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 811-03111 811-21301 Name of Fund: CMA Tax-Exempt Fund Master Tax-Exempt Trust Fund Address: P.O. Box 9011 Princeton, NJ 08543-9011 Name and address of agent for service: Robert C. Doll, Jr., Chief Executive Officer, CMA Tax-Exempt Fund and Master Tax-Exempt 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: 03/31/06 Date of reporting period: 04/01/05 - 09/30/05 Item 1 - Report to Stockholders CMA Tax-Exempt Fund Semi-Annual Report September 30, 2005 (BULL LOGO) Merrill Lynch Investment Managers www.mlim.ml.com Mercury Advisors A Division of Merrill Lynch Investment Managers www.mercury.ml.com 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. An investment in the Fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it is possible to lose money by investing in the Fund. Past performance results shown in this report should not be considered a representation of future performance, which will fluctuate. Refer to www.mlim.ml.com to obtain performance data current to the most recent month-end. 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) at www.mutualfunds.ml.com; and (3) on the Securities and Exchange Commission's Web site at http://www.sec.gov.Information about how the Fund voted proxies relating to securities held in the Fund's portfolio during the most recent 12-month period ended June 30 is available (1) at www.mutualfunds.ml.com and (2) on the Securities and Exchange Commission's Web site at http://www.sec.gov. CMA Tax-Exempt Fund Box 9011 Princeton, NJ 08543-9011 (GO PAPERLESS LOGO) It's Fast, Convenient, & Timely! To sign up today, go to www.icsdelivery.com/live. CMA Tax-Exempt Fund Portfolio Holdings* Put Bonds--7.1% Fixed Rate Notes--11.4% Tax-Exempt Commercial Paper--8.3% Variable Rate Demand Obligations--73.2% * Based on total market value of Master Tax-Exempt Trust as of September 30, 2005. Investments are valued at amortized cost, which approximates market value. Availability of Quarterly Schedule of Investments The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission ("SEC") for the first and third quarters of each fiscal year on Form N-Q. The Fund's Forms N-Q are available on the SEC's Web site at http://www.sec.gov. The Fund's Forms N-Q may also be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. Electronic Delivery The Fund offers electronic delivery of communications to its shareholders. In order to receive this service, you must register your account and provide us with e-mail information. To sign up for this service, simply access this Web site at http://www.icsdelivery.com/live and follow the instructions. When you visit this site, you will obtain a personal identification number (PIN). You will need this PIN should you wish to update your e-mail address, choose to discontinue this service and/or make any other changes to the service. This service is not available for certain retirement accounts at this time. CMA TAX-EXEMPT FUND SEPTEMBER 30, 2005 A Letter From the President Dear Shareholder Amid what we've coined a "muddle through" year for the financial markets, the major benchmark indexes managed to post positive results for the current reporting period: Total Returns as of September 30, 2005 6-month 12-month U.S. equities (Standard & Poor's (S&P) 500 Index) +5.02% +12.25% Small-cap U.S. equities (Russell 2000 Index) +9.21% +17.95% International equities (MSCI Europe Australasia Far East Index) +9.26% +25.79% Fixed income (Lehman Brothers Aggregate Bond Index) +2.31% + 2.80% Tax-exempt fixed income (Lehman Brothers Municipal Bond Index) +2.80% + 4.05% High yield bonds (Credit Suisse First Boston High Yield Index) +2.82% + 6.31% Since June 2004, the Federal Reserve Board (the Fed) has tirelessly advanced its interest rate hiking program, raising the federal funds rate 11 times to 3.75% by period-end. The Fed admittedly remains more concerned about inflation than slowing economic growth, causing some to worry that the central bank may overreact to inflation and increase interest rates more than is necessary to maintain a healthy economic balance. Recent disruptions to production and spending from Hurricanes Katrina and Rita are likely to distort the economic data in the short term, muddying the underlying trends. However, any hurricane- induced slowdown is likely to be short lived, and the fiscal stimulus associated with reconstruction efforts in the Gulf could add to gross domestic product growth in 2006. U.S. equities exhibited resilience over the past several months as investors generally tended to proceed with caution. After a strong finish to 2004, the S&P 500 Index remained largely range-bound in 2005, with the last three months representing the best quarter of the year. Up to this point, strong corporate earnings reports and low long-term bond yields have worked in favor of equities. Looking ahead, high energy prices, continued interest rate hikes, a potential consumer slowdown and/or disappointing earnings pose the greatest risks to U.S. stocks. Internationally, many markets have benefited from strong economic statistics, trade surpluses and solid finances. In the bond market, the yield curve continued to flatten as short-term interest rates moved in concert with the Fed rate hikes and longer-term interest rates remained more constant or declined. The difference between two-year and 10-year Treasury yields collapsed from 151 basis points (1.51%) on September 30, 2004 to 70 basis points on March 31, 2005, to just 16 basis points at period-end. Financial markets are likely to face continued crosscurrents in the months ahead. Nevertheless, opportunities do exist and we encourage you to work with your financial advisor to diversify your portfolio among a variety of asset types. This can help to diffuse risk while also tapping into the potential benefits of a broader range of investment alternatives. As always, we thank you for trusting Merrill Lynch Investment Managers with your investment assets, and we look forward to serving you in the months and years ahead. Sincerely, (Robert C. Doll, Jr.) Robert C. Doll, Jr. President and Trustee CMA TAX-EXEMPT FUND SEPTEMBER 30, 2005 A Discussion With Your Fund's Portfolio Manager As the Fed advanced its monetary tightening campaign, the Fund provided a competitive market yield as we focused on managing our exposure to fixed rate versus variable rate notes. How did the Fund perform during the period? For the six-month period ended September 30, 2005, CMA Tax-Exempt Fund paid shareholders a net annualized yield of 1.98%. As of September 30, 2005, the Fund's seven-day yield was 2.20%. In the first half of the period, the short-term tax-exempt yield curve remained inverted - indicating that longer-dated money market securities offered lower yields than their shorter counterparts. This was largely attributable to the traditional redemptions associated with tax season, as taxpayers withdrew funds to pay their income tax bills. As the period progressed and it became clear that the Federal Reserve Board (the Fed) would continue to raise interest rates for the near future, we focused on increasing our weighting in short-term variable rate demand notes. This strategy enhanced the Fund's performance as variable rate securities outperformed longer fixed rate securities through the end of May. The Fund's performance continued to improve during the second half of the period when many of our fixed rate positions, purchased during last year's lower interest rate environment, matured from the portfolio. Because rates rose significantly during this time, we were able to buy some fixed rate notes at what we believed were attractive yields. These purchases helped the Fund's performance, as yields on variable rate notes remained lower than expected from July through September. Describe market and economic conditions during the past six months. The U.S. economy continued to grow solidly for most of the period, led by the housing and labor markets. The pace of new home sales softened but remained historically high, while the national jobless rate fell to 4.9% in August. For most of the first half of the period, inflation indexes continued to reflect little upward pressure on prices. The Fed, believing the current strength of the U.S. economy warranted a continued tightening of monetary policy, responded by raising interest rates at its meetings in May, June, August and September. At period-end, the benchmark federal funds interest rate stood at 3.75%, up from 2.75% at the beginning of the period. The short-term tax-exempt yield curve - a graphical representation of municipal yields - remained inverted through the end of May, as tax-related redemptions caused yields on variable rate demand notes to spike. However, expectations that inflation would be contained, coupled with a relative lack of issuance, caused yields on tax-exempt fixed rate notes to remain low. For example, yields on fixed rate notes maturing in one year hovered around 2.6% through the end of June. Many of the same broad economic factors remained in place as we entered the second half of the period. As the market began to anticipate that the federal funds rate was approaching a neutral level, investors were becoming more concerned about inflationary pressures. A significant economic shock came late in the period from Hurricane Katrina - and to a lesser extent, Hurricane Rita - which devastated large portions of the Gulf Coast region. The storms caused the bond market to rally and oil prices to briefly rise above $70 per barrel. Although it is too soon to judge the full impact of the hurricanes on the U.S. economy, recent comments from Fed officials suggest the effects could be temporary. However, in light of the associated rise in fuel prices, they did allude to the idea that the fallout could exacerbate current inflationary concerns. During this time, yields on tax-exempt securities maturing in one year rose from 2.55% at the beginning of July to over 3% by late August. The increase in yields reflected the rising interest rate environment and the increased issuance of traditional cash-flow notes in July and August. Yields generally stayed in the 3% range for the final month of the period. CMA TAX-EXEMPT FUND SEPTEMBER 30, 2005 How did you manage the portfolio during the period? As the period began, we believed that the Fed, although closer to a more "neutral" short-term interest rate target, would continue to tighten monetary policy in the near term. We also expected that the short-term tax-exempt yield curve would be inverted for the first few months of the period as a result of the aforementioned tax-season redemptions. Against this backdrop, we sought to increase the portfolio's weighting in variable rate demand notes by investing the bulk of the proceeds from maturing securities and cash inflows into these notes. As variable rate notes outperformed their fixed rate counterparts during April and May, this approach added to performance. As it became increasingly clear that the Fed intended to continue tightening monetary policy, we opted to underweight fixed rate securities until the second half of the period, when we believed we would be able to capture higher yields. We also believed that more attractive investment opportunities would be available later on, as the traditional issuance of cash flow notes during this period historically has resulted in rising yields. The Fed increased short-term interest rates 50 basis points (.50%) in two separate moves during the second half of the period. Accordingly, yields on one-year fixed notes rose from 2.55% at the beginning of July to 3% by late August. Toward the end of the period, we did purchase some fixed rate notes to replace positions that had matured from the Fund. This move benefited performance as yields on variable rate notes remained relatively low. How would you characterize the portfolio's positioning at the close of the period? By period-end, investors had grown increasingly concerned about inflationary pressures. Consequently, we opted to limit our purchase of fixed rate notes in anticipation of locking in more attractive yields in the near future. In general, the portfolio was positioned similar to its peers at period-end while maintaining a comparable weighting in shorter-term variable rate obligations. We believe this posture should enable the portfolio to mirror the rise in short-term interest rates as the Fed continues to tighten over the next few months, while also allowing us the flexibility to pursue higher yields when opportunities become available. Overall, we believe the portfolio is well positioned to take advantage of the more attractive interest rates expected in the near term. We also will continue to closely monitor the credit quality of the portfolio's investments while attempting to offer shareholders an attractive return. Peter J. Hayes Vice President and Portfolio Manager October 14, 2005 CMA TAX-EXEMPT FUND SEPTEMBER 30, 2005 Disclosure of Expenses Shareholders of this Fund may incur the following charges: (a) expenses related to transactions, including sales charges, redemption fees and exchange fees; and (b) operating expenses including advisory fees, distribution fees including 12(b)-1 fees, and other Fund expenses. The following example (which is based on a hypothetical investment of $1,000 invested on April 1, 2005 and held through September 30, 2005) is intended to assist shareholders both in calculating expenses based on an investment in the Fund and in comparing these expenses with similar costs of investing in other mutual funds. The first table below provides information about actual account values and actual expenses. In order to estimate the expenses a shareholder paid during the period covered by this report, shareholders can divide their account value by $1,000 and then multiply the result by the number in the first line under the heading entitled "Expenses Paid During the Period." The second table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses. In order to assist shareholders in comparing the ongoing expenses of investing in this Fund and other funds, compare the 5% hypothetical example with the 5% hypothetical examples that appear in other funds' shareholder reports. The expenses shown in the table are intended to highlight shareholders ongoing costs only and do not reflect any transactional expenses, such as sales charges, redemption fees or exchange fees. Therefore, the second table is useful in comparing ongoing