24F-2NT

 

                             

August 23, 1994



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

Re:  Rule 24f-2 Notice for
     Merrill Lynch Municipal Bond Fund, Inc.
     File No. 2-57354
     
Dear Sirs:

In accordance with the provisions of Rule 24f-2
under the Investment Company Act of 1940, Merrill
Lynch Municipal Bond Fund, Inc. (the "Fund")
hereby files its Rule 24f-2 Notice (the "Notice").

This Notice is being filed for the fiscal year of
the Fund ended June 30, 1994 (the "Fiscal Year")
and covers each of the following three classes of
common stock of the Fund:  Insured Portfolio
common stock, Limited Maturity Portfolio common
stock and National Portfolio common stock.

Set forth below is the information required by
Rule 24f-2 for each class of common stock of the
Fund.  Included in such information are the
calculations on which the enclosed filing fees are
based.

I. Insured Portfolio Common Stock

   1.    No shares of Insured Portfolio common
   stock which had been registered under the
   Securities Act of 1933 (the "Securities
   Act") other than pursuant to Rule 24f-2
   remained unsold at the beginning of the Fiscal
   Year.
   
   2.    No shares of Insured Portfolio common stock
   were registered under the  Securities Act during
   the Fiscal Year other than pursuant to Rule 24f-2.
   
   3.    54,803,426 shares of Insured Portfolio
   common stock were sold during the Fiscal Year.*

   4.    54,803,426 shares of Insured Portfolio
   common stock were sold during the
   Fiscal Year in reliance upon
   registration pursuant to Rule 24f-2.
   Transmitted with this Notice is an
   opinion of Rogers & Wells, counsel
   for the Fund,indicating that the securities
   the registration of which this Notice makes
   definite   in number were legally issued,
   fully paid and non-assessable.
   
   
      
   5.    Since the aggregate sales price of
   securities sold during the Fiscal
   Year in reliance upon registration
   pursuant to Rule 24f-2 is less than the
   aggregate redemption price of
   securities redeemed during the
   Fiscal Year, no filing fee is required in
   connection with the filing of this
   Notice.  The calculation is as
   follows:
   
   (i)    Actual aggregate sale price for
          54,803,426 shares of common stock
          sold during the Fiscal Year in
          reliance upon registration
          pursuant to Rule 24f-2.*

                                         $466,894,520
   
reduced by

   (ii)    Actual aggregate redemption
          price for the 75,370,568 shares of
          common stock redeemed during the
          Fiscal Year.**

                                         $633,987,159
   
equals amount on which filing fee is based   $  -0-

____________
* Of this amount 33,131,876 Class A shares were
sold at an aggregate price of $282,543,167 and
21,671,550 Class B shares were sold at an
aggregate sale price of $184,351,353.  The
aggregate sale price of all shares of Insured
Portfolio common stock sold during the Fiscal Year
was $466,894,520.  All of such amount was sold in
reliance upon registration pursuant to Rule 24f-2
or 24e-2.

**Of this amount 53,818,184 were Class A shares
which were redeemed at an aggregate price of
$453,958,624 and 21,552,384 Class B shares which
were redeemed at an aggregate price of
$180,028,535.


II. Limited Maturity Portfolio Common Stock

   1.   No shares of Limited Maturity Portfolio
   common stock which had been registered
   under the Securities Act of 1933
   (the"Securities Act") other than pursuant
   to Rule 24f-2 remained unsold at the
   beginning of the Fiscal Year.
   
   2.    No shares of Limited Maturity Portfolio
   common stock were registered under the
   Securities Act during the Fiscal
   Year other than pursuant to Rule 24f-2.
   
   3.   48,241,891 shares of Limited Maturity
   Portfolio common stock were sold
   during the Fiscal Year.*

   4.    48,241,891 shares of Limited Maturity
   Portfolio common stock were sold
   during the Fiscal Year in reliance upon
   registration pursuant to Rule 24f-2.
   Transmitted with this Notice is an opinion of
   Rogers & Wells, counsel for the Fund,
   indicating that the securities the registration 
   of which this Notice makes definite in number
   were legally issued, fully paid and
   non-assessable.
   


