MERRILL LYNCH GLOBAL SMALLCAP FUND INC
N-30D, 1995-08-28
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MERRILL LYNCH
GLOBAL SMALLCAP
FUND, INC.







FUND LOGO







Annual Report

June 30, 1995







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

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














This report is not authorized for use as an offer of sale
or 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 re-
port should not be considered a representation of future
performance. Investment return and principal value
of shares will fluctuate so that shares, when redeemed,
may be worth more or less than their original cost.

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






MERRILL LYNCH GLOBAL SMALLCAP FUND, INC.



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
Andrew John Bascand, Vice President
Donald C. Burke, Vice President
Kenneth Chiang, Vice President
Adrian Holmes, Vice President
Grace Pineda, Vice President
James Russell, Vice President
Dennis W. Stattman, Vice President
Gerald M. Richard, Treasurer
Robert Harris, Secretary
<PAGE>


Merrill Lynch
Global SmallCap
Fund, Inc.
Management Team


Andrew John Bascand--Senior Portfolio Manager/Asset
Allocator. As the Fund's Asset Allocator, Mr. Bascand is
primarily responsible for determining the allocation of the
Fund's assets among equity markets in the United States,
Europe, the emerging markets and the Pacific Basin.

Kenneth Chiang--Co-Portfolio Manager--Emerging Markets
Investments. Mr. Chiang is primarily responsible for the Fund's
investments in emerging markets in Asia.

Adrian Holmes--Co-Portfolio Manager--European
Investments. Mr. Holmes is primarily responsible for the
Fund's European investments.

Grace Pineda--Co-Portfolio Manager--Emerging Markets
Investments. Ms. Pineda is primarily responsible for invest-
ments in emerging markets in Europe and Latin America.

James Russell--Co-Portfolio Manager--Japanese Investments.
Mr. Russell is primarily responsible for the Fund's Japanese
investments.

Dennis Stattman--Co-Portfolio Manager--US Investments.
Mr. Stattman is primarily responsible for the Fund's invest-
ments in the United States.



Worldwide
Investments
As of 6/30/95

                                  Country of    Percent of
Ten Largest Equity Holdings         Origin      Net Assets

Kloeckner Werke AG                Germany          1.6%
Greencore PLC                     Ireland          1.4
Cristaleria Espanola S.A.         Spain            1.4
Daetwyler Holdings AG             Switzerland      1.3
London International Group
  (Ordinary)                      United Kingdom   1.3
Oesterreichische Elektrizitats
  AG (Verbund)                    Austria          1.2
Boddington Group PLC              United Kingdom   1.2
Svedala Industri AB               Sweden           1.2
Swheizerische Industrie--
  Gasellschaft Holdings AG (SIG)  Switzerland      1.2
Papeles Nacionales C.A. (ADR)     Colombia         1.2
<PAGE>

                                                Percent of
Ten Largest Industries                          Net Assets

Engineering & Construction                         5.9%
Insurance                                          5.6
Construction                                       2.8
Retail Specialty                                   2.7
Restaurants                                        2.4
Textiles                                           2.4
Automobile Parts                                   2.3
Banking & Finance                                  2.2
Diversified                                        1.8
Retailing                                          1.7





DEAR SHAREHOLDER


Global equity markets produced posi-
tive returns during the June 30, 1995
quarter. During this three-month period,
the US dollar total return of the unman-
aged Salomon Brothers World Equity
Index--Extended Market Index (EMI),
a global small cap index, was +4.1%.
Small cap issues performed broadly in
line with large cap issues during the
last three months. The US dollar total
return of the unmanaged Financial
Times--Actuaries World Index, an indi-
cator of large cap performance, was
+4.0% during the second quarter.

There was wide variation in small cap
stock market performance during the
June quarter. The best-performing mar-
kets were in continental Europe, with
Spain and Sweden returning 20.4% and
15.2%, respectively. The US market also
was strong, returning 9.0% during the
second quarter of 1995. According to
the International Finance Corp., emerg-
ing market equities rose 5.2% during
the June quarter, with the Latin Ameri-
can markets the best performers. Japan
was the worst-performing market dur-
ing the three-month period under
review, falling 10.4% in US dollar terms.
<PAGE>
For the three-month period ended June
30, 1995, total returns for Merrill Lynch
Global SmallCap Fund, Inc.'s Class A,
Class B, Class C and Class D Shares
were +2.53%, +2.31%, +2.31% and
+2.53%, respectively. (Results do not
reflect the deduction of sales charges,
and would be lower if sales charges
were included. Complete performance
information, including aggregate total
returns, can be found on pages 4, 5 and 6
of this report to shareholders.)

The Fund's underperformance during
the quarter ended June 30, 1995
reflected negative contributions from
an overweighted stance toward Japanese
small caps and an underweighted
position in the US market. Positive
contributions to Fund performance
came from our overweight positions in
continental European and emerging
market small caps. Currency manage-
ment was generally neutral for Fund
performance.

Portfolio Matters
Our strategic investment stance
remained unchanged during the June
quarter. We continued to favor the
Japanese equity market over the US
market. We added to our Japanese
position over the course of the June
quarter, as the relative weakness of the
Japanese equity market lowered the
Fund's weighting.

Tactically, we purchased futures on
Hong Kong equities during May and
June. The purchase reflected our
increasing uncertainty on the US eco-
nomic and interest rate outlook. Weak
US economic data raised the possibility
of official interest rate cuts in the
United States and further falls in US
bond yields. The Hong Kong market is
generally a beneficiary of falling US
interest rates. The ensuing rally in US
bonds drove US bond yields down to
very aggressive levels. We decided to
close out our Hong Kong futures posi-
tion on June 26, 1995.
<PAGE>
We maintained our overall exposure to
emerging markets at around 10% of
the Fund's total assets. However, we
reduced our exposure to Latin American
sovereign debt and purchased Latin
American equities instead. Our primary
motivation for the switch from Latin
American debt into equities was the
strong outperformance of debt versus
equities as US bonds rallied.

In terms of the Fund's currency expo-
sures, we retained our overweight US
dollar stance by hedging back the major-
ity of our Japanese yen exposure into
US dollars. We also hedged some of our
European currency exposure back into
US dollars.

Economic and Investment
Environment
The sharp slowing in US output and
employment indicators during the last
three months was associated with a
significant decline in US interest rate
expectations. The unexpected weakness
in economic activity significantly
impacted Merrill Lynch Global SmallCap
Fund, Inc.'s relative performance as the
Fund was positioned for a continued
US expansion and a stronger US dollar.
The crucial question currently is gaug-
ing the possible magnitude and direc-
tion of the US economy. Further weak-
ness in US economic indicators over
the next three months potentially would
be associated with greater risk for the
global economic cycle and with a fur-
ther rally in world bond markets.
However, we believe that US interest
rate expectations anticipate significant
weakness in the economy and aggres-
sive easing by the US Federal Reserve
Board. Although a modest cut in
interest rates by the Federal Reserve
Board cannot be ruled out, US financial
markets are now exposed to a pick-up
in consumer and business spending.
Stronger US economic output figures
would dampen bullish market senti-
ment for lower interest rates.
<PAGE>
Outside the United States, economic
indicators also show slowing growth in
Germany and Japan. Currency appreci-
ation has significantly affected business
confidence in both of these economies,
while the US slowdown will further
restrict foreign demand for their exports.
However, consumers and, increasingly,
corporations in both Germany and Japan
are generally in a strong financial posi-
tion to increase spending. As a result,
we expect domestic demand growth in
these economies to be expanding into
1996. Additionally, within Europe,
inventories are not excessive, so that a
resumption of demand growth may
translate relatively rapidly into stronger
output expansion. In general, the
downside risks to economic growth
outside the United States appear limited.

As the cyclical upswing in Europe
strengthens again, monetary policy
tightening will be necessary in the "soft
currency" economies of the United
Kingdom, Sweden, Spain and Italy. All
of these economies have been growing
strongly. Although interest rates in the
"hard currency" European bloc (for
example, Germany and Switzerland)
will not need to rise by nearly as much
as in the soft currency region, interest
rates across Europe will probably
increase over the next year or so.

Contrary to our earlier expectations,
Japanese economic data remain weak.
Although interest rates continue to
decline and fiscal policy remains stimu-
latory, Japanese industry struggles to
adjust to the impacts of currency
strength, the short-term decline in
production caused by the Kobe earth-
quake, and the influence of subway gas
attacks and rising unemployment on
consumer sentiment. Over the next few
months we expect a further deteriora-
tion in Japanese economic activity, but
we believe Japanese financial markets
<PAGE>
have probably now fully discounted this
short-term poor growth outlook. For
example, five-year Japanese bond yields
fell below 2%, and one-year interest
rates are now less than 1%. The con-
sensus on Japanese gross domestic
product (GDP) growth in 1995 fell from
1.8% at the turn of the year to just 1.3%
currently. We believe that a further
fiscal expansion package, a very loose
monetary policy and some reversal of
the yen's recent strength will lift
Japanese growth expectations from
their current low levels. Japanese
corporate earnings could potentially
double in the next two years, even with
modest GDP growth.

Fiscal Year in Review
Since the Fund's inception on August 5,
1994 through June 30, 1995, total returns
for the Fund's Class B and Class D
Shares were -11.55% and -10.85%,
respectively. Total returns for Class A
and Class C Shares were -9.11% and
-9.75%, respectively, since inception
(October 21, 1994) through June 30, 1995.

