OMB APPROVAL
EXPIRES:  October 31, 1994
ESTIMATED AVERAGE BURDEN
HOURS PER RESPONSE   14.90


UNITED STATES 

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549


SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 4 )*

Santa Fe Energy Resources, Inc.
- -------------------------------------------------------------------
(Name of Issuer)


Common Stock
- -------------------------------------------------------------------
(Title of Class of Securities)


80201210
- --------------
(CUSIP NUMBER)

Check the following box if a fee is being paid with this statement.[ ]  (A
fee is not required only if the filing person: (1) has a previous statement 
on file reporting beneficial ownership of more than five percent of the 
class of securities described in Item 1; and (2) has filed no amendment 
subsequent thereto reporting beneficial ownership of five percent or less 
of such class.)  (See Rule 13d-7).

*The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of 
securities, and for any subsequent amendment containing information which 
would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be 
deemed to be "filed" for the purpose of Section 18 of the Securities 
Exchange Act of 1934 ("1934 Act") or otherwise subject to the liabilities of 
that section of the Act but shall be subject to all other provisions of the 
1934 Act (however, see the Notes).








Page 2 of 13 Pages


CUSIP NO. 80201210                  13G

1. NAME OF REPORTING PERSON
   S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

Merrill Lynch & Co., Inc.

2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* Joint Filing 

(a) [ ]
(b) [ ]

3. SEC USE ONLY

4. CITIZENSHIP OR PLACE OF ORGANIZATION
     
Delaware

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

5. SOLE VOTING POWER

NONE

6. SHARED VOTING POWER

1,547,602

7. SOLE DISPOSITIVE POWER

NONE

8. SHARED DISPOSITIVE POWER

1,547,602

9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

1,547,602

10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

1.5%

12. TYPE OF REPORTING PERSON*

HC, CO

    *SEE INSTRUCTION BEFORE FILING OUT!



Page 3 of 13 Pages


CUSIP NO.    80201210               13G

1. NAME OF REPORTING PERSON
   S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

Merrill Lynch Group, Inc.

2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* Joint Filing

(a) [ ]                                       
(b) [ ]

3. SEC USE ONLY

4. CITIZENSHIP OR PLACE OF ORGANIZATION
     
Delaware

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

5. SOLE VOTING POWER

NONE

6. SHARED VOTING POWER

1,539,602

7. SOLE DISPOSITIVE POWER

NONE

8. SHARED DISPOSITIVE POWER

1,539,602

9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

1,539,602

10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

1.5%

12. TYPE OF REPORTING PERSON*

HC, CO

    *SEE INSTRUCTION BEFORE FILING OUT!



Page 4 of 13 Pages


CUSIP NO.    80201210               13G

1. NAME OF REPORTING PERSON
   S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

Princeton Services, Inc.

2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* Joint Filing

(a) [ ]
(b) [ ]

3. SEC USE ONLY

4. CITIZENSHIP OR PLACE OF ORGANIZATION
     
Delaware

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

5. SOLE VOTING POWER

NONE

6. SHARED VOTING POWER

1,537,978

7. SOLE DISPOSITIVE POWER

NONE

8. SHARED DISPOSITIVE POWER

1,537,978

9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

1,537,978

10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

1.5%

12. TYPE OF REPORTING PERSON*

HC, CO

    *SEE INSTRUCTION BEFORE FILING OUT!




Page 5 of 13 Pages


CUSIP NO.    80201210               13G

1. NAME OF REPORTING PERSON
   S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

Merrill Lynch Growth Fund 

2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* Joint Filing 

(a) [ ]
(b) [ ]

3. SEC USE ONLY

4. CITIZENSHIP OR PLACE OF ORGANIZATION
     
Massachusetts

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

5. SOLE VOTING POWER

NONE

6. SHARED VOTING POWER

NONE

7. SOLE DISPOSITIVE POWER

NONE

8. SHARED DISPOSITIVE POWER

NONE

9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

NONE


10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

0%

12. TYPE OF REPORTING PERSON*

IV, CO
    *SEE INSTRUCTION BEFORE FILING OUT!