   5.    Since the aggregate sales price of
   securities sold during the Fiscal
   Year in reliance upon registration
   pursuant to Rule 24f-2 is less than the
   aggregate redemption price of
   securities redeemed during the
   Fiscal Year, no filing fee is required in
   connection with the filing of this
   Notice.  The calculation is as follows:

   (i)     Actual aggregate sale price for
   48,241,891 shares of Limited Maturity
   Portfolio sold during the Fiscal Year
   in reliance upon registration pursuant
   to Rule 24f-2.*

                                   $482,044,525
   
reduced by

   (ii)   Actual aggregate redemption
   price for the 49,816,037 shares of
   Limited Maturity Portfolio common
   stock redeemed during the Fiscal Year.**

                                  $496,090,145
   
equals amount on which filing is based       $  -0-

______________
*Of this amount 37,619,639 Class A shares were
sold at an aggregate price of $376,186,472 and
10,622,252 Class B shares were sold at an
aggregate price of $105,858,053.  The aggregate
sale price of all shares of Limited Maturity
Portfolio common stock sold during the Fiscal Year
was $482,044,525.  All of such amount was sold in
reliance upon registration pursuant to Rule 24f-2
or 24e-2.

**Of this amount 44,144,662 were Class A shares
which were redeemed at an aggregate price of
$439,707,786 and 5,671,375 were Class B shares
which were redeemed at an aggregate price of
$56,382,359.


III. National Portfolio Common Stock

   1.   42,539,739 shares of National Portfolio
   common stock which had been registered
   under the Securities Act of 1933 (the 
   "Securities Act") other than pursuant to
   Rule 24f-2 remained unsold at the beginning of
   the Fiscal Year.
   
   2.    21,225,154 shares of National Portfolio
   common stock  were registered under the
   Securities Act during the Fiscal Year other 
   than pursuant to Rule 24f-2.
   
   3.    23,337,945 shares of National Portfolio
   common stock were sold during the Fiscal
   Year.*

   4.    No shares of National Portfolio common
   stock were sold during the Fiscal Year in 
   reliance upon registration pursuant to Rule 24f-2.
   Accordingly, no opinion of counsel is
   required for this portfolio.



Please direct any questions relating to this
Notice to Mark B. Goldfus at Merrill Lynch Asset
Management, P.O. Box 9011, Princeton, N.J. 08543-
9011, (609) 282-2023, or to Leonard B. Mackey at
Rogers & Wells, 200 Park Avenue, New York, New
York  10048, (212) 878-8489.


Very truly yours,

MERRILL LYNCH MUNICIPAL BOND FUND, INC.



By ________________________
   Mark B. Goldfus, Secretary




_______________

*Of this amount 8,490,083 Class A shares were sold
at an aggregate price of $93,265,741 and
14,847,862 Class B shares were sold at an
aggregate price of $161,270,898.  The aggregate
sale price of all shares of National Portfolio
common stock sold during the Fiscal Year was
$254,536,639.  All of such amount was sold in
reliance upon registration pursuant to Rule 24e-2.

EX-1

Merrill Lynch Municipal                           August 19, 1994
Bond Fund, Inc.



                  [Rogers & Wells Letterhead]







                                    August 19, 1994


Merrill Lynch Municipal Bond Fund, Inc.
P.O. Box 9011
Princeton, New Jersey  08543-9011

      Re:   Merrill Lynch Municipal Bond fund, Inc.
              File No. 2-57354                       _

Ladies and Gentlemen:

             We  have acted as counsel to Merrill Lynch
Municipal Bond  Fund,  Inc.  (the "Fund") in connection
with  the  sale  of 126,383,262 shares of its common
stock, par value $0.10 per share (the  "Common 
Stock"),  pursuant to the  Class  A  and  Class  B
Distribution  Agreements  between you  and 
Merrill  Lynch  Funds Distributor,  Inc.  (the 
"Distribution Agreements").   You  have asked us
to furnish certain legal opinions in connection with the
filing  of  a  notice (the "Notice") under Rule 24f-2  under  the
Investment Company Act of 1940, as amended (the "Act").

             For  purposes  of  the opinions  expressed 
in  this letter, we have examined the Fund's Articles of 
Incorporation, as amended through the date hereof, the 
Distribution Agreements  and such  other  documents 
and questions of law  as  we  have  deemed
necessary  or  advisable.  As to relevant  matters 
of  fact  not independently established, we have 
relied upon such documents as we deemed appropriate.

             Based  on the foregoing, we are of the opinion
that when  (a)  the 54,803,426 shares of the Fund's
Insured  Portfolio Common  Stock referred to in paragraph 4
of Part I of the  Notice and  (b)  the  48,241,891 shares 
of the Fund's  Limited  Maturity Portfolio Common 
Stock referred to in paragraph 4 of Part  II  of the Notice
were sold during the Fund's fiscal year ended June 30,
1994  pursuant  to the Distribution Agreements in 
reliance  upon registration  pursuant  to  Rule  24f-2 
under  the  Act  and  in accordance with the currently
effective prospectus of  the  Fund, the  shares 
referred to above were legally issued, fully paid and
non-assessable.

                                    Very truly yours,

                                    /s/ Rogers & Wells