The Fund's first year was marked by a
number of notable market factors. First,
Japanese small caps fell approximately
30% (in yen terms). Second, the Mexican
peso crisis erupted and undermined
investor confidence in emerging mar-
kets, as well as in some developed
economies with high debt burdens.
Finally, the US dollar depreciated
sharply in March 1995 against the yen
and the Deutschemark. Furthermore,
all of these crises contributed to a
marked downgrading of global growth
expectations over the last few months.
Weaker growth expectations have
harmed small cap performance relative
to large caps. These three factors
resulted in dramatic portfolio volatility
and contributed to the Fund's poor
performance since inception.
<PAGE>
Overall asset allocation across equity
markets detracted from performance.
Our underweighted stance in the US
market detracted about 3.6% from rela-
tive performance, while our over-
weighted stance towards Japanese small
caps and Latin America detracted
approximately 0.9% and 1.9%, respec-
tively, from Fund performance relative
to the benchmark.

Stock selection also detracted from
performance in Japan. Another signifi-
cant negative factor for Fund perform-
ance was its overweighted position in
the US dollar.

In Conclusion
Our investment strategy continues to
underweight US small caps while hold-
ing an overweighted stance towards
Japanese, Continental European and
emerging market small caps. We con-
tinue to hedge a portion of our Japanese
and European equity exposures back
into US dollars. The Fund currently
retains a 10% position in cash and
fixed-income investments.

We anticipate some retracement of
recent gains in equity markets, particu-
larly the United States, as stronger
economic numbers in the United States
cause bond yields to back up. However,
our expectations of a stronger US dollar
relative to the yen should be a positive
factor for the Japanese equity market.

We thank you for your continued inter-
est in Merrill Lynch Global SmallCap
Fund, Inc., and we look forward to
reviewing our strategy with you in our
upcoming quarterly shareholder letter.

Sincerely,



(Arthur Zeikel)
Arthur Zeikel
President
<PAGE>


(Andrew Bascand)
Andrew Bascand
Senior Portfolio Manager/
Asset Allocator



(Kenneth Chiang)
Kenneth Chiang
Co-Portfolio Manager
Emerging Markets Investments--Asia



(Adrian Holmes)
Adrian Holmes
Co-Portfolio Manager
European Investments



(Grace Pineda)
Co-Portfolio Manager
Emerging Markets Investments--
Europe and Latin America



(James Russell)
James Russell
Co-Portfolio Manager
Japanese Investments



(Dennis Stattman)
Dennis Stattman
Co-Portfolio Manager
US Investments






July 31, 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 simultane-
 ously 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 "Total Return Based on a $10,000 Investment"
graph on page 5. Performance data for all of the Fund's shares are
presented in the "Recent Performance Results" and "Aggregate
Total Return" tables on pages 5 and 6.

The "Recent Performance Results" table shows investment
results before the deduction of any sales charges for Class B
and Class D Shares for the since inception (August 5, 1994) and
3-month periods ended June 30, 1995 and for Class A and
Class C Shares for the since inception (October 21, 1994) and
3-month periods ended June 30, 1995. All data in this table
assume imposition of the actual total expenses incurred by each
class of shares during the relevant period.
<PAGE>
None of the past results shown should be considered a represen-
tation of future performance. Investment return and principal
value of shares will fluctuate so that shares, when redeemed,
may be worth more or less than their original cost. Dividends
paid to each class of shares will vary because of the different
levels of account maintenance, distribution and transfer agency
fees applicable to each class, which are deducted from the
income available to be paid to shareholders.




Total Return
Based on a
$10,000
Investment


A line graph depicting the growth of an investment in the Fund's
Class B and Class D Shares compared to growth of an investment in
the Salomon Brothers World Equity Index--Extended Market Index
(EMI). Beginning and ending values are:

                                         8/05/94**           6/95

Merrill Lynch Global
SmallCap Fund++--Class B Shares*         $10,000           $ 8,501

Merrill Lynch Global
SmallCap Fund++--Class D Shares*         $ 9,475           $ 8,447

Salomon Brothers World Equity Index--
Extended Market Index (EMI)++++          $10,000           $10,403


[FN]
   *Assuming maximum sales charge, transaction costs and other
    operating expenses, including advisory fees.
  **Commencement of Operations.
  ++Merrill Lynch Global SmallCap Fund, Inc. invests primarily
    in a diversified portfolio of equity securities of issuers
    with relatively small market capitalizations located in
    various foreign countries and the United States.
++++This unmanaged broad-based global small cap Index provides
    returns from stocks in 22 markets.




<PAGE>
Aggregate
Total Return


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

Class A Shares*

Inception (10/21/94) through 6/30/95    -9.11%        -13.89%

[FN]
 *Maximum sales charge is 5.25%.
**Assuming maximum sales charge.


                                       % Return       % Return
                                     Without CDSC    With CDSC**

Class B Shares*

Inception (8/5/94) through 6/30/95     -11.55%        -15.09%

[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       % Return
                                     Without CDSC    With CDSC**

Class C Shares*

Inception (10/21/94) through 6/30/95    -9.75%        -10.65%

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


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

Class D Shares*

Inception (8/5/94) through 6/30/95     -10.85%        -15.53%

[FN]
 *Maximum sales charge is 5.25%.
**Assuming maximum sales charge.
<PAGE>




PERFORMANCE DATA  (concluded)


<TABLE>
Recent
Performance
Results*
<CAPTION>
                                                                                            Since
                                                                                          Inception       3 Month
                                                       6/30/95    3/31/95  Inception++    % Change++      % Change
<S>                                                     <C>        <C>       <C>          <C>               <C>     
Class A Shares                                          $8.92      $8.70     $ 9.82       - 9.11%(1)        +2.53%
Class B Shares                                           8.84       8.64      10.00       -11.55(1)         +2.31
Class C Shares                                           8.84       8.64       9.80       - 9.75(1)         +2.31
Class D Shares                                           8.91       8.69      10.00       -10.85(1)         +2.53
Class A Shares--Total Return                                                              - 9.11(1)         +2.53
Class B Shares--Total Return                                                              -11.55(1)         +2.31
Class C Shares--Total Return                                                              - 9.75(1)         +2.31
Class D Shares--Total Return                                                              -10.85(1)         +2.53


<FN>
  *Investment results shown do not reflect sales charges; 
   results shown would be lower if a sales charge was included.
 ++Class A and Class C Shares commenced operations on 
   October 21, 1994. Class B and Class D Shares commenced 
   operations on August 5, 1994.
(1)Percent change includes reinvestment of $0.005 per share 
   capital gains distributions.
</TABLE>




IMPORTANT TAX INFORMATION (unaudited)

During the fiscal year ended June 30, 1995, Merrill Lynch Global
SmallCap Fund, Inc. distributed long-term capital gains of $0.005134
per share to shareholders of record as of December 13, 1994.

Please retain this information for your records.
<PAGE>


<TABLE>
SCHEDULE OF INVESTMENTS                                                                                            (in US dollars)
<CAPTION>
                                  Shares Held/                                                                 Value    Percent of
EUROPE        Industries          Face Amount            Investments                             Cost        (Note 1a)  Net Assets
<S>           <S>                   <C>          <S>                                        <C>            <C>              <C>   
Austria       Capital Goods            15,000    Bohler Uddeholm A.G.                       $    849,543   $  1,038,254       0.6%

              Utilities--Electric      27,400    Oesterreichische Elektrizitats AG 
                                                   (Verbund)                                   1,688,207      2,009,099       1.2

                                                 Total Investments in Austria                  2,537,750      3,047,353       1.8


Belgium       Building Materials       20,420    Terca Brick Industries                        1,016,106      1,150,018       0.7

                                                 Total Investments in Belgium                  1,016,106      1,150,018       0.7


Denmark       Engineering &            12,500    FLS Industries A/S                              901,389      1,239,114       0.7
              Construction

              Foreign          DKK  8,800,000    Denmark Government Bond,
              Government                           9% due 11/15/2000                           1,694,284      1,688,583       1.0
              Obligations

                                                 Total Investments in Denmark                  2,595,673      2,927,697       1.7


Finland       Airlines                225,000    Finnair OY                                    1,533,951      1,491,392       0.9

              Chemicals               140,000    Kemira OY                                       995,598      1,164,071       0.7

              Engineering &            75,000    Valmet Corporation 'A'                        1,502,031      1,695,163       1.0
              Construction

              Holding Company          29,000    Fiskars OY AB                                 1,479,062      1,290,549       0.8

                                                 Total Investments in Finland                  5,510,642      5,641,175       3.4


France        Advertising              14,500    Euro RSCG Worldwide, S.A.                     1,314,199      1,517,024       0.9

              Holding Company           3,722    Societe EuraFrance S.A.                       1,182,561      1,230,426       0.7

                                                 Total Investments in France                   2,496,760      2,747,450       1.6

<PAGE>
Germany       Machinery &              39,100  ++Kloeckner Werke AG                            3,734,471      2,615,148       1.6
              Engineering

                                                 Total Investments in Germany                  3,734,471      2,615,148       1.6


Greece        Banking                   6,970    Ergo Bank S.A. (Registered)                     325,290        320,791       0.2

              Building &                7,990    Titan Cement Co. S.A.                           302,811        303,427       0.2
              Construction

              Foods                     2,776    Delta Dairy S.A. (Ordinary)                      56,327         57,772       0.0

                                                 Total Investments in Greece                     684,428        681,990       0.4


Ireland       Banking & Finance       700,000    Anglo Irish Bank Corp. PLC                      607,595        595,577       0.4

              Foods                   314,100    Greencore PLC                                 2,140,602      2,374,359       1.4

