Merrill Lynch Prime Fund, Inc.
Independent Auditors' Report
The Board of Directors and Shareholders, Merrill Lynch Prime Fund, Inc.:
We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of
Merrill Lynch Prime Fund, Inc. (the "Fund") as of August 31, 1992, the related statements of operations and cash
flows for the year then ended, the statements of changes in net assets for each of the years in the two-year period
then ended, and the supplementary financial information for each of the years in the two-year period then ended
and the period November 3, 1989 (commencement of operations) to August 31, 1990. These financial
statements and the supplementary financial information are the responsibility of the Fund's management. Our
responsibility is to express an opinion on these financial statements and the supplementary financial information
based on our audits.
We conducted our audits 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
supplementary financial information 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 August 31, 1992 by correspondence with the custodian and financial
intermediaries. An audit also includes assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation. We believe that our audits provide
a reasonable basis for our opinion.
In our opinion, such financial statements and supplementary financial information present fairly, in all material
respects, the financial position of Merrill Lynch Prime Fund, Inc. at August 31, 1992, the results of its operations,
its cash flows, the chang