UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-CSRS CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES Investment Company Act file number 811-09957 811-10179 Name of Fund: Mercury Basic Value Fund, Inc. and Master Basic Value Trust Fund Address: P.O. Box 9011 Princeton, NJ 08543-9011 Name and address of agent for service: Terry K. Glenn, President, Mercury Basic Value Fund, Inc. and Master Basic Value Trust, 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: 06/30/04 Date of reporting period: 07/01/03 - 12/31/03 Item 1 - Report to Shareholders (BULL LOGO) Merrill Lynch Investment Managers www.mlim.ml.com Semi-Annual Report December 31, 2003 Mercury Basic Value Fund, Inc. This report is not authorized for use as an offer of sale or a solicitation of an offer to buy shares of the Fund unless accompanied or preceded by the Fund's current prospectus. Past performance results shown in this report should not be considered a representation of future performance. Investment return and principal value of shares will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Statements and other information herein are as dated and are subject to change. A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available (1) without charge, upon request, by calling toll-free 1-800-MER-FUND (1-800-637-3863); (2) on www.mutualfunds.ml.com; and (3) on the Securities and Exchange Commission's website at http://www.sec.gov. Mercury Basic Value Fund, Inc. Box 9011 Princeton, NJ 08543-9011 Printed on post-consumer recycled paper PORTFOLIO INFORMATION AS OF DECEMBER 31, 2003 Ten Largest Percent of Stock Holdings Net Assets Exxon Mobil Corporation 4.1% Wells Fargo & Company 4.1 Citigroup Inc. 3.4 Royal Dutch Petroleum Company (NY Registered Shares) 2.8 Bank One Corporation 2.5 Unocal Corporation 2.4 Deere & Company 2.0 Time Warner Inc. 2.0 American International Group, Inc. 1.9 Raytheon Company 1.9 December 31, 2003, Mercury Basic Value Fund, Inc. DEAR SHAREHOLDER For the six-month period ended December 31, 2003, Mercury Basic Value Fund, Inc.'s Class A, Class B, Class C and Class I Shares had total returns of +19.30%, +19.54%, +19.32% and +19.47%, respectively. (Fund results shown do not reflect sales charges and would be lower if sales charges were included. Complete performance information can be found on pages 6 - 8 of this report to shareholders.) The Fund outperformed both the +15.14% return of the unmanaged Standard & Poor's 500 (S&P 500) Index and the +17.36% return of the S&P 500 Barra Value Index for the same period. Fund returns also exceeded the +15.66% average return of the Lipper Large Cap Value Funds category for the same six months. (Funds in this Lipper category invest in companies considered to be undervalued relative to a major unmanaged stock index.) Investment Environment Entering 2003, the Fund had a bias toward economic sensitivity. We were overweight in cyclicals, including industrials, materials and technology stocks. We also sought opportunities in portions of the consumer discretionary sector, with an emphasis on media. We found valuations to be most attractive in those areas of the market that were most likely to benefit from economic recovery. In initiating this cyclical approach, our feeling was that the economy had suffered after the events of September 11, 2001 and well into the following year. Yet the economy grew in 2002 despite a myriad of scandals and misfortunes, including accounting irregularities, corporate governance issues and impending war in Iraq. If the economy could grow under these extreme conditions, we felt certain that growth would accelerate in 2003, and we positioned the portfolio accordingly. In doing so, the one concern we had revolved around the conflict in Iraq. When combat finally broke out and then ended relatively quickly, our concerns were allayed as the market embarked on a strong rally that continued virtually uninterrupted from March through December 2003. During the six-month period, economic growth picked up steam, as was evident in the astounding 8.2% gross domestic product growth in the third quarter. Many stocks that had been beaten down rebounded dramatically. The primary beneficiaries of this upturn were higher- beta, economically sensitive stocks, which dominated the equity market rally through year end. Our bias in these areas benefited Fund performance significantly. The strong performance for the year and the six-month period can be attributed primarily to our focus on technology. Coming into 2003, we had a significant overweighting in technology--15% of portfolio assets versus 7% for the S&P 500 Barra Value Index. The technology group appreciated 67% for the year. With 15% of our assets up 67%--and at a double weight compared to the competitive universe-- the positive results are understandable. The same is true for the six months ended December 31, 2003. More than half of the Fund's outperformance came from technology. Specific holdings in technology that benefited performance in the past six months were Advanced Micro Devices, Inc., National Semiconductor Corporation, 3Com Corporation, Agilent Technologies, Inc., Motorola, Inc. and LSI Logic Corporation. Also contributing to performance in the six-month period were stocks in the materials, industrials and consumer discretionary areas. China has grown dramatically this year, and as a large importer of materials, that has helped the sector immensely. Materials stocks that benefited Fund returns in the past six months were Phelps Dodge Corporation, Alcoa Inc. and Massey Energy Company. In industrials, Deere & Company, Thomas & Betts Corporation and Caterpillar Inc. contributed the most to relative returns. In consumer discretionary, Koninklijke (Royal) Philips Electronics NV and Viacom, Inc. were standouts. December 31, 2003, Mercury Basic Value Fund, Inc. In terms of areas that hurt performance during the six-month period, health care was the largest culprit, with Merck & Co., Inc., Shering- Plough Corporation and Bristol-Myers Squibb Company at the top of the list. These represent the large cap, stable growth stocks that really stumbled this year. Aside from poor business results from many companies in the sector, the underperformance of health care was partially due to market dynamics. Investors were clearly moving assets out of large, defensive areas into those that were benefiting from the economic recovery. Also detracting from Fund returns was the energy sector. Despite a favorable fourth quarter, returns in energy were negative for the six-month period. We believe this was primarily the result of an asset allocation decision by investors. As money flowed into areas like technology, it flowed out of defensive groups such as energy. Curiously, this occurred despite the fact that commodity prices were at all-time highs. Energy stocks that underperformed included Diamond Offshore Drilling, Inc., Exxon Mobil Corporation, GlobalSantaFe Corporation and Royal Dutch Petroleum Company. Portfolio Activity Although we ended the year with a continued bias toward an up-market and economic sensitivity, that bias was not as strong as it was when we entered 2003. In the last six months, we began reducing the portfolio's beta somewhat, as we were finding more value in the defensive areas of the market. In keeping with our underlying investment strategy, we buy weakness and sell strength. It follows then that those economically sensitive stocks that performed so well would be trimmed from the portfolio as we look for next year's winners. Along these lines, we reduced our positions in materials, industrials, financials and technology based on relative valuations and stocks meeting our price targets. While selling our strong performers, we began buying stocks in areas that have yet to out- perform. This includes stocks in the energy and consumer staples areas, where we found a lot of value toward the end of the year. We also have been nibbling at health care in the last six months. Positions initiated in the portfolio during the period include TransOcean Inc. in the energy sector, and ConAgra, Inc., Unilever NV, Coca-Cola Enterprises and Kraft Foods Inc. in consumer staples. We also added to our positions in Anadarko Petroleum Corporation (energy), Raytheon Company (aerospace and defense), Viacom, Inc. (media) and Baxter International Inc. (health care). On the sell side, we liquidated our positions in Fox Entertainment Group, Inc., The Gap Inc., MetLife, Inc., Textron, Inc., Tribune Company and J.P. Morgan Chase & Co. All of these stocks performed well and reached our price target. Largest reductions during the period were Phelps Dodge Corporation, Deere & Company, National Semiconductor Corporation, Wachovia Corporation, Philips Electronics and American International Group, Inc. Investment Outlook We maintain our confidence in a continuing economic recovery. The events and efforts of 2003 seem to have