                                                 Total Investments in Ireland                  2,748,197      2,969,936       1.8


Italy         Automotive               45,000  ++Brembo S.p.A.                                   312,011        310,819       0.2

              Building &              434,600    Fochi Filippo S.p.A. (Ordinary)               1,346,030         26,565       0.0
              Construction            250,000    Fochi Filippo S.p.A. (Warrants) (b)             138,508          1,528       0.0
                                                                                            ------------   ------------     ------
                                                                                               1,484,538         28,093       0.0

              Consumer Goods          205,000    Merloni Elettrodomestici S.p.A.                 337,062        273,166       0.2

              Diversified           1,850,000    Compagnie Industriali Riunite S.p.A. (CIR)    2,071,370      1,413,509       0.8
              Companies

                                                 Total Investments in Italy                    4,204,981      2,025,587       1.2


Netherlands   Capital Goods            13,000    Ahrend Groep NV                               1,340,569      1,716,601       1.0

              Retail Trade             26,250    Deboer Winkelbedrijven                        1,044,419      1,330,551       0.8

                                                 Total Investments in the Netherlands          2,384,988      3,047,152       1.8

<PAGE>
Spain         Glass                    40,800  ++Cristaleria Espanola S.A.                     1,797,393      2,323,731       1.4

              Real Estate              98,000    Vallehermoso S.A.                             1,603,094      1,678,498       1.0

              Textiles                115,000  ++Algodonera de San Antonio                     1,269,666      1,262,485       0.8

                                                 Total Investments in Spain                    4,670,153      5,264,714       3.2


Sweden        Engineering &            34,600    Celsius Industrier AB                           509,836        525,771       0.3
              Construction             72,900    Svedala Industri AB (d)                       1,742,255      1,964,906       1.2

                                                 Total Investments in Sweden                   2,252,091      2,490,677       1.5
</TABLE>



<TABLE>
SCHEDULE OF INVESTMENTS (continued)                                                                               (in US dollars)
<CAPTION>
EUROPE                            Shares Held/                                                                 Value    Percent of
(concluded)   Industries          Face Amount            Investments                             Cost        (Note 1a)  Net Assets
<S>           <S>                   <C>          <S>                                        <C>            <C>              <C>   
Switzerland   Engineering &             1,210    Daetwyler Holdings AG                      $  2,108,607   $  2,207,646       1.3%
              Construction              1,725    Swheizerische Industrie--Gasellschaft
                                                   Holdings AG (SIG)                           1,802,127      1,948,306       1.2
                                                                                            ------------   ------------     ------
                                                                                               3,910,734      4,155,952       2.5

              Metal Fabricating         1,300    George Fisher AG                              1,486,977      1,750,652       1.0

                                                 Total Investments in Switzerland              5,397,711      5,906,604       3.5


Turkey        Beverages               135,975    Erciyas Biracilik Ve Malt Sanayii A.S.           54,354        116,955       0.1

              Building &              333,432    Alarko Holdings A.S.                            272,405        294,338       0.2
              Construction

              Insurance               477,000    Aksigorta A.S.                                  119,250         92,852       0.1

                                                 Total Investments in Turkey                     446,009        504,145       0.4


United        Automobile Parts        195,000    Croda International PLC (Ordinary)            1,118,968      1,106,839       0.7
Kingdom
              Brewery                 467,000    Boddington Group PLC                          1,845,711      1,990,606       1.2

              Computers               400,000  ++Acorn Computer Group PLC                        569,441        569,399       0.3
                                       89,900  ++Micro Focus Group PLC                         1,123,032      1,100,992       0.7
                                                                                            ------------   ------------     ------
                                                                                               1,692,473      1,670,391       1.0
<PAGE>
              Diversified             889,000    Howden Group PLC                              1,262,630      1,159,443       0.7

              Food & Beverage         667,000    Hazlewood Foods PLC                           1,271,988      1,124,515       0.7

              Health/               1,230,000    London International Group (Ordinary)         1,862,069      2,161,728       1.3
              Personal Care

              Manufacturing           221,500    Low & Bonar PLC (Ordinary)                    1,458,747      1,780,855       1.1

              Media/Publishing        300,000    International Business Communications
                                                   (Ordinary)                                  1,043,116      1,336,020       0.8

              Transportation          230,000    Ocean Group PLC (Ordinary)                      977,405      1,137,685       0.7

                                                 Total Investments in the United Kingdom      12,533,107     13,468,082       8.2


                                                 Total Investments in Europe                  53,213,067     54,487,728      32.8


LATIN                           
AMERICA     

 
Brazil        Appliances            3,200,000    Brasmotor Group S.A. (Preferred)                641,325        590,662       0.4
                                  337,400,000    Refrigeracao Parana S.A. (Preferred)            678,464        655,750       0.4
                                                                                            ------------   ------------     ------
                                                                                               1,319,789      1,246,412       0.8

              Automotive               14,700    Capco Automotive Products Corp. 
                                                   S.A. (ADR) (a)                                124,950        113,925       0.1

              Foreign          BRL    500,000    Republic of Brazil, 6.687% due 4/15/2024        275,000        285,000       0.2
              Government
              Obligations

              Textiles              2,054,000    Companhia de Tecidos Norte de Minas S.A.
                                                   (Preferred)                                   652,560        646,754       0.4

                                                 Total Investments in Brazil                   2,372,299      2,292,091       1.5


Chile         Banking                  49,400    Banco Osorno y La Union S.A. (ADR) (a)          666,900        685,425       0.4

                                                 Total Investments in Chile                      666,900        685,425       0.4

<PAGE>
Colombia      Paper                   185,000  ++Papeles Nacionales C.A. (ADR) (a)             3,330,000      1,942,500       1.2

              Retail                   27,000    Gran Cadena de Almacenes Colombianos S.A.
                                                   (CADENALCO) (ADR) (a)                         472,500        567,000       0.3

                                                 Total Investments in Colombia                 3,802,500      2,509,500       1.5


Mexico        Broadcasting &          253,000  ++Grupo Fernandez Editores, S.A. de 
              Publishing                           C.V.--BCP                                     404,963         95,456       0.1

              Paper & Forest           75,000    Kimberly-Clark de Mexico, S.A. de C.V.          567,404        860,911       0.5
              Products

                                                 Total Investments in Mexico                     972,367        956,367       0.6


Peru          Foods                   356,300    Companhia Industrial Peru Pacifico S.A.         383,299        399,082       0.2

                                                 Total Investments in Peru                       383,299        399,082       0.2


Venezuela     Building                 60,000    Corimon C.A.S.A.C.A. (ADR) (a)                  367,200        390,000       0.2
              Materials
                                                 Total Investments in Venezuela                  367,200        390,000       0.2


                                                 Total Investments in Latin America            8,564,565      7,232,465       4.4


MIDDLE EAST/
AFRICA


South Africa  Diversified              37,616    Morgan Stanley Africa Investment Fund           413,776        432,584       0.3
                                       42,000    New South Africa Fund, Inc.                     582,635        603,750       0.4
                                       42,000    Southern Africa Fund, Inc.                      592,838        593,250       0.4

                                                 Total Investments in South Africa             1,589,249      1,629,584       1.1


                                                 Total Investments in the Middle East/Africa   1,589,249      1,629,584       1.1

NORTH
AMERICA


Canada        Insurance                67,925    Cambior Inc.                                    987,616        832,081       0.5

              Leisure                 116,384    Four Seasons Hotels Ltd.                      1,319,172      1,441,025       0.9

              Utilities--Gas          131,400    British Columbia Gas Inc.                     1,425,996      1,387,691       0.8

                                                 Total Investments in Canada                   3,732,784      3,660,797       2.2

<PAGE>
United        Aerospace               110,000    UNC, Inc.                                       637,625        591,250       0.4
States
              Apparel                 115,000    Farah, Inc.                                   1,148,408        747,500       0.4
                                        5,000    Jones Apparel Group, Inc.                       110,925        149,375       0.1
                                       15,000    Marisa Christina, Inc.                          168,950        210,000       0.1
                                                                                            ------------   ------------     ------
                                                                                               1,428,283      1,106,875       0.6

              Banking & Finance         7,500    Bankers Corp.                                   113,738        121,875       0.1
                                       59,000    Charter One Financial, Inc.                   1,225,870      1,445,500       0.9
                                        9,200    The Co-Operative Bank of Concord                132,250        154,100       0.1
                                       66,100    Roosevelt Financial Group, Inc.               1,071,451      1,090,650       0.7
                                                                                            ------------   ------------     ------
                                                                                               2,543,309      2,812,125       1.8
</TABLE>



<TABLE>
SCHEDULE OF INVESTMENTS (continued)                                                                               (in US dollars)
<CAPTION>
NORTH
AMERICA                           Shares Held/                                                                 Value    Percent of
(concluded)   Industries          Face Amount            Investments                             Cost        (Note 1a)  Net Assets
<S>           <S>                   <C>          <S>                                        <C>            <C>              <C>   
United        Biotechnology            15,000  ++Cor Therapeutics, Inc.                     $    168,375   $    133,125       0.1%
States                                 10,000  ++Genetic Therapy, Inc.                           100,050        143,750       0.1
(concluded)                            15,000  ++Scios Nova, Inc.                                 74,025         60,938       0.0
                                                                                            ------------   ------------     ------
                                                                                                 342,450        337,813       0.2

