July 7, 2000

Securities and Exchange Commission
450 Fifth Street, N.W.
Judiciary Plaza
Washington, D.C. 20549

Attention:  Division of Investment Management

       Re:  Merrill Lynch Balanced Capital Fund
	    Post-Effective Amendment No. 38 to the
	    Registration Statement on Form N-1A
	    (Securities Act File No. 2-49007
	    Investment Company Act File No. 811-2405)

Ladies and Gentlemen:

   Pursuant to Rule 497 (j) under the Securities Act of
1933, as amended (the "1933 Act"), Merrill Lynch Balanced
Capital Fund (the "Fund") hereby certifies that:

   (1) the form of prospectus and statement of additional
       information that would have been filed pursuant to
       Rule 497 (c) under the 1933 Act would not have
       differed from that contained in Post-Effective
       Amendment No. 14 to the Fund's Registration Statement
       on Form N-1A, constituting the most recent amendment
       to the Fund's Registration Statement on Form N-1A;
       and

   (2) the text of Post-Effective Amendment No. 14 to the
       Fund's Registration Statement on Form N-1A was filed
       electronically with the Securities and Exchange
       Commission on November 30, 1999.

				 Very truly yours,

				MERRILL LYNCH BALANCED
				CAPITAL FUND

				By:  Thomas D. Jones, III/s/

				_________________________
				Thomas D. Jones, III
				Secretary