expenses only, and will not help shareholders determine the relative total expenses of owning different funds. If these transactional expenses were included, shareholder expenses would have been higher. Expenses Paid Beginning Ending During the Period* Account Value Account Value April 1, 2005 to April 1, September 30, September 30, 2005 2005 2005 Actual CMA Tax-Exempt Fund $1,000 $1,009.90 $2.77 Hypothetical (5% annual return before expenses)** CMA Tax-Exempt Fund $1,000 $1,022.31 $2.79 * Expenses are equal to the Fund's annualized expense ratio of .55%, multiplied by the average account value over the period, multiplied by 183/365 (to reflect the one-half year period shown). Because the Fund is a feeder fund, the expense table example reflects the expenses of both the feeder fund and the master fund in which it invests. ** Hypothetical 5% annual return before expenses is calculated by pro-rating the number of days in the most recent fiscal half-year divided by 365. CMA TAX-EXEMPT FUND SEPTEMBER 30, 2005 Statement of Assets and Liabilities CMA Tax-Exempt Fund As of September 30, 2005 Assets Investment in Master Tax-Exempt Trust (the "Trust"), at value (identified cost--$8,463,912,417) $ 8,463,912,417 Prepaid expenses and other assets 514,561 --------------- Total assets 8,464,426,978 --------------- Liabilities Payables: Administrator $ 1,687,053 Distributor 1,501,308 Other affiliates 304,320 --------------- Total liabilities 3,492,681 --------------- Net Assets Net assets $ 8,460,934,297 =============== Net Assets Consist of Shares of beneficial interest, $.10 par value, unlimited number of shares authorized $ 846,365,023 Paid-in capital in excess of par 7,616,320,132 Accumulated realized capital losses allocated from the Trust--net (1,750,858) --------------- Net Assets--Equivalent to $1.00 per share based on 8,463,650,229 shares of beneficial interest outstanding $ 8,460,934,297 =============== See Notes to Financial Statements. Statement of Operations CMA Tax-Exempt Fund For the Six Months Ended September 30, 2005 Investment Income Interest $ 17,143 Net investment income allocated from the Trust: Interest and amortization of premium and discount earned 109,367,985 Expenses (6,668,663) --------------- Total income 102,716,465 --------------- Expenses Administration fees $ 10,923,090 Distribution fees 5,431,864 Transfer agent fees 627,891 Registration fees 253,736 Printing and shareholder reports 59,992 Professional fees 31,765 Other 15,357 --------------- Total expenses 17,343,695 --------------- Investment income--net 85,372,770 --------------- Realized Loss Allocated from the Trust--Net Realized loss on investments--net (407,675) --------------- Net Increase in Net Assets Resulting from Operations $ 84,965,095 =============== See Notes to Financial Statements. CMA TAX-EXEMPT FUND SEPTEMBER 30, 2005 Statements of Changes in Net Assets CMA Tax-Exempt Fund For the Six For the Months Ended Year Ended September 30, March 31, Increase (Decrease) in Net Assets: 2005 2005 Operations Investment income--net $ 85,372,770 $ 84,800,519 Realized loss--net (407,675) (873,498) ---------------- ---------------- Net increase in net assets resulting from operations 84,965,095 83,927,021 ---------------- ---------------- Dividends to Shareholders Dividends to shareholders from investment income--net (85,372,770) (84,800,519) ---------------- ---------------- Beneficial Interest Transactions Net proceeds from sale of shares 19,643,676,289 35,503,093,560 Value of shares issued to shareholders in reinvestment of dividends 85,375,722 84,796,054 ---------------- ---------------- Total shares issued 19,729,052,011 35,587,889,614 ---------------- ---------------- Cost of shares redeemed (20,296,984,228) (36,079,796,531) ---------------- ---------------- Net decrease in net assets derived from beneficial interest transactions (567,932,217) (491,906,917) ---------------- ---------------- Net Assets Total decrease in net assets (568,339,892) (492,780,415) Beginning of period 9,029,274,189 9,522,054,604 ---------------- ---------------- End of period $ 8,460,934,297 $ 9,029,274,189 ================ ================ See Notes to Financial Statements. CMA TAX-EXEMPT FUND SEPTEMBER 30, 2005 Financial Highlights CMA Tax-Exempt Fund For the Six Months Ended The following per share data and ratios have been derived September 30, For the Year Ended March 31, from information provided in the financial statements. 2005 2005 2004 2003++++++ 2002 Per Share Operating Performance Net asset value, beginning of period $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 ----------- ----------- ----------- ----------- ----------- Investment income--net .01 .01 .01 .01 .02 Realized gain (loss)--net --++++ --++++ --++++ --++++ --++ ----------- ----------- ----------- ----------- ----------- Total from investment operations .01 .01 .01 .01 .02 ----------- ----------- ----------- ----------- ----------- Less dividends from investment income--net (.01) (.01) (.01) (.01) (.02) ----------- ----------- ----------- ----------- ----------- Net asset value, end of period $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 =========== =========== =========== =========== =========== Total investment return .99%** .93% .54% .93% 1.76% =========== =========== =========== =========== =========== Ratios to Average Net Assets Expenses .55%*+++ .55%+++ .55%+++ .55%+++ .55% =========== =========== =========== =========== =========== Investment income and realized gain (loss)--net 1.94%* .91% .55% .93% 1.78% =========== =========== =========== =========== =========== Supplemental Data Net assets, end of period (in thousands) $ 8,460,934 $ 9,029,274 $ 9,522,055 $10,587,794 $10,545,626 =========== =========== =========== =========== =========== * Annualized. ** Aggregate total investment return. ++ Amount is less than $.01 per share. ++++ Amount is less than $(.01) per share. ++++++ On February 13, 2003, the Fund converted from a stand-alone investment company to a "feeder" fund that seeks to achieve its investment objective by investing all of its assets in the Trust, which has the same investment objective as the Fund. All investments will be made at the Trust level. This structure is sometimes called a "master/feeder" structure. +++ Includes the Fund's share of the Trust's allocated expenses. See Notes to Financial Statements. CMA TAX-EXEMPT FUND SEPTEMBER 30, 2005 Notes to Financial Statements CMA Tax-Exempt Fund 1. Significant Accounting Policies: CMA Tax-Exempt Fund (the "Fund") is registered under the Investment Company Act of 1940, as amended, as a no-load, diversified, open-end management investment company. The Fund seeks to achieve its investment objective by investing all of its assets in the Master Tax-Exempt Trust (the "Trust"), which has the same investment objective and strategies 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 U.S. generally accepted accounting principles, which may require the use of management accruals and estimates. Actual results may differ from these estimates. These unaudited financial statements reflect all adjustments, which are, in the opinion of management, necessary to present a fair statement of the results for the interim period. All such adjustments are of a normal, recurring nature. The percentage of the Trust owned by the Fund at September 30, 2005 was 92.3%. 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 1(a) 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 its shareholders. Therefore, no federal income tax provision is required. (d) Prepaid registration fees--Prepaid registration fees are charged to expense as the related shares are issued. (e) Dividends and distributions to shareholders--The Fund declares dividends daily and reinvests daily such dividends (net of non-resident alien tax and backup withholding tax withheld) in additional fund shares at net asset value. Dividends and distributions are declared from the total of net investment income and net realized gain or loss on investments. (f) Investment transactions--Investment transactions are accounted for on a trade date basis. 2. Investment Advisory Agreement and 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. Pursuant to the Distribution and Shareholder Servicing Plan in compliance with Rule 12(b)-1 under the Investment Company Act of 1940, Merrill Lynch, Pierce, Fenner & Smith Incorporated ("MLPF&S"), an affiliate of FAM, receives a distribution fee from the Fund. The fee is accrued daily and paid monthly at the annual rate of .125% of average daily net assets of the Fund for shareholders whose Fund accounts are serviced by MLPF&S financial advisors, whether maintained through MLPF&S or directly with each Fund's transfer agent. The distribution fee is to compensate MLPF&S for providing, or arranging for the provision of, account maintenance and sales and promotional activities and services with respect to shares of the Fund. Financial Data Services, Inc. ("FDS"), a wholly-owned subsidiary of ML & Co., is the Fund's transfer agent. Interest is earned by the Fund from FDS based on the difference, if any, between estimated and actual beneficial share activity, which results in uninvested net proceeds from the sales of Fund shares. CMA TAX-EXEMPT FUND SEPTEMBER 30, 2005 Notes to Financial Statements (concluded) CMA Tax-Exempt Fund Certain officers and/or trustees of the Fund are officers and/or directors of FAM, PSI, FDS, and/or ML & Co. 3. Transactions in Shares of Beneficial Interest: The number of shares sold, reinvested and redeemed during the periods corresponds to the amounts included in the Statements of Changes in Net Assets for net proceeds from sale of shares, value of shares reinvested and cost of shares redeemed, respectively, since shares are recorded at $1.00 per share. 4. Capital Loss Carryforward: On March 31, 2005, the Fund had a net capital loss carryforward of $668,930, of which $72,081 expires in 2008, $144,287 expires in 2011, $220,231 expires in 2012 and $232,331 expires in 2013. This amount will be available to offset like amounts of any future taxable gains. CMA TAX-EXEMPT FUND SEPTEMBER 30, 2005 Schedule of Investments Master Tax-Exempt Trust (in Thousands) Face Amount Municipal Bonds Value Alabama--1.8% $ 50,000 Birmingham, Alabama, Special Care Facilities, Financing Authority, Revenue Refunding Bonds (Ascension Health Credit), VRDN, Series B, 2.73% due 11/15/2039 (j) $ 50,000 20,000 Columbia, Alabama, IDB, Revenue Bonds (Alabama Power Company Project), VRDN, AMT, 2.82% due 11/01/2021 (j) 20,000 12,200 Daphne, Alabama, Special Care Facilities Financing Authority, Revenue Refunding Bonds (Presbyterian), VRDN, Series B, 2.79% due 8/15/2023 (a)(j) 12,200 1,000 Decatur, Alabama, IDB, Environmental Facilities Revenue Bonds (BP Amoco Chemical Company Project), VRDN, AMT, 2.83% due 11/01/2035 (j) 1,000 4,255 Eagle Tax-Exempt Trust, Birmingham, Alabama, Water and Sewer, VRDN, Series 2002-6009, Class A, 2.79% due 1/01/2043 (f)(j) 4,255 Eagle Tax-Exempt Trust, Jefferson County, Alabama, Sewer Revenue Refunding Bonds, VRDN, Series 2002 (b)(j): 7,835 Class 6015, 2.79% due 2/01/2032 7,835 3,000 Class 6016, 2.79% due 2/01/2038 3,000 32,700 Jefferson County, Alabama, Limited Obligation School Warrants, VRDN, Series B, 2.77% due 1/01/2027 (a)(j) 32,700 5,000 Jefferson County, Alabama, Sewer Revenue Refunding Bonds, VRDN, Series C-6, 2.76% due 2/01/2040 (i)(j) 5,000 18,000 Stevenson, Alabama, IDB, Environmental Improvement Revenue Bonds (Mead Corporation Project), VRDN, AMT, Series B, 2.79% due 4/01/2033 (j) 18,000 6,300 Stevenson, Alabama, IDB, Environmental Improvement Revenue Refunding Bonds (Mead Corporation Project), VRDN, AMT, Series C, 2.79% due 11/01/2033 (j) 6,300 Alaska--1.5% 19,400 Alaska Industrial Development and Export Authority Revenue Bonds, ROCS, VRDN, Series II-R-320, 2.79% due 4/01/2034 (e)(j) 19,400 13,495 Anchorage, Alaska, Electric Utility Revenue Bonds, VRDN, Series D, 2.76% due 12/01/2026 (j) 13,495 Face Amount Municipal Bonds Value Alaska (concluded) $ 6,245 Anchorage, Alaska, GO, PUTTERS, VRDN, Series 552, 2.79% due 6/01/2012 (f)(j) $ 6,245 Valdez, Alaska, Marine Terminal Revenue Refunding Bonds, VRDN (j): 68,280 (BP Pipelines Inc. Project), Series B, 2.83% due 7/01/2037 68,280 6,000 (BP Pipelines Inc. Project), Series C, 2.73% due 7/01/2037 6,000 2,300 (ConocoPhillips Transportation Project), 3.03% due 5/01/2006 2,300 24,800 (Phillips Petroleum Company Project), Series C, 3% due 6/01/2006 24,800 Arizona--2.9% 33,000 Apache County, Arizona, IDA, IDR (Tucson Electric Power Co.), VRDN, Series 83-A, 2.75% due 12/15/2018 (j) 33,000 4,500 Arizona Health Facilities Authority, Revenue Refunding Bonds (Banner Health System), VRDN, Series B, 2.74% due 1/01/2035 (b)(j) 4,500 2,990 Arizona School Facilities Board, COP, Refunding, ROCS, VRDN, Series II-R-7001, 2.79% due 9/01/2017 (b)(j) 2,990 10,000 Maricopa County, Arizona, IDA, Health Facilities Revenue Bonds, PUTTERS, VRDN, Series 420, 2.72% due 1/01/2010 (j) 10,000 Maricopa County, Arizona, IDA, S/F Mortgage Revenue Bonds, FLOATS, VRDN, AMT (j): 28,555 Series 707, 2.83% due 12/01/2036 28,555 53,000 Series 1165, 2.83% due 8/01/2006 53,000 20,000 McAllister Academic Village, LLC, Arizona, Revenue Bonds (Arizona State University Project), VRDN, Series A, 2.76% due 7/01/2045 (a)(j) 20,000 32,290 Morgan Keegan Municipal Products, Inc., Arizona, Variable Rate Trust Receipts, AMT, Series A, 2.59% due 2/02/2009 (j) 32,290 74,305 Phoenix, Arizona, IDA, S/F Mortgage Revenue Bonds, VRDN, Series A, 3.864% due 5/01/2006 (j) 74,305 10,590 Pima County, Arizona, IDA, S/F Mortgage Revenue Bonds, VRDN, 3.79% due 2/04/2012 (j) 10,590 Portfolio Abbreviations for Master Tax-Exempt Trust AMT Alternative Minimum Tax (subject to) BAN Bond Anticipation Notes COP Certification of Participation CP Commercial Paper EDA Economic Development Authority EDR Economic Development Revenue Bonds FLOATS Floating Rate Securities GO General Obligation Bonds HDA Housing Development Authority HFA Housing Finance Agency IDA Industrial Development Authority IDB Industrial Development Board IDR Industrial Development Revenue Bonds M/F Multi-Family MERLOTS Municipal Extendible Receipt Liquidity Option Tender Securities MSTC Municipal Securities Trust Certificates MSTR Municipal Securities Trust Receipts PCR Pollution Control Revenue Bonds PUTTERS Puttable Tax-Exempt Receipts ROCS Reset Option Certificates S/F Single-Family TAN Tax Anticipation Notes TOCS Tender Option Certificates TRAN Tax Revenue Anticipation