Page 6 of 13 Pages

				SCHEDULE 13G


ITEM 1 (a)  Name of Issuer:
	    --------------

	    Santa Fe Energy Resources, Inc.

ITEM 1 (b)  Address of Issuer's Principal Executive Offices:
	    -----------------------------------------------

	    1616 South Voss Road
	    Suite 1000
	    Houston, Texas  77057

ITEM 2 (a)  Name of Persons Filing:
	    ---------------------

	    Merrill Lynch & Co., Inc.
	    Merrill Lynch Group, Inc..
	    Princeton Services, Inc.
	    Merrill Lynch Asset Management, L.P.
	    Merrill Lynch Growth Fund

ITEM 2 (b)  Address of Principal Business Office or, if none, Residence:
	    -----------------------------------------------------------
		
Merrill Lynch & Co., Inc.
World Financial Center, North Tower
250 Vesey Street
New York, New York  10281

Merrill Lynch Group, Inc.
World Financial Center, North Tower
250 Vesey Street
New York, New York  10281

Princeton Services, Inc.
800 Scudders Mill Road
Plainsboro, New Jersey  08536

Merrill Lynch Asset Management, L.P.
800 Scudders Mill Road
Plainsboro, New Jersey  08536

Merrill Lynch Growth Fund 
800 Scudders Mill Road
Plainsboro, New Jersey  08536





Page 7 of 13 Pages

ITEM 2 (c)  Citizenship:
	    -----------

See Item 4 of Cover Pages

ITEM 2 (d)  Title of Class of Securities:
	    ----------------------------

Common Stock

ITEM 2 (e)  CUSIP NUMBER:
		
80201210

ITEM 3          
   
   Merrill Lynch & Co., Inc. ("ML&Co."), Merrill Lynch Group, Inc. ("ML
Group") and Princeton Services, Inc. ("PSI") are parent holding companies, in
accordance with (S) 240.13d-1(b) (ii) (G) of the Securities Exchange Act of 
1934, (the "1934 Act").  Merrill Lynch Asset Management, L.P. (d/b/a Merrill 
Lynch Asset Management ("MLAM") ), is an investment adviser registered under 
(S) 203 of the Investment Advisers Act of 1940 (the "Advisers Act").  Merrill 
Lynch Growth Fund is an investment company registered under Section 8 of the 
Investment Company Act of 1940 (the "Investment Company Act").

ITEM 4  Ownership
	--------- 

(a)  Amount Beneficially Owned:
	     
   See Item 9 of Cover Pages.  Pursuant to (S) 240.13d-4 of the 1934 Act, 
ML&Co., ML Group and PSI disclaim beneficial ownership of the securities of 
Santa Fe Energy Resources, Inc. (the "Company") referred to herein, and the 
filing of this Schedule 13G shall not be construed as an admission that such 
persons are, for the purposes of Section 13(d) or 13(g) of the 1934 Act, the 
beneficial owner of any securities of the Company covered by this statement. 

(b)  Percent of Class:

     See Item 11 of Cover Pages

(c)  Number of shares as to which such person has:

     (i)  sole power to vote or to direct the vote:
		 
	  See Item 5 of Cover Pages
		 
    (ii)  shared power to vote or to direct the vote:

	  See Item 6 of the Cover Pages

   (iii)  sole power to dispose of or to direct the disposition of:
			    
	  See Item 7 of Cover Pages




Page 8 of 13 Pages
	

    (iv)  shared power to dispose of or direct the disposition of:

	  See Item 8 of Cover Pages
			
ITEM 5  Ownership of Five Percent or Less of a Class.
	--------------------------------------------
	If this statement is being filed to report the fact that as of the date
hereof the reporting person has ceased to be the beneficial owner of more than
five percent of the class of securities, check the following:  [X].

