Gains
                                     Losses        (Losses)

Long-term investments            $ (6,729,974)   $ 8,023,040
Short-term investments                     --        (10,527)
Financial futures contracts        (6,726,098)            --
                                  -----------    -----------
Total                            $(13,456,072)   $ 8,012,513
                                  ===========    ===========

As of April 30, 1995, net unrealized appreciation for Federal income
tax purposes aggregated $8,012,513, of which $12,895,989 related to
appreciated securities and $4,883,476 related to depreciated
securities. The aggregate cost of investments at April 30, 1995 for
Federal income tax purposes was $611,073,734.

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

Common Stock
For the six months ended April 30, 1995, shares issued and
outstanding remained constant at 30,425,258. At April 30, 1995,
total paid-in capital amounted to $426,909,946.

Preferred Stock
Auction Market Preferred Stock ("AMPS") are shares of Preferred
Stock of the Fund that entitle their holders to receive cash
dividends at an annual rate that may vary for the successive
dividend periods. The yields in effect at April 30, 1995 were as
follows: Series A, 4.03%; Series B, 4.22%; Series C, 4.05%; and
Series D, 4.475%.
<PAGE>
A two-for-one stock split occurred on December 1, 1994. As a result,
at April 30, 1995, there were 8,000 AMPS shares authorized, issued
and outstanding with a liquidation preference of $25,000 per share,
plus accumulated and unpaid dividends of $120,526.

The Fund pays commissions to certain broker-dealers at the end of
each auction at an annual rate ranging from 0.25% to 0.375%
calculated on the proceeds of each auction. For the six months ended
April 30, 1995, MLPF&S, an affiliate of FAM, earned $127,493 as
commissions.

5. Subsequent Event:
On May 9, 1995, the Fund's Board of Directors declared an ordinary
income dividend to Common Stock shareholders in the amount of
$0.070671 per share, payable on May 30, 1995 to shareholders of
record as of May 19, 1995.




PER SHARE INFORMATION

<TABLE>
Per Share Selected Quarterly Financial Data*
<CAPTION>
                                                                                          Dividends/Distributions
                                          Net      Realized     Unrealized
                                       Investment   Gains          Gains      Net Investment Income       Capital Gains
For the Quarter                         Income     (Losses)      (Losses)     Common      Preferred    Common     Preferred
<S>                                      <C>        <C>          <C>           <C>         <C>          <C>         <C>
May 1, 1993 to July 31, 1993             $.30       $ .08        $  .25        $.25        $.05          --           --
August 1, 1993 to October 31, 1993        .29         .10           .58         .25         .05          --           --
November 1, 1993 to January 31, 1994      .30         .03           .13         .25         .01         $.22        $.04
February 1, 1994 to April 30, 1994        .28         .07         (1.97)        .24         .05          --           --
May 1, 1994 to July 31, 1994              .29        (.09)          .33         .23         .05          --           --
August 1, 1994 to October 31, 1994        .29         .01         (1.08)        .24         .05          --           --
November 1, 1994 to January 31, 1995      .30        (.28)          .68         .24         .05          .02          --++
February 1, 1995 to April 30, 1995        .27        (.16)          .59         .22         .07          --           --


<CAPTION>
                                                            Net Asset Value              Market Price**
For the Quarter                                            High          Low           High         Low           Volume***
                                                         <C>            <C>          <C>          <C>              <C>
May 1, 1993 to July 31, 1993                             $15.46         $14.84       $15.125      $14.25           2,767
August 1, 1993 to October 31, 1993                        16.17          15.29        15.75        14.875          4,395
November 1, 1993 to January 31, 1994                      15.96          15.44        15.50        14.00           3,394
February 1, 1994 to April 30, 1994                        15.85          13.48        15.375       12.50           2,781
May 1, 1994 to July 31, 1994                              14.61          13.67        13.125       12.50           3,406
August 1, 1994 to October 31, 1994                        14.25          13.16        12.875       10.875          4,978
November 1, 1994 to January 31, 1995                      13.53          12.18        12.25        10.125          8,159
February 1, 1995 to April 30, 1995                        14.25          13.54        12.75        12.125          2,805
<PAGE>

<FN>
  *Calculations are based upon shares of Common Stock outstanding at
   the end of each quarter.
 **As reported in the consolidated transaction reporting system.
***In thousands.
 ++Amount is less than .01 per share.



</TABLE>


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