Notes VRDN Variable Rate Demand Notes CMA TAX-EXEMPT FUND SEPTEMBER 30, 2005 Schedule of Investments (continued) Master Tax-Exempt Trust (in Thousands) Face Amount Municipal Bonds Value Arkansas--2.2% $ 7,000 Arkansas State Development Finance Authority, Environmental Facilities Revenue Bonds (Teris LLC Project), VRDN, AMT, 2.80% due 3/01/2021 (j) $ 7,000 7,800 Arkansas State Development Finance Authority, M/F Housing Revenue Bonds (Chapelridge Benton Project), VRDN, AMT, Series C, 2.83% due 6/01/2032 (j) 7,800 Arkansas State Development Finance Authority, VRDN, S/F Mortgage Revenue Bonds (j): 51,729 3.908% due 9/01/2006 51,729 65,855 FLOATS, AMT, Series 1139, 2.83% due 2/01/2008 65,855 40,000 North Little Rock, Arkansas, Health Facilities Board, Health Care Revenue Bonds (Baptist Health), VRDN, Series B, 2.78% due 12/01/2021 (f)(j) 40,000 21,730 Pulaski County, Arkansas, Lease Purpose Revenue Bonds, VRDN, Series A, 2.85% due 3/01/2007 (c)(j) 21,730 7,530 Pulaski County, Arkansas, Public Facilities Board, M/F Housing Revenue Refunding Bonds (Waterford Apartments), VRDN, AMT, 2.83% due 7/01/2032 (j) 7,530 California--2.4% 50,000 Access To Loans For Learning Student Loan Corporation, California, Senior Revenue Bonds (Student Loan Program), VRDN, AMT, Series V-A-1, 2.83% due 7/01/2040 (a)(j) 50,000 5,409 California Health Facilities Financing Authority Revenue Bonds, FLOATS, VRDN, Series 591, 2.77% due 3/01/2014 (f)(j) 5,410 32,250 California School Cash Reserve Program Authority, Pooled Revenue Bonds, Series A, 4% due 7/06/2006 32,586 California State Economic Recovery, GO, FLOATS, VRDN, (j): 11,295 956, 2.73% due 7/01/2012 (f) 11,295 17,500 Series L27, 2.79% due 7/01/2017 17,500 9,730 California State, GO, MERLOTS, VRDN, Series B-45, 2.76% due 10/01/2029 (j) 9,730 25,000 California Statewide Communities Development Authority, COP, Refunding, FLOATS, VRDN, Series 909, 2.73% due 8/15/2023 (f)(j) 25,000 30,000 Los Angeles, California, Community Redevelopment Agency, M/F Housing Revenue Bonds (Wilshire Station Apartments Project), VRDN, AMT, Series A, 2.71% due 10/15/2038 (j) 30,000 37,300 Los Angeles, California, S/F Home Mortgage Revenue Bonds, VRDN, 3.70% due 10/01/2005 (j) 37,300 Colorado--1.5% 7,780 Adams County, Colorado, School District Number 012, GO, ROCS, VRDN, Series II-R-1045, 2.79% due 12/15/2022 (e)(j) 7,780 3,220 Colorado Department of Transportation Revenue Bonds, ROCS, VRDN, Series II-R-4046, 2.79% due 12/15/2016 (a)(j) 3,220 10,110 Colorado Department of Transportation, Revenue Refunding Bonds, PUTTERS, VRDN, Series 318, 2.79% due 6/15/2015 (f)(j) 10,110 12,000 Colorado Educational and Cultural Facilities Authority Revenue Bonds (National Jewish Federation Bond Program Project), VRDN, Series A-6, 2.72% due 2/01/2025 (j) 12,000 3,960 Colorado Health Facilities Authority, Revenue Refunding Bonds (Catholic Health Initiatives), VRDN, Series B-1, 2.78% due 3/01/2023 (j) 3,960 Face Amount Municipal Bonds Value Colorado (concluded) $ 7,000 Colorado School Mines Development Corporation, Revenue Refunding Bonds, VRDN, 2.91% due 9/01/2026 (j) $ 7,000 Denver, Colorado, City and County Airport Revenue Bonds, VRDN, AMT (j): 9,625 Series F, 2.80% due 11/15/2025 9,625 4,575 Series G, 2.80% due 11/15/2025 4,575 Denver, Colorado, City and County Airport Revenue Refunding Bonds, AMT, VRDN (j): 5,880 MERLOTS, Series A61, 2.82% due 11/15/2012 (b) 5,880 19,000 Series C, 2.80% due 11/15/2025 19,000 10,242 Denver, Colorado, City and County S/F Mortgage Revenue Refunding Bonds, VRDN, AMT, Series A, 3.776% due 10/25/2005 (j) 10,242 4,939 E-470 Public Highway Authority, Colorado, Revenue Bonds, TOCS, VRDN, Series Z-7, 2.57% due 10/27/2028 (f)(j) 4,939 2,690 E-470 Public Highway Authority, Colorado, Revenue Refunding Bonds, FLOATS, VRDN, Series 997, 2.83% due 3/01/2036 (f)(j) 2,690 3,623 El Paso County, Colorado, S/F Mortgage Revenue Bonds, FLOATS, VRDN, AMT, Series 1136, 2.83% due 11/01/2008 (j) 3,623 3,700 Moffat County, Colorado, PCR, Refunding (PacifiCorp Projects), VRDN, 2.76% due 5/01/2013 (a)(j) 3,700 Pitkin County, Colorado, IDR, Refunding (Aspen Skiing Company Project), VRDN (j): 7,900 AMT, Series B, 2.77% due 4/01/2014 7,900 7,000 Series A, 2.72% due 4/01/2016 7,000 18,200 Platte River Power Authority, Colorado, Electric Revenue Refunding Bonds, VRDN, Sub-Lien, Series S-1, 2.75% due 6/01/2018 (j) 18,200 Connecticut--0.7% 13,400 Connecticut State Health and Educational Facilities Authority, Revenue Refunding Bonds (Ascension Health Credit), CP, Series B, 2.72% due 11/15/2029 13,400 22,000 Connecticut State, Special Tax Obligation Revenue Bonds (Transportation Infrastructure), VRDN, Second Lien, Series 1, 2.75% due 12/01/2010 (e)(j) 22,000 19,800 Eagle Tax-Exempt Trust, Connecticut, GO, VRDN, Series 96-0701, 2.79% due 11/15/2007 (j) 19,800 9,000 Meriden, Connecticut, GO, BAN, 4% due 8/04/2006 9,079 Delaware--0.3% 24,200 Delaware State, EDA, Revenue Bonds (Hospital Billing and Collection), VRDN, Series C, 2.76% due 12/01/2015 (a)(j) 24,200 2,155 Delaware State Housing Authority Revenue Bonds, ROCS, VRDN, AMT, Series II-R-359, 2.83% due 7/01/2035 (e)(j) 2,155 3,600 University of Delaware, Revenue Refunding Bonds, VRDN, 2.75% due 11/01/2035 (j) 3,600 District of Columbia--1.3% District of Columbia, GO, Refunding, VRDN (j): 17,350 MSTR, Series SGA-62, 2.75% due 6/01/2017 (a) 17,350 13,040 Series C, 2.77% due 6/01/2026 (b) 13,040 67,120 District of Columbia, HFA, S/F Mortgage Revenue Bonds, VRDN, AMT, 3.47% due 12/23/2005 (j) 67,120 17,660 District of Columbia, Hospital Revenue Bonds, FLOATS, VRDN, Series 712, 2.83% due 7/15/2019 (j) 17,660 CMA TAX-EXEMPT FUND SEPTEMBER 30, 2005 Schedule of Investments (continued) Master Tax-Exempt Trust (in Thousands) Face Amount Municipal Bonds Value Florida--3.2% $ 13,885 Broward County, Florida, Professional Sports Facilities, Tax Revenue Bonds, MSTR, VRDN, Series SGA-38, 2.80% due 9/01/2021 (f)(j) $ 13,885 22,715 Capital Trust Agency, Florida, M/F Housing Revenue Bonds, VRDN, Series 1999-B, 2.91% due 12/01/2032 (j) 22,715 15,500 Eagle Tax-Exempt Trust, Florida State Board of Education, GO, VRDN, Series 2005-0057, Class A, 2.79% due 6/01/2035 (j) 15,500 6,500 Florida Housing Finance Corporation, Housing Revenue Bonds (Tuscany Lakes), VRDN, AMT, Series 1, 2.83% due 11/15/2035 (d)(j) 6,500 8,000 Florida State Board of Education, GO, MSTR, VRDN, Series SGA-139, 2.80% due 6/01/2032 (f)(j) 8,000 Florida State Board of Education, Lottery Revenue Bonds, VRDN (j): 6,220 FLOATS, Series 858, 2.78% due 1/01/2017 (f) 6,220 2,850 ROCS, Series II-R-4521, 2.79% due 7/01/2020 (b) 2,850 11,678 Florida State Department of Environmental Protection, Preservation Revenue Bonds, FLOATS, VRDN, Series 722, 2.78% due 7/01/2022 (b)(j) 11,678 6,000 Highlands County, Florida, Health Facilities Authority, Hospital Revenue Refunding Bonds (Adventist Health System), VRDN, Series C, 2.77% due 11/15/2021 (j) 6,000 3,975 Hillsborough County, Florida, Aviation Authority Revenue Refunding Bonds, MERLOTS, VRDN, AMT, Series A18, 2.82% due 10/01/2013 (f)(j) 3,975 2,873 Hillsborough County, Florida, Port District Revenue Refunding Bonds, FLOATS, VRDN, AMT, Series 1019, 2.82% due 6/01/2018 (f)(j) 2,873 Jacksonville Electric Authority, Florida, Water and Sewer System Revenue Refunding Bonds, VRDN (j): 2,690 PUTTERS, Series 408, 2.79% due 10/01/2011 (b) 2,690 16,965 Series B, 2.73% due 10/01/2036 (i) 16,965 12,400 Jacksonville, Florida, Electric Authority Revenue Bonds (Electric System), VRDN, Series B, 2.72% due 10/01/2030 (j) 12,400 4,595 Jacksonville, Florida, Sales Tax Revenue Bonds, MERLOTS, VRDN, Series B26, 2.77% due 10/01/2027 (f)(j) 4,595 32,100 Martin County, Florida, PCR, Refunding (Florida Power & Light Company Project), VRDN, 2.82% due 7/15/2022 (j) 32,100 5,870 Miami-Dade County, Florida, GO, ROCS, VRDN, Series II-R-387, 2.79% due 7/01/2028 (b)(j) 5,870 6,000 Miami-Dade County, Florida, Special Obligation Revenue Bonds, TOCS, VRDN, Series Z-9, 2.83% due 4/17/2015 (f)(j) 6,000 Orange County, Florida, Health Facilities Authority Revenue Bonds, FLOATS, VRDN (j): 32,995 Series 532, 2.79% due 11/15/2015 (a) 32,995 19,295 Series 830, 2.78% due 11/15/2022 (e) 19,295 38,120 Orlando-Orange County Expressway Authority, Florida, Expressway Revenue Bonds, VRDN, Sub-Series B-1, 2.73% due 7/01/2040 (a)(j) 38,120 10,000 Palm Beach County, Florida, Health Facilities Authority, CP, 2.73% due 11/08/2005 10,000 2,080 Palm Beach County, Florida, School Board, COP, ROCS, VRDN, Series II-R-2105, 2.79% due 8/01/2015 (b)(j) 2,080 Face Amount Municipal Bonds Value Florida (concluded) $ 1,890 Reedy Creek, Florida, Improvement District, Florida Utilities Revenue Bonds, ROCS, VRDN, Series II-R-4027, 2.79% due 10/01/2023 (f)(j) $ 1,890 Volusia County, Florida, School Board, COP, VRDN (f)(j): 2,140 PUTTERS, Series 970, 2.79% due 2/01/2013 2,140 5,515 ROCS, Series II-R-2212, 2.79% due 8/01/2023 5,515 Georgia--3.7% 4,400 Albany-Dougherty County, Georgia, Hospital Authority, Revenue Refunding Bonds, FLOATS, VRDN, Series L3J, 2.82% due 9/01/2020 (a)(j) 4,400 16,300 Appling County, Georgia, Development Authority, PCR (Georgia Power Plant Hatch), VRDN, Second Series, 2.83% due 12/01/2018 (j) 16,300 10,000 Atlanta, Georgia, Airport Revenue Bonds, CP, 2.70% due 11/07/2005 10,000 Atlanta, Georgia, Airport Revenue Refunding Bonds, VRDN (f)(j): 26,710 Series B-2, 2.75% due 1/01/2030 26,710 23,510 Series C-2, 2.75% due 1/01/2030 23,510 4,000 Atlanta, Georgia, Urban Residential Finance Authority, M/F Housing Revenue Bonds (Lindbergh City Center Apartment Project), AMT, VRDN, 2.82% due 11/01/2044 (j) 4,000 Atlanta, Georgia, Water and Wastewater Revenue Bonds, VRDN (j): 3,000 MSTR, SGA-145, 2.81% due 11/01/2033 (f) 3,000 4,250 ROCS, Series II-R-324, 2.79% due 11/01/2043 (e) 4,250 19,960 Atlanta, Georgia, Water and Wastewater Revenue Refunding Bonds, VRDN, Series B, 2.78% due 11/01/2038 (e)(j) 19,960 8,000 Augusta, Georgia, Water and Sewer Revenue Refunding Bonds, MSTR, VRDN, Series SGS-140, 2.81% due 10/01/2032 (e)(j) 8,000 5,085 Burke County, Georgia, Development Authority, PCR, Refunding (Oglethorpe Power Corporation-Vogtle), VRDN, 2.74% due 1/01/2022 (a)(j) 5,085 Clayton County, Georgia, Development Authority, Special Facilities Revenue Bonds (Delta Air Lines Project), VRDN (j): 10,545 AMT, Series B, 2.87% due 5/01/2035 10,545 6,500 AMT, Series C, 2.87% due 5/01/2035 6,500 10,135 Series A, 2.82% due 6/01/2029 10,135 38,500 Cobb County, Georgia, GO, TAN, 3.50% due 12/30/2005 38,602 Eagle Tax-Exempt Trust, Atlanta, Georgia, Water and Wastewater Revenue Bonds, VRDN (e)(j): 9,100 Series 2005-0009, Class A, 2.79% due 11/01/2043 9,100 4,475 Series A, 2.79% due 11/01/2028 4,475 10,585 Eagle Tax-Exempt Trust, Georgia, GO, VRDN, Series 01, Class 1001, 2.79% due 11/01/2017 (j) 10,585 6,815 Georgia Municipal Electric Authority, Power Revenue Bonds (MACON Trust), VRDN, Series E, 2.83% due 1/01/2017 (j) 6,815 15,995 Georgia, Revenue Bonds, VRDN, MSTC, AMT, Series 2002-186, Class A, 2.81% due 2/25/2021 (f)(j) 15,995 2,590 Gwinnett County, Georgia, Development Authority, COP, ROCS, VRDN, Series II-R-6009, 2.79% due 1/01/2021 (f)(j) 2,590 CMA TAX-EXEMPT FUND SEPTEMBER 30, 2005 Schedule of Investments (continued) Master Tax-Exempt Trust (in Thousands) Face Amount Municipal Bonds Value Georgia (concluded) $ 68,500 Gwinnett County, Georgia, School District, GO, Construction Sales Tax Notes, TAN, 3.25% due 12/30/2005 $ 68,684 13,000 Macon-Bibb County, Georgia, Urban Development Authority Revenue Bonds, (Bibb County Law Enforcement Center Project), VRDN, 2.35% due 7/01/2025 (j) 13,000 11,000 Monroe County, Georgia, Development Authority, PCR (Georgia Power Company-Scherer), VRDN, Second Series 95, 2.83% due 5/05/2006 11,000 Hawaii--0.2% 7,930 Eagle Tax-Exempt Trust, Hawaii, VRDN, Series 2001, Class 1101, 2.79% due 7/01/2011 (e)(j) 7,930 7,500 Hawaii Pacific Health, Special Purpose Revenue Refunding Bonds (Wilcox Memorial Hospital), VRDN, Series B-2, 2.88% due 7/01/2033 (h)(j) 7,500 5,700 Hawaii State, Revenue Bonds, GO, Refunding, ROCS, VRDN, Series II-R-417, 2.79% due 7/01/2010 (a)(j) 5,700 1,995 Hawaii State, Revenue Bonds, ROCS, VRDN, Series II-R-6504, 2.79% due 10/01/2024 (f)(j) 1,995 Idaho--0.2% 15,000 Idaho State, GO, TAN, 4% due 6/30/2006 15,149 Illinois--8.3% 14,285 ABN Amro Munitops Certificates Trust, Chicago, Illinois, GO, VRDN, Series 2001-31, 2.78% due 1/01/2009 (b)(j) 14,285 30,333 Aurora (Kane, DuPage and Will Counties) and Springfield (Sangamon County), Illinois, S/F Mortgage Revenue Bonds, FLOATS, VRDN, AMT, Series 1021, 2.83% due 3/01/2006 (j) 30,333 Aurora, Illinois, S/F Mortgage Revenue Bonds, FLOATS, VRDN, AMT (j): 45,400 Series 1152, 2.83% due 6/01/2040 45,400 15,395 Series 1154, 2.83% due 6/01/2040 15,395 4,760 Boone, McHenry & Dekalb Counties, Illinois, Community Unit School District Number 100, GO, FLOATS, VRDN, Series 1138, 2.82% due 12/01/2020 (f)(j) 4,760 Chicago, Illinois, Board of Education, GO, VRDN (j): 5,500 Refunding, PUTTERS, Series 942, 2.79% due 12/01/2012 (f) 5,500 6,120 Series 2005-237, Class A, MSTC, 2.95% due 1/04/2024 (k) 6,120 30,305 Series C-1, 2.73% due 3/01/2031 (e) 30,305 6,000 TOCS, Series Z-8, 2.51% due 10/28/2025 (b) 6,000 Chicago, Illinois, GO, VRDN (j): 8,110 Refunding, PUTTERS, Series 737, 2.79% due 1/01/2013 (e) 8,110 11,080 Series B, 2.78% due 1/01/2012 11,080 3,050 TOCS, Series Z-10, 2.83% due 6/29/2029 (b) 3,050 17,250 Chicago, Illinois, Metropolitan Water Reclamation District, Greater Chicago Area, GO, Refunding, VRDN, Series A, 2.75% due 12/01/2031 (j) 17,250 Chicago, Illinois, Midway Airport Revenue Bonds, Second Lien, VRDN, AMT (f)(j): 10,600 Series A, 2.78% due 1/01/2029 10,600 29,600 Series B, 2.78% due 1/01/2029 29,600 5,785 Chicago, Illinois, Motor Fuel Tax Revenue Refunding Bonds, ROCS, VRDN, Series II-R-2021, 2.79% due 1/01/2020 (a)(j) 5,785 Face Amount Municipal Bonds Value Illinois (continued) Chicago, Illinois, O'Hare International Airport Revenue Bonds, ROCS, VRDN, AMT (j): $ 29,950 Series 2001-151, Class A, MSTC, 2.95% due 1/04/2024 (k) $ 29,950 2,700 Series II-R-239, 2.83% due 1/01/2022 (e) 2,700 5,995 Series II-R-250, 2.83% due 1/01/2034 (g) 5,995 26,045 Chicago, Illinois, O'Hare International Airport, Revenue Refunding Bonds, VRDN, AMT, MSTC, Series 2000-93, Class A, 2.77% due 10/04/2012 (a)(j) 26,045 14,300 Chicago, Illinois, O'Hare International Airport, Special Facilities Revenue Bonds (Compagnie Nationale-Air France), VRDN, AMT, 2.80% due 5/01/2018 (j) 14,300 6,755 Chicago, Illinois, Park