UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM N-PX

ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED
MANAGEMENT INVESTMENT COMPANY


Investment Company Act file number 811-04077

Name of Fund:  Merrill Lynch U.S. Government Mortgage Fund, Inc.

Fund Address:  P.O. Box 9011
               Princeton, NJ  08543-9011

Name and address of agent for service:  Terry K. Glenn, President,
       Merrill Lynch U.S. Government Mortgage Fund, Inc., 800
       Scudders Mill Road, Plainsboro, NJ,  08536.  Mailing
       address:  P.O. Box 9011, Princeton, NJ, 08543-9011

Registrant's telephone number, including area code:  (609) 282-2800

Date of fiscal year end: 08/31/2004

Date of reporting period: 07/01/03 - 06/30/04

Item 1 - Proxy Voting Record - The Fund held no voting securities
                               during the period covered by this
                               report.
                               No records are attached.

Pursuant to the requirements of the Investment Company Act of 1940,
the registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.

Merrill Lynch U.S. Government Mortgage Fund, Inc.

By:    /s/ Terry K. Glenn
       Terry K. Glenn,
       President of Merrill Lynch U.S. Government Mortgage
       Fund, Inc.

Date: August 4, 2004