sufficiently set the stage for sustainable growth. The variables that could derail economic advancement at this point--terrorist activity or a dramatic change in China's growth and consumption--are virtually unanalyzable. Absent these types of unpredictable events, we believe that the market will continue to head upward this year and that the economy will continue to recover, although both at a slower pace than in 2003. December 31, 2003, Mercury Basic Value Fund, Inc. At the close of the period, the portfolio was overweight versus the S&P 500 Barra Value Index in consumer staples, energy, health care, information technology and materials. We had underweights in consumer discretionary, financials, industrials, telecommunication services and utilities. Our largest overweight remained in technology, where we still see some appreciation potential. Technology, in our opinion, remains a growth cyclical, and we think information technology budgets will increase in 2004. Our next- largest overweight was in energy. In our view, the underlying gas and oil supply problems in the United States and elsewhere have been masked by lack of demand due to soft economies. As economies continue to recover, so will industrial production; and as industrial production recovers, so will demand for energy. Energy prices remain high, and we have a collection of companies in the portfolio that are not priced for $30 per barrel for oil and $7 per thousand cubic feet for gas, where we are currently. These make the stock's valuations incredibly appealing to us. Consumers continue to wait for oil prices to go down, yet the stocks have not reflected the high commodity prices. We believe at some point they will, and have positioned the portfolio with that view in mind. In Conclusion As always, we will continue our search for what we believe are very good companies that are temporarily underpriced as a result of negative investor sentiment or short-term circumstances, and that we believe have the potential to offer shareholders significant value over a three-year time horizon. We thank you for your investment in Mercury Basic Value Fund, Inc., and we look forward to serving your investment needs in the months and years ahead. Sincerely, (Terry K. Glenn) Terry K. Glenn President and Director/Trustee (Robert J. Martorelli) Robert J. Martorelli Vice President and Co-Portfolio Manager (Kevin M. Rendino) Kevin M. Rendino Vice President and Co-Portfolio Manager January 8, 2004 December 31, 2003, Mercury Basic Value Fund, Inc. FUND PERFORMANCE DATA ABOUT FUND PERFORMANCE The Fund offers multiple classes of shares, each with its own sales charge and expense structure, allowing you to invest in the way that best suits your needs. CLASS A SHARES incur a maximum initial sales charge of 5.25% and an account maintenance fee of 0.25% (but no distribution fee). CLASS B SHARES are subject to a maximum contingent deferred sales charge of 4% if redeemed during the first two years, decreasing to 3% for each of the next two years and decreasing 1% each year thereafter to 0% after the sixth year. In addition, Class B Shares are subject to a distribution fee of 0.75% and an account maintenance fee of 0.25%. These shares automatically convert to Class A Shares after approximately eight years. CLASS C SHARES are subject to a distribution fee of 0.75% and an account maintenance fee of 0.25%. In addition, Class C Shares may be subject to a 1% contingent deferred sales charge if redeemed within one year after purchase. CLASS I SHARES incur a maximum initial sales charge of 5.25% and bear no ongoing distribution and account maintenance fees. Class I Shares are available only to eligible investors. The performance results depicted on pages 7 and 8 are those of Mercury Basic Value Fund, Inc. and, prior to October 16, 2000, a predecessor Fund investing in the same underlying portfolio and with the same fees as Mercury Basic Value Fund, Inc. Performance results prior to October 16, 2000 reflect the annual operating expenses of the predecessor Fund. If Mercury Basic Value Fund, Inc.'s operating expenses were reflected, the results may have been less than those shown for this time period. Performance results after October 16, 2000 include the actual operating expenses of Mercury Basic Value Fund, Inc. The Fund commenced operations on October 16, 2000. None of the past results shown should be considered a representation of future performance. Current performance may be lower or higher than the performance data quoted. Refer to www.mlim.ml.com to obtain more current performance information. Performance results do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. Figures shown in each of the following tables assume reinvestment of all dividends and capital gains distributions at net asset value on the ex- dividend date. Investment return and principal value of shares will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Dividends paid to each class of shares will vary because of the different levels of account maintenance, distribution and transfer agency fees applicable to each class, which are deducted from the income available to be paid to shareholders. The Fund's Investment Adviser voluntarily waived a portion of its management fee. Without such waiver, the Fund's performance would have been lower. December 31, 2003, Mercury Basic Value Fund, Inc. FUND PERFORMANCE DATA (CONTINUED) RECENT PERFORMANCE RESULTS* Ten-Year/ 6-Month 12-Month Since Inception As of December 31, 2003 Total Return Total Return Total Return Class A +19.30% +31.30% +166.93% Class B +19.54 +31.61 +161.33 Class C +19.32 +31.27 +152.58 Class I +19.47 +31.57 +183.19 S&P 500 Index** +15.14 +28.68 +185.63/+180.25 S&P 500 Barra Value Index*** +17.36 +31.79 +172.61/+171.63 *Investment results shown do not reflect sales charges; results shown would be lower if sales charges were included. Total investment returns are based on changes in the Fund's net asset values for the periods shown, and assume reinvestment of all dividends and capital gains at net asset value on the ex-dividend date. The Fund's ten-year/since inception periods are ten years for Class I & Class B Shares and from 10/21/94 for Class A and Class C Shares. **This unmanaged Index covers 500 industrial, utility, transportation and financial companies of the U.S. markets (mostly NYSE issues), representing about 75% of NYSE market capitalization and 30% of NYSE issues. Ten-year/since inception total return periods are for ten years and from 10/21/94, respectively. ***This unmanaged broad-based Index is a capitalization-weighted index of those stocks in the S&P 500 Index that have lower price-to- book ratios. Ten-year/since inception total returns are for ten years and from 10/21/94, respectively. December 31, 2003, Mercury Basic Value Fund, Inc. FUND PERFORMANCE DATA (CONCLUDED) AVERAGE ANNUAL TOTAL RETURN % Return % Return Without Sales With Sales Class A Shares* Charge Charge** One Year Ended 12/31/03 +31.30% +24.41% Five Years Ended 12/31/03 + 3.91 + 2.79 Inception (10/21/94) through 12/31/03 +11.27 +10.62 *Maximum sales charge is 5.25%. **Assuming maximum sales charge. % Return % Return Without With Class B Shares* CDSC CDSC** One Year Ended 12/31/03 +31.61% +27.61% Five Years Ended 12/31/03 + 3.57 + 3.47 Ten Years Ended 12/31/03 +10.08 +10.08 *Maximum contingent deferred sales charge is 4% and is reduced to 0% after six years. **Assuming payment of applicable contingent deferred sales charge. % Return % Return Without With Class C Shares* CDSC CDSC** One Year Ended 12/31/03 +31.27% +30.27% Five Years Ended 12/31/03 + 3.44 + 3.44 Inception (10/21/94) through 12/31/03 +10.60 +10.60 *Maximum contingent deferred sales charge is 1% and is reduced to 0% after one year. **Assuming payment of applicable contingent deferred sales charge. % Return % Return Without Sales With Sales Class I Shares* Charge Charge** One Year Ended 12/31/03 +31.57% +24.67% Five Years Ended 12/31/03 + 4.17 + 3.06 Ten Years Ended 12/31/03 +10.97 +10.37 *Maximum sales charge is 5.25%. **Assuming maximum sales charge. December 31, 2003, Mercury Basic Value Fund, Inc. STATEMENT OF ASSETS AND LIABILITIES As of December 31, 2003 MERCURY BASIC VALUE FUND, INC. Assets: Investment in Master Basic Value Trust, at value (identified cost--$8,547,676) $ 11,917,708 Prepaid registration fees and other assets 37,920 -------------- Total assets 11,955,628 -------------- Liabilities: Payables: Other affiliates $ 3,078 Distributor 2,559 5,637 -------------- Accrued expenses 35,088 -------------- Total liabilities 40,725 -------------- Net Assets: Net assets $ 11,914,903 ============== Net Assets Consist of: Class A Shares of Common Stock, $.10 par value, 100,000,000 shares authorized $ 23,702 Class B Shares of Common Stock, $.10 par value, 100,000,000 shares authorized 59,615 Class C Shares of Common Stock, $.10 par value, 100,000,000 shares authorized 24,964 Class I Shares of Common