District, GO, Refunding, ROCS, VRDN, Series II-R-4002, 2.79% due 1/01/2023 (b)(j) 6,755 3,375 Cook County, Illinois, GO, Refunding, ROCS, VRDN, Series II-R-2063, 2.79% due 11/15/2021 (f)(j) 3,375 Cook County, Illinois, GO, MSTC, Refunding, VRDN, Class A (b)(j): 29,085 Series 2001-145, 2.81% due 11/15/2029 29,085 33,895 Series 2002-191, Class A, 2.81% due 3/18/2019 33,895 11,000 Eagle Tax-Exempt Trust, Chicago Board of Education, VRDN, Series 01, Class 1309, 2.79% due 12/01/2026 (j) 11,000 9,900 Eagle Tax-Exempt Trust, Chicago, Illinois, GO, VRDN, Series 98, Class 1301, 2.79% due 1/01/2017 (j) 9,900 30,000 Eagle Tax-Exempt Trust, Cook County, Illinois, VRDN, Series 02, Class 1303, 2.79% due 11/15/2025 (a)(j) 30,000 14,355 Eagle Tax-Exempt Trust, Illinois Metropolitan Expo Center, VRDN, Series 98, Class 1306, 2.79% due 6/15/2029 (j) 14,355 Eagle Tax-Exempt Trust, Illinois State, GO, VRDN (j): 11,000 Series 01, Class 1307, 2.79% due 11/01/2022 11,000 11,100 Series 02, Class 1302, 2.79% due 2/01/2027 11,100 3,000 Eagle Tax-Exempt Trust, Metropolitan Pier and Exposition Authority, Illinois, Dedicated State Tax Revenue Bonds, VRDN, Series 2004-0030, Class A, 2.79% due 6/15/2042 (f)(j) 3,000 3,400 Eagle Tax-Exempt Trust, Metropolitan Pier and Exposition Authority, Illinois, Hospitality Facilities Revenue Bonds, Class 49, VRDN, Series A, 2.79% due 7/01/2026 (j) 3,400 5,000 Eagle Tax-Exempt Trust, Metropolitan Pier and Exposition Authority, Illinois, VRDN, Series 2002-6001, Class A, 2.79% due 12/15/2028 (f)(j) 5,000 2,000 Eagle Tax-Exempt Trust, Regional Transportation Authority, Illinois, Revenue Bonds, VRDN, Series 2005-0003, Class A, 2.79% due 6/01/2034 (e)(j) 2,000 5,000 Illinois Development Finance Authority, Water Facilities Revenue Refunding Bonds (Illinois American Water Company), VRDN, AMT, 2.83% due 3/01/2032 (f)(j) 5,000 Illinois Educational Facilities Authority Revenue Bonds, VRDN (j): 8,450 (The Art Institute of Chicago), 2.78% due 3/01/2027 8,450 4,700 (Chicago Historical Society), 2.78% due 12/01/2025 4,700 CMA TAX-EXEMPT FUND SEPTEMBER 30, 2005 Schedule of Investments (continued) Master Tax-Exempt Trust (in Thousands) Face Amount Municipal Bonds Value Illinois (concluded) Illinois HDA, M/F Housing Revenue Bonds (Danbury Court Apartments), VRDN, AMT (j): $ 6,265 Series A, 2.82% due 5/01/2037 $ 6,265 450 Series B, 2.92% due 5/01/2037 450 45,000 Illinois Health Facilities Authority, CP, 2.83% due 1/12/2006 45,000 10,000 Illinois Health Facilities Authority Revenue Bonds, Revolving Fund, Pooled, VRDN, Series B, 2.77% due 8/01/2020 (j) 10,000 5,910 Illinois Health Facilities Authority, Revenue Refunding Bonds (University of Chicago Hospitals), VRDN, 2.72% due 8/01/2026 (f)(j) 5,910 2,940 Illinois State Dedicated Tax (Macon Trust), VRDN, Series N, 2.85% due 12/15/2020 (a)(j) 2,940 12,500 Illinois State Finance Authority, Revenue Refunding Bonds (Central DuPage Health System), VRDN, Series B, 2.77% due 11/01/2038 (j) 12,500 8,980 Illinois State, GO, MERLOTS, VRDN, Series B04, 2.77% due 12/01/2024 (e)(j) 8,980 Illinois State, GO, Refunding, VRDN (f)(j): 16,495 FLOATS, Series 743D, 2.78% due 8/01/2015 (i) 16,495 5,855 MERLOTS, Series A49, 2.77% due 8/01/2013 5,855 16,605 Illinois Student Assistance Commission, Student Loan Revenue Bonds, VRDN, AMT, Series A-I, 2.79% due 9/01/2034 (f)(j) 16,605 Metropolitan Pier and Exposition Authority, Illinois, Dedicated State Tax Revenue Bonds, VRDN (f)(j): 1,400 FLOATS, Series 962, 2.83% due 12/15/2034 1,400 4,600 ROCS, Series II-R-271, 2.88% due 12/15/2032 4,600 670 ROCS, Series II-R-310, 2.88% due 12/15/2033 670 4,295 TOCS, Series Z-1, 2.83% due 12/15/2026 4,295 31,615 Metropolitan Pier and Exposition Authority, Illinois, Revenue Refunding Bonds, VRDN, MSTC, Series 2001-157, Class A, 2.81% due 10/05/2017 (b)(j) 31,615 Regional Transportation Authority, Illinois, GO, MERLOTS, VRDN (j): 19,840 Series A24, 2.77% due 7/01/2032 (f) 19,840 4,925 Series A41, 2.77% due 6/01/2017 (b) 4,925 32,940 Regional Transportation Authority, Illinois, Revenue Refunding Bonds, FLOATS, VRDN, Series 818-D, 2.78% due 7/01/2033 (b)(j) 32,940 8,300 Will County, Illinois, Exempt Facilities Revenue Bonds (Amoco Chemical Company Project), VRDN, AMT, 2.83% due 3/01/2028 (j) 8,300 10,000 Will County, Illinois, M/F Housing Redevelopment, Revenue Refunding Bonds (Woodlands Crest Hill), VRDN, AMT, 3.01% due 2/15/2031 (d)(j) 10,000 Indiana--6.2% 10,000 ABN Amro Munitops Certificates Trust, South Bend, Indiana, Community School District, VRDN, Series 1998-5, 2.78% due 4/05/2006 (e)(j) 10,000 7,335 Benton, Indiana, School Improvement Building Corporation, Revenue Bonds, PUTTERS, VRDN, Series 903, 2.79% due 1/15/2013 (f)(j) 7,335 5,390 Carmel, Indiana, School Building Corporation Revenue Bonds, ROCS, VRDN, Series II-R-2065, 2.79% due 7/15/2020 (f)(j) 5,390 Face Amount Municipal Bonds Value Indiana (continued) $ 13,000 Goshen, Indiana, EDR, Refunding (Goshen College Project), VRDN, 2.78% due 10/01/2037 (j) $ 13,000 13,000 Hammond, Indiana, Sewer and Solid Waste Disposal, Revenue Refunding Bonds (Cargill Inc. Project), VRDN, AMT, 2.82% due 12/01/2024 (j) 13,000 50,000 Indiana Bond Bank, Advance Funding Program Notes, Series A, 3.25% due 1/26/2006 50,150 Indiana Health Facilities Financing Authority, Hospital Revenue Bonds, VRDN (j): 79,100 (Clarian Health Obligation Group), Series C, 2.75% due 3/01/2030 79,100 37,100 (Clarian Health Partners), Series H, 2.75% due 3/01/2033 37,100 15,000 (Community Hospitals Project), Series A, 2.78% due 7/01/2027 15,000 Indiana Health Facilities Financing Authority, Hospital Revenue Refunding Bonds (Clarian Health Partners), VRDN (j): 51,800 Series B, 2.75% due 2/15/2026 51,800 50,800 Series C, 2.75% due 2/15/2026 50,800 350 Indiana Health Facilities Financing Authority Revenue Bonds (Capital Access Designated Pool), VRDN, 2.74% due 1/01/2012 (j) 350 Indiana Health Facilities Financing Authority, Revenue Refunding Bonds (Ascension Health Credit Group), VRDN (j): 14,500 Series A-2, 2.72% due 6/01/2006 14,500 7,000 Series A-4, 2.50% due 3/01/2006 6,998 15,800 Series B, 2.73% due 11/15/2039 (a) 15,800 40,250 Indiana State Development Finance Authority, Environmental Revenue Bonds (PSI Energy Inc. Projects), VRDN, AMT, Series A, 2.90% due 12/01/2038 (j) 40,250 18,500 Indiana State, HFA, S/F Mortgage Revenue Bonds, VRDN, AMT, Series D-2, 2.30% due 12/15/2005 (j) 18,500 5,305 Indiana State Office Building Commission, Facilities Revenue Bonds, ROCS, VRDN, Series II-R-4534, 2.79% due 7/01/2020 (j) 5,305 2,000 Indiana Transportation Finance Authority, Highway Revenue Refunding Bonds, FLOATS, VRDN, Series 942D, 2.78% due 12/01/2022 (b)(j) 2,000 34,995 Indianapolis, Indiana, Local Tax-Exempt, GO, VRDN, MSTC, Series 2002-192, Class A, 2.81% due 6/18/2014 (f)(j) 34,995 11,815 New Albany-Floyd County, Indiana, Independent School Building Corporation, Revenue Refunding Bonds, PUTTERS, VRDN, Series 879, 2.79% due 6/01/2013 (e)(j) 11,815 7,700 Whiting, Indiana, Environmental Facilities Revenue Bonds (BP Products North America Project), VRDN, AMT, 2.83% due 7/01/2035 (j) 7,700 Whiting, Indiana, Environmental Facilities Revenue Refunding Bonds, VRDN, AMT (j): 2,400 (Amoco Oil Company Project), 2.83% due 1/01/2026 2,400 1,000 (Amoco Oil Company Project), 2.83% due 7/01/2031 1,000 6,800 (BP Products of North America), 2.83% due 1/01/2038 6,800 39,095 (BP Products Project), Series C, 2.83% due 7/01/2034 39,095 CMA TAX-EXEMPT FUND SEPTEMBER 30, 2005 Schedule of Investments (continued) Master Tax-Exempt Trust (in Thousands) Face Amount Municipal Bonds Value Indiana (concluded) $ 25,600 Whiting, Indiana, Industrial Sewer and Solid Waste Disposal Revenue Refunding Bonds (Amoco Oil Company Project), VRDN, AMT, 2.83% due 1/01/2026 (j) $ 25,600 Iowa--0.3% 20,000 Iowa Finance Authority, Health Care Facilities, Revenue Refunding Bonds (Iowa Health System), VRDN, Series B-3, 2.75% due 2/15/2035 (a)(j) 20,000 1,250 Iowa Higher Education Loan Authority, Revenue Bonds (University of Dubuque), RAN, Series C, 4.75% due 5/24/2006 1,258 10,000 Louisa County, Iowa, PCR, Refunding (Iowa-Illinois Gas and Electric), VRDN, Series A, 2.80% due 9/01/2016 (j) 10,000 Kansas--0.1% 3,985 Kansas State Department of Transportation, Highway Revenue Bonds, ROCS, VRDN, Series II-R-6020, 2.79% due 3/01/2019 (e)(j) 3,985 2,775 Reno and Labette Counties, Kansas, S/F Mortgage Revenue Bonds, FLOATS, VRDN, Series 915, 2.83% due 12/01/2015 (j) 2,775 Kentucky--3.4% 2,500 Boyd County, Kentucky, Sewer and Solid Waste Revenue Bonds (Air Products and Chemicals Project), VRDN, AMT, 2.84% due 6/01/2021 (j) 2,500 11,898 Breckinridge County, Kentucky, Lease Program Revenue Bonds (Kentucky Association of Counties Leasing Trust), VRDN, Series A, 2.72% due 2/01/2032 (j) 11,898 20,930 Carroll County, Kentucky, Solid Waste, CP, 2.77% due 11/14/2005 20,930 Daviess County, Kentucky, Solid Waste Disposal Facility Revenue Bonds (Scott Paper Company Project), VRDN, AMT (j): 44,100 Series A, 2.79% due 12/01/2023 44,100 26,200 Series B, 2.79% due 12/01/2023 26,200 3,375 Eagle Tax-Exempt Trust, Kentucky State Property and Buildings Commission, Revenue Refunding Bonds, VRDN, Series 2004-0002, Class A, 2.79% due 10/01/2018 (e)(j) 3,375 Jefferson County, Kentucky, CP: 12,500 2.75% due 11/01/2005 12,500 12,500 2.80% due 11/01/2005 12,500 12,500 2.85% due 12/01/2005 12,500 2,200 Kenton County, Kentucky, Airport Board, Special Facilities Revenue Refunding Bonds, VRDN, Series B, 2.82% due 10/01/2030 (j) 2,200 55,000 Kentucky Asset/Liability Commission, General Fund Revenue Bonds, TRAN, Series A, 4% due 6/28/2006 55,529 6,840 Kentucky State Property and Buildings Commission, Revenue Refunding Bonds, FLOATS, VRDN, Series 739, 2.79% due 2/01/2018 (f)(j) 6,840 36,475 Kentucky State Turnpike Authority, Resource Recovery Road Revenue Bonds, FLOATS, VRDN, Series 488, 2.78% due 7/01/2007 (e)(j) 36,475 4,395 Louisville and Jefferson Counties, Kentucky, Metropolitan Sewer District, Sewer and Drain System Revenue Bonds, ROCS, VRDN, Series II-R-304, 2.79% due 5/15/2037 (b)(j) 4,395 Face Amount Municipal Bonds Value Kentucky (concluded) $ 48,285 Louisville and Jefferson Counties, Kentucky, Metropolitan Sewer District, Sewer and Drain System Revenue Refunding Bonds, VRDN, Series B, 2.75% due 5/15/2023 (e)(j) $ 48,285 14,980 Shelby County, Kentucky, Lease Revenue Bonds, VRDN, Series A, 2.72% due 9/01/2034 (j) 14,980 Louisiana--2.8% 17,700 Ascension Parish, Louisiana, Revenue Bonds (BASF Corporation Project), VRDN, AMT, 2.89% due 3/01/2025 (j) 17,700 2,275 East Baton Rouge, Louisiana, Mortgage Finance Authority, S/F Mortgage Revenue Bonds, VRDN, Series B, 3.864% due 12/01/2005 (j) 2,275 4,995 East Baton Rouge, Louisiana, Mortgage Finance Authority, S/F Revenue Bonds, FLOATS, VRDN, AMT, Series 996, 2.85% due 6/02/2008 (j) 4,995 29,278 Jefferson Parish, Louisiana, Home Mortgage Authority, S/F Mortgage Revenue Bonds, VRDN, AMT, Series B, 3.73% due 8/25/2036 (j) 29,278 Jefferson Parish, Louisiana, Hospital Service District Number 001, Hospital Revenue Bonds, VRDN (j): 10,000 PUTTERS, Series 522, 2.81% due 12/01/2008 10,000 25,000 (West Jefferson Medical Center), Series B, 2.78% due 1/01/2028 (e) 25,000 Louisiana HFA, Mortgage Revenue Refunding Bonds, FLOATS, VRDN, AMT (j): 9,460 Series 1066, 2.85% due 3/01/2036 9,460 45,460 Series 1069, 2.85% due 12/01/2047 (f) 45,460 4,428 Louisiana HFA, S/F Mortgage Revenue Refunding Bonds, VRDN, AMT, 3.891% due 4/28/2006 (j) 4,428 6,000 Louisiana Local Government, Environmental Facilities, Community Development Authority Revenue Bonds (Honeywell International Inc. Project), VRDN, AMT, 2.95% due 12/01/2037 (j) 6,000 Louisiana Public Facilities Authority, Advanced Funding Revenue Bonds: 4,965 Series A, 4.50% due 10/19/2006 5,040 3,475 Series D, 4.50% due 10/19/2006 3,527 300 Series E, 4.50% due 10/19/2006 304 Louisiana Public Facilities Authority Revenue Bonds, VRDN (j): 2,850 (Air Products and Chemicals Project), AMT, 2.84% due 12/01/2039 2,850 13,210 (Equipment and Capital Facilities Loan Program), Series C, 3.25% due 7/01/2024 13,210 4,195 Louisiana State GO, Refunding, ROCS, VRDN, Series II-R-1069, 2.79% due 8/01/2017 (f)(j) 4,195 New Orleans, Louisiana, Ernest N. Morial Exhibit Hall Authority, Special Tax, VRDN (a)(j): 5,095 MERLOTS, Series A46, 2.77% due 7/15/2028 5,095 8,115 ROCS, Series II-R-4038, 2.79% due 7/15/2023 8,115 11,500 New Orleans, Louisiana, Finance Authority, S/F Mortgage Revenue Bonds, FLOATERS, VRDN, Series 990, 2.85% due 6/02/2008 (j) 11,500 New Orleans, Louisiana, Finance Authority, S/F Mortgage Revenue Refunding Bonds, VRDN (j): 3,000 FLOATS, Series 1137, 2.90% due 12/01/2044 3,000 21,557 Series C, 3.90% due 6/01/2042 21,557 CMA TAX-EXEMPT FUND SEPTEMBER 30, 2005 Schedule of Investments (continued) Master Tax-Exempt Trust (in Thousands) Face Amount Municipal Bonds Value Louisiana (concluded) Saint Charles Parish, Louisiana, PCR, VRDN, AMT (j): $ 7,700 (Shell Oil Company--Norco Project), 2.78% due 11/01/2021 $ 7,700 12,250 (Shell Oil Company Project), Series A, 2.82% due 10/01/2022 12,250 4,400 South Louisiana Port Commission, Port Revenue Refunding Bonds (Occidental Petroleum), VRDN, 2.78% due 7/01/2018 (j) 4,400 Maine--0.1% 7,270 Maine Governmental Facilities Authority, Lease Rental Revenue Refunding Bonds, ROCS, VRDN, Series II-R-5027, 2.79% due 10/01/2013 (e)(j) 7,270 Maryland--1.0% 35,700 Baltimore, Maryland, Port Facilities Revenue Bonds (Occidental Petroleum), FLOATS, VRDN, 2.60% due 10/14/2011 (j) 35,700 38,305 Maryland State Health and Higher Educational Facilities Authority, Revenue Refunding Bonds, FLOATS, VRDN, Series 867, 2.78% due 7/01/2019 (b)(j) 38,305 48,855 Metropolitan Washington Airports Authority, D.C., Airport System Revenue Refunding Bonds, MERLOTS, VRDN, AMT, Series C35, 1.73% due 10/01/2014 (f)(j) 48,855 9,225 Metropolitan Washington Airports Authority, D.C., System Revenue Bonds, ROCS, VRDN, Series II-R-195, 2.83% due 10/01/2032 (b)(j) 9,225 14,000 Montgomery County, Maryland, EDR (Riderwood Village Inc. Project), Refunding, VRDN, 2.77% due 3/01/2034 (j) 14,000 Massachusetts--3.1% 44,000 Acton-Boxborough Regional School District, Massachusetts, GO, BAN, 3.50% due 12/09/2005 44,086 10,000 Eagle Tax-Exempt Trust, Massachusetts Commuter Facilities, VRDN, Series 2001, Class 2101, 2.78% due 6/15/2033 (j) 10,000 25,000 Lawrence, Massachusetts, GO, BAN, 3.50% due 12/22/2005 25,042 8,000 Massachusetts State Development Finance Agency Revenue Bonds (Suffolk University), VRDN, Series A, 2.83% due 7/01/2035 (j) 8,000 