February 1, 2005


VIA ELECTRONIC FILING

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

Attention: Division of Investment Management

RE: Merrill Lynch Balanced Capital Fund, Inc.
Post-Effective Amendment No. 47 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, Inc. (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. 47 to the Fund's Registration
Statement on Form N-1A; and

(2)	the text of Post-Effective Amendment No. 47 to the
Fund's Registration Statement on Form N-1A was filed
electronically with the Securities and Exchange Commission
on January 28, 2005.

Sincerely,

Merrill Lynch Balanced Capital Fund, Inc.


/s/ Alice A. Pellegrino

Alice A. Pellegrino
Secretary of Fund