Stock, $.10 par value, 100,000,000 shares authorized 1,175 Paid-in capital in excess of par 11,585,480 Accumulated distributions in excess of investment income--net $ (9,790) Accumulated realized capital losses on investments and foreign currency transactions from the Trust--net (3,140,275) Unrealized appreciation on investments from the Trust--net 3,370,032 -------------- Total accumulated earnings--net 219,967 -------------- Net assets $ 11,914,903 ============== Net Asset Value: Class A--Based on net assets of $2,585,683 and 237,020 shares outstanding $ 10.91 ============== Class B--Based on net assets of $6,497,450 and 596,148 shares outstanding $ 10.90 ============== Class C--Based on net assets of $2,702,997 and 249,642 shares outstanding $ 10.83 ============== Class I--Based on net assets of $128,773 and 11,753 shares outstanding $ 10.96 ============== See Notes to Financial Statements. December 31, 2003, Mercury Basic Value Fund, Inc. STATEMENT OF OPERATIONS For the Six Months Ended December 31, 2003 MERCURY BASIC VALUE FUND, INC. Investment Income Allocated from the Trust--Net: Net investment income allocated from the Trust: Dividends (net of $1,146 foreign withholding tax) $ 111,203 Interest 2,695 Securities lending--net 705 Expenses (23,689) -------------- Net investment income allocated from the Trust 90,914 -------------- Expenses: Registration fees $ 23,528 Printing and shareholder reports 21,466 Administration fees 13,857 Professional fees 12,451 Account maintenance and distribution fees--Class B 7,571 Transfer agent fees--Class B 3,631 Account maintenance and distribution fees--Class C 3,149 Account maintenance fees--Class A 2,991 Transfer agent fees--Class C 1,377 Transfer agent fees--Class A 1,150 Directors' fees and expenses 84 Transfer agent fees--Class I 56 Other 4,442 -------------- Total expenses before waiver and reimbursement of expenses 95,753 Waiver and reimbursement of expenses (28,133) -------------- Total expenses after waiver and reimbursement of expenses 67,620 -------------- Investment income--net 23,294 -------------- Realized & Unrealized Gain (Loss) allocated from the Trust--Net: Realized gain (loss) allocated from the Trust on: Investments--net 174,927 Foreign currency transactions--net (108) 174,819 -------------- Change in unrealized appreciation/depreciation on investments and foreign currency transactions allocated from the Trust--net 1,776,557 -------------- Total realized and unrealized gain allocated from the Trust--net 1,951,376 -------------- Net Increase in Net Assets Resulting from Operations $ 1,974,670 ============== See Notes to Financial Statements. December 31, 2003, Mercury Basic Value Fund, Inc. STATEMENTS OF CHANGES IN NET ASSETS MERCURY BASIC VALUE FUND, INC. For the Six For the Year Months Ended Year Ended December 31, June 30, Increase (Decrease) in Net Assets: 2003 2003 Operations: Investment income--net $ 23,294 $ 47,740 Realized gain (loss) on investments and foreign currency transactions allocated from the Trust--net 174,819 (1,782,847) Change in unrealized appreciation/depreciation on investments and foreign currency transactions allocated from the Trust--net 1,776,557 1,171,518 -------------- -------------- Net increase (decrease) in net assets resulting from operations 1,974,670 (563,589) -------------- -------------- Dividends to Shareholders: Investment income--net: Class A (11,895) (5,794) Class B (27,594) (15,967) Class C (12,105) (6,092) Class I (845) (399) -------------- -------------- Net decrease in net assets resulting from dividends to shareholders (52,439) (28,252) -------------- -------------- Capital Share Transactions: Net decrease in net assets derived from capital share transactions (769,440) (2,748,684) -------------- -------------- Net Assets: Total increase (decrease) in net assets 1,152,791 (3,340,525) Beginning of period 10,762,112 14,102,637 -------------- -------------- End of period* $ 11,914,903 $ 10,762,112 ============== ============== *Undistributed (accumulated distributions in excess of) investment income--net $ (9,790) $ 19,355 ============== ============== See Notes to Financial Statements. December 31, 2003, Mercury Basic Value Fund, Inc. FINANCIAL HIGHLIGHTS MERCURY BASIC VALUE FUND, INC. The following per share data and ratios have been derived from information provided in the financial statements. Class A For the For the For the Period Six Months Year Oct. 16, Ended Ended 2000++ to December 31, June 30, June 30, Increase (Decrease) in Net Asset Value: 2003 2003 2002 2001 Per Share Operating Performance: Net asset value, beginning of period $ 9.19 $ 9.37 $ 10.37 $ 10.00 ---------- ---------- ---------- ---------- Investment income--net .02** .04** .01** .01 Realized and unrealized gain (loss) on investments and foreign currency transactions from the Trust--net 1.75 (.20) (.99) .36 ---------- ---------- ---------- ---------- Total from investment operations 1.77 (.16) (.98) .37 ---------- ---------- ---------- ---------- Less dividends and distributions: Investment income--net (.05) (.02) (.02) -- Realized gain on investments from the Trust--net -- -- --+++++ -- ---------- ---------- ---------- ---------- Total dividends and distributions (.05) (.02) (.02) -- ---------- ---------- ---------- ---------- Net asset value, end of period $ 10.91 $ 9.19 $ 9.37 $ 10.37 ========== ========== ========== ========== Total Investment Return:*** Based on net asset value per share 19.30%+++ (1.66%) (9.48%) 3.70%+++ ========== ========== ========== ========== Ratios to Average Net Assets: Expenses, net of waiver and reimbursement++++ 1.63%* 1.65% 1.65% 1.36%* ========== ========== ========== ========== Expenses++++ 2.13%* 2.28% 2.83% 23.91%* ========== ========== ========== ========== Investment income--net .43%* .44% .13% .51%* ========== ========== ========== ========== Supplemental Data: Net assets, end of period (in thousands) $ 2,586 $ 2,330 $ 2,442 $ 323 ========== ========== ========== ========== Portfolio turnover of the Trust 13.31% 31.92% 38.15% 37.53% ========== ========== ========== ========== *Annualized. **Based on average shares outstanding. ***Total investment returns exclude the effects of sales charges. ++Commencement of operations. ++++Includes the Fund's share of the Trust's allocated expenses. +++Aggregate total investment return. +++++Amount is less than $(.01) per share. See Notes to Financial Statements. December 31, 2003, Mercury Basic Value Fund, Inc. FINANCIAL HIGHLIGHTS (CONTINUED) MERCURY BASIC VALUE FUND, INC. The following per share data and ratios have been derived from information provided in the financial statements. Class B For the For the For the Period Six Months Year Oct. 16, Ended Ended 2000++ to December 31, June 30, June 30, Increase (Decrease) in Net Asset Value: 2003 2003 2002 2001 Per Share Operating Performance: Net asset value, beginning of period $ 9.16 $ 9.29 $ 10.33 $ 10.00 ---------- ---------- ---------- ---------- Investment income (loss)--net .02** .04** (.02)** --+++++ Realized and unrealized gain (loss) on investments and foreign currency transactions from the Trust--net 1.77 (.15) (1.01) .33 ---------- ---------- ---------- ---------- Total from investment operations 1.79 (.11) (1.03) .33 ---------- ---------- ---------- ---------- Less dividends and distributions: Investment income--net (.05) (.02) (.01) -- Realized gain on investments from the Trust--net -- -- --+++++ -- ---------- ---------- ---------- ---------- Total dividends and distributions (.05) (.02) (.01) -- ---------- ---------- ---------- ---------- Net asset value, end of period $ 10.90 $ 9.16 $ 9.29 $ 10.33 ========== ========== ========== ========== Total Investment Return:*** Based on net asset value per share 19.54%+++ (1.15%) (9.97%) 3.30%+++ ========== ========== ========== ========== Ratios to Average Net Assets: Expenses, net of waiver and reimbursement++++ 1.65%* 1.65% 1.99% 1.97%* ========== ========== ========== ========== Expenses++++ 2.16%* 2.29% 3.23% 22.03%* ========== ========== ========== ========== Investment income (loss)--net .41%* .43% (.24%) (.18%)* ========== ========== ========== ========== Supplemental Data: Net assets, end of period (in thousands) $ 6,497 $ 5,904 $ 7,969 $ 2,290 ========== ========== ========== ========== Portfolio turnover of the Trust 13.31% 31.92% 38.15% 37.53% ========== ========== ========== ========== *Annualized. **Based on average shares outstanding. ***Total investment returns exclude the effects of sales charges. ++Commencement of operations. ++++Includes the Fund's share of the Trust's allocated expenses. +++Aggregate total investment return. +++++Amount is less than $(.01) per share. See Notes to Financial Statements. December 31, 2003, Mercury Basic Value Fund, Inc. FINANCIAL HIGHLIGHTS (CONTINUED) MERCURY BASIC VALUE FUND, INC. The following per share data and ratios have been derived from information provided in the financial statements. Class C