Massachusetts State, GO, Refunding, VRDN (j): 29,687 FLOATS, Series 716D, 2.77% due 8/01/2018 (f) 29,687 2,700 Series A, 2.78% due 9/01/2016 2,700 4,250 Massachusetts State Health and Educational Facilities Authority Revenue Bonds (Capital Asset Program), VRDN, Series E, 2.76% due 1/01/2035 (j) 4,250 Massachusetts State Heritage, CP: 39,250 2.75% due 11/14/2005 39,250 10,500 2.80% due 12/01/2005 10,500 15,000 Pembroke, Massachusetts, GO, Refunding, BAN, 4% due 8/03/2006 15,135 85,245 Route 3 North Transit Improvement Association, Massachusetts, Lease Revenue Refunding Bonds, VRDN, Series B, 2.75% due 6/15/2033 (a)(j) 85,245 9,000 Walpole, Massachusetts, GO, BAN, 3.25% due 11/03/2005 9,011 Michigan--2.5% Detroit, Michigan, City School District, VRDN (j): 4,615 GO, Series A, 2.83% due 5/01/2029 (e) 4,615 48,525 MERLOTS, Series A113, 2.96% due 7/26/2006 48,525 Face Amount Municipal Bonds Value Michigan (concluded) Detroit, Michigan, Sewer Disposal Revenue Refunding Bonds, VRDN (e)(j): $ 6,270 MERLOTS, Series B-02, 2.77% due 7/01/2028 $ 6,270 9,755 MSTR, SGB 47-A, 2.79% due 7/01/2028 9,755 8,200 Eagle Tax-Exempt Trust, Detroit, Michigan, City School District, GO, Refunding, VRDN, Series 2005-0072, Class A, 2.79% due 5/01/2032 (e)(j) 8,200 8,910 Eagle Tax-Exempt Trust, Detroit, Michigan, GO, VRDN, Series 2004-1006, Class A, 2.79% due 4/01/2009 (f)(j) 8,910 6,900 Eagle Tax-Exempt Trust, Grand Rapids Michigan, Sanitation Sewer System, VRDN, Series A, 2.79% due 1/01/2022 (b)(j)(k) 6,900 35,000 Michigan Municipal Bond Authority, Revenue Refunding Bonds, VRDN, Series B-2, 4% due 8/18/2006 (j) 35,324 24,600 Michigan State Building Authority, Multi-Modal Revenue Refunding Bonds (Facilities Program), VRDN, Series I, 2.75% due 10/15/2039 (j) 24,600 4,275 Michigan State Building Authority, Revenue Refunding Bonds, ROCS, VRDN, Series II-R-2064, 2.79% due 10/15/2021 (f)(j) 4,275 26,900 Michigan State Hospital Finance Authority Revenue Bonds (Ascension Health), VRDN, Series B-1, 2.73% due 11/15/2033 (j) 26,900 22,000 Michigan State Hospital Finance Authority, Revenue Refunding Bonds, MERLOTS, VRDN, Series K, 2.77% due 11/15/2023 (f)(j) 22,000 16,505 Michigan State Hospital, Revenue Refunding Bonds, VRDN, MSTC, Series 1997-24, Class A, 2.81% due 12/01/2005 (e)(j) 16,505 2,800 Michigan State Strategic Fund, CP, 2.75% due 10/03/2005 2,800 Minnesota--2.0% City of Rochester, Minnesota, CP: 16,250 2.65% due 10/06/2005 16,250 13,500 2.68% due 10/06/2005 13,500 30,000 2.75% due 11/21/2005 30,000 17,467 Duluth, Minnesota, EDA, Health Care Facilities Revenue Refunding Bonds, FLOATS, VRDN, Series 895, 2.78% due 2/15/2020 (a)(j) 17,468 5,000 Minneapolis and St. Paul, Minnesota, Metropolitan Airports Commission, Airport Revenue Refunding Bonds, PUTTERS, VRDN, AMT, Series 928, 2.82% due 1/01/2013 (a)(j) 5,000 14,000 Minneapolis, Minnesota, Health Care System, Revenue Refunding Bonds (Fairview Health Services Project), VRDN, Series B, 2.76% due 11/15/2029 (a)(j) 14,000 Minnesota Rural Water Finance Authority, Public Projects Construction Revenue Notes: 12,500 3% due 10/01/2005 12,500 2,500 4.25% due 9/15/2006 2,528 Minnesota State, CP: 66,500 2.68% due 10/06/2005 66,500 4,500 2.70% due 11/01/2005 4,500 1,695 Minnesota State, GO, ROCS, VRDN, Series II-R-4065, 2.79% due 8/01/2023 (j) 1,695 CMA TAX-EXEMPT FUND SEPTEMBER 30, 2005 Schedule of Investments (continued) Master Tax-Exempt Trust (in Thousands) Face Amount Municipal Bonds Value Mississippi--2.4% $ 9,600 Mississippi Business Finance Corporation, Mississippi Solid Waste Disposal Revenue Bonds (Mississippi Power Company Project), VRDN, AMT, 3.17% due 7/01/2025 (j) $ 9,600 3,520 Mississippi Business Finance Corporation, Mississippi, Solid Waste Disposal Revenue Refunding Bonds (Mississippi Power Company Project), VRDN, AMT, 3.17% due 5/01/2028 (j) 3,520 5,200 Mississippi Business Finance Corporation Revenue Bonds (Mississippi Power Company), VRDN, AMT, 2.88% due 12/01/2027 (j) 5,200 30,000 Mississippi Development Bank, Special Obligation Revenue Bonds (Municipal Gas Authority of Mississippi--Natural Gas Supply Project), VRDN, 2.73% due 7/01/2015 (j) 30,000 12,500 Mississippi Home Corporation, Lease Purpose Revenue Bonds, VRDN, 2.85% due 10/01/2007 (j) 12,500 127,289 Mississippi Home Corporation, S/F Revenue Bonds, FLOATS, VRDN, AMT, Series 989, 2.85% due 10/03/2005 (j) 127,289 25,900 Mississippi Hospital Equipment and Facilities Authority Revenue Bonds (Mississippi Baptist Medical Center), VRDN, 2.78% due 7/01/2012 (j) 25,900 5,450 University of Mississippi, Educational Building Corporation Revenue Bonds (The University of Mississippi Medical Center Pediatric and Research Facilities Project), VRDN, 2.76% due 6/01/2034 (a)(j) 5,450 Missouri--0.8% 50,000 Missouri Development Finance Board, Cultural Facilities Revenue Bonds (Nelson Gallery Foundation), VRDN, Series A, 2.71% due 12/01/2033 (j) 50,000 20,000 Missouri State Health and Educational Facilities Authority, Health Facilities Revenue Bonds (BJC Health System), VRDN, Series B, 2.72% due 5/15/2034 (j) 20,000 5,575 Missouri State Housing Development Commission, S/F Mortgage Revenue Refunding Bonds, VRDN, Series A, 3.764% due 5/15/2006 (j) 5,575 Nebraska--1.6% American Public Energy Agency, Nebraska, Gas Supply Revenue Bonds, VRDN (j): 75,800 (National Public Gas Agency Project), Series B, 2.75% due 2/01/2014 75,800 20,000 Series A, 2.73% due 12/01/2015 20,000 2,000 Eagle Tax-Exempt Trust, Nebraska Public Power District Revenue Bonds, VRDN, Series 1016, Class A, 2.79% due 1/01/2035 (a)(j) 2,000 4,370 Municipal Energy Agency of Nebraska, Power Supply System Revenue Bonds, ROCS, VRDN, Series II-R-2051, 2.79% due 4/01/2022 (e)(j) 4,370 4,125 Nebhelp Inc., Nebraska, Revenue Bonds, ROCS, VRDN, AMT, Series II-R-205, 2.83% due 6/01/2013 (f)(j) 4,125 36,000 Nebraska Public Power District, CP, 2.50% due 10/04/2005 (a) 36,000 4,995 Nebraska Public Power District Revenue Refunding Bonds, ROCS, VRDN, Series II-R-209, 2.79% due 1/01/2012 (f)(j) 4,995 Face Amount Municipal Bonds Value Nevada--1.9% $ 29,185 ABN Amro Munitops Certificates Trust, Clark County, Nevada, Airport Revenue Bonds, VRDN, Series 1999-15, 2.77% due 1/02/2008 (f)(j) $ 29,185 57,100 Clark County, Nevada, Airport Improvement Revenue Refunding Bonds, VRDN, Series A, 2.65% due 7/01/2012 (f)(j) 57,100 10,000 Clark County, Nevada, CP, 2.73% due 12/05/2005 10,000 2,495 Clark County, Nevada, IDR, Refunding, PUTTERS, VRDN, AMT, Series 722, 2.82% due 12/01/2012 (b)(j) 2,495 Clark County, Nevada, Las Vegas-McCarran International Airport Passenger Facility Charge, Revenue Refunding Bonds, VRDN (f)(j): 22,000 Series A-1, 2.70% due 7/01/2022 22,000 26,000 Series A-2, 2.70% due 7/01/2022 26,000 9,040 Las Vegas Valley, Nevada, Water District, GO, Refunding, MERLOTS, VRDN, Series B 10, 2.77% due 6/01/2024 (f)(j) 9,040 6,500 Nevada Housing Division Revenue Bonds (Multi-Unit Housing-Mesquite), VRDN, AMT, Series B, 3.08% due 5/01/2028 (j) 6,500 5,850 Nevada State Department of Business and Industry, Solid Waste Disposal Revenue Bonds (Republic Services Inc. Project), VRDN, AMT, 3.10% due 12/01/2034 (j) 5,850 7,255 Washoe County, Nevada, School District, GO, ROCS, VRDN, Series II-R-2012, 2.79% due 6/01/2020 (b)(j) 7,255 New Hampshire--1.1% 10,000 New Hampshire Health and Educational Facilities Authority, Revenue Refunding Bonds (Dartmouth Hitchcock Obligation), VRDN, Series A, 2.75% due 8/01/2031 (e)(j) 10,000 New Hampshire Higher Educational and Health Facilities Authority, Revenue Refunding Bonds, FLOATS, VRDN (b)(j): 5,475 Series 772, 2.79% due 1/01/2017 5,475 11,000 Series 866, 2.79% due 8/15/2021 11,000 7,415 New Hampshire State Business Finance Authority, Resource Recovery Revenue Refunding Bonds (Wheelabrator), VRDN, Series A, 2.77% due 1/01/2018 (j) 7,415 20,000 New Hampshire State Business Fund, CP, 2.78% due 11/08/2005 20,000 50,600 New Hampshire State Industrial Finance Agency, CP, 2.75% due 11/10/2005 50,600 New Jersey--1.1% 21,832 East Brunswick Township, New Jersey, BAN, 3% due 1/06/2006 21,882 15,000 New Jersey EDA, Revenue Bonds (Presbyterian Homes), VRDN, Series B, 2.75% due 12/01/2032 (j) 15,000 8,370 New Jersey Health Care Facilities Financing Authority Revenue Bonds, FLOATS, VRDN, Series 702, 2.79% due 7/01/2014 (f)(j) 8,370 35,000 New Jersey State Housing and Mortgage Finance Agency, S/F Housing Revenue Bonds, VRDN, AMT, Series Q, 2.82% due 4/01/2032 (j) 35,000 CMA TAX-EXEMPT FUND SEPTEMBER 30, 2005 Schedule of Investments (continued) Master Tax-Exempt Trust (in Thousands) Face Amount Municipal Bonds Value New Jersey (concluded) New Jersey State Turnpike Authority, Turnpike Revenue Bonds, VRDN (e)(j): $ 9,700 Series C-1, 2.73% due 1/01/2024 $ 9,700 10,400 Series C-2, 2.73% due 1/01/2024 10,400 300 Port Authority of New York and New Jersey, Special Obligation Revenue Refunding Bonds (Versatile Structure Obligation), VRDN, AMT, Series 4, 2.74% due 4/01/2024 (j) 300 New Mexico--0.9% 7,385 New Mexico Finance Authority, Revenue Refunding Bonds, ROCS, VRDN, Series II-R-7509, 2.79% due 6/15/2023 (a)(j) 7,385 51,980 New Mexico Mortgage Finance Authority, S/F Mortgage Program Revenue Bonds, VRDN, AMT, 3.864% due 3/01/2006 (j) 51,980 20,000 New Mexico State Hospital Equipment Loan Council, Hospital Revenue Refunding Bonds (Presbyterian Healthcare Services), VRDN, Series B, 2.76% due 8/01/2030 (e)(j) 20,000 New York--3.9% 86,105 Albany, New York, City School District, GO, BAN, Series B, 4% due 6/30/2006 86,920 6,000 Chautauqua County, New York, GO, TAN, 4% due 7/28/2006 6,055 24,700 Eagle Tax-Exempt Trust, New York State Dormitory Authority (Memorial Sloan), VRDN, Series 98, Class 3202, 2.78% due 7/01/2023 (j) 24,700 65,005 Metropolitan Transportation Authority, New York, Dedicated Tax Fund, Revenue Refunding Bonds, VRDN, Series B, 2.74% due 11/01/2022 (e)(j) 65,005 4,000 Mineola, New York, Union Free School District, GO, TAN, 4% due 6/30/2006 4,035 8,000 Monticello, New York, Central School District, GO, BAN, 4% due 7/28/2006 8,070 24,000 New York City, New York, City IDA, Liberty Revenue Bonds (One Bryant Park LLC Project), VRDN, Series A, 2.76% due 11/01/2039 (j) 24,000 10,000 New York City, New York, City Municipal Water Finance Authority, CP, 2.74% due 12/22/2005 10,000 21,500 New York City, New York, City Municipal Water Finance Authority, Water and Sewer System Revenue Refunding Bonds, MSTR, VRDN, Series SGB-27, 2.78% due 6/15/2024 (e)(j) 21,500 15,000 New York City, New York, City Transitional Finance Authority, New York City Recovery Revenue Refunding Bonds, VRDN, Series 3, Sub-Series 3G, 2.74% due 11/01/2022 (j) 15,000 10,000 New York City, New York, City Transitional Finance Authority, Special Tax Revenue Refunding Bonds, VRDN, Series C, 2.74% due 2/01/2032 (j) 10,000 13,995 New York City, New York, City Transitional Finance Authority Revenue Bonds, VRDN, MSTC, Series 2002-202, Class A, 2.76% due 10/21/2010 (b)(j) 13,995 21,115 New York State Dormitory Authority, Revenue Refunding Bonds, MERLOTS, VRDN, Series A-09, 2.78% due 5/15/2031 (a)(j) 21,115 12,000 Rochester, New York, GO, Refunding, BAN, Series II, 3% due 10/21/2005 12,007 Face Amount Municipal Bonds Value New York (concluded) $ 19,410 Triborough Bridge and Tunnel Authority, New York, General Purpose Revenue Bonds, VRDN, Series B, 2.75% due 1/01/2033 (j) $ 19,410 10,000 Triborough Bridge and Tunnel Authority, New York, General Purpose Revenue Refunding Bonds, VRDN, Series B, 2.73% due 1/01/2032 (a)(j) 10,000 7,000 William Floyd Union Free School District, Mastics-Moriches-Shirley, New York, GO, BAN, 3.75% due 6/27/2006 7,051 North Carolina--0.9% 19,995 North Carolina Eastern Municipal Power Agency, GO, Refunding, VRDN, MSTC, Series 2002-201, Class A, 2.79% due 4/12/2017 (j) 19,995 8,165 North Carolina Eastern Municipal Power Agency, Power System Revenue Bonds, MERLOTS, VRDN, Series A22, 2.77% due 1/01/2024 (j) 8,165 49,500 North Carolina Medical Care Commission, Health Care Facilities Revenue Bonds (Novant Health Group), VRDN, Series A, 2.75% due 11/01/2034 (j) 49,500 4,500 North Carolina State, GO, MERLOTS, VRDN, Series A23, 2.77% due 3/01/2027 (j) 4,500 3,900 Wake County, North Carolina, Industrial Facilities and Pollution Control Financing Authority Revenue Bonds (Solid Waste Disposal--Highway 55), VRDN, AMT, 2.85% due 9/01/2013 (j) 3,900 Ohio--1.9% 50,000 Cleveland, Ohio, Water Revenue Refunding Bonds, VRDN, Series M, 2.75% due 1/01/2033 (e)(j) 50,000 4,000 Eagle Tax-Exempt Trust, Cincinnati, Ohio, City School District, GO, VRDN, Series 2004-34, Class A, 2.79% due 12/01/2031 (e)(j) 4,000 22,275 Eagle Tax-Exempt Trust, Ohio State Turnpike, VRDN, Series 98, Class 3503, 2.78% due 2/15/2026 (j) 22,275 28,000 Hamilton County, Ohio, Health Care Facilities Revenue Bonds (Twin Towers and Twin Lakes), VRDN, Series A, 2.69% due 7/01/2023 (j) 28,000 9,000 Hamilton County, Ohio, Student Housing Revenue Bonds (Block 3 Community Urban Redevelopment Corporation Project), VRDN, 2.80% due 8/01/2036 (j) 9,000 Ohio State Air Quality Development Authority, Revenue Refunding Bonds (Cincinnati Gas and Electric), VRDN (j): 7,900 Series A, 2.90% due 9/01/2030 7,900 16,300 Series B, 2.95% due 9/01/2030 16,300 25,000 Ohio State, GO, Common Schools, VRDN, Series A, 2.75% due 3/15/2025 (j) 25,000 7,275 Ohio State Higher Educational Facility Revenue Bonds (Case Western Reserve University), VRDN, Series A, 2.76% due 10/01/2031 (j) 7,275 2,370 Princeton, Ohio, City School District, GO, VRDN, MSTC, Series SGB 50-A, 2.79% due 12/01/2030 (f)(j) 2,370 Oklahoma--1.4% 3,400 Cleveland County, Oklahoma, Development Authority, Family Mortgage Revenue Refunding Bonds, VRDN, 3.01% due 12/24/2005 (j) 3,400 3,300 Cleveland County, Oklahoma, Home Loan Authority, S/F Mortgage Revenue Refunding Bonds, VRDN, Series A, 3.01% due 4/25/2006 (j) 3,300 CMA TAX-EXEMPT FUND SEPTEMBER 30, 2005 Schedule of Investments (continued) Master Tax-Exempt Trust (in Thousands) Face Amount Municipal Bonds Value Oklahoma (concluded) Comanche County, Oklahoma, Home Finance Authority, S/F Mortgage Revenue Bonds, VRDN, Series A (j): $ 16,025 3.844% due 4/03/2006 $ 16,025 3,600 3% due 5/01/2006 3,600 Oklahoma County, Oklahoma, HFA, S/F Mortgage Revenue Bonds, VRDN (j): 40,656 Series A, 3.891% due 5/01/2006 40,656 9,692 Series D, 3.864% due 2/01/2006 9,692 2,500 Oklahoma Development Finance Authority Revenue Bonds (Conoco Project), VRDN, AMT, Series B, 2.97% due 8/01/2037 (j) 2,500 5,000 Oklahoma State Development Finance Authority Revenue Bonds (ConocoPhillips Company Project), VRDN, AMT, 2.42% due 12/01/2005 (j) 5,000 3,513 Oklahoma State, HFA, S/F Mortgage Revenue Bonds, VRDN, AMT, 3.28% due 8/31/2006 (j) 3,513 18,575 Oklahoma State Industries Authority, Revenue Refunding Bonds (Integris Baptist), VRDN, Series B, 2.72% due 8/15/2029 (f)(j) 18,575 2,870 Tulsa County, Oklahoma, Home Finance Authority, S/F Mortgage Revenue Bonds, FLOATS, VRDN, AMT, Series 1068, 2.83% due 12/01/2038 (j) 2,870 15,890 Tulsa County, Oklahoma, Industrial Authority, Capital Improvements Revenue Bonds, VRDN, Series A, 2.95% due 11/15/2005 (j) 15,890 Oregon--0.2% 11,730 ABN Amro Munitops Certificates Trust, Portland, Oregon, GO, VRDN, Series 2001-4, 2.77% due 6/01/2009 (f)(j) 11,730 4,795 Eagle Tax-Exempt Trust, Oregon State Department of Administrative Services Revenue Bonds, VRDN, Series 2004-1010, Class A, 2.79% due 9/01/2009 (e)(j) 4,795 Pennsylvania--2.1% 37,320 Allegheny County, Pennsylvania, GO, Refunding, VRDN, Series C-50, 2.80% due 5/01/2027 (j) 37,320 2,500 Butler County, Pennsylvania, IDA, IDR, Refunding (Wetterau Finance Co. Project), VRDN, 2.78% due 12/01/2014 (j) 2,500 19,850 Delaware Valley, Pennsylvania, Regional Finance Authority, Local Government Revenue Bonds, VRDN, Series D, 2.75% due 12/01/2020 (j) 19,850 Emmaus, Pennsylvania, General Authority Revenue Bonds, VRDN (j): 13,200 (Pennsylvania Loan Program), Series A, 2.78% due 3/01/2030 (e) 13,200 10,625 Sub-Series A-10, 2.78% due 3/01/2024 10,625 9,897 Erie County, Pennsylvania, Hospital Authority Revenue Bonds, FLOATS, VRDN, Series 820, 2.79% due 7/01/2022 (f)(j) 9,897 10,000 Geisinger Health System, Pennsylvania, Revenue Refunding Bonds, VRDN, Series B, 2.72% due 8/01/2022 (j) 10,000 12,000 Lackawanna County, Pennsylvania, GO, MSTR, VRDN, Series SGB-38, 2.78% due 9/15/2020 (j) 12,000 4,995 Mount Lebanon, Pennsylvania, School District, GO, MERLOTS, VRDN, Series B19, 2.77% due 2/15/2027 (f)(j) 4,995 6,700 Pennsylvania Economic Development Financing Authority, Wastewater Treatment Revenue Refunding Bonds (Sunoco Inc.