MERRILL LYNCH REAL ESTATE FUND INC
497, 2001-01-19
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                     MERRILL LYNCH REAL ESTATE FUND, INC.



                       Supplement dated January 19, 2001
                    to the Prospectus dated March 30, 2000



     The Board of Directors has approved the liquidation of Merrill Lynch Real
Estate Fund, Inc. (the "Fund") pursuant to a Plan of Liquidation and
Dissolution, subject to stockholder approval at a meeting to be held on April
30, 2001 (the "Meeting"). The Board of Directors has fixed the close of
business on February 27, 2001 as the record date for the determination of
stockholders entitled to notice of and to vote at the Meeting or any
adjournment thereof.

     Stockholders are reminded that they have an exchange privilege with other
Merrill Lynch mutual funds as set forth under "How to Buy, Sell, Transfer and
Exchange Shares."



Code #19017-03-00 ALL



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