For the For the For the Period Six Months Year Oct. 16, Ended Ended 2000++ to December 31, June 30, June 30, Increase (Decrease) in Net Asset Value: 2003 2003 2002 2001 Per Share Operating Performance: Net asset value, beginning of period $ 9.12 $ 9.30 $ 10.33 $ 10.00 ---------- ---------- ---------- ---------- Investment income (loss)--net .02** .04** (.01)** --+++++ Realized and unrealized gain (loss) on investments and foreign currency transactions from the Trust--net 1.74 (.20) (1.01) .33 ---------- ---------- ---------- ---------- Total from investment operations 1.76 (.16) (1.02) .33 ---------- ---------- ---------- ---------- Less dividends and distributions: Investment income--net (.05) (.02) (.01) -- Realized gain on investments from the Trust--net -- -- --+++++ -- ---------- ---------- ---------- ---------- Total dividends and distributions (.05) (.02) (.01) -- ---------- ---------- ---------- ---------- Net asset value, end of period $ 10.83 $ 9.12 $ 9.30 $ 10.33 ========== ========== ========== ========== Total Investment Return:*** Based on net asset value per share 19.32%+++ (1.69%) (9.89%) 3.30%+++ ========== ========== ========== ========== Ratios to Average Net Assets: Expenses, net of waiver and reimbursement++++ 1.64%* 1.65% 1.83% 1.81%* ========== ========== ========== ========== Expenses++++ 2.15%* 2.31% 3.03% 21.97%* ========== ========== ========== ========== Investment income (loss)--net .42%* .43% (.06%) (.02%)* ========== ========== ========== ========== Supplemental Data: Net assets, end of period (in thousands) $ 2,703 $ 2,419 $ 3,503 $ 838 ========== ========== ========== ========== Portfolio turnover of the Trust 13.31% 31.92% 38.15% 37.53% ========== ========== ========== ========== *Annualized. **Based on average shares outstanding. ***Total investment returns exclude the effects of sales charges. ++Commencement of operations. ++++Includes the Fund's share of the Trust's allocated expenses. +++Aggregate total investment return. +++++Amount is less than $(.01) per share. See Notes to Financial Statements. December 31, 2003, Mercury Basic Value Fund, Inc. FINANCIAL HIGHLIGHTS (CONCLUDED) MERCURY BASIC VALUE FUND, INC. The following per share data and ratios have been derived from information provided in the financial statements. Class I For the For the For the Period Six Months Year Oct. 16, Ended Ended 2000++ to December 31, June 30, June 30, Increase (Decrease) in Net Asset Value: 2003 2003 2002 2001 Per Share Operating Performance: Net asset value, beginning of period $ 9.24 $ 9.41 $ 10.39 $ 10.00 ---------- ---------- ---------- ---------- Investment income--net .03** .06** .04** .04 Realized and unrealized gain (loss) on investments and foreign currency transactions from the Trust--net 1.76 (.20) (1.00) .35 ---------- ---------- ---------- ---------- Total from investment operations 1.79 (.14) (.96) .39 ---------- ---------- ---------- ---------- Less dividends and distributions: Investment income--net (.07) (.03) (.02) -- Realized gain on investments from the Trust--net -- -- --+++++ -- ---------- ---------- ---------- ---------- Total dividends and distributions (.07) (.03) (.02) -- ---------- ---------- ---------- ---------- Net asset value, end of period $ 10.96 $ 9.24 $ 9.41 $ 10.39 ========== ========== ========== ========== Total Investment Return:*** Based on net asset value per share 19.47%+++ (1.42%) (9.22%) 3.90%+++ ========== ========== ========== ========== Ratios to Average Net Assets: Expenses, net of waiver and reimbursement++++ 1.38%* 1.40% 1.40% 1.19%* ========== ========== ========== ========== Expenses++++ 1.89%* 2.08% 2.65% 26.47%* ========== ========== ========== ========== Investment income--net .68%* .67% .37% .79%* ========== ========== ========== ========== Supplemental Data: Net assets, end of period (in thousands) $ 129 $ 109 $ 189 $ 42 ========== ========== ========== ========== Portfolio turnover of the Trust 13.31% 31.92% 38.15% 37.53% ========== ========== ========== ========== *Annualized. **Based on average shares outstanding. ***Total investment returns exclude the effects of sales charges. ++Commencement of operations. ++++Includes the Fund's share of the Trust's allocated expenses. +++Aggregate total investment return. +++++Amount is less than $(.01) per share. See Notes to Financial Statements. December 31, 2003, Mercury Basic Value Fund, Inc. NOTES TO FINANCIAL STATEMENTS MERCURY BASIC VALUE FUND, INC. 1. Significant Accounting Policies: Mercury Basic Value Fund, Inc. (the "Fund") is registered under the Investment Company Act of 1940, as amended, as a diversified, open- end investment company. The Fund seeks to achieve its investment objective by investing all of its assets in Master Basic Value Trust (the "Trust"), which has the same investment objective as the Fund. The value of the Fund's investment in the Trust reflects the Fund's proportionate interest in the net assets of the Trust. The performance of the Fund is directly affected by the performance of the Trust. The financial statements of the Trust, including the Schedule of Investments, are included elsewhere in this report and should be read in conjunction with the Fund's financial statements. The Fund's financial statements are prepared in conformity with accounting principles generally accepted in the United States of America, which may require the use of management accruals and estimates. These unaudited financial statements reflect all adjustments, which are, in the opinion of management, necessary to a fair statement of the results for the interim period presented. All such adjustments are of a normal, recurring nature. The percentage of the Trust owned by the Fund at December 31, 2003 was 0.1%. The Fund offers multiple classes of shares. Shares of Class A and Class I are sold with a front-end sales charge. Shares of Class B and Class C may be subject to a contingent deferred sales charge. All classes of shares have identical voting, dividend, liquidation and other rights and the same terms and conditions, except that Class A, Class B and Class C Shares bear certain expenses related to the account maintenance of such shares, and Class B and Class C Shares also bear certain expenses related to the distribution of such shares. Each class has exclusive voting rights with respect to matters relating to its account maintenance and distribution expenditures (except that Class B Shares have certain voting rights with respect to Class A expenditures). Income, expenses (other than expenses attributable to a specific class) and realized and unrealized gains and losses on investments and foreign currency transactions are allocated daily to each class based on its relative net assets. The following is a summary of significant accounting policies followed by the Fund. (a) Valuation of investments--The Fund records its investment in the Trust at fair value. Valuation of securities held by the Trust is discussed in Note 1a of the Trust's Notes to Financial Statements, which are included elsewhere in this report. (b) Investment income and expenses--The Fund records daily its proportionate share of the Trust's income, expenses and realized and unrealized gains and losses. In addition, the Fund accrues its own expenses. (c) Income taxes--It is the Fund's policy to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all of its taxable income to shareholders. Therefore, no Federal income tax provision is required. Under the applicable foreign tax law, withholding taxes may be imposed on interest, dividends and capital gains at various rates. December 31, 2003, Mercury Basic Value Fund, Inc. NOTES TO FINANCIAL STATEMENTS (CONTINUED) (d) Prepaid registration fees--Prepaid registration fees are charged to expense as the related shares are issued. (e) Dividends and distributions--Dividends and distributions paid by the Fund are recorded on the ex-dividend dates. (f) Investment transactions--Investment transactions in the Trust are accounted for on a trade date basis. 