ITEM 6  Ownership of More than Five Percent on Behalf of Another Person.
	---------------------------------------------------------------

Not Applicable

ITEM 7   Identification and Classification of the Subsidiary Which 
	 ---------------------------------------------------------
  Acquired the Security Being Reported on by the Parent Holding Company.
  ---------------------------------------------------------------------

See Exhibit A

ITEM 8   Identification and Classification of Members of the Group.
	 ----------------------------------------------------------

Not Applicable


























Page 9 of 13 Pages


ITEM 9  Notice of Dissolution of Group.
	------------------------------

Not Applicable
 

ITEM 10  Certification
	 -------------

    By signing below each of the undersigned certifies that, to the best of
their knowledge and belief, the securities referred to above were acquired in
the ordinary course of business and were not acquired for the purpose of and do
not have the effect of changing or influencing the control of the issuer of 
such securities and were not acquired in connection with or as a participant 
in any transaction having such purpose or effect.

Signature.
- ---------

    After reasonable inquiry and to the best of my knowledge and belief, each 
of the undersigned certifies that the information set forth in this statement 
is true, complete and correct.


Date:  October 10, 1997


Merrill Lynch & Co., Inc.

/s/ Richard B. Alsop

- ----------------------------
Name: Richard B. Alsop
Title:  Attorney-In-Fact*


Merrill Lynch Group, Inc.

/s/ Richard B. Alsop

- -----------------------------
Name: Richard B. Alsop
Title:  Attorney-In-Fact**


Princeton Services, Inc.  

/s/ Richard B. Alsop

- -----------------------------
Name:  Richard B. Alsop
Title:  Attorney-In-Fact***



Page 10 of 13 Pages

- ------------------------------------
* Signed pursuant to a power of attorney, dated November 17, 1995, included
as Exhibit B to this Schedule 13G.

** Signed pursuant to a power of attorney, dated November 17, 1995, included
as Exhibit C to this Schedule 13G.

*** Signed pursuant to a power of attorney, dated November 30, 1995, included
as Exhibit D to this Schedule 13G.




Merrill Lynch Asset Management, L.P.
By: Princeton Services, Inc. (General Partner)

/s/ Richard B. Alsop

- -------------------------
Name:   Richard B. Alsop
Title Attorney-In-Fact****


Merrill Lynch Growth Fund 

/s/ Richard B. Alsop
- --------------------------

Name: Richard B. Alsop
Title:  Attorney-In-Fact*****

**** Signed pursuant to a power of attorney, dated November 30, 1995, included
as Exhibit E to this Schedule 13G.

***** Signed pursuant to a power of attorney, dated July 11, 1997, included
as Exhibit F to this Schedule 13G.


















Page 11 of 13 Pages


			EXHIBIT A TO SCHEDULE 13G
			-------------------------

		    ITEM 7 DISCLOSURE RESPECTING SUBSIDIARIES
		    -----------------------------------------

   Three of the persons filing this report, Merrill Lynch & Co., Inc., a
Delaware corporation with its principal place of business at World Financial
Center, North Tower,  250 Vesey Street, New York, New York ("ML&Co."), Merrill
Lynch Group, Inc., a Delaware corporation with its principal place of business
at World Financial Center, North Tower, 250 Vesey Street, New York, New York 
("ML Group"), and Princeton Services, Inc. a Delaware corporation with its 
principal place of business at 800 Scudders Mill Road, Plainsboro, New Jersey,
("PSI") are parent holding companies pursuant to (S)240 13d-1(b) (1) (ii) (G) 
of the Securities Exchange Act of 1934 (the "1934 Act").  The relevant 
subsidiaries of ML & Co. are Merrill Lynch Pierce, Fenner & Smith Incorporated, 
a Delaware corporation with its principal place  of business at 250 Vesey 
Street, New York, New York ("MLPF&S"), ML Group certain Merrill Lynch companies
and PSI.  PSI is the general partner of Merrill Lynch Asset Management, L.P. 
(d/b/a) Merrill Lynch Asset Management ("MLAM").  The relevant subsidiaries of 
Merrill Lynch Group are PSI and certain Merrill Lynch trust companies.
    
    ML&Co. may be deemed to be the beneficial owner of certain of the reported 
securities of Santa Fe Energy Resources, Inc. (the "Company") as set forth by 
virtue of its control of its wholly-owned subsidiaries,  ML Group and MLPF&S.