--R & M Project), VRDN, AMT, Series B, 2.94% due 10/01/2034 (j) 6,700 Face Amount Municipal Bonds Value Pennsylvania (concluded) $ 9,590 Pennsylvania State Turnpike Commission, Turnpike Revenue Refunding Bonds, VRDN, Series B, 2.75% due 12/01/2012 (j) $ 9,590 15,000 Philadelphia, Pennsylvania, Airport Revenue Refunding Bonds, VRDN, AMT, Series C, 2.83% due 6/15/2025 (f)(j) 15,000 25,335 Philadelphia, Pennsylvania, Water and Wastewater Revenue Refunding Bonds, VRDN, 2.74% due 6/15/2023 (e)(j) 25,335 13,000 Southcentral General Authority, Pennsylvania, Revenue Refunding Bonds (Wellspan Health-- York Hospital), VRDN, Series A, 2.65% due 6/07/2023 (a)(j) 13,000 Rhode Island--0.6% 12,500 Lincoln, Rhode Island, GO, BAN, 4.25% due 8/01/2006 12,622 Rhode Island State and Providence Plantations, GO, FLOATS, VRDN (j): 26,100 Series 568, 2.78% due 9/01/2017 (f) 26,100 15,980 Series 720, 2.78% due 11/01/2022 (b) 15,980 South Carolina--0.6% 12,195 ABN Amro Munitops Certificates Trust, Lexington County, South Carolina, GO, VRDN, Series 2001-37, 2.78% due 2/01/2010 (b)(j) 12,195 5,000 Berkeley County, South Carolina, IDR (Nucor Corporation Project), VRDN, AMT, Series A, 2.82% due 3/01/2029 (j) 5,000 6,380 Florence County, South Carolina, Solid Waste Disposal and Wastewater Treatment Revenue Bonds (Roche Carolina Inc. Project), VRDN, AMT, 2.86% due 4/01/2027 (j) 6,380 8,035 Medical University Hospital Authority, South Carolina, Hospital Facilities, Revenue Refunding Bonds, VRDN, Series A-5, 2.80% due 8/15/2027 (f)(j) 8,035 2,100 South Carolina Housing Finance and Development Authority, Mortgage Revenue Bonds, ROCS, VRDN, AMT, Series II-R-398, 2.83% due 7/01/2034 (e)(j) 2,100 6,250 South Carolina Jobs EDA, EDR (Holcim (US) Inc. Project), VRDN, AMT, 2.91% due 12/01/2033 (j) 6,250 12,500 South Carolina Transportation Infrastructure Bank Revenue Bonds, FLOATS, VRDN, Series 728, 2.78% due 10/01/2022 (a)(j) 12,500 South Dakota--0.1% 13,300 Lawrence County, South Dakota, Solid Waste Disposal Revenue Bonds (Homestake Mining), VRDN, AMT, Series A, 2.79% due 7/01/2032 (j) 13,300 Tennessee--5.2% Blount County, Tennessee, Public Building Authority, Local Government Public Improvement Revenue Bonds, VRDN (j): 16,000 Series A-4-A, 2.76% due 6/01/2032 16,000 13,000 Series D-3-A, 2.76% due 6/01/2034 13,000 Clarksville, Tennessee, Public Building Authority Revenue Bonds, Pooled Financing (Tennessee Municipal Bond Fund), VRDN (j): 34,610 2.75% due 11/01/2027 34,610 62,025 2.75% due 6/01/2029 62,025 1,460 Jackson, Tennessee, Health, Educational and Housing Facilities Board, M/F Housing Revenue Bonds (Villages at Old Hickory Project), VRDN, AMT, 3.16% due 12/01/2005 (j) 1,460 CMA TAX-EXEMPT FUND SEPTEMBER 30, 2005 Schedule of Investments (continued) Master Tax-Exempt Trust (in Thousands) Face Amount Municipal Bonds Value Tennessee (concluded) $ 8,100 Loudon, Tennessee, IDB, PCR, Refunding (A.E. Staley Manufacturing Company Project), VRDN, 2.75% due 6/01/2023 (j) $ 8,100 6,450 Memphis, Tennessee, Health, Educational and Housing Facility Board, M/F Housing Revenue Bonds (Chickasaw Place Apartments), VRDN, AMT, 2.85% due 6/01/2033 (j) 6,450 6,020 Memphis, Tennessee, Health, Educational and Housing Facility Board Revenue Bonds (Not-for-Profit M/F Program), VRDN, 2.91% due 8/01/2032 (j) 6,020 2,980 Montgomery County, Tennessee, Public Building Authority, Pooled Financing Revenue Bonds (Montgomery County Loan Pool), VRDN, 2.75% due 7/01/2019 (j) 2,980 Sevier County, Tennessee, Public Building Authority, Local Government Public Improvement Revenue Bonds, VRDN (j): 69,900 AMT, Series III-A, 2.82% due 6/01/2028 (a) 69,900 7,100 Series II-A-1, 2.77% due 6/01/2024 (a) 7,100 10,000 Series III-D-2, 2.77% due 6/01/2017 (a) 10,000 4,165 Series III-D-6, 2.77% due 6/01/2020 (a) 4,165 18,900 Series III-E-1, 2.77% due 6/01/2025 18,900 10,000 Series III-E-4, 2.77% due 6/01/2025 (a) 10,000 6,030 Series IV-A-4, 2.77% due 6/01/2020 (e) 6,030 37,000 Series VI-A-1, 2.76% due 6/01/2029 37,000 6,700 Series VI-B-1, 2.77% due 6/01/2024 6,700 16,000 Series VI-C-1, 2.77% due 6/01/2034 (a) 16,000 10,000 Series VI-C-2, 2.77% due 6/01/2039 (a) 10,000 10,000 Series VI-D-3, 2.77% due 6/01/2033 (a) 10,000 7,400 Series VI-E-1, 2.77% due 6/01/2020 (a) 7,400 4,135 Sevier County, Tennessee, Public Building Authority, Local Government Public Improvement, Revenue Refunding Bonds, VRDN, Series II-E-2, 2.77% due 6/01/2021 (a)(j) 4,135 Shelby County, Tennessee, CP: 8,000 2.56% due 10/04/2005 8,000 12,250 2.73% due 11/09/2005 12,250 4,615 Shelby County, Tennessee, GO, Refunding, ROCS, VRDN, Series II-R-3023, 2.79% due 4/01/2020 (f)(j) 4,615 34,260 Tennessee HDA, S/F Mortgage Revenue Bonds, VRDN, AMT, Series CN-1, 3.382% due 8/10/2006 (j) 34,260 34,600 Tennessee State Local Development Authority Revenue Bonds (Student Loan Program), BAN, Series A, 4% due 5/25/2006 34,873 19,000 Tennessee State, CP, Series A, 2.65% due 10/06/2005 19,000 Texas--14.5% 15,750 ABN Amro Munitops Certificates Trust, Houston, Texas, Airport Revenue Bonds, VRDN, AMT, Series 1998-15, 2.84% due 7/05/2006 (b)(j) 15,750 13,500 ABN Amro Munitops Certificates Trust, San Antonio, Texas, Electric and Gas Revenue Bonds, VRDN, Series 1998-22, 2.78% due 1/03/2007 (f)(j) 13,500 29,950 ABN Amro Munitops Certificates Trust, San Antonio, Texas, Independent School District, VRDN, Series 1999-10, 2.77% due 3/07/2007 (j) 29,950 9,030 ABN Amro Munitops Certificates Trust, Texas Permanent School Fund, Independent School District, GO, VRDN, Series 2001-8, 2.78% due 2/15/2007 (j) 9,030 9,100 Alamo Heights, Texas Independent School District, GO, PUTTERS, VRDN, Series 980, 2.79% due 2/01/2012 (j) 9,100 Face Amount Municipal Bonds Value Texas (continued) $ 4,505 Austin, Texas, Water and Wastewater System, Revenue Refunding Bonds, ROCS, VRDN, Series II-R-6029, 2.79% due 11/15/2024 (a)(j) $ 4,505 10,395 Austin, Texas, Water Revenue Refunding Bonds, VRDN, MSTC, Series 2001-134, Class A, 2.81% due 5/15/2010 (e)(j) 10,395 9,530 Bell County, Texas, Health Facilities Development Corporation, Hospital Revenue Bonds (Scott & White Memorial Hospital), VRDN, Series 2001-1, 2.72% due 8/15/2031 (f)(j) 9,530 10,000 Brazos River Authority, Texas, Harbor Navigational District, Brazoria County Revenue Bonds (BASF Corp.), VRDN, AMT, 2.84% due 4/01/2032 (j) 10,000 Brazos River Harbor Navigation District, Texas, Brazoria County Environmental Revenue Bonds (Dow Chemical Company), VRDN (j): 4,200 Series A-2, 2.96% due 5/15/2033 4,200 2,400 Series B-1, 2.83% due 5/15/2033 2,400 25,000 Brazos River, Texas, Harbor Industrial Development Corporation Revenue Bonds (BASF Corporation Project), VRDN, AMT, 2.85% due 5/01/2038 (j) 25,000 2,000 Brownsville, Texas, Utility System Revenue Refunding Bonds, ROCS, VRDN, Series II-R-4074, 2.79% due 9/01/2024 (a)(j) 2,000 18,487 Central Texas Housing Finance Corporation, VRDN, 3.32% due 7/03/2006 (j) 18,487 7,345 Corpus Christi, Texas, Business and Job Development Corporation, Sales Tax Revenue Refunding Bonds, ROCS, VRDN, Series II-R-2001, 2.79% due 9/01/2017 (a)(j) 7,345 4,000 Corpus Christi, Texas, Industrial Development Crop, IDR (Dedietrich USA Incorporated Project), VRDN, AMT, 2.90% due 11/01/2008 (j) 4,000 3,730 Corpus Christi, Texas, Utility System Revenue Refunding Bonds, ROCS, VRDN, Series II-R-2149, 2.79% due 7/15/2024 (e)(j) 3,730 Dallas-Fort Worth, Texas, International Airport Revenue Bonds, VRDN, AMT (j): 4,407 FLOATS, Series 824, 2.83% due 11/01/2015 (a) 4,408 7,140 PUTTERS, Series 350, 2.82% due 5/01/2011 (f) 7,140 2,500 PUTTERS, Series 351, 2.82% due 5/01/2008 (e) 2,500 4,995 PUTTERS, Series 385, 2.82% due 5/01/2008 (b) 4,995 3,000 ROCS, Series II-R-268, 2.83% due 11/01/2033 (f) 3,000 3,425 Dallas-Fort Worth, Texas, International Airport Revenue Refunding Bonds, PUTTERS, VRDN, AMT, Series 1019, 2.82% due 5/01/2010 (b)(j) 3,425 Dallas-Fort Worth, Texas, Regional Airport Revenue Bonds, MSTR, VRDN, AMT (f)(j): 25,300 Series SGB-49, 2.77% due 11/01/2023 25,300 9,495 Series SGB-52, 2.83% due 11/01/2017 9,495 Dallas-Fort Worth, Texas, Regional Airport Revenue Refunding Bonds, MSTR, VRDN (j): 23,885 AMT, Series SGB-46, 2.83% due 11/01/2020 (f) 23,885 6,600 Series SGB-52, 2.79% due 11/01/2015 (b) 6,600 Dallas, Texas, Area Rapid Transit, CP: 27,500 2.65% due 10/06/2005 27,500 30,195 2.68% due 10/12/2005 30,195 2,840 Dallas, Texas, Area Rapid Transit Revenue Refunding Bonds, ROCS, VRDN, Series II-R-2078, 2.79% due 12/01/2022 (a)(j) 2,840 CMA TAX-EXEMPT FUND SEPTEMBER 30, 2005 Schedule of Investments (continued) Master Tax-Exempt Trust (in Thousands) Face Amount Municipal Bonds Value Texas (continued) $ 2,500 Denton, Texas, Independent School District, GO, VRDN, Series 2005-A, 2.82% due 8/01/2035 (j) $ 2,500 8,435 Eagle Tax-Exempt Trust, Dallas-Fort Worth, Texas, International Airport Revenue Bonds, VRDN, AMT, Series 2003-0020, Class A, 2.83% due 11/01/2032 (a)(j) 8,435 9,900 Eagle Tax-Exempt Trust, Dallas-Fort Worth, Texas, VRDN, Series 96C, Class 4301, 2.79% due 11/01/2005 (j) 9,900 6,000 Eagle Tax-Exempt Trust, Dallas, Texas, VRDN, Series 01, Class 4310, 2.79% due 12/01/2026 (a)(j) 6,000 4,915 Eagle Tax-Exempt Trust, San Antonio, Texas, VRDN, Series 01, Class 4311, 2.79% due 8/15/2026 (j) 4,915 4,500 Fort Bend County, Texas, GO, MSTR, VRDN, SGB-46-A, 2.79% due 3/01/2032 (f)(j) 4,500 5,300 Grapevine, Texas, Industrial Development Corporation, Airport Revenue Refunding Bonds (Southern Air Transport), VRDN, 2.83% due 3/01/2010 (j) 5,300 19,000 Gulf Coast Waste Disposal Authority, Texas, Environmental Facilities Revenue Bonds (American Aeryl LP Project), VRDN, AMT, 2.85% due 5/01/2038 (j) 19,000 Gulf Coast Waste Disposal Authority, Texas, Revenue Bonds, VRDN, AMT (j): 12,500 (Air Products Project), 2.84% due 3/01/2035 12,500 2,200 (Air Products Project), 2.84% due 12/01/2039 2,200 2,500 (Waste Management Inc.), Series A, 2.80% due 4/01/2019 2,500 10,470 Harris County-Houston, Texas, Sports Authority, Special Revenue Refunding Bonds, TOCS, VRDN, Series Z-3, 2.83% due 11/15/2025 (f)(j) 10,470 87,000 Harris County, Texas, GO, TAN, 3.75% due 2/28/2006 87,370 21,340 Harris County, Texas, Health Facilities Development Corporation, Hospital Revenue Bonds (Texas Children's Hospital), VRDN, Series B-1, 2.74% due 10/01/2029 (f)(j) 21,340 Harris County, Texas, Health Facilities Development Corporation, Revenue Refunding Bonds, VRDN (j): 77,255 (Methodist Hospital), Series B, 2.72% due 12/01/2032 77,255 14,000 (Saint Luke's Episcopal Hospital), Series A, 2.78% due 2/15/2032 (b) 14,000 Harris County, Texas, Industrial Development, Corporation Solid Waste Disposal Revenue Bonds (Deer Park Limited Partnership), VRDN, AMT (j): 46,100 Series A, 2.82% due 2/01/2023 46,100 13,300 Series E, 2.82% due 3/01/2023 13,300 Harris County, Texas, Revenue Refunding Bonds, ROCS, VRDN (j): 10,270 Series II-R-1030, 2.79% due 8/15/2017 (e) 10,270 5,395 Series II-R-2101, 2.79% due 8/15/2014 (b) 5,395 241 Houston, Texas, Housing Finance Corporation, S/F Mortgage Revenue Refunding Bonds, VRDN, 2.435% due 10/03/2005 (j) 241 8,620 Houston, Texas, Independent School District, GO, Refunding, VRDN, MSTC, Series 233, Class A, 2.90% due 1/09/2014 (j) 8,620 41,000 Houston, Texas, Independent School District, GO, VRDN, 2.77% due 6/14/2006 (j) 41,000 Face Amount Municipal Bonds Value Texas (continued) Houston, Texas, Utility System Revenue Refunding Bonds, VRDN (e)(j): $ 5,360 ROCS, Series II-R-4063, 2.79% due 5/15/2021 $ 5,360 6,000 TOCS, Series A, 2.78% due 5/25/2012 6,000 7,795 Houston, Texas, Water and Sewer System Revenue Bonds, MERLOTS, VRDN, Series A-128, 2.77% due 12/01/2029 (f)(j) 7,795 3,360 Irving, Texas, Independent School District, GO, Refunding, ROCS, VRDN, Series II-R-2028, 2.79% due 2/15/2022 (j) 3,360 5,000 Lewisville, Texas, Independent School District, GO, Refunding, PUTTERS, VRDN, Series 701, 2.79% due 8/15/2010 (b)(j) 5,000 32,000 North Central Texas, CP, 2.70% due 11/08/2005 32,000 17,335 Port Arthur, Texas, Navigation District, Environmental Facilities Revenue Refunding Bonds (Motiva Enterprises Project), VRDN, AMT, 2.98% due 12/01/2027 (j) 17,335 Port Arthur, Texas, Navigation District, Industrial Development Corporation, Exempt Facilities Revenue Bonds (Air Products and Chemicals Project), VRDN, AMT (j): 10,000 2.84% due 4/01/2036 10,000 8,400 2.86% due 5/01/2040 8,400 Port Arthur, Texas, Navigation District Revenue Bonds, VRDN, AMT (j): 20,000 (BASF Corporation Project), 2.84% due 4/01/2033 20,000 10,000 Multi-Mode (Atofina Petrochemicals), Series B, 2.98% due 4/01/2027 10,000 6,000 Port of