2. Transactions with Affiliates: The Fund has entered into an Administration Agreement with Fund Asset Management, L.P. ("FAM"). The general partner of FAM is Princeton Services, Inc. ("PSI"), a wholly-owned subsidiary of Merrill Lynch & Co., Inc. ("ML & Co."), which is the limited partner. The Fund pays a monthly fee at an annual rate of .25% of the Fund's average daily net assets for the performance of administrative services (other than investment advice and related portfolio activities) necessary for the operation of the Fund. FAM has entered into a contractual arrangement with the Fund under which the expenses incurred by each class of shares of the Fund (excluding distribution and/or account maintenance fees) will not exceed 1.40%. This arrangement expires on June 30, 2004 and is renewable. For the six months ended December 31, 2003, FAM earned fees of $13,857, all of which were waived. In addition, FAM reimbursed the Fund $14,276 in additional expenses. The Fund has also entered into a Distribution Agreement and Distribution Plans with FAM Distributors, Inc. ("FAMD" or the "Distributor"), a wholly-owned subsidiary of Merrill Lynch Group, Inc. Pursuant to the Distribution Plans adopted by the Fund in accordance with Rule 12b-1 under the Investment Company Act of 1940, the Fund pays the Distributor ongoing account maintenance and distribution fees. The fees are accrued daily and paid monthly at annual rates based upon the average daily net assets of the shares as follows: Account Distribution Maintenance Fee Fee Class A .25% -- Class B .25% .75% Class C .25% .75% Pursuant to a sub-agreement with the Distributor, selected dealers also provide account maintenance and distribution services to the Fund. The ongoing account maintenance fee compensates the Distributor and selected dealers for providing account maintenance services to Class A, Class B and Class C shareholders. The ongoing distribution fee compensates the Distributor and selected dealers for providing shareholder and distribution-related services to Class B and Class C shareholders. For the six months ended December 31, 2003, the Fund did not accrue Class B or Class C distribution fees. December 31, 2003, Mercury Basic Value Fund, Inc. NOTES TO FINANCIAL STATEMENTS (CONTINUED) For the six months ended December 31, 2003, MLPF&S received contingent deferred sales charges of $4,374 relating to transactions in Class B Shares. Financial Data Services, Inc. ("FDS"), an indirect, wholly-owned subsidiary of ML & Co., is the Fund's transfer agent. Certain officers and/or directors of the Fund are officers and/or directors of FAM, PSI, FAMD, FDS, and/or ML & Co. 3. Capital Share Transactions: Net decrease in net assets derived from capital share transactions was $769,440 and $2,748,684 for the six months ended December 31, 2003 and for the year ended June 30, 2003, respectively. Transactions in capital shares for each class were as follows: Class A Shares for the Six Months Ended December 31, 2003 Shares Dollar Amount Shares sold 12,418 $ 122,500 Shares issued to shareholders in reinvestment of dividends 1,165 11,656 ------------ ------------- Total issued 13,583 134,156 Shares redeemed (30,279) (293,920) ------------ ------------- Net decrease (16,696) $ (159,764) ============ ============= Class A Shares for the Year Ended June 30, 2003 Shares Dollar Amount Shares sold 54,095 $ 447,210 Shares issued to shareholders in reinvestment of dividends 660 5,644 ------------ ------------- Total issued 54,755 452,854 Shares redeemed (61,632) (524,750) ------------ ------------- Net decrease (6,877) $ (71,896) ============ ============= December 31, 2003, Mercury Basic Value Fund, Inc. NOTES TO FINANCIAL STATEMENTS (CONTINUED) Class B Shares for the Six Months Ended December 31, 2003 Shares Dollar Amount Shares sold 253 $ 9,838 Shares issued to shareholders in reinvestment of dividends 2,467 24,709 ------------ ------------- Total issued 2,720 34,547 Shares redeemed (50,925) (491,851) ------------ ------------- Net decrease (48,205) $ (457,304) ============ ============= Class B Shares for the Year Ended June 30, 2003 Shares Dollar Amount Shares sold 38,184 $ 357,535 Shares issued to shareholders in reinvestment of dividends 1,695 14,443 ------------ ------------- Total issued 39,879 371,978 Shares redeemed (252,943) (2,082,925) ------------ ------------- Net decrease (213,064) $ (1,710,947) ============ ============= Class C Shares for the Six Months Ended December 31, 2003 Shares Dollar Amount Shares issued to shareholders in reinvestment of dividends 1,165 $ 11,571 Shares redeemed (16,819) (163,783) ------------ ------------- Net decrease (15,654) $ (152,212) ============ ============= Class C Shares for the Year Ended June 30, 2003 Shares Dollar Amount Shares sold 5,241 $ 45,719 Shares issued to shareholders in reinvestment of dividends 667 5,666 ------------ ------------- Total issued 5,908 51,385 Shares redeemed (117,242) (947,384) ------------ ------------- Net decrease (111,334) $ (895,999) ============ ============= December 31, 2003, Mercury Basic Value Fund, Inc. NOTES TO FINANCIAL STATEMENTS (CONCLUDED) Class I Shares for the Six Months Ended December 31, 2003 Shares Dollar Amount Shares issued to shareholders in reinvestment of dividends 84 $ 846 Shares redeemed (107) (1,006) ------------ ------------- Net decrease (23) $ (160) ============ ============= Class I Shares for the Year Ended June 30, 2003 Shares Dollar Amount Shares issued to shareholders in reinvestment of dividends 43 $ 374 Shares redeemed (8,374) (70,216) ------------ ------------- Net decrease (8,331) $ (69,842) ============ ============= 4.Capital Loss Carryforward: On June 30, 2003, the Fund had a net capital loss carryforward of $3,139,344, of which $1,170,278 expires in 2010 and $1,969,066 expires 2011. This amount will be available to offset like amounts of any future taxable gains. December 31, 2003, Mercury Basic Value Fund, Inc. SCHEDULE OF INVESTMENTS MASTER BASIC VALUE TRUST In U.S. Dollars Shares Percent of Industry+++ Held Common Stocks Value Net Assets Above-Average Yield Metals & Mining 4,131,400 Alcoa Inc. $ 156,993,200 1.8% Metals & Mining 8,103,000 BHP Billiton Limited 74,422,457 0.9 Pharmaceuticals 3,397,900 Bristol-Myers Squibb Company 97,179,940 1.1 Oil & Gas 961,000 ChevronTexaco Corporation 83,020,790 1.0 Food Products 4,168,900 ConAgra, Inc. 110,017,271 1.3 Chemicals 3,421,600 E.I. du Pont de Nemours and Company 157,017,224 1.8 Oil & Gas 8,716,000 Exxon Mobil Corporation 357,356,000 4.1 Personal Products 3,096,500 The Gillette Company 113,734,445 1.3 Aerospace & Defense 4,033,700 Honeywell International Inc. 134,846,591 1.6 Oil & Gas 2,315,600 Kerr-McGee Corporation 107,652,244 1.3 Capital Markets 2,353,600 Mellon Financial Corporation 75,574,096 0.9 Oil & Gas 4,689,500 Royal Dutch Petroleum Company (NY Registered Shares) 245,682,905 2.8 Diversified 5,029,700 SBC Communications Inc. 131,124,279 1.5 Telecommunication Services Food Products 3,924,000 Sara Lee Corporation 85,190,040 1.0 Diversified 2,957,100 Verizon Communications 103,735,068 1.2 Telecommunication Services Commercial Banks 2,247,300 Wachovia Corporation 104,701,707 1.2 2,138,248,257 24.8 Below-Average Price Earnings/Ratio Insurance 2,166,700 ACE Limited 89,744,714 1.0 Insurance 2,238,700 The Allstate Corporation 96,308,874 1.1 Insurance 2,492,700 American International Group, Inc. 165,216,156 1.9 Commercial Banks 4,800,600 Bank One Corporation 218,859,354 2.5 Commercial Banks 1,460,100 Bank of America Corporation 117,435,843 1.4 Health Care 2,110,800 Baxter International Inc. 64,421,616 0.8 Equipment & Supplies Machinery 706,800 Caterpillar Inc. 58,678,536 0.7 Diversified 6,018,500 Citigroup Inc. 292,137,990 3.4 Financial Services Beverages 2,943,900 Coca-Cola Enterprises Inc. 64,383,093 0.7 December 31, 2003, Mercury Basic Value Fund, Inc. SCHEDULE OF INVESTMENTS (CONTINUED) In U.S. Dollars Shares Percent of Industry+++ Held Common Stocks Value Net Assets Below-Average Price Earnings/Ratio (concluded) Auto Components 4,660,626 Delphi Automotive Systems Corporation $ 47,584,992 0.6% Automobiles 4,062,700 Ford Motor Company 65,003,200 0.8 Computers & 4,984,100 Hewlett-Packard Company 114,484,777 1.3 Peripherals Household 2,780,700 Koninklijke (Royal) Philips Durables Electronics NV (NY Registered Shares) 80,890,563 0.9 Food Products 2,078,400 Kraft Foods Inc. (Class A) 66,966,048 0.8 Hotels, 4,418,100 McDonald's Corporation 109,701,423 1.3 Restaurants & Leisure Pharmaceuticals 1,626,000 Merck & Co., Inc. 75,121,200 0.9 Capital Markets 2,156,900 Morgan Stanley 124,819,803 1.4 Semiconductors & 473,500 ++National Semiconductor Semiconductor Corporation 18,660,635 0.2 Equipment Pharmaceuticals 5,955,100 Schering-Plough Corporation 103,559,189 1.2 Electrical 3,600,000 Thomas & Betts Corporation (a) 82,404,000 1.0 Equipment Energy Equipment 4,333,800 ++Transocean Inc. 104,054,538 1.2 & Services Insurance 6,810,600 Travelers Property Casualty Corp. (Class A) 114,281,868 1.3 Food Products 2,023,900 Unilever NV (NY Registered Shares) 131,351,110 1.5 IT Services 10,080,100 ++Unisys Corporation 149,689,485 1.7 Oil & Gas 5,640,000 Unocal Corporation 207,721,200 2.4 2,763,480,207 32.0 Low Price-to-Book Value Communications 10,329,600 ++3Com Corporation 84,392,832 1.0 Equipment Semiconductors 5,993,400 ++Advanced Micro Devices, Inc. 89,301,660 1.0 & Semiconductor Equipment Electronic 3,008,900 ++Agilent Technologies, Inc. 87,980,236 1.0 Equipment & Instruments Oil & Gas 1,866,600 Anadarko Petroleum Corporation 95,215,266 1.1 Aerospace & 2,044,100 The Boeing Company 86,138,374 1.0 Defense December 31, 2003, Mercury Basic Value Fund, Inc. SCHEDULE OF INVESTMENTS (CONTINUED) In U.S. Dollars Shares Percent of Industry+++ Held Common Stocks Value Net Assets Low Price-to-Book Value (concluded) Media 1,342,200 ++Comcast Corporation (Special