              Building &               12,000    Blount, Inc. (Class A)                          523,696        535,500       0.3
              Building                 33,000    Oakwood Homes Corporation                       869,607        845,625       0.5
              Materials                51,000  ++Redman Industries, Inc.                         913,875      1,083,750       0.6
                                       15,300    Ryland Group, Inc.                              206,581        246,713       0.1
                                       39,800    Washington Homes, Inc.                          199,396        179,100       0.1
                                                                                            ------------   ------------     ------
                                                                                               2,713,155      2,890,688       1.6

              Business Services       123,300  ++Applied Bioscience International, Inc.          713,757        631,913       0.4

              Computers                15,000  ++Storage Technology Corporation                  295,425        369,375       0.2
                                       25,000  ++Stratus Computer, Inc.                          787,870        775,000       0.5
                                                                                            ------------   ------------     ------
                                                                                               1,083,295      1,144,375       0.7
<PAGE>
              Data Processing          10,000  ++Cognos, Inc.                                    121,250        285,000       0.2
                                       10,000  ++Landmark Graphics Corp.                         181,756        255,000       0.2
                                       25,000  ++SHL Systemhouse, Inc.                           125,000        175,000       0.1
                                       20,000  ++Sterling Software, Inc.                         639,468        770,000       0.5
                                       25,000  ++Symantec Corp.                                  432,423        718,750       0.4
                                                                                            ------------   ------------     ------
                                                                                               1,499,897      2,203,750       1.4

              Electrical               20,000  ++Comptek Research, Inc.                          238,700        360,000       0.2
              Equipment

              Electronics              10,000    Analogic Corporation                            171,250        167,500       0.1
                                        5,000  ++VLSI Technology, Inc.                            58,750        149,375       0.1
                                                                                            ------------   ------------     ------
                                                                                                 230,000        316,875       0.2

              Healthcare--             60,000  ++Beverly Enterprises, Inc.                       810,553        742,500       0.4
              Products/Services        50,000    Charter Medical Corp.                           874,658        812,500       0.5
                                       53,800  ++Ramsay Health Care, Inc.                        330,777        221,925       0.1
                                       14,038  ++Ramsey Managed Care, Inc.                        31,586         50,888       0.0
                                                                                            ------------   ------------     ------
                                                                                               2,047,574      1,827,813       1.0

              Home Furnishing          30,000    Crown Crafts, Inc.                              447,788        495,000       0.3

              Insurance                54,000    Ace, Ltd.                                     1,236,340      1,566,000       0.9
                                       63,700    Capital Guaranty Corp.                          957,847      1,146,600       0.7
                                       50,000    First Colony Corp.                            1,052,038      1,200,000       0.7
                                       22,500    Harleysville Group, Inc.                        459,038        540,000       0.3
                                       73,200    PXRE Corp.                                    1,684,275      1,711,050       1.0
                                       16,000    PartnerRe Holdings Ltd.                         316,750        416,000       0.2
                                       60,000    Security-Connecticut Corp.                    1,296,100      1,545,000       0.9
                                                                                            ------------   ------------     ------
                                                                                               7,002,388      8,124,650       4.7

              Natural Resources        30,000    Brown (Tom), Inc.                               364,775        438,750       0.3
                                      100,000  ++Coho Resources, Inc.                            466,689        500,000       0.3
                                       35,000  ++Plains Resources, Inc.                          218,750        306,250       0.2
                                       50,000    Total Petroleum of North America Ltd.           613,000        550,000       0.3
                                       55,000  ++TransTexas Gas Corp.                            605,000        811,250       0.5
                                                                                            ------------   ------------     ------
                                                                                               2,268,214      2,606,250       1.6

              Pharmaceuticals          10,000  ++Vical, Inc.                                      81,077         97,500       0.1

              Real Estate              27,000    Carr Realty Corp.                               539,996        465,750       0.3
              Investment               50,000    Crown American Realty Trust                     726,750        631,250       0.4
              Trust                                                                         ------------   ------------     ------
                                                                                               1,266,746      1,097,000       0.7
<PAGE>
              Restaurants              67,500  ++TPI Enterprises, Inc.                           377,458        282,656       0.2

              Retailing                55,000    Baker (J.), Inc.                                970,300        543,125       0.3
                                       70,000  ++Catherines Stores Corp.                         596,740        735,000       0.4
                                       40,000    Hancock Fabrics, Inc.                           371,281        365,000       0.2
                                        8,300    OfficeMax, Inc.                                 157,700        231,363       0.1
                                       21,000    Pier 1 Imports, Inc.                            166,000        194,250       0.1
                                       15,000  ++Rex Stores Corp.                                195,900        210,000       0.1
                                      165,000  ++Service Merchandise Co., Inc.                   890,012        866,250       0.5
                                                                                            ------------   ------------     ------
                                                                                               3,347,933      3,144,988       1.7

              Textiles                 75,000  ++Burlington Industries, Inc.                     873,330        862,500       0.5

              Transportation           11,300  ++Kirby Corp.                                     185,715        179,388       0.1

              Utilities--Water         10,000    American Water Works Company, Inc.              276,850        317,500       0.2

                                                 Total Investments in the United States       29,605,544     31,430,909      18.6


                                                 Total Investments in North America           33,338,328     35,091,706      20.8


PACIFIC
BASIN


Australia     Insurance               146,734    QBE Insurance Group                             564,034        574,675       0.3

              Merchandising            33,300    Amway Asia Pacific Ltd.                       1,021,139      1,207,125       0.7

              Mining                  227,660    QCT Resources Ltd.                              225,663        222,904       0.1

                                                 Total Investments in Australia                1,810,836      2,004,704       1.1


Hong Kong     Broadcasting &        1,347,000    Ming Pao Enterprise Corp. Ltd.                1,015,477        713,776       0.4
              Publishing

              Financial        US$    920,000    Goldlion Capital Corp., 4.875% 
              Services                             due 2/01/1999                                 698,199        763,600       0.5
                                    2,860,000    Winton Holdings Ltd.                          1,040,875        694,919       0.4
                                                                                            ------------   ------------     ------
                                                                                               1,739,074      1,458,519       0.9

              Machinery                17,000    Beiren Printing Machinery Holdings Ltd.
                                                   (Class H)                                       7,804          3,493       0.0

              Packaging                42,700    Sinocan Holdings Ltd.                            12,191         12,141       0.0

                                                 Total Investments in Hong Kong                2,774,546      2,187,929       1.3

<PAGE>
Indonesia     Banking--               163,000    PT Bank Bali                                    337,016        413,724       0.2
              International

              Telecommuni-            204,000  ++PT Kabelmetal Indonesia                         287,351        343,666       0.2
              cations & 
              Equipment

                                                 Total Investments in Indonesia                  624,367        757,390       0.4


Japan         Apparel                 100,000    Goldwin Inc.                                  1,289,360        714,201       0.4

              Automobile Parts         53,300    Murakami Corp.                                1,089,531        736,170       0.4
                                       71,000    Sanoh Industrial                                963,400        553,181       0.3
                                      110,000    Showa Corp.                                   1,098,685        727,187       0.4
                                       89,000    Yamakawa Industrial Co.                       1,085,484        782,729       0.5
                                                                                            ------------   ------------     ------
                                                                                               4,237,100      2,799,267       1.6
</TABLE>



<TABLE>
SCHEDULE OF INVESTMENTS (continued)                                                                               (in US dollars)
<CAPTION>
PACIFIC
BASIN                             Shares Held/                                                                 Value    Percent of
(concluded)   Industries          Face Amount            Investments                             Cost        (Note 1a)  Net Assets
<S>           <S>                   <C>          <S>                                        <C>            <C>              <C>   
Japan         Banks                    17,000    Bank of the Ryukyus, Ltd.                  $    988,951   $    732,499       0.4%
(concluded)
              Beverages                79,000    Hokkaido Coca-Cola Bottling Co., Ltd.         1,298,058      1,156,416       0.7
                                       74,800    Sanyo Coca-Cola Bottling Co., Ltd.            1,130,306      1,218,557       0.7
                                                                                            ------------   ------------     ------
                                                                                               2,428,364      2,374,973       1.4

              Chemicals                70,000    Katakura Chikkarin Co., Ltd.                    830,212        614,803       0.4

              Computer Services        42,800    TKC Corp.                                     1,376,809      1,010,506       0.6

              Construction             77,590    Japan Foundation Engineering                  1,657,836      1,511,315       0.9
                                       75,920    Tsuchiya Home Co.                             1,667,047      1,209,916       0.7
                                       35,200    USK Corp.                                       597,627        656,546       0.4
                                      133,000    Yondenko Corp.                                1,299,139      1,303,152       0.8
                                                                                            ------------   ------------     ------
                                                                                               5,221,649      4,680,929       2.8
<PAGE>
              Consumer                 59,000    Roland Corp.                                  1,429,975        905,442       0.5
              Electricals

              Electrical               84,000    Energy Support Corp.                            642,525        475,977       0.3
              Equipment                38,000    Maspro Denkoh Corp.                           1,272,483        762,602       0.5
                                       26,000    Shinmei Electric Co.                          1,340,491        395,939       0.2
                                       52,000    Sukegawa Electric Co.                           682,343        524,849       0.3
                                                                                            ------------   ------------     ------
                                                                                               3,937,842      2,159,367       1.3

              Engineering &            24,000    Kyowa Engineering Consulting                    479,335        283,320       0.2
              Construction

              Foods/Food               36,000    Ariake Japan Co. Ltd.                         1,533,040      1,444,930       0.9
              Processing              108,000    Fuji Oil Co., Ltd.                              983,191        810,861       0.5
                                                                                            ------------   ------------     ------
                                                                                               2,516,231      2,255,791       1.4