     MLPF&S, a broker-dealer registered under Section 15 of the 1934 Act and 
wholly-owned subsidiary of ML&Co., holds certain of the reported securities
of the Company as set forth herein, in proprietary trading accounts.


    ML Group, a wholly-owned direct subsidiary of ML&Co., may be deemed to be 
the beneficial owner of certain of the reported securities of the Company as
set forth herein by virtue of its control of (i)  its  wholly-owned subsidiary,
PSI, and (ii) certain Merrill Lynch trust companies, each of which is a wholly-
owned subsidiary of ML Group and a bank as defined in Section 3(a)(6) of the 
1934 Act.


    One or more Merrill Lynch trust companies or institutions, each of which
is a bank as defined in Section 3 (a) (6) of the 1934 Act, may be deemed the
beneficial owner of certain of the reported securities of the Company held by
customers in accounts over which such trust companies or institutions have 
discretionary authority.


    PSI, a wholly-owned direct subsidiary of ML Group, may be deemed to be the
beneficial owner of certain of the reported securities of the Company as set
forth herein by virtue of its being the general of MLAM.



   


Page 12 of 13 Pages

     MLAM, a Delaware limited partnership with its principal place of business
at 800 Scudders Mill Road, Plainsboro, New Jersey, is an investment adviser
registered under Section 203 of the Investment Advisers Act of 1940.  MLAM may 
be deemed to be the beneficial owner of certain of the reported securities of 
the Company as set forth herein by virtue of its acting as investment adviser 
to one or more investment companies registered under Section 8 of the 
Investment Company Act of 1940, and/or to one or more private accounts.

     Merrill Lynch Growth Fund is a registered investment company advised by 
MLAM.


     Pursuant to (S) 240.13d-4 of the 1934 Act, ML&Co., ML Group and PSI
disclaim beneficial ownership of the securities of the Company reported herein,
and the filing of this Schedule 13G shall not be construed as an admission that
any such entity is, for purposes of Section 13 (d) or 13 (g) of the 1934 Act,
the beneficial owner of any of the securities of the Company.







Page 13 of 13

				
				  EXHIBIT B
				  ---------
			      POWER OF ATTORNEY


    The undersigned, Merrill Lynch & Co., Inc. (the "Corporation"), a 
corporation duly organized under the laws of the State of Delaware, with its
principal place of business at World Financial Center, North Tower, New York, 
New York, 10281, does hereby make, constitute and appoint Richard B. Alsop, 
Richard D. Kreuder, Andrea Lowenthal, Gregory T. Russo, or any other individual
from time to time elected or appointed as Secretary or an Assistant Secretary
of the Corporation, acting severally, each of whose address is Merrill Lynch
& Co., Inc., World Financial Center, North Tower, New York, New York 10281, as 
its true and lawful attorneys-in-fact, for it and in its name, place and stead
(i) to execute on behalf of the Corporation and cause to be filed and/or 
delivered, as required under Section 13(d) of the Securities Exchange Act of 
1934 (the "Act") and the regulations thereunder, any number, as appropriate, 
of original, copies, or electronic filings of the Securities and Exchange 
Commission Schedule 13D or Schedule 13G Beneficial Ownership Reports (together 
with any amendments and joint filing agreements under Rule 13d-1(f)(1) of the 
Act, as may be required thereto) to be filed and/or delivered with respect to 
any equity security (as defined in Rule 13d-1(d) under the Act) beneficially 
owned by the undersigned and which must be reported by the undersigned pursuant
to Section 13(d) of the Act and the regulations thereunder, (ii) to execute on
behalf of the Corporation and cause to be filed and/or delivered, any number,
as appropriate, of original, copies or electronic filings of any forms (inclu-
ding, without limitation, Securities and Exchange Commission Form 3, 4 and 5)
required to be filed pursuant to Section 16(a) of the Act and the regulations
thereunder, and (iii) generally to take such other actions and perform such
other things necessary to effectuate the foregoing as fully in all respects
as if the undersigned could do if personally present.  This Power of Attorney
shall remain in effect until revoked, in writing, by the undersigned.

    IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney 
this 17th day of November, 1995.


MERRILL LYNCH & CO., INC.


By:    /s/ David H. Komansky
- ----------------------------
Name:  David H. Komansky
Title: President and Chief Operating Officer

				   






				  EXHIBIT C
				  ---------
			      POWER OF ATTORNEY


    The undersigned, Merrill Lynch Group, Inc. (the "Corporation"), a 
corporation duly organized under the laws of the State of Delaware, with its
principal place of business at World Financial Center, North Tower, New York, 
New York, 10281, does hereby make, constitute and appoint Richard B. Alsop, 
Richard D. Kreuder, Andrea Lowenthal, Gregory T. Russo, or any other individual
from time to time elected or appointed as Secretary or an Assistant Secretary
of the Corporation, acting severally, each of whose address is Merrill Lynch
& Co., Inc., World Financial Center, North Tower, New York, New York 10281, as 
its true and lawful attorneys-in-fact, for it and in its name, place and stead
(i) to execute on behalf of the Corporation and cause to be filed and/or 
delivered, as required under Section 13(d) of the Securities Exchange Act of 
1934 (the "Act") and the regulations thereunder, any number, as appropriate, 
of original, copies, or electronic filings of the Securities and Exchange 
Commission Schedule 13D or Schedule 13G Beneficial Ownership Reports (together 
with any amendments and joint filing agreements under Rule 13d-1(f)(1) of the 
Act, as may be required thereto) to be filed and/or delivered with respect to 
any equity security (as defined in Rule 13d-1(d) under the Act) beneficially 
owned by the undersigned and which must be reported by the undersigned pursuant
to Section 13(d) of the Act and the regulations thereunder, (ii) to execute on
behalf of the Corporation and cause to be filed and/or delivered, any number,
as appropriate, of original, copies or electronic filings of any forms (inclu-
ding, without limitation, Securities and Exchange Commission Form 3, 4 and 5)
required to be filed pursuant to Section 16(a) of the Act and the regulations
thereunder, and (iii) generally to take such other actions and perform such
other things necessary to effectuate the foregoing as fully in all respects
as if the undersigned could do if personally present.  This Power of Attorney
shall remain in effect until revoked, in writing, by the undersigned.

    IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney 
this 17th day of November, 1995.


MERRILL LYNCH GROUP, INC.


By:    /s/ Rosemary T. Berkery
- ------------------------------
Name:  Rosemary T. Berkery
Title: Vice President and Director












				   
				  EXHIBIT D
				  ---------
			      POWER OF ATTORNEY


    The undersigned, Princeton Services Inc., a corporation duly organized 
under the laws of the State of Delaware, with its principal place of business 
at 800 Scudders Mill Road, Plainsboro, New Jersey 08536 does hereby make, 
constitute and appoint Richard B. Alsop, Andrea Lowenthal, Richard D. Kreuder, 
Gregory T. Russo, or Dauna R. Williams, acting severally, each of whose address 
is Merrill Lynch & Co., Inc., World Financial Center, North Tower, New York, 
New York 10281, as its true and lawful attorneys-in-fact, for it and in its 
name, place and stead to execute and cause to be filed and/or delivered, as 
required under Section 13(d) of the Securities Exchange Act of 1934 (the "Act") 
and the regulations thereunder, any number, as appropriate, of original, 
copies, or electronic filings of the Securities and Exchange Commission 
Schedule 13D or Schedule 13G Beneficial Ownership Reports (together with any 
amendments and joint filing agreements under Rule 13d-1(f) (1) of the Act, as 
may be required thereto) to be filed and/or delivered with respect to any 
equity security (as defined in Rule 13d-1(d) under the Act) beneficially owned 
by the undersigned and which must be reported by the undersigned pursuant to 
Section 13(d) of the Act and the regulations thereunder, and generally to take 
such other actions and perform such other things necessary to effectuate the 
foregoing as fully in all respects as if the undersigned could do if personally 
present.  This Power of Attorney shall remain in effect until revoked, in 
writing, by the undersigned.

    IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney 
this 30th day of November, 1995.


PRINCETON SERVICES INC.


By:    /s/ Philip L. Kirstein
- --------------------------------------
Name:  Philip L. Kirstein
Title: Director, Senior Vice President
	 Secretary and General Counsel

















				   
				  EXHIBIT E
				  ---------
			      POWER OF ATTORNEY


    The undersigned, Merrill Lynch Asset Management, L.P. d/b/a Merrill Lynch 
Asset Management, a Limited Partnership duly organized under the laws of the 
State of Delaware, with its principal place of business at 800 Scudders Mill 
Road, Plainsboro, New Jersey 08536 does hereby make, constitute and appoint
Richard B. Alsop, Andrea Lowenthal, Richard D. Kreuder, Gregory T. Russo, 
or Dauna R. Williams, acting severally, each of whose address is Merrill Lynch
& Co., Inc., World Financial Center, North Tower, New York, New York 10281, as 
its true and lawful attorneys-in-fact, for it and in its name, place and stead 
to execute and cause to be filed and/or delivered, as required under Section 
13(d) of the Securities Exchange Act of 1934 (the "Act") and the regulations 
thereunder, any number, as appropriate, of original, copies, or electronic 
filings of the Securities and Exchange Commission Schedule 13D or Schedule 
13G Beneficial Ownership Reports (together with any amendments and joint filing 
agreements under Rule 13d-1(f) (1) of the Act, as may be required thereto) to 
be filed and/or delivered with respect to any equity security (as defined in 
Rule 13d-1(d) under the Act) beneficially owned by the undersigned and which
must be reported by the undersigned pursuant to Section 13(d) of the Act and 
the regulations thereunder, and generally to take such other actions and 
perform such other things necessary to effectuate the foregoing as fully in 
all respects as if the undersigned could do if personally present.  This Power 
of Attorney shall remain in effect until revoked, in writing, by the 
undersigned.

    IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney 
this 30th day of November, 1995.


Merrill Lynch Asset Management, L.P.
d/b/a Merrill Lynch Asset Management
By: Princeton Services, Inc., General Partner



By:    /s/ Philip L. Kirstein
- ---------------------------------------------
Name:  Philip L. Kirstein
Title: Director, Senior Vice President
	 Secretary and General Counsel















				  EXHIBIT F
				  ---------
			      POWER OF ATTORNEY


    The undersigned, Merrill Lynch Growth Fund a business trust duly organized
under the laws of the Commonwealth of Massachusetts, with its principal place
of business at 800 Scudders Mill Road, Plainsboro, New Jersey 08536 does hereby
make, constitute and appoint Richard B. Alsop, Andrea Lowenthal, Richard D. 
Kreuder, Gregory T. Russo, or Dauna R. Williams, acting severally, each of
whose address is Merrill Lynch & Co., Inc., World Financial Center, North
Tower, New York, New York 10281, as its true and lawful attorneys-in-fact, for 
it and in its name, place and stead to execute and cause to be filed and/or 
delivered, as required under Section 13(d) of the Securities Exchange Act of 
1934 (the "Act") and the regulations thereunder, any number, as appropriate, 
Of original, copies, or electronic filings of the Securities and Exchange 
Commission Schedule 13D or Schedule 13G Beneficial Ownership Reports 
(together with any amendments and joint filing agreements under Rule 13d-1(f)
(1) of the Act, as may be required thereto) to be filed and/or delivered with 
respect to any equity security (as defined in Rule 13d-1(d) under the Act) 
beneficially owned by the undersigned and which must be reported by the 
undersigned pursuant to Section 13(d) of the Act and the regulations 
thereunder, and generally to take such other actions and perform such other 
things necessary to effectuate the foregoing as fully in all respects as if 
the undersigned could do if personally present.  This Power of Attorney shall 
remain in effect until revoked, in writing, by the undersigned.

    IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney 
this 11th day of July, 1997.


MERRILL LYNCH GROWTH FUND 

By:    /s/ Ira P. Shapiro
- --------------------------------
Name:  Ira P. Shapiro
Title: Secretary