Class A) $ 41,984,016 0.5% Automobiles 1,843,000 DaimlerChrysler AG 85,183,460 1.0 Machinery 2,612,600 Deere & Company 169,949,630 2.0 Energy Equipment 5,600,000 Diamond Offshore Drilling, Inc. 114,856,000 1.3 & Services Energy Equipment 4,679,300 GlobalSantaFe Corporation 116,187,019 1.3 & Services Energy Equipment 3,283,500 Halliburton Company 85,371,000 1.0 & Services Insurance 2,301,800 The Hartford Financial Services Group, Inc. 135,875,254 1.6 Paper & Forest 3,100,000 International Paper Company 133,641,000 1.5 Products Household 2,418,600 Kimberly-Clark Corporation 142,915,074 1.7 Products Semiconductors 11,248,100 ++LSI Logic Corporation 99,770,647 1.2 & Semiconductor Equipment Media 10,278,800 ++Liberty Media Corporation (Class A) 122,214,932 1.4 Communications 15,777,800 ++Lucent Technologies Inc. 44,808,952 0.5 Equipment Metals & Mining 3,834,300 Massey Energy Company (a) 79,753,440 0.9 Semiconductors 4,261,700 ++Micron Technology, Inc. 57,405,099 0.7 & Semiconductor Equipment Communications 8,775,500 Motorola, Inc. 123,471,285 1.4 Equipment Metals & Mining 728,600 ++Phelps Dodge Corporation 55,439,174 0.6 Aerospace & 5,440,700 Raytheon Company 163,438,628 1.9 Defense Electronic 1,537,900 Tektronix, Inc. 48,597,640 0.6 Equipment & Instruments Media 9,819,700 ++Time Warner Inc. 176,656,403 2.0 Specialty Retail 2,571,500 ++Toys 'R' Us, Inc. 32,503,760 0.4 Media 2,983,300 Viacom, Inc. (Class B) 132,398,854 1.5 Media 4,424,200 The Walt Disney Company 103,216,586 1.2 Commercial Banks 6,000,000 Wells Fargo & Company 353,340,000 4.1 3,062,006,221 35.4 December 31, 2003, Mercury Basic Value Fund, Inc. SCHEDULE OF INVESTMENTS (CONTINUED) In U.S. Dollars Shares Percent of Industry+++ Held Common Stocks Value Net Assets Special Situations Software 2,544,700 Computer Associates International, Inc. $ 69,572,098 0.8% Computers & 1,267,300 International Business Peripherals Machines Corporation 117,453,364 1.3 Computers & 16,534,600 ++Sun Microsystems, Inc. 74,240,354 0.9 Peripherals 261,265,816 3.0 Total Common Stocks (Cost--$5,827,903,681) 8,225,000,501 95.2 Beneficial Interest/ Shares Held Short-Term Securities Short-Term Securities $436,676,792 Merrill Lynch Liquidity Series, LLC Cash Sweep Series I (b) 436,676,792 5.0 $793,587,037 Merrill Lynch Liquidity Series, LLC Money Market Series (b)(c) 793,587,037 9.2 264,529,013 Merrill Lynch Premier Institutional Fund (b)(c) 264,529,013 3.1 Total Short-Term Securities (Cost--$1,494,792,842) 1,494,792,842 17.3 Number of Contracts Issue Options Purchased Put Options 13,000 American International Group, Inc., Purchased expiring February 2004 at USD 60, Broker Morgan Stanley 520,000 0.0 15,000 Citigroup Inc., expiring January 2004 at USD 45, Broker UBS Warburg 150,000 0.0 5,000 International Business Machines Corporation, expiring January 2004 at USD 90, Broker UBS Warburg 350,000 0.0 20,000 Wells Fargo & Company, expiring January 2004 at USD 55, Broker UBS Warburg 300,000 0.0 Total Options Purchased (Premiums Paid--$16,675,850) 1,320,000 0.0 Total Investments (Cost--$7,339,372,373) December 31, 2003, Mercury Basic Value Fund, Inc. SCHEDULE OF INVESTMENTS (CONCLUDED) In U.S. Dollars Number of Percent of Contracts Issue Value Net Assets Options Written Call Options 13,000 American International Group, Written Inc., expiring February 2004 at USD 60, Broker Morgan Stanley $ (8,710,000) (0.1)% 5,000 International Business Machines Corporation, expiring January 2004 at USD 95, Broker UBS Warburg (350,000) 0.0 6,000 International Paper Company, expiring January 2004 at USD 40, Broker Morgan Stanley (1,920,000) 0.0 19,500 Wells Fargo & Company, expiring January 2004at USD 55, Broker UBS Warburg (7,605,000) (0.1) Total Options Written (Premiums Received--$8,789,043) (18,585,000) (0.2) Total Investments, Net of Options Written (Cost--$7,330,583,330) 9,702,528,343 112.3 Liabilities in Excess of Other Assets (1,059,694,942) (12.3) ---------------- ------ Net Assets $ 8,642,833,401 100.0% ================ ====== ++Non-income producing security. +++For Trust compliance purposes, "Industry" means any one or more of the industry sub-classifications used by one or more widely recognized market indexes or ratings group indexes, and/or as defined by Trust management. This definition may not apply for purposes of this report, which may combine such industry sub- classifications for reporting ease. (a)Investments in companies 5% or more of whose outstanding securities are held by the Trust (such companies are defined as "Affiliated Companies" in Section 2(a)(3) of the Investment Company Act of 1940) are as follows: Net Share Purchase Sales Realized Dividend Affiliate Activity Cost Cost Gain Income Massey Energy Company (1,990,100) -- 29,053,507 $4,748,744 $441,776 Thomas & Betts Corporation -- -- -- -- $ 18,000 (b)Investments in companies considered to be an affiliate of the Trust (such companies are defined as "Affiliated Companies" in Section 2(a)(3) of the Investment Company Act of 1940) are as follows: Interest/ Net Dividend Affiliate Activity Income Merrill Lynch Liquidity Series, LLC Cash Sweep Series I $ 374,788,899 $1,933,424 Merrill Lynch Liquidity Series, LLC Money Market Series $ 126,272,517 $ 338,918 Merrill Lynch Premier Institutional Fund (180,347,332) $ 165,407 (c)Security was purchased with the cash proceeds from securities loans. See Notes to Financial Statements. December 31, 2003, Mercury Basic Value Fund, Inc. STATEMENT OF ASSETS AND LIABILITIES As of December 31, 2003 MASTER BASIC VALUE TRUST Assets Investments, at value (including securities loaned of $1,025,149,771) (identified cost--$7,322,696,523) $9,719,793,343 Options purchased, at value (premiums paid--$16,675,850) 1,320,000 Cash 107,726 Receivables: Dividends $ 14,311,139 Contributions 8,840,825 Securities sold 8,063,129 Interest 463,134 Securities lending--net 94,024 31,772,251 -------------- Prepaid expenses and other assets 50,936 -------------- Total assets 9,753,044,256 -------------- Liabilities Collateral on securities loaned, at value 1,058,116,050 Options written, at value (premiums received--$8,789,043) 18,585,000 Payables: Withdrawals 32,921,910 Investment adviser 473,489 Other affiliates 84,318 33,479,717 -------------- Accrued expenses 30,088 -------------- Total liabilities 1,110,210,855 -------------- Net Assets Net assets $8,642,833,401 ============== Net Assets Consist of Investors' capital $6,270,888,388 Unrealized appreciation on investments and foreign currency transactions--net 2,371,945,013 -------------- Net Assets $8,642,833,401 ============== See Notes to Financial Statements. December 31, 2003, Mercury Basic Value Fund, Inc. STATEMENT OF OPERATIONS For the Six Months Ended December 31, 2003 MASTER BASIC VALUE TRUST Investment Income Dividends (net of $806,990 foreign withholding tax) $ 79,079,988 Interest 1,927,223 Securities lending--net 504,325 -------------- Total income 81,511,536 ============== Expenses Investment advisory fees $ 15,901,142 Accounting services 549,758 Custodian fees 156,394 Professional fees 87,479 Pricing fees 56,762 Trustees' fees and expenses 27,401 Printing and shareholder reports 4,948 Other 69,083 -------------- Total expenses 16,852,967 -------------- Investment income--net 64,658,569 -------------- Realized & Unrealized Gain (Loss) on Investments & Foreign Currency Transactions--Net Realized gain (loss) from: Investments--net 125,942,039 Foreign currency transactions--net (75,759) 125,866,280 Change in unrealized appreciation/depreciation on: Investments--net 1,271,519,526 Foreign currency transactions--net 16,708 1,271,536,234 -------------- -------------- Total realized and unrealized gain on investments and foreign currency transactions--net 1,397,402,514 -------------- Net Increase in Net Assets Resulting from Operations $1,462,061,083 ============== See Notes to Financial Statements. December 31, 2003, Mercury Basic Value Fund, Inc. STATEMENTS OF CHANGES IN NET ASSETS MASTER BASIC VALUE TRUST For the Six For the Months Ended Year Ended December 31, June 30, Increase (Decrease)in Net Assets: 2003 2003 Operations Investment income--net $ 64,658,569 $ 117,205,529 Realized gain (loss) on investments and foreign currency transactions--net 125,866,280 (194,293,023) Change in unrealized appreciation (depreciation) on investments and foreign currency transactions--net 1,271,536,234 (63,780,449) -------------- -------------- Net increase (decrease) in net assets resulting from operations 1,462,061,083 (140,867,943) -------------- -------------- Capital Transactions Proceeds from contributions 511,645,927 1,032,235,075 Fair value of withdrawals (719,368,632) (1,810,048,195) -------------- -------------- Net decrease in net assets derived from capital transactions (207,722,705) (777,813,120) -------------- -------------- Net Assets Total increase (decrease) in net assets 1,254,338,378 (918,681,063) Beginning of period 7,388,495,023 8,307,176,086 -------------- -------------- End of period $8,642,833,401 $7,388,495,023 ============== ============== See Notes to Financial Statements. December 31, 2003, Mercury Basic Value Fund, Inc. FINANCIAL HIGHLIGHTS MASTER BASIC VALUE TRUST The following ratios have been derived from information provided in the financial statements. For the For the Period Six Months For the October 13, Ended Year Ended 2000++ to December 31, June 30, June 30, 2003 2003 2002 2001 Total Investment Return** Total investment return 20.09%+++ (.09%) (9.93%) -- =========== =========== =========== =========== Ratios to Average Net Assets Expenses .43%* .43% .42% .42%* =========== =========== =========== =========== Investment income--net 1.64%* 1.66% 1.33% 1.57%* =========== =========== =========== =========== Supplemental Data Net assets, end of period (in thousands) $ 8,642,833 $ 7,388,495 $ 8,307,176 $ 9,409,683 =========== =========== =========== =========== Portfolio turnover 13.31% 31.92% 38.15% 37.53% =========== =========== =========== =========== *Annualized. **Total return is required to be disclosed for fiscal years beginning after December 15, 2000. ++Commencement of operations. +++Aggregate total investment return. See Notes to Financial Statements. December 31, 2003, Mercury Basic Value Fund, Inc. NOTES TO FINANCIAL STATEMENTS MASTER BASIC VALUE TRUST 1. Significant Accounting Policies: Master Basic Value Trust (the "Trust") is registered under the Investment Company Act of 1940, as amended, and is organized as a Delaware statutory trust. The Declaration of Trust permits the Trustees to issue nontransferable interests in the Trust, subject to certain limitations. The Trust's financial statements are prepared in conformity with accounting principles generally accepted in the United States of America, which may require the use of management accruals and estimates. These unaudited financial statements reflect all adjustments, which are, in the opinion of management, necessary to a fair statement of the results for the interim period presented. The following is a summary of significant accounting policies followed by the Trust. (a) Valuation of investments--Equity securities that are held by the Trust that are traded on stock exchanges or the Nasdaq National Market are valued at the last sale price or official close price on the exchange, as of the close of business on the day the securities are being valued or, lacking any sales, at the last available bid price for long positions, and at the last available ask price for short positions. In cases where equity securities are traded on more than one exchange, the securities are valued on the exchange designated as the primary market by or under the authority of the Board of Trustees of the Trust. Long positions traded in the over- the-counter ("OTC") market, Nasdaq Small Cap or Bulletin Board are valued at the last available bid price or yield equivalent obtained from one or more dealers or pricing services approved by the Board of Trustees of the Trust. Short positions traded in the OTC market are valued at the last available ask price. Portfolio securities that are traded both in the OTC market and on a stock exchange are valued according to the broadest and most representative market. Options written are valued at the last sale price in the case of exchange-traded options or, in the case of options traded in the OTC market, the last ask price. Options purchased are valued at their last sale price in the case of exchange-traded options or, in the case of options traded in the OTC market, the last bid price. Swap agreements are valued daily based upon quotations from market makers. Financial futures contracts and options thereon, which are traded on exchanges, are valued at their last sale price as of the close of such exchanges. Obligations with remaining maturities of 60 days or less are valued at amortized cost unless the Investment Adviser believes that this method no longer produces fair valuations. Repurchase agreements are valued at cost plus accrued interest. The Trust employs pricing services to provide certain securities prices for the Trust. Securities and assets for which market quotations are not readily available are valued at fair value as determined in good faith by or under the direction of the Board of Trustees of the Trust, including valuations furnished by the pricing services retained by the Trust, which may use a matrix system for valuations. The procedures of a pricing service and its valuations are reviewed by the officers of the Trust under the general supervision of the Trust's Board of Trustees. Such valuations and procedures will be reviewed periodically by the Board of Trustees of the Trust. December 31, 2003, Mercury Basic Value Fund, Inc. NOTES TO FINANCIAL STATEMENTS (CONTINUED) Generally, trading in foreign securities, as well as U.S. government securities and money market instruments, is substantially completed each day at various times prior to the close of business on the New York Stock Exchange ("NYSE"). The values of such securities used in computing the net assets of the Portfolio are determined as of such times. Foreign currency exchange rates also are generally determined prior to the close of business on the NYSE. Occasionally, events affecting the values of such securities and such exchange rates may occur between the times at which they are determined and the close of business on the NYSE that may not be reflected in the computation of the Trust's net assets. If events (for example, a company announcement, market volatility or a natural disaster) occur during such periods that are expected to materially affect the value of such securities, those securities may be valued at their fair value as determined in good faith by the Trust's Board of Trustees or by the Investment Adviser using a pricing service and/or procedures approved by the Trust's Board of Trustees. (b) Derivative financial instruments--The Trust may engage in various portfolio investment strategies both to increase the return of the Trust and to hedge, or protect, its exposure to interest rate movements and movements in the securities markets. Losses may arise due to changes in the value of the contract or if the counterparty does not perform under the contract. * Options--The Trust may purchase and write covered call and put options. When the Trust writes an option, an amount equal to the premium received by the Trust is reflected as an asset and an equivalent liability. The amount of the liability is subsequently marked to market to reflect the current market value of the option written. When a security is purchased or sold through an exercise of an option, the related premium paid (or received) is added to (or deducted from) the basis of the security acquired or deducted from (or added to) the proceeds of the security sold. When an option expires (or the Trust enters into a closing transaction), the Trust realizes a gain or loss on the option to the extent of the premiums received or paid (or gain or loss to the extent the cost of the closing transaction exceeds the premium paid or received). Written and purchased options are non-income producing investments. (c) Foreign currency transactions--Transactions denominated in foreign currencies are recorded at the exchange rate prevailing when recognized. Assets and liabilities denominated in foreign currencies are valued at the exchange rate at the end of the period. Foreign currency transactions are the result of settling (realized) or valuing (unrealized) assets or liabilities expressed in foreign currencies into U.S. dollars. Realized and unrealized gains or losses from investments include the effects of foreign exchange rates on investments. December 31, 2003, Mercury Basic Value Fund, Inc. NOTES TO FINANCIAL STATEMENTS (CONTINUED) (d) Income taxes--The Trust is classified as a partnership for Federal income tax purposes. As such, each investor in the Trust is treated as owner of its proportionate share of the net assets, income, expenses and realized and unrealized gains and losses of the Trust. Therefore, no Federal income tax provision is required. Under the applicable foreign tax law, a withholding tax may be imposed on interest, dividends and capital gains at various rates. It is intended that the Trust's assets will be managed so an investor in the Trust can satisfy the requirements of subchapter M of the Internal Revenue Code. (e) Security transactions and investment income--Security transactions are recorded on the dates the transactions are entered into (the trade dates). Realized gains and losses on security transactions are determined on the identified cost basis. Dividend income is recorded on the ex-dividend dates. Interest income is recognized on the accrual basis. (f) Securities lending--The Trust may lend securities to financial institutions that provide cash or securities issued or guaranteed by the