              Health Services          40,000    Kanto Biomedical Laboratory                     845,365        566,639       0.3
                                       62,000    SRL Inc.                                      1,416,697        922,205       0.6
                                                                                            ------------   ------------     ------
                                                                                               2,262,062      1,488,844       0.9

              Industrials              27,000    Roki Techno Co., Ltd.                           870,024        608,783       0.4

              Iron & Steel            197,000    Nippon Chutesukan                             1,253,043        918,605       0.6

              Leasing                  28,000    Marufuji Sheet Piling Co., Ltd.                 301,153        177,830       0.1
                                       51,700    Nissho Iwai Steel Leasing Co.                   624,366        317,365       0.2
                                                                                            ------------   ------------     ------
                                                                                                 925,519        495,195       0.3

              Machinery                46,640    Giken Seisakusho Co. Inc.                     1,454,121        743,289       0.4

              Metal Fabrication       115,000    Mory Industries Inc.                            953,698        719,514       0.4
                                      124,000    Toyo Kohan Co., Ltd.                          1,057,406        933,916       0.6
                                                                                            ------------   ------------     ------
                                                                                               2,011,104      1,653,430       1.0

              Packaging                45,800    Chuo Kagaku Co. Ltd.                          1,931,203      1,081,336       0.6

              Paper                   109,000    Tomoku Co., Ltd.                                859,183        681,974       0.4

              Pharmaceuticals          21,600    Towa Pharmaceutical Co.                       1,529,792      1,175,493       0.7

              Pollution Control       148,000    Organo Corp.                                  1,642,912      1,380,238       0.8

              Real Estate              53,000    Keihanshin Real Estate Co. Ltd.                 525,507        356,628       0.2
                                       56,000    TOC Corp.                                       596,958        509,031       0.3
                                                                                            ------------   ------------     ------
                                                                                               1,122,465        865,659       0.5
<PAGE>
              Restaurants              47,000    Aim Services Co., Ltd.                        1,405,610        904,380       0.5
                                       41,500    Mos Food Services, Inc.                       1,468,614      1,053,299       0.6
                                       83,800    Ohsho Food Service Corp.                      2,268,651      1,879,589       1.1
                                                                                            ------------   ------------     ------
                                                                                               5,142,875      3,837,268       2.2

              Retail Specialty         60,000    ADO Electric Industrial Co., Ltd.             1,956,905      1,296,187       0.8
                                       50,000    Arcland Sakamoto                                964,197        767,324       0.5
                                       91,000    Daika Corporation                             1,444,684        699,339       0.4
                                       53,900    Home Wide Corp.                               1,078,769        605,110       0.4
                                       34,800    Nitori Co.                                    1,257,950        940,763       0.6
                                                                                            ------------   ------------     ------
                                                                                               6,702,505      4,308,723       2.7

              Retail Stores           119,000    Sotetsu Rosen Co., Ltd.                       1,112,252      1,025,499       0.6

              Services                 63,800    Ichinen Co., Ltd.                             1,690,116      1,513,847       0.9

              Textiles                 92,000    Komatsu Seiren Co., Ltd.                      1,364,484      1,162,082       0.7

              Trading                  31,000    Japan CBM Corp.                               1,200,936        706,292       0.4

              Trucking                108,000    Nippon Konpo Unyu Soko                        1,045,185        988,077       0.6
                                       95,000    Tonami Transportation Co., Ltd.                 743,587        695,313       0.4
                                                                                            ------------   ------------     ------
                                                                                               1,788,772      1,683,390       1.0

                                                 Total Investments in Japan                   59,599,196     43,861,045      26.1


Malaysia      Broadcasting            158,000    Sistem Televisyen Malaysia BHD                  477,231        421,333       0.3

              Newspaper/              266,000    New Straits Times Press BHD                   1,090,579        823,918       0.5
              Publishing 

                                                 Total Investments in Malaysia                 1,567,810      1,245,251       0.8


New Zealand   Broadcasting &          229,000    Independent News Ltd.                           711,948        711,213       0.4
              Publishing

              Electronics              46,500    PDL Industries Ltd.                             218,223        232,930       0.1

              Foreign         NZ$   2,825,000    New Zealand Government Bonds, 8%
              Government                           due 11/15/1995                              1,760,873      1,879,827       1.1
              Obligations

              Transportation          154,400    Ports of Auckland Ltd.                          270,171        304,215       0.2
              --Marine
<PAGE>
                                                 Total Investments in New Zealand              2,961,215      3,128,185       1.8


South Korea   Electronics               4,456    Samsung Electronics Co.                         435,574        428,890       0.3

              Iron/Steel               15,385    Pohang Iron & Steel Company, Ltd.               442,780        453,858       0.3

                                                 Total Investments in South Korea                878,354        882,748       0.6


                                                 Total Investments in the Pacific Basin       70,216,324     54,067,252      32.1


SOUTHEAST
ASIA


India         Hotels                   61,000  ++East India Hotels Ltd.                          887,000        953,430       0.6

              Media                   100,000    Videocon International, Ltd. (GDR) (c)          385,000        355,000       0.2

              Tobacco                  30,500    Indian Tobacco Co. Ltd. (ADR) (a)               392,687        213,500       0.1

                                                 Total Investments in India                    1,664,687      1,521,930       0.9


                                                 Total Investments in Southeast Asia           1,664,687      1,521,930       0.9
</TABLE>



<TABLE>
SCHEDULE OF INVESTMENTS (concluded)                                                                               (in US dollars)
<CAPTION>
SHORT-TERM                            Face                                                                     Value    Percent of
SECURITIES                           Amount                  Issue                               Cost        (Note 1a)  Net Assets
<S>           <S>                   <C>          <S>                                        <C>            <C>              <C>   
              Commercial      US$   1,531,000    General Electric Capital Corp., 6.20%
              Paper*                               due 7/03/1995                            $  1,530,473   $  1,530,473       0.9%

                                                 Total Investments in Commercial Paper         1,530,473      1,530,473       0.9


              Commercial    Pound   1,500,000    General Electric Capital Corp., 6.65%
              Paper*--   Sterling                  due 7/10/1995++++++                         2,381,648      2,373,032       1.4
              Foreign         ThB  38,294,380    Siam City Bank Ltd., 12.25% due 9/04/1995     1,514,677      1,514,704       0.9

                                                 Total Investments in Commercial Paper--
                                                 Foreign                                       3,896,325      3,887,736       2.3

<PAGE>
              Foreign          C$   2,600,000    Canadian Treasury Bill, 6.540% due 
              Government                           8/17/1995                                   1,867,538      1,876,505       1.1
              Obligations*    NZ$   6,300,000    New Zealand Treasury Bill, 7.3864%
                                                   due 9/06/1995++++++                         4,166,504      4,142,550       2.5
                             

                                                 Total Investments in Foreign
                                                 Government Obligations                        6,034,042      6,019,055       3.6


              US Government &                    US Treasury Bills++++:
              Agency          US$     600,000      5.51% due 7/27/1995                           597,612        597,556       0.4
              Obligations*            125,000      5.59% due 7/27/1995                           124,495        124,491       0.1
                                       50,000      5.62% due 7/27/1995                            49,797         49,796       0.0

                                                 Total Investments in US Government &
                                                 Agency Obligations                              771,904        771,843       0.5


                                                 Total Investments in 
                                                 Short-Term Securities                        12,232,744     12,209,107       7.3


OPTIONS                      Number of Contracts/                                               Premiums
PURCHASED                         Face Amount                   Issue                             Paid
<S>           <S>                   <C>          <S>                                        <C>            <C>              <C> 
              Call Options             85,839    Topix, 2nd Section, expiring September
              Purchased                            1995 at YEN 231.31                            200,000              0       0.0

              Currency Put    YEN  17,000,000    Japanese Yen, expiring August 1995 
              Options                              at YEN 99                                     219,250              0       0.0
              Purchased       YEN   2,000,000    Japanese Yen, expiring January 1996 
                                                   at YEN 86.15                                   66,456         38,326       0.0
                                                                                            ------------   ------------     ------
                                                                                                 285,706         38,326       0.0

                                                 Total Options Purchased                         485,706         38,326       0.0


                                                 Total Investments                           181,304,670    166,278,098      99.4


OPTIONS                                                                                         Premiums
WRITTEN                                                                                         Received
<PAGE>
              Currency Call   YEN   7,000,000    Japanese Yen, expiring August 1995 
              Options                              at YEN 91.29                                  (88,550)      (597,800)     (0.3)
              Written         YEN  10,000,000    Japanese Yen, expiring August 1995 
                                                   at YEN 91.38                                 (130,700)      (850,730)     (0.5)
                              YEN   2,000,000    Japanese Yen, expiring January 1996 
                                                   at YEN 81.75                                  (66,456)       (57,056)     (0.0)
                                                                                          
                                                 Total Options Written                          (285,706)    (1,505,586)     (0.8)



              Total Investments, Net of Options Written                                     $181,018,964    164,772,512      98.6
                                                                                            ============
              Variation Margin on Stock Index Futures Contracts**                                                 2,401       0.0

              Unrealized Appreciation on Forward Foreign Exchange Contracts***                                  153,104       0.1

              Other Assets Less Liabilities                                                                   2,211,655       1.3
                                                                                                           ------------     ------
              Net Assets                                                                                   $167,139,672     100.0%
                                                                                                           ============     ======



<FN>
              (a)American Depositary Receipt (ADR).
              (b)Warrants entitle the Fund to purchase a predetermined number of
                 shares of common stock. The purchase price and the number of
                 shares are subject to adjustment under certain conditions until
                 the expiration date.
              (c)Global Depositary Receipt (GDR).
              (d)Restricted security as to resale. The value of the Fund's
                 investments in restricted securities was approximately $1,965,000,
                 representing 1.2% of net assets.