Corpus Christi Authority, Texas, Nueces County Solid Waste Disposal Revenue Bonds (Flint Hills Resources LP Project), VRDN, AMT, 3.05% due 1/01/2030 (j) 6,000 50,000 Port of Corpus Christi Authority, Texas, Nueces County Solid Waste Disposal, Revenue Refunding Bonds (Flint Hills Resources LP Project), VRDN, AMT, Series A, 3.13% due 7/01/2029 (j) 50,000 4,050 San Antonio, Texas, Convention Center Hotel Finance Corporation, Contract Revenue Bonds, ROCS, VRDN, AMT, Series II-R-363, 2.83% due 7/15/2039 (a)(j) 4,050 10,000 San Antonio, Texas, Hotel Occupancy Revenue Bonds, FLOATS, VRDN, Series SG-51, 2.79% due 8/15/2019 (j) 10,000 27,000 San Antonio, Texas, Junior Lien Electric and Gas System Revenue Bonds, VRDN, 2.20% due 12/01/2005 (j) 27,000 4,995 San Marcos, Texas, Consolidated Independent School District, GO, MERLOTS, VRDN, Series C-23, 2.77% due 8/01/2029 (j) 4,995 4,165 Socorro, Texas, Independent School District, GO, ROCS, Series II-R-2222, VRDN, 2.79% due 8/15/2022 (j) 4,165 6,860 Southeast Texas Housing Finance Corporation, Revenue Refunding Bonds, VRDN, 3.844% due 3/01/2007 (j) 6,860 22,960 Texas Municipal Power Agency Revenue Bonds, Series 91, CP, 2.65% due 10/04/2005 22,960 54,160 Texas State, GO (College Student Loan), Refunding, VRDN, AMT, 2.85% due 7/01/2006 (j) 54,160 246,040 Texas State, GO, TRAN, 4.50% due 8/31/2006 249,320 CMA TAX-EXEMPT FUND SEPTEMBER 30, 2005 Schedule of Investments (continued) Master Tax-Exempt Trust (in Thousands) Face Amount Municipal Bonds Value Texas (concluded) $ 2,200 Texas State Turnpike Authority, Central Texas Turnpike System Revenue Bonds, ROCS, VRDN, Series II-R-284, 2.79% due 8/15/2039 (a)(j) $ 2,200 5,440 Texas State University, System Financing Revenue Refunding Bonds, ROCS, VRDN, Series II-R-1011, 2.79% due 3/15/2019 (e)(j) 5,440 4 Travis County, Texas, Housing Finance Corporation, S/F Mortgage Revenue Bonds, VRDN, Series 2001-1, 3.01% due 5/01/2007 (j) 4 4,335 Victoria County, Texas, Hospital Revenue Refunding Bonds, FLOATS, VRDN, Series 959, 2.78% due 1/01/2016 (a)(j) 4,335 6,200 West Side Calhoun County, Texas, Navigation District Sewer and Solid Waste District Revenue Bonds (BP Chemicals Inc. Project), VRDN, AMT, 2.83% due 4/01/2031 (j) 6,200 4,760 Williamson County, Texas, GO, Refunding, PUTTERS, VRDN, Series 410, 2.79% due 2/15/2012 (f)(j) 4,760 Utah--0.3% 4,440 Emery County, Utah, PCR, Refunding (PacifiCorp Projects), VRDN, 2.72% due 11/01/2024 (a)(j) 4,440 7,000 Intermountain Power Agency, Utah, Power Supply Revenue Bonds, VRDN, Series F, 2.73% due 7/01/2018 (a)(j) 7,000 5,000 Murray City, Utah, Hospital Revenue Bonds (IHC Health Services, Inc.), VRDN, Series C, 2.72% due 5/15/2036 (j) 5,000 8,300 Utah Water Finance Agency, Tender Option Revenue Bonds, VRDN, Series A-9, 2.80% due 7/01/2034 (a)(j) 8,300 Vermont--0.1% 2,375 Vermont HFA, S/F Revenue Bonds, VRDN, AMT, Series 16 A, 2.88% due 5/01/2032 (e)(j) 2,375 8,000 Vermont State Student Assistance Corporation, Student Loan Revenue Bonds, FLOATS, VRDN, 2.60% due 1/01/2008 (j) 8,000 Virginia--1.6% 13,000 Fairfax County, Virginia, IDA, Revenue Refunding Bonds (Inova Health System Project), VRDN, Series A-1, 2.74% due 5/15/2035 (j) 13,000 Norfolk, Virginia, CP: 38,000 2.55% due 10/04/2005 38,000 36,200 2.68% due 11/09/2005 36,200 Washington--2.5% 20,000 ABN Amro Munitops Certificates Trust, Port Seattle, Washington Revenue Bonds, VRDN, Series 1998-16, 2.78% due 10/04/2006 (f)(j) 20,000 12,685 Central Puget Sound, Washington, Regional Transit Authority, Sales and Use Tax Revenue Bonds, ROCS, VRDN, Series II-R-7510, 2.79% due 11/01/2023 (a)(j) 12,685 22,900 Clark County, Washington, Public Utility District Number 001, Generating System Revenue Refunding Bonds, MSTR, VRDN, Series SGA-118, 2.75% due 1/01/2025 (e)(j) 22,900 Face Amount Municipal Bonds Value Washington (concluded) $ 3,000 Eagle Tax-Exempt Trust, Bellevue, Washington, GO, Refunding,VRDN, Series 2004-1011, Class A, 2.79% due 12/01/2043 (f)(j) $ 3,000 11,550 Eagle Tax-Exempt Trust, Washington State, GO, Refunding, VRDN, Series 2005-0067, Class A, 2.79% due 7/01/2015 (a)(j) 11,550 19,000 Energy Northwest, Washington, Electric Revenue Refunding Bonds (Project No. 3), VRDN, Series D-3-1, 2.74% due 7/01/2018 (e)(j) 19,000 8,925 Grant County, Washington, Public Utility District Number 002, Electric Revenue Refunding Bonds, ROCS, VRDN, Series II-R-2039, 2.79% due 1/01/2019 (e)(j) 8,925 1,820 King County, Washington, GO, ROCS, VRDN, Series II-R-5036, 2.79% due 12/01/2013 (a)(j) 1,820 5,235 King County, Washington, School District Number 410, Snoqualmie Valley, GO, ROCS, VRDN, Series II-R-4513, 2.79% due 12/01/2020 (e)(j) 5,235 14,745 King County, Washington, Sewer Revenue Refunding Bonds, FLOATS, VRDN, Series 554, 2.78% due 7/01/2009 (b)(j) 14,745 2,270 Lewis County, Washington, Public Utility District Number 001, Cowlitz Falls Hydroelectric Revenue Refunding Bonds, ROCS, VRDN, Series II-R-4026, 2.79% due 10/01/2023 (f)(j) 2,270 4,955 Port of Seattle, Washington, Revenue Bonds, MERLOTS, VRDN, AMT, Series B04, 2.82% due 9/01/2015 (b)(j) 4,955 8,500 Port of Seattle, Washington, Subordinate Lien Revenue Bonds, VRDN, AMT, 2.83% due 9/01/2035 (j) 8,500 4,955 Seattle, Washington, Water System Revenue Refunding Bonds, ROCS, VRDN, Series II-R-4006, 2.79% due 9/01/2022 (f)(j) 4,955 3,470 Spokane County, Washington, Spokane School District Number 081, GO, ROCS, VRDN, Series II-R-4000, 2.79% due 12/01/2019 (e)(j) 3,470 5,615 Tacoma, Washington, Convention Center and Parking Revenue Bonds, ROCS, VRDN, Series II-R-2144, 2.79% due 12/01/2022 (f)(j) 5,615 14,000 Tacoma, Washington, Water Revenue Refunding Bonds, FLOATS, VRDN, Series 555, 2.78% due 12/01/2009 (b)(j) 14,000 Washington State, GO, PUTTERS, VRDN (j): 2,615 FLOATS, Series 1140, 2.82% due 6/01/2016 (b) 2,615 15,075 Series 333, 2.82% due 12/01/2014 (f) 15,075 5,955 Series 747, 2.79% due 1/01/2013 (e) 5,955 4,475 Series 749, 2.79% due 1/01/2013 (e) 4,475 Washington State, GO, Refunding, VRDN, MERLOTS (j): 5,210 Series A05, 2.77% due 1/01/2013 5,210 12,835 Series A57, 2.77% due 1/01/2011 (f) 12,835 6,400 Washington State Housing Finance Commission, M/F Housing Revenue Bonds (Arbors on the Park Project), VRDN, AMT, 2.90% due 10/01/2024 (j) 6,400 14,070 Washington State Motor Vehicle Fuel Tax, GO, VRDN, MSTC, Series 2001-112, Class A, 2.75% due 1/07/2021 (j) 14,070 CMA TAX-EXEMPT FUND SEPTEMBER 30, 2005 Schedule of Investments (concluded) Master Tax-Exempt Trust (in Thousands) Face Amount Municipal Bonds Value West Virginia--0.2% $ 10,695 ABN Amro Munitops Certificates Trust, West Virginia State, GO, VRDN, Series 2000-12, 2.77% due 6/04/2008 (f)(j) $ 10,695 9,900 Eagle Tax-Exempt Trust, West Virginia Higher Education Policy Commission, Revenue Refunding Bonds, VRDN, Series 2005-0018, Class A, 2.79% due 4/01/2034 (j) 9,900 Wisconsin--1.1% 14,850 Eagle Tax-Exempt Trust, Wisconsin Ball Park, VRDN, Series 98, Class 4901, 2.79% due 12/15/2026 (j) 14,850 5,000 Eagle Tax-Exempt Trust, Wisconsin State, GO, Refunding, VRDN, Series 2004-1009, Class A, 2.79% due 5/01/2008 (b)(j) 5,000 2,595 Hartland, Wisconsin, IDR (Commercial Communications Inc. Project), VRDN, AMT, 2.93% due 8/01/2009 (j) 2,595 2,690 Manitowoc, Wisconsin, Electric Revenue Bonds, ROCS, VRDN, Series II-R-2177, 2.79% due 10/01/2024 (b)(j) 2,690 4,540 Milwaukee, Wisconsin, GO, PUTTERS, VRDN, Series 762, 2.79% due 2/15/2013 (e)(j) 4,540 Wisconsin Housing and Economic Development Authority, Home Ownership Revenue Refunding Bonds, VRDN, AMT, Series A (j): 10,000 2.81% due 9/01/2022 10,000 9,700 2.81% due 9/01/2028 9,700 5,145 Wisconsin Rural Water Construction Loan Program, Commission Revenue Bonds, BAN, 4.25% due 9/15/2006 5,203 Wisconsin State, GO, CP: 6,595 2.59% due 10/03/2005 6,595 35,970 2.56% due 10/04/2005 35,970 6,050 Wisconsin State, Transportation Revenue Refunding Bonds, ROCS, VRDN, Series II-R-2180, 2.79% due 7/01/2025 (e)(j) 6,050 Face Amount Municipal Bonds Value Wyoming--0.8% $ 20,000 Lincoln County, Wyoming, PCR (Exxon Project), VRDN, AMT, Series B, 2.73% due 7/01/2017 (j) $ 20,000 12,960 Lincoln County, Wyoming, PCR, Refunding (PacifiCorp Projects), VRDN, 2.72% due 11/01/2024 (a)(j) 12,960 16,960 Sweetwater County, Wyoming, PCR, Refunding (PacifiCorp Project), VRDN, 2.72% due 11/01/2024 (a)(j) 16,960 25,000 Wyoming State Education Fund, GO, TRAN, 4% due 6/28/2006 25,249 Puerto Rico--1.7% 2,935 Puerto Rico Commonwealth Infrastructure Financing Authority, Special Obligation Revenue Bonds, TOCS, VRDN, Series Z-6, 2.83% due 6/26/2037 (b)(j) 2,935 12,800 Puerto Rico Electric Power Authority, Power Revenue Bonds, MSTR, VRDN, Series SGA-43, 2.73% due 7/01/2022 (f)(j) 12,800 Puerto Rico Government Development Bank, CP: 19,700 3.05% due 10/07/2005 19,700 18,613 3.05% due 10/13/2005 18,613 77,841 3.05% due 10/14/2005 77,841 6,473 3.05% due 10/20/2005 6,473 3,062 3.05% due 11/08/2005 3,062 2,900 3.05% due 11/10/2005 2,900 2,915 3.05% due 11/14/2005 2,915 2,890 3.05% due 11/17/2005 2,890 5,560 3.05% due 11/22/2005 5,560 Total Investments (Cost--$9,282,538*)--101.2% 9,282,538 Liabilities in Excess of Other Assets--(1.2%) (108,544) ---------- Net Assets--100.0% $9,173,994 ========== * Cost for federal income tax purposes. (a) AMBAC Insured. (b) FGIC Insured. (c) FHLMC Collateralized. (d) FNMA Collateralized. (e) FSA Insured. (f) MBIA Insured. (g) CIFG Insured. (h) Radian Insured. (i) XL Capital Insured. (j) Security may have a maturity of more than one year at time of issuance, but has variable rate and demand features that qualify it as a short-term security. The rate disclosed is that currently in effect. This rate changes periodically based upon prevailing market rates. (k) The security may be offered and sold to "qualified institutional buyers" under Rule 144A of the Securities Act of 1933. See Notes to Financial Statements. CMA TAX-EXEMPT FUND SEPTEMBER 30, 2005 Statement of Assets and Liabilities Master Tax-Exempt Trust <CAPTION As of September 30, 2005 Assets Investments in unaffiliated securities, at value (identified cost--$9,282,537,830) $ 9,282,537,830 Cash 30,874 Receivables: Interest $ 41,834,227 Contributions 827,749 42,661,976 --------------- Prepaid expenses 31,398 --------------- Total assets 9,325,262,078 --------------- Liabilities Payables: Securities purchased 150,020,310 Investment adviser 982,270 Other affiliates 98,033 151,100,613 --------------- Accrued expenses and other liabilities 167,295 --------------- Total liabilities 151,267,908 --------------- Net Assets Net assets $ 9,173,994,170 =============== Net Assets Consist of Investors' capital $ 9,173,994,170 --------------- Net Assets $ 9,173,994,170 =============== See Notes to Financial Statements. Statement of Operations Master Tax-Exempt Trust For the Six Months Ended September 30, 2005 Investment Income Interest and amortization of premium and discount earned $ 117,973,481 Expenses Investment advisory fees $ 6,329,784 Accounting services 604,011 Custodian fees 110,300 Professional fees 40,350 Pricing fees 32,739 Trustees' fees and expenses 28,324 Printing and shareholder reports 1,174 Other 46,452 --------------- Total expenses 7,193,134 --------------- Investment income--net 110,780,347 --------------- Realized Loss--Net Realized loss on investments--net (437,996) --------------- Net Increase in Net Assets Resulting from Operations $ 110,342,351 =============== See Notes to Financial Statements. CMA TAX-EXEMPT FUND SEPTEMBER 30, 2005 Statements of Changes in Net Assets Master Tax-Exempt Trust For the Six For the Months Ended Year Ended September 30, March 31, Increase (Decrease) in Net Assets: 2005 2005 Operations Investment income--net $ 110,780,347 $ 131,362,901 Realized loss--net (437,996) (941,838) ---------------- --------------- Net increase in net assets resulting from operations 110,342,351 130,421,063 ---------------- --------------- Capital Transactions Proceeds from contributions 23,680,320,041 42,296,733,453 Fair value of withdrawals (24,366,475,235) (42,929,977,629) ---------------- --------------- Net decrease in net assets derived from capital transactions (686,155,194) (633,244,176) ---------------- --------------- Net Assets Total decrease in net assets (575,812,843) (502,823,113) Beginning of period 9,749,807,013 10,252,630,126 ---------------- --------------- End of period $ 9,173,994,170 $ 9,749,807,013 ================ =============== See Notes to Financial Statements. Financial Highlights Master Tax-Exempt Trust For the Six For the Period Months Ended For the Year Ended February 13, 2003++ The following per share data and ratios have been derived September 30, March 31, to March 31, from information provided in the financial statements. 2005 2005 2004 2003 Total Investment Return Total investment return 1.19%+++ 1.33% .94% .68%* =========== =========== =========== =========== Ratios to Average Net Assets Expenses .15%* .15% .15% .21%* =========== =========== =========== =========== Investment income and realized gain (loss)--net 2.34%* 1.31% .94% 1.04%* =========== =========== =========== =========== Supplemental Data Net assets, end of period (in thousands) $ 9,173,994 $ 9,749,807 $10,252,630 $10,591,179 =========== =========== =========== =========== * Annualized. ++ Commencement of operations. +++ Aggregate total investment return. See Notes to Financial Statements. CMA TAX-EXEMPT FUND SEPTEMBER 30, 2005 Notes to Financial Statements Master Tax-Exempt Trust 1. Significant Accounting Policies: Master Tax-Exempt 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 interest in the Trust, subject to certain limitations. The Trust's financial statements are prepared in conformity with U.S. generally accepted accounting principles, which may require the use of management accruals and estimates. Actual results may differ from these estimates. These unaudited financial statements reflect all adjustments, which are, in the opinion of management, necessary to present a fair statement of the results for the interim period. All such adjustments are of a normal, recurring nature. The following is a summary of significant accounting policies followed by the Trust. (a) Valuation of investments--Investments are valued at amortized cost, which approximates market value. For the purpose of valuation, the maturity of a variable rate demand instrument is deemed to be the demand notice payment period. In the case of a floating rate instrument, the remaining maturity is the next coupon date on which the interest rate is to be adjusted. (b) 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. 