U.S. government as collateral, which will be maintained at all times in an amount equal to at least 100% of the current market value of the loaned securities. The market value of the loaned securities is determined at the close of business of the Trust and any additional required collateral is delivered to the Trust on the next business day. Where the Trust receives securities as collateral for the loaned securities, it collects a fee from the borrower. The Trust typically receives the income on the loaned securities but does not receive the income on the collateral. Where the Trust receives cash collateral, it may invest such collateral and retain the amount earned on such investment, net of any amount rebated to the borrower. Loans of securities are terminable at any time and the borrower, after notice, is required to return borrowed securities within five business days. The Trust may pay reasonable finder's, lending agent, administrative and custodial fees in connection with its loans. In the event that the borrower defaults on its obligation to return borrowed securities because of insolvency or for any other reason, the Trust could experience delays and costs in gaining access to the collateral. The Trust also could suffer a loss where the value of the collateral falls below the market value of the borrowed securities, in the event of borrower default or in the event of losses on investments made with cash collateral. 2. Investment Advisory Agreement and Transactions with Affiliates: The Trust has entered into an Investment Advisory Agreement with Fund Asset Management, L.P. ("FAM"). The general partner of FAM is Princeton Services, Inc. ("PSI"), an indirect, wholly-owned subsidiary of Merrill Lynch & Co., Inc. ("ML & Co."), which is the limited partner. FAM is responsible for the management of the Trust's portfolio and provides the necessary personnel, facilities, equipment and certain other services necessary to the operations of the Trust. For such services, the Trust pays a monthly fee upon the average daily value of the Trust's net assets at the following annual rates: .60% of the Trust's average net assets not exceeding $100 million; .50% of average daily net assets in excess of $100 million but not exceeding $200 million; and .40% of average daily net assets in excess of $200 million. The Trust has received an exemptive order from the Securities and Exchange Commission permitting it to lend portfolio securities to Merrill Lynch, Pierce, Fenner & Smith Incorporated ("MLPF&S"), a subsidiary of ML & Co., or its affiliates. As of December 31, 2003, the Trust lent securities with a value of $164,612,911 to MLPF&S or its affiliates. Pursuant to that order, the Trust also has retained Merrill Lynch Investment Managers, LLC ("MLIM, LLC"), an affiliate of FAM, as the securities lending agent for a fee based on a share of the returns on investment of cash collateral. MLIM, LLC may, on behalf of the Trust, invest cash collateral received by the Trust for such loans, among other things, in a private investment company managed by MLIM, LLC or in registered money market funds advised by FAM or its affiliates. For the six months ended December 31, 2003, MLIM, LLC received $214,941 in securities lending agent fees. In addition, MLPF&S received $524,639 in commissions on the execution of portfolio security transactions for the Trust for the six months ended December 31, 2003. For the six months ended December 31, 2003, the Trust reimbursed FAM $79,413 for certain accounting services. Certain officers and/or trustees of the Trust are officers and/or directors of FAM, PSI, and/or ML & Co. 3. Investments: Purchases and sales of investments, excluding short-term securities, for the six months ended December 31, 2003 were $993,669,271 and $1,591,251,244, respectively. Net realized gains (losses) for the six months ended December 31, 2003 and net unrealized gains (losses) as of December 31, 2003 were as follows: Realized Unrealized Gains (Losses) Gains (Losses) Long-term investments $ 141,874,993 $2,397,096,820 Options purchased (27,780,696) (15,355,850) Options written 11,847,742 (9,795,957) Foreign currency transactions (75,759) -- -------------- -------------- Total $ 125,866,280 $2,371,945,013 ============== ============== December 31, 2003, Mercury Basic Value Fund, Inc. NOTES TO FINANCIAL STATEMENTS (CONCLUDED) As of December 31, 2003, net unrealized appreciation for Federal income tax purposes aggregated $2,294,490,369, of which $2,620,479,400 related to appreciated securities and $325,989,031 related to depreciated securities. At December 31, 2003, the aggregate cost of investments, net of options written, for Federal income tax purposes was $7,408,037,974. Transactions in call options written for the six months ended December 31, 2003 were as follows: Number of Premiums Contracts Received Outstanding call options written, beginning of year 60,000 $ 10,746,601 Options written 85,000 18,852,174 Options closed (90,500) (18,102,860) Options expired (11,000) (2,706,872) -------------- -------------- Outstanding call options written, end of period 43,500 $ 8,789,043 ============== ============== 4. Short-Term Borrowings: The Trust, along with certain other funds managed by FAM and its affiliates, is a party to a $500,000,000 credit agreement with Bank One, N.A. and certain other lenders. The Trust may borrow under the credit agreement to fund investor withdrawals and for other lawful purposes other than for leverage. The Trust may borrow up to the maximum amount allowable under the Trust's current prospectus and statement of additional information, subject to various other legal, regulatory or contractual limits. The Trust pays a commitment fee of ..09% per annum based on the Trust's pro rata share of the unused portion of the credit agreement. Amounts borrowed under the credit agreement bear interest at a rate equal to, at each fund's election, the Federal Funds rate plus .50% or a base rate as determined by Bank One, N.A. On November 28, 2003, the credit agreement was renewed for one year under the same terms. The Trust did not borrow under the credit agreement during the six months ended December 31, 2003. December 31, 2003, Mercury Basic Value Fund, Inc. OFFICERS AND DIRECTORS/TRUSTEES Terry K. Glenn, President and Director/Trustee Donald W. Burton, Director/Trustee M. Colyer Crum, Director/Trustee Laurie Simon Hodrick, Director/Trustee David H. Walsh, Director/Trustee Fred G. Weiss, Director/Trustee Robert C. Doll, Jr., Senior Vice President Robert J. Martorelli, Vice President and Co-Portfolio Manager Kevin M. Rendino, Vice President and Co-Portfolio Manager Donald C. Burke, Vice President and Treasurer Phillip S. Gillespie, Secretary Custodian The Bank of New York 100 Church Street New York, NY 10286 Transfer Agent Financial Data Services, Inc. 4800 Deer Lake Drive East Jacksonville, FL 32246-6484 888-763-2260 December 31, 2003, Mercury Basic Value Fund, Inc. Item 2 - Code of Ethics - Not Applicable to this semi-annual report Item 3 - Audit Committee Financial Expert - Not Applicable to this semi-annual report Item 4 - Principal Accountant Fees and Services - Not Applicable to this semi-annual report Item 5 - Audit Committee of Listed Registrants - Not Applicable Item 6 - Reserved Item 7 - Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies - Not Applicable Item 8 - Reserved Item 9 - Controls and Procedures 9(a) - The registrant's certifying officers have reasonably designed such disclosure controls and procedures to ensure material information relating to the registrant is made known to us by others particularly during the period in which this report is being prepared. The registrant's certifying officers have determined that the registrant's disclosure controls and procedures are effective based on our evaluation of these controls and procedures as of a date within 90 days prior to the filing date of this report. 9(b) - There were no significant changes in the registrant's internal controls or in other factors that could significantly affect these controls subsequent to the date of their evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses. Item 10 - Exhibits attached hereto 10(a) - Not Applicable 10(b) - Attached hereto Pursuant to the requirements of the Securities Exchange Act of 1934 and 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. Mercury Basic Value Fund, Inc. and Master Basic Value Trust By: _/s/ Terry K. Glenn_______ Terry K. Glenn, President of Mercury Basic Value Fund, Inc. and Master Basic Value Trust Date: February 23, 2004 Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. By: _/s/ Terry K. Glenn________ Terry K. Glenn, President of Mercury Basic Value Fund, Inc. and Master Basic Value Trust Date: February 23, 2004 By: _/s/ Donald C. Burke________ Donald C. Burke, Chief Financial Officer of Mercury Basic Value Fund, Inc. and Master Basic Value Trust Date: February 23, 2004