<CAPTION>
                                       Acquisition                             Value
                 Issue                    Date               Cost            (Note 1a)
                 <S>                    <C>              <C>                <C>
                 Svedala Industri AB    1/01/1994        $1,742,255         $1,964,906

                 Total                                   $1,742,255         $1,964,906
                                                         ==========         ==========


               ++Non-income producing security.
             ++++Security represents collateral in connection with stock index
                 futures contracts.
           ++++++Security represents collateral in connection with open options.
                *Commercial Paper, certain Foreign Government and 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.
               **Stock index futures contracts purchased as of June 30, 1995 were
                 as follows:
<PAGE>
<CAPTION>
                 Number of                                    Expiration       Value
                 Contracts        Issue         Exchange         Date        (Note 1c)
                   <C>          <S>              <S>       <S>              <C>
                   15           Nikkei 225       CME       September 1995   $1,088,250
                    7           Nikkei 225       SIMEX     September 1995      599,309

                 Total Stock Index Futures Contracts Purchased
                 (Total Contract Price--$1,804,604)                         $1,687,559
                                                                            ==========


                 Stock index futures contracts sold as of June 30, 1995 were as follows:

<CAPTION>
                 Number of                                   Expiration        Value
                 Contracts        Issue         Exchange         Date        (Note 1c)
                   <C>           <S>             <S>       <S>              <C>
                   11            DAX             DTB       September 1995   $1,675,054
                    2            FTSE100         LIFFE     September 1995      264,182

                 Total Stock Index Futures Contracts Sold
                 (Total Contract Price--$1,981,730)                         $1,939,236
                                                                            ==========


              ***Forward foreign exchange contracts as of June 30, 1995 were
                 as follows:

<CAPTION>
                                                                           Unrealized
                                                                          Appreciation
                 Foreign Currency                Expiration              (Depreciation)
                 Purchased                          Date                   (Note 1b)
                 <S>      <C>                  <S>                           <C>
                 C$           2,550,390           July 1995                  $ (18,127)
                 Chf          4,638,762           July 1995                    (29,959)
                 Pound          724,329           September 1995               (17,528)
                 Sterling
                 YEN      1,668,321,000           July 1995                      7,550
                 Nlg          4,034,342           July 1995                    (77,169)

                 Total (US$ Commitment--$29,499,469)                         $(135,233)
                                                                             ---------

                 Foreign Currency Sold
<PAGE>
                 Ats         21,193,600           July 1995                  $(178,364)
                 Bf          34,000,000           September 1995               (31,903)
                 Chf          8,252,094           July 1995                    (56,047)
                 DM           2,439,415           July 1995                    (65,240)
                 Fmk         16,044,000           July 1995                    (37,388)
                 Frf          4,956,510           July 1995                    (39,232)
                 Nlg          4,187,470           July 1995                   (125,695)
                 NZ$          2,815,000           July 1995                     (2,747)
                 YEN      3,229,257,225           July 1995                    824,953

                 Total (US$ Commitment--$60,133,878)                         $ 288,337
                                                                             ---------

                 Total Unrealized Appreciation--Net on Forward Foreign
                 Exchange Contracts                                          $ 153,104
                                                                             =========


                 See Notes to Financial Statements.
</TABLE>



<TABLE>
STATEMENT OF ASSETS AND LIABILITIES
<CAPTION>
                   As of June 30, 1995
<S>                <S>                                                                                  <C>           <C>
Assets:            Investments, at value (identified cost--$180,818,964) (Note 1a)                                    $166,239,772
                   Unrealized appreciation on forward foreign exchange contracts (Note 1c)                                 153,104
                   Options purchased, at value (cost--$485,706) (Notes 1a & 1c)                                             38,326
                   Foreign cash (Note 1c)                                                                                2,470,413
                   Receivables:
                     Securities sold                                                                    $  6,457,078
                     Dividends                                                                               415,772
                     Capital shares sold                                                                     240,271
                     Interest                                                                                137,266
                     Variation margin on stock index futures contracts (Notes 1a & 1c)                         2,401     7,252,788
                                                                                                        ------------
                   Deferred organization expenses (Note 1g)                                                                149,700
                   Prepaid registration fees and other assets (Note 1g)                                                     84,411
                                                                                                                      ------------
                   Total assets                                                                                        176,388,514
                                                                                                                      ------------

<PAGE>
Liabilities:       Options written, at value (premiums received--$285,706) (Notes 1a & 1c)                               1,505,586
                   Payables:
                     Securities purchased                                                                  6,902,125
                     Capital shares redeemed                                                                 360,291
                     Distributor (Note 2)                                                                    119,867
                     Investment adviser (Note 2)                                                             118,623     7,500,906
                                                                                                        ------------
                   Accrued expenses and other liabilities                                                                  242,350
                                                                                                                      ------------
                   Total liabilities                                                                                     9,248,842
                                                                                                                      ------------


Net Assets:        Net assets                                                                                         $167,139,672
                                                                                                                      ============


Net Assets         Class A Common Stock, $0.10 par value, 100,000,000 shares authorized                               $     67,154
Consist of:        Class B Common Stock, $0.10 par value, 100,000,000 shares authorized                                  1,495,955
                   Class C Common Stock, $0.10 par value, 100,000,000 shares authorized                                     55,687
                   Class D Common Stock, $0.10 par value, 100,000,000 shares authorized                                    268,613
                   Paid-in capital in excess of par                                                                    186,984,460
                   Undistributed investment income--net                                                                    387,027
                   Accumulated realized capital losses on investments and foreign currency 
                   transactions--net                                                                                    (5,854,788)
                   Accumulated distributions in excess of realized capital gains--net                                      (99,763)
                   Unrealized depreciation on investments and foreign currency transactions--net                       (16,164,673)
                                                                                                                      ------------
                   Net assets                                                                                         $167,139,672
                                                                                                                      ============


Net Asset          Class A--Based on net assets of $5,992,091 and 671,536 shares outstanding                          $       8.92
Value:                                                                                                                ============
                   Class B--Based on net assets of $132,296,170 and 14,959,548 shares outstanding                     $       8.84
                                                                                                                      ============
                   Class C--Based on net assets of $4,923,879 and 556,866 shares outstanding                          $       8.84
                                                                                                                      ============
                   Class D--Based on net assets of $23,927,532 and 2,686,134 shares outstanding                       $       8.91
                                                                                                                      ============


                   See Notes to Financial Statements.
</TABLE>


<PAGE>
<TABLE>
STATEMENT OF OPERATIONS
<CAPTION>
                   For the Period August 5, 1994++ to June 30, 1995
<S>                <S>                                                                                  <C>           <C>
Investment         Interest and discount earned (net of $1,191 foreign withholding tax)                               $  2,291,499
Income             Dividends (net of $221,334 foreign withholding tax)                                                   1,807,794
(Notes 1e & 1f):                                                                                                      ------------
                   Total income                                                                                          4,099,293
                                                                                                                      ------------


Expenses:          Investment advisory fees (Note 2)                                                    $  1,300,660
                   Account maintenance and distribution fees--Class B (Note 2)                             1,246,220
                   Transfer agent fees--Class B (Note 2)                                                     307,627
                   Printing and shareholder reports                                                          162,017
                   Registration fees (Note 1g)                                                               153,461
                   Custodian fees                                                                            148,050
                   Accounting services (Note 2)                                                              111,195
                   Account maintenance fees--Class D (Note 2)                                                 58,337
                   Transfer agent fees--Class D (Note 2)                                                      47,476
                   Directors' fees and expenses                                                               35,833
                   Amortization of organization expenses (Note 1g)                                            33,606
                   Professional fees                                                                          32,103
                   Account maintenance and distribution fees--Class C (Note 2)                                24,770
                   Transfer agent fees--Class C (Note 2)                                                       7,171
                   Transfer agent fees--Class A (Note 2)                                                       6,058
                   Pricing fees                                                                                5,162
                   Other                                                                                      32,520
                                                                                                        ------------
                   Total expenses                                                                                        3,712,266
                                                                                                                      ------------
                   Investment income--net                                                                                  387,027
                                                                                                                      ------------


Realized &         Realized loss from:
Unrealized Gain      Investments--net                                                                     (1,737,110)
(Loss) on            Foreign currency transactions--net                                                   (4,117,678)   (5,854,788)
Investments &                                                                                           ------------
Foreign Currency   Unrealized appreciation (depreciation) on:
Transactions--Net    Investments--net                                                                    (16,321,003)
(Notes 1c, 1d,       Foreign currency transactions--net                                                      156,330   (16,164,673)
1f & 3):                                                                                                ------------  ------------
                   Net realized and unrealized loss on investments and foreign currency transactions                   (22,019,461)
                                                                                                                      ------------
                   Net Decrease in Net Assets Resulting from Operations                                               $(21,632,434)
                                                                                                                      ============

                 <FN>
                 ++Commencement of Operations.

