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Brown & Wood LLP
One World Trade Center
New York, NY 10048
Telephone: (212) 839-5300
Facsimile: (212) 839-5599
May 28, 1997
VIA ELECTRONIC FILING
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Securities and Exchange Commission
450 Fifth Street, N.W.
Judiciary Plaza
Washington, D.C. 20549
Attention: Division of Investment Management
Re: Merrill Lynch Asset Builder Program, Inc.
Post-Effective Amendment No. 6 to the Registration
Statement on Form N-1A (Securities Act File
No. 33-53887; Investment Company Act File No. 811-7177)
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Ladies and Gentlemen:
Pursuant to Rule 497(j) under the Securities Act of 1933, as amended (the
"1933 Act"), Merrill Lynch Asset Builder Program, Inc. (the "Program") hereby
certifies that:
(1) the form of prospectus and statement of additional information
that would have been filed pursuant to Rule 497(c) under the 1933
Act would not have differed from that contained in Post-Effective
Amendment No. 6 to the Program's Registration Statement on Form
N-1A, constituting the most recent amendment to the Program's
Registration Statement on Form N-1A; and
(2) the text of Post-Effective Amendment No. 6 to the Program's
Registration Statement on Form N-1A was filed electronically with
the Securities and Exchange Commission on May 23, 1997.
Very truly yours,
MERRILL LYNCH ASSET BUILDER
PROGRAM, INC.
By: /s/ Lawrence R. Fuller
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Authorized Officer