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. (c) 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. Interest income (including amortization of premium and discount) is recognized on the accrual basis. 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 based upon the average daily value of the Trust's net assets at the following annual rates: .25% of the Trust's average daily net assets not exceeding $500 million; .175% of the average daily net assets in excess of $500 million but not exceeding $1 billion; and .125% of the average daily net assets in excess of $1 billion. For the six months ended September 30, 2005, the Trust reimbursed FAM $106,601 for certain accounting services. Certain officers and/or trustees of the Trust are officers and/or directors of FAM, PSI, and/or ML & Co. CMA TAX-EXEMPT FUND SEPTEMBER 30, 2005 Disclosure of Investment Advisory Agreement Activities and Composition of the Board of Trustees All but one member of the Board of Trustees is an independent trustee whose only affiliation with Fund Asset Management, L.P. (the "Investment Adviser") or other Merrill Lynch affiliates is as a trustee of the Master Tax-Exempt Trust (the "Trust") and the Fund and certain other funds advised by the Investment Adviser or its affiliates. The Chairman of the Board is also an independent trustee. New trustee nominees are chosen as nominees by a Nominating Committee comprised of independent Trustees. All independent Trustees also are members of the Board's Audit Committee and the independent Trustees meet in executive session at each in-person Board meeting. The Board and Audit Committee meet in person for at least two days each quarter and conduct other in-person and telephone meetings throughout the year, some of which are formal board meetings, and some of which are informational meetings. The independent counsel to the independent Trustees attends all in-person Board and Audit Committee meetings and other meetings at the independent Trustees' request. Investment Advisory Agreement--Matters Considered by the Board Every year, the Board considers approval of the investment advisory agreement between the Investment Adviser and the Trust (the "Investment Advisory Agreement"). The Board also reviews and evaluates the performance of and services provided by the Investment Adviser throughout each year. The Board assesses the nature, scope and quality of the services provided to the Trust and the Fund by the personnel of the Investment Adviser and its affiliates, including administrative services, shareholder services, oversight of fund accounting, marketing services and assistance in meeting legal and regulatory requirements. The Board also receives and assesses information regarding the services provided to the Trust and the Fund by certain unaffiliated service providers. At various times throughout the year, the Board also considers a range of information in connection with its oversight of the services provided by the Investment Adviser and its affiliates. Among the matters considered are: (a) any fees (in addition to management fees) paid to the Investment Adviser and its affiliates by the Trust or by the Fund, such as transfer agency fees and fees for marketing and distribution; (b) Trust/Fund operating expenses paid to third parties; (c) the resources devoted to and compliance reports relating to the Trust's and the Fund's investment objective, policies and restrictions, and its compliance with its Code of Ethics and the Investment Adviser's compliance policies and procedures; and (d) the nature, cost and character of non-investment management services provided by the Investment Adviser and its affiliates. The Board believes that the Investment Adviser is one of the most experienced global asset management firms and considers the overall services provided by the Investment Adviser to be generally of high quality. The Board also believes that the Investment Adviser is financially sound and well managed and notes that the Investment Adviser is affiliated with one of America's largest financial firms. The Board works closely with the Investment Adviser in overseeing the Investment Adviser's efforts to achieve good performance. As part of this effort, the Board discusses portfolio Investment Adviser effectiveness and, when performance is not satisfactory, discusses with the Investment Adviser taking steps such as changing investment personnel. Annual Consideration of Approval by the Board of Trustees In the period prior to the Board meeting to consider renewal of the Investment Advisory Agreement, the Board requests and receives materials specifically relating to the Trust's Investment Advisory Agreement. These materials include (a) information compiled by Lipper Inc. ("Lipper") on the fees and expenses and the investment performance of the Trust/Fund or its predecessor (which had the same investment objective and strategies as the Trust) as compared to a comparable group of funds as classified by Lipper; (b) a discussion by the Trust's/Fund's portfolio management team of investment strategies used by the Trust/Fund during its most recent fiscal year; (c) information on the profitability to the Investment Adviser and its affiliates of the Investment Advisory Agreement and other relationships with the Trust and/or Fund; (d) information on the profitability to the Investment Adviser and its affiliates of the Investment Advisory Agreements and other relationships with the Trust/Fund; and (e) information provided by the Investment Adviser concerning investment advisory fees charged to other clients, such as institutional clients. The Board also considers other matters it deems important to the approval process such as payments made to the Investment Adviser or its affiliates relating to the distribution of Fund shares, services related to the valuation and pricing of Trust/Fund portfolio holdings, allocation of Trust/Fund brokerage fees, and direct and indirect benefits to the Investment Adviser and its affiliates from their relationship with the Trust/Fund. CMA TAX-EXEMPT FUND SEPTEMBER 30, 2005 Disclosure of Investment Advisory Agreement (continued) Certain Specific Renewal Data In connection with the most recent renewal of the Trust's Investment Advisory Agreement in August 2005, the independent Trustees' and Board's review included the following: Investment Adviser's Services and Fund Performance--The Board reviewed the nature, extent and quality of services provided by the Investment Adviser, including the investment advisory services and the resulting performance of the Fund. The Board focused primarily on the Investment Adviser's investment advisory services and the Fund's investment performance, having concluded that the other services provided to the Trust/Fund by the Investment Adviser were satisfactory. The Board compared Fund performance - both including and excluding the effects of the Trust's/Fund's fees and expenses - to the performance of a comparable group of mutual funds, and the performance of a relevant index or combination of indexes. While the Board reviews performance data quarterly, consistent with the Investment Adviser's investment goals, the Board attaches primary importance to performance over relatively long periods of time, typically three to five years. The Board noted that the performance of the Trust/Fund or its predecessor (which had the same objective and strategies of the corresponding Trust) was in the third quintile compared to its Lipper performance group for the one-, three- and five-year periods ended June 30, 2005. The Board concluded that the Trust's/Fund's performance was consistent with the continuation of the management fee rate at its current level and the renewal of the applicable Investment Advisory Agreement. The Investment Adviser's Personnel and Investment Process--The Board reviewed the Trust's/Fund's investment objectives and strategies. The Board discussed with senior management of the Investment Adviser responsible for investment operations and the senior management of the Investment Adviser's municipal investing group the strategies being used to achieve the stated objectives. Among other things, the Board considered the size, education and experience of the Investment Adviser's investment staff, its use of technology, and the Investment Adviser's approach to training and retaining portfolio Investment Advisers and other research, advisory and management personnel. The Board also reviewed the Investment Adviser's compensation policies and practices with respect to the Trust's/Fund's portfolio manager. The Board also considered the experience of the Trust's/Fund's portfolio manager and noted that Mr. Hayes has more than twenty five years experience investing in municipal securities. The Board concluded that the Investment Adviser and its investment staff and the Trust's/Fund's portfolio manager have extensive experience in analyzing and managing the types of investments used by the Trust and the Fund and that the Trust and the Fund benefit from that expertise. Management Fees and Other Expenses--The Board reviewed the Trust's/Fund's contractual management fee rate and actual management fee rate as a percentage of total assets at common asset levels - the actual rate includes advisory and administrative service fees and the effects of any fee waivers - compared to the other funds in its Lipper category. It also compares the Trust's/Fund's total expenses to those of other comparable funds. The Board considered the services provided to and the fees charged by the Investment Adviser to other types of clients such as institutional clients. The Board noted that, as a general matter, fees charged to institutional clients were lower than the fees charged to the Trust/Fund, but determined that the Investment Adviser provided less extensive services to such clients, which tended to hold much larger accounts. The Board noted that the Fund's contractual and actual management fees and total expenses were higher than the median fees charged by the comparable funds as classified by Lipper. The Board concluded that the management fee and fee rate and overall expense ratio were reasonable when compared to those of other comparable funds. Profitability--The Board considered the cost of the services provided to the Trust and Fund by the Investment Adviser and the Investment Adviser's and its affiliates' profits in relation to the management and distribution of the Trust and Fund and the MLIM/FAM-advised funds. As part of its analysis, the Board reviews the Investment Adviser's and its affiliates' methodology in allocating costs to the management of the Trust/Fund and concluded that there was a reasonable basis for the allocation. The Board believes the profits of the Investment Adviser and its affiliates are acceptable in relation to the nature and quality of services provided and given the level of fees and expenses overall. The Board also considered the federal court decisions discussing an investment adviser's profitability, and the profitability levels considered to be reasonable in those decisions. CMA TAX-EXEMPT FUND SEPTEMBER 30, 2005 Disclosure of Investment Advisory Agreement (concluded) Economies of Scale--The Board considered the extent to which economies of scale might be realized as the assets of the Trust/Fund increase and whether there should be changes in the management fee rate or structure in order to enable a Trust and a Fund to participate in these economies of scale. The Board noted that the Trust's/Fund's current management fee rate schedule includes breakpoints that would reduce the Trust's/Fund's management fee rate if its assets increase above certain levels. The Board determined that no changes were currently necessary. Conclusion After the independent Trustees deliberated in executive session, the Board, including all of the independent Trustees, approved the renewal of the existing Investment Advisory Agreement, concluding that the advisory fee was reasonable in relation to the services provided and that a contract renewal was in the best interests of the shareholders. Officers and Trustees Robert C. Doll, Jr.,President and Trustee Ronald W. Forbes,Trustee Cynthia A. Montgomery,Trustee Jean Margo Reid,Trustee Roscoe S. Suddarth,Trustee Richard R. West,Trustee Edward D. Zinbarg,Trustee Kenneth A. Jacob,Senior Vice President John M. Loffredo,Senior Vice President Peter J. Hayes,Vice President Donald C. Burke,Vice President and Treasurer Jeffrey Hiller, Chief Compliance Officer Alice A. Pellegrino,Secretary Custodian State Street Bank and Trust Company P.O. Box 351 Boston, MA 02101 Transfer Agent Financial Data Services, Inc. 4800 Deer Lake Drive East Jacksonville, FL 32246-6484 800-221-7210* * For inquiries regarding your CMA account, call 800-CMA-INFO (800-262-4636). CMA TAX-EXEMPT FUND SEPTEMBER 30, 2005 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 - Schedule of Investments - Not Applicable Item 7 - Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies - Not Applicable Item 8 - Portfolio Managers of Closed-End Management Investment Companies - Not Applicable Item 9 - Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers - Not Applicable Item 10 - Submission of Matters to a Vote of Security Holders - Not Applicable Item 11 - Controls and Procedures 11(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. 11(b) - There were no changes in the registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the Act (17 CFR 270.30a-3(d)) that occurred during the last fiscal half-year of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting. Item 12 - Exhibits attached hereto 12(a)(1) - Code of Ethics - Not Applicable to this semi-annual report 12(a)(2) - Certifications - Attached hereto 12(a)(3) - Not Applicable 12(b) - Certifications - 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. CMA Tax-Exempt Fund and Master Tax-Exempt Trust By: /s/ Robert C. Doll, Jr. ------------------------------- Robert C. Doll, Jr., Chief Executive Officer of CMA Tax-Exempt Fund and Master Tax-Exempt Trust Date: November 17, 2005 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/ Robert C. Doll, Jr. ------------------------------- Robert C. Doll, Jr., Chief Executive Officer of CMA Tax-Exempt Fund and Master Tax-Exempt Trust Date: November 17, 2005 By: /s/ Donald C. Burke ------------------------------- Donald C. Burke, Chief Financial Officer of CMA Tax-Exempt Fund and Master Tax-Exempt Trust Date: November 17, 2005