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


<TABLE>
STATEMENT OF CHANGES IN NET ASSETS
<CAPTION>
                                                                                                                For the Period
                                                                                                              August 5, 1994++ to
                   Increase (Decrease) in Net Assets:                                                           June 30, 1995
<S>                <S>                                                                                               <C>
Operations:        Investment income--net                                                                            $    387,027
                   Realized loss on investments and foreign currency transactions--net                                 (5,854,788)
                   Change in unrealized depreciation on investments and foreign currency transactions--net            (16,164,673)
                                                                                                                     ------------
                   Net decrease in net assets resulting from operations                                               (21,632,434)
                                                                                                                     ------------


Distributions to   In excess of realized gain on investments--net:
Shareholders         Class A                                                                                               (1,696)
(Note 1h):           Class B                                                                                              (81,949)
                     Class C                                                                                               (1,158)
                     Class D                                                                                              (14,960)
                                                                                                                     ------------
                   Net decrease in net assets resulting from distributions to shareholders                                (99,763)
                                                                                                                     ------------

Capital Share      Net increase in net assets derived from capital share transactions                                 188,771,869
Transactions                                                                                                         ------------
(Note 4):


Net Assets:        Total increase in net assets                                                                       167,039,672
                   Beginning of period                                                                                    100,000
                                                                                                                     ------------
                   End of period*                                                                                    $167,139,672
                                                                                                                     ============
                 <FN>
                  *Undistributed investment income--net                                                              $    387,027
                                                                                                                     ============
                 ++Commencement of Operations.

                   See Notes to Financial Statements.
</TABLE>


<PAGE>
<TABLE>
FINANCIAL HIGHLIGHTS
<CAPTION>
                                                                           For the        For the       For the      For the
                                                                           Period         Period        Period       Period
                                                                         October 21,     August 5,    October 21,   August 5,
                   The following per share data and ratios                  1994++         1994++        1994++       1994
                   have been derived from information                    to June 30,    to June 30,   to June 30,  to June 30,
                   provided in the financial statements.                    1995           1995          1995         1995

                   Increase (Decrease) in Net Asset Value:                 Class A       Class B       Class C       Class D
<S>                <S>                                                    <C>           <C>           <C>           <C>
Per Share          Net asset value, beginning of period                   $    9.82     $   10.00     $    9.80     $   10.00
Operating                                                                 ---------     ---------     ---------     ---------
Performance:         Investment income--net                                     .04           .01           .01           .08
                     Realized and unrealized loss on investments and
                     foreign currency transactions--net                        (.93)        (1.16)         (.96)        (1.16)
                                                                          ---------     ---------     ---------     ---------
                   Total from investment operations                            (.89)        (1.15)         (.95)        (1.08)
                                                                          ---------     ---------     ---------     ---------
                   Less distributions in excess of realized gain on
                   investments--net                                            (.01)         (.01)         (.01)         (.01)
                                                                          ---------     ---------     ---------     ---------
                   Net asset value, end of period                         $    8.92     $    8.84     $    8.84     $    8.91
                                                                          =========     =========     =========     =========


Total              Based on net asset value per share                        (9.11%)+++   (11.55%)+++    (9.75%)+++   (10.85%)+++
Investment                                                                =========     =========     =========     =========
Return:**


Ratios to          Expenses, excluding account maintenance and
Average            distribution fees                                          1.62%*        1.56%*        1.66%*        1.52%*
Net Assets:                                                               =========     =========     =========     =========
                   Expenses                                                   1.62%*        2.56%*        2.66%*        1.77%*
                                                                          =========     =========     =========     =========
                   Investment income--net                                     1.06%*         .10%*         .20%*         .90%*
                                                                          =========     =========     =========     =========

Supplemental       Net assets, end of period (in thousands)               $   5,992     $ 132,296     $   4,924     $  23,928
Data:                                                                     =========     =========     =========     =========
                   Portfolio turnover                                        47.96%        47.96%        47.96%        47.96%
                                                                          =========     =========     =========     =========

                <FN>
                  *Annualized.
                 **Total investment returns exclude the effects of sales loads.
                +++Aggregate total investment return.
                 ++Commencement of Operations.

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



NOTES TO FINANCIAL STATEMENTS


1. Significant Accounting Policies:
Merrill Lynch Global SmallCap Fund, Inc. (the "Fund") is registered
under the Investment Company Act of 1940 as a diversified, open-end
management investment company. Prior to commencement of
operations on August 5, 1994, the Fund had no operations other
than those relating to organizational matters and the issue of 5,000
Class B capital shares and 5,000 Class D capital shares of the Fund to
Merrill Lynch Asset Management, L.P. ("MLAM") for $100,000. The
Fund offers four classes of shares under the Merrill Lynch Select
Pricing SM System. Shares of Class A and Class D are sold with a
front-end sales charge. Shares of Class B and Class C may be subject
to a contingent deferred sales charge. All classes of shares have
identical voting, dividend, liquidation and other rights and the same
terms and conditions, except that Class B, Class C and Class D
Shares bear certain expenses related to the account maintenance of
such shares, and Class B and Class C Shares also bear certain
expenses related to the distribution of such shares. Each class has
exclusive voting rights with respect to matters relating to its account
maintenance and distribution expenditures. The following is a
summary of significant accounting policies followed by the Fund.

(a) Valuation of investments--Portfolio securities which are traded
on stock exchanges are valued at the last sale price on the exchange
on which such securities are traded, as of the close of business on
the day the securities are being valued or, lacking any sales, at the
last available bid price. Securities traded in the over-the-counter
market are valued at the last available bid price prior to the time of
valuation. In cases where securities are traded on more than one
exchange, the securities are valued on the exchange designated
by or under the authority of the Board of Directors as the primary
market. Securities which are traded both in the over-the-counter
market and on a stock exchange are valued according to the broad-
est and most representative market. Options written are valued
at the last sale price in the case of exchange-traded options or,
in the case of options traded in the over-the-counter market, the
last asked price. Options purchased are valued at the last sale price
in the case of exchange-traded options or, in the case of options
traded in the over-the-counter market, the last bid price. Short-
term securities are valued at amortized cost, which approximates
market value. Other investments, including futures contracts and
related options, are stated at market value. Securities and assets
for which market value quotations are not available are valued at
their fair value as determined in good faith by or under the direction
of the Fund's Board of Directors.
<PAGE>
(b) Repurchase agreements--The Fund invests in US Government
securities pursuant to repurchase agreements with a member bank
of the Federal Reserve System or a primary dealer in US Govern-
ment securities. Under such agreements, the bank or primary dealer
agrees to repurchase the security at a mutually agreed upon time
and price. The Fund takes possession of the underlying securities,
marks to market such securities and, if necessary, receives addi-
tions to such securities daily to ensure that the contract is fully
collateralized.


NOTES TO FINANCIAL STATEMENTS (continued)


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

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

*Foreign currency options and futures--The Fund may also purchase
or sell listed or over-the-counter foreign currency options, foreign
currency futures and related options on foreign currency futures as
a short or long hedge against possible variations in foreign exchange
rates. Such transactions may be effected with respect to hedges on
non-US dollar denominated securities owned by the Fund, sold by
the Fund but not yet delivered, or committed or anticipated to be
purchased by the Fund.

*Options--The Fund is authorized to purchase and write call and
put options. When the Fund writes an option, an amount equal to
the premium received by the Fund is reflected as an asset and an
equivalent liability. The amount of the liability is subsequently
marked to market to reflect the current value of the option written.
When a security is purchased or sold through an exercise of an
option, the related premium paid (or received) is added to (or
deducted from) the basis of the security acquired or deducted
from (or added to) the proceeds of the security sold. When an
option expires (or the Fund enters into a closing transaction), the
Fund realizes a gain or loss on the option to the extent of the
premiums received or paid (or gain or loss to the extent the cost
of the closing transactions exceeds the premium paid or received).
<PAGE>
Written and purchased options are non-income producing
investments.

*Financial futures contracts--The Fund may purchase or sell
interest rate futures contracts and options on such futures con-
tracts for the purpose of hedging the market risk on existing securi-
ties 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.

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

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

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

(g) Deferred organization expenses and prepaid registration fees--
Deferred organization expenses are charged to expense on a straight-
line basis over a five-year period. Prepaid registration fees are
charged to expense as the related shares are issued.
<PAGE>
(h) Dividends and distributions--Dividends and distributions paid
by the Fund are recorded on the ex-dividend dates.

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

MLAM is responsible for the management of the Fund's portfolio
and provides the necessary personnel, facilities, equipment and
certain other services necessary to the operations of the Fund. For
such services, the Fund pays a monthly fee of 0.85%, on an annual
basis, of the average daily net assets of the Fund. MLAM has entered
into a Sub-Advisory Agreement with Merrill Lynch Asset Management
U.K., Ltd. ("MLAM U.K."), an affiliate of MLAM, pursuant to which
MLAM pays MLAM U.K. a fee in an amount to be determined from
time to time by the Investment Adviser and MLAM U.K. but in no
event in excess of the amount that the Investment Adviser actually
receives. For the period August 5, 1994 to June 30, 1995, MLAM
paid MLAM U.K. a fee of $133,021 pursuant to such Agreement.
Certain of the states in which the shares of the Fund are qualified
for sale impose limitations on the expenses of the Fund. The most
restrictive annual expense limitation requires that the Investment
Adviser reimburse the Fund to the extent the Fund's expenses
(excluding interest, taxes, distribution fees, brokerage fees and
commissions, and extraordinary items) exceed 2.5% of the Fund's
first $30 million of average daily net assets, 2.0% of the next $70
million of average daily net assets, and 1.5% of the average daily net
assets in excess thereof. MLAM's obligation to reimburse the Fund
is limited to the amount of the management fee. No fee payment will
be made to MLAM during any fiscal year which will cause such
expenses to exceed the most restrictive expense limitation at the
time of such payment.

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

                          Account                 Distribution
                      Maintenance Fee                 Fee

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


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

For the period August 5, 1994 to June 30, 1995, MLFD earned
underwriting discounts and MLPF&S earned dealer concessions on
sales of the Fund's Class A and Class D Shares as follows:


                             MLFD                   MLPF&S

Class A                    $     8                 $      157
Class D                    $20,112                 $1,084,067


For the period August 5, 1994 to June 30, 1995, MLPF&S received
contingent deferred sales charges of $390,517 and $2,540 relating to
transactions in Class B and Class C Shares, respectively.

In addition, MLPF&S received $17,207 in commissions on the execu-
tion of portfolio security transactions for the period ended June 30,
1995.

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

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

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

3. Investments:
Purchases and sales of investments, excluding short-term securities,
for the period ended June 30, 1995 were $237,582,805 and
$67,556,451, respectively.
<PAGE>
Net realized and unrealized gains (losses) as of June 30, 1995
were as follows:


                                            Realized        Unrealized
                                              Gains            Gains
                                            (Losses)         (Losses)

Investments:
  Long-term                              $ (1,652,993)   $(14,555,555)
  Short-term                                   (2,139)        (23,637)
  Stock index futures contracts              (124,119)        (74,551)
  Options purchased                                --        (447,380)
  Option written                               42,141      (1,219,880)
                                         ------------    ------------
Total investments                          (1,737,110)    (16,321,003)
                                         ------------    ------------

Currency transactions:
  Options written                             409,100              --
  Options purchased                          (429,100)             --
  Foreign currency transactions            (1,229,663)          3,226
  Forward foreign exchange contracts       (2,868,015)        153,104
                                         ------------    ------------
Total currency transactions                (4,117,678)        156,330
                                         ------------    ------------
Total                                    $ (5,854,788)   $(16,164,673)
                                         ============    ============


NOTES TO FINANCIAL STATEMENTS (concluded)


As of June 30, 1995, net unrealized depreciation for Federal income
tax purposes aggregated $14,934,493, of which $10,019,705 related
to appreciated securities and $24,954,198 related to depreciated
securities. The aggregate cost of investments, including options
purchased, at June 30, 1995 for Federal income tax purposes was
$181,174,266.

Transactions in call options written for the period ended June 30,
1995 were as follows:
<PAGE>

                                   Par Value Covered By    Premiums
                                     Written Options       Received

Outstanding call options written at
beginning of period                             --                 --
Options written                         40,000,000       $    694,806
Options closed                         (17,000,000)          (346,300)
Options expired                         (4,000,000)           (62,800)
                                      ------------       ------------
Outstanding call options written at
end of period                           19,000,000       $    285,706
                                      ============       ============


Transactions in put options written for the period ended June 30,
1995 were as follows:


                                        Par Value
                                       Covered By          Premiums
                                     Written Options         Paid

Outstanding put options written at
beginning of period                             --                 --
Options written                              1,000       $     42,141
Options expired                             (1,000)           (42,141)
                                      ------------       ------------
Outstanding put options written at
end of period                                   --       $         --
                                      ============       ============


4. Capital Share Transactions:
Net increase in net assets derived from capital share trans-
actions was $188,771,869 for the period ended June 30, 1995.

Transactions in capital shares for each class were as follows:


Class A Shares for the Period                             Dollar
October 21, 1994++ to June 30, 1995       Shares          Amount

Shares sold                                 940,965      $  8,735,463
Shares issued to shareholders in
reinvestment of distributions                   173             1,602
                                       ------------      ------------
Total issued                                941,138         8,737,065
Shares redeemed                            (269,602)       (2,410,041)
                                       ------------      ------------
Net increase                                671,536      $  6,327,024
                                       ------------      ------------
<PAGE>
[FN]
++Commencement of Operations.



Class B Shares for the Period                             Dollar
August 5, 1994++ to June 30, 1995         Shares          Amount

Shares sold                              19,401,309      $190,346,473
Shares issued to shareholders in
reinvestment of distributions                 3,965            36,674
                                       ------------      ------------
Total issued                             19,405,274       190,383,147
Automatic conversion of shares             (120,766)       (1,112,657)
Shares redeemed                          (4,329,960)      (39,053,042)
                                       ------------      ------------
Net increase                             14,954,548      $150,217,448
                                       ============      ============

[FN]
++Prior to August 5, 1994 (commencement of operations), the Fund
  issued 5,000 shares to MLAM for $50,000.


Class C Shares for the Period                             Dollar
October 21, 1994++ to June 30, 1995       Shares          Amount

Shares sold                                 688,727      $  6,332,720
Shares issued to shareholders in
reinvestment of distributions                   118             1,096
                                       ------------      ------------
Total issued                                688,845         6,333,816
Shares redeemed                            (131,979)       (1,171,764)
                                       ------------      ------------
Net increase                                556,866      $  5,162,052
                                       ============      ============

[FN]
++Commencement of Operations.


Class D Shares for the Period                             Dollar
August 5, 1994++ to June 30, 1995         Shares          Amount

Shares sold                               3,959,595      $ 39,101,204
Automatic conversion of shares              120,315         1,112,657
Shares issued to shareholders in
reinvestment of distributions                   573             5,319
                                       ------------      ------------
Total issued                              4,080,483        40,219,180
Shares redeemed                          (1,399,349)      (13,153,835)
                                       ------------      ------------
Net increase                              2,681,134      $ 27,065,345
                                       ============      ============
<PAGE>
[FN]
++Prior to August 5, 1994 (commencement of operations), the Fund
  issued 5,000 shares to MLAM for $50,000.


As a result of the implementation of the Merrill Lynch Select
Pricing SM System, Class A Shares of the Fund outstanding prior to
October 21, 1994 have been redesignated Class D Shares. There
were 2,992,993 shares redesignated amounting to $29,891,279.

5. Commitments:
On June 30, 1995, the Fund had entered into foreign exchange
contracts under which it had agreed to purchase and sell various
foreign currencies with approximate values of $2,498,000, and
$3,834,000, respectively.


<AUDIT-REPORT>
REPORT OF INDEPENDENT AUDITORS


To the Shareholders and Board of Directors,
Merrill Lynch Global SmallCap Fund, Inc.:

We have audited the accompanying statement of assets and liabil-
ities, including the schedule of investments, of Merrill Lynch Global
SmallCap Fund, Inc. as of June 30, 1995, and the related statements
of operations and changes in net assets and the financial highlights
for the period August 5, 1994 (commencement of operations) to
June 30, 1995. These financial statements and the financial high-
lights are the responsibility of the Fund's management. Our respon-
sibility is to express an opinion on these financial statements and
financial highlights based on our audit.

We conducted our audit in accordance with generally accepted
auditing standards. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether
the financial statements and the financial highlights are free of
material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial
statements. Our procedures included confirmation of securities
owned at June 30, 1995, by correspondence with the custodian
and brokers. An audit also includes assessing the accounting princi-
ples used and significant estimates made by management, as well as
evaluating the overall financial statement presentation. We believe
that our audit provides a reasonable basis for our opinion.
<PAGE>
In our opinion, such financial statements and financial highlights
present fairly, in all material respects, the financial position of
Merrill Lynch Global SmallCap Fund, Inc. as of June 30, 1995, the
results of its operations, the changes in its net assets, and the
financial highlights for the respective stated period in conformity
with generally accepted accounting principles.


Deloitte & Touche LLP
Princeton, New Jersey
July 31, 1995
</AUDIT-REPORT>




PORTFOLIO CHANGES (unaudited)


For the Quarter Ended June 30, 1995


Additions

Acorn Computer Group PLC
Algodonera de San Antonio
Analogic Corporation
Brasmotor Group S.A. (Preferred)
Brembo S.p.A.
Celsius Industrier AB
Companhia de Tecidos Norte de Minas S.A.
  (Preferred)
Companhia Industrial Peru Pacifico S.A.
Cristaleria Espanola S.A.
Delta Dairy S.A. (Ordinary)
Denmark Government Bond, 9%
  due 11/15/2000
Ergo Bank S.A. (Registered)
Finnair OY
Micro Focus Group PLC
Pohang Iron & Steel Company, Ltd.
QCT Resources Ltd.
Ramsey Managed Care, Inc.
Samsung Electronics Co.
Scios Nova, Inc.
Sinocan Holdings Ltd.
Titan Cement Co. S.A.
Vical, Inc.
Videocon International, Ltd. (GDR)
<PAGE>


Deletions

Amec PLC
Aragonesas
Buenos Aires Embotelladora, S.A.
  (BAESA) (ADR)
Canadian Government Bond, 8% due 3/15/1997
Cephalon, Inc.
Cimentas Izmir Cimento Fabrikasi T.A.S.
Empresa National de Celulosas S.A.
Glaverbel SA (Ordinary)
Grupo Posadas, S.A. de C.V. (ADR)
Izmir Demir Celik Sanayii A.S.
Nestle (Malaysia) BHD
PT Supreme Cable Manufacturing Company
  (Foreign)
PT Wicaksana Overseas International
Republic of Argentina, Floating Rate Bonds:
  7.312% due 3/31/2005
  7.125% due 3/31/2023
Republic of Argentina 'L', 5% due 3/31/2023
Srithai Superware Public Company Ltd.
US Treasury Note, 7.50% due 12/31/1996
United Communication Industry Ltd. (Foreign)
United Kingdom Gilt:
  10.50% due 2/21/1997
  8.75% due 9/01/1997
Vina Concha y Toro S.A. (ADR)




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