MERRILL LYNCH SENIOR FLOATING RATE FUND II INC, 497, 1999-04-19

MERRILL LYNCH SENIOR FLOATING RATE FUND II INC
497, 1999-04-19

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                 MERRILL LYNCH SENIOR FLOATING RATE FUND, INC.
               MERRILL LYNCH SENIOR FLOATING RATE FUND II, INC.

                  Prospectus Supplement dated April 16, 1999


         "Directors and Officers" is revised by adding the following
individuals, who are primarily responsible for the day-to-day management of
each Fund's portfolio:

         RICHARD C. KILBRIDE (43)--Vice President and Portfolio Manager
(1)(2)-- First Vice President of the Investment Adviser since 1999; Managing
Director of Merrill Lynch Mercury Asset Management and Hotchkis and Wiley from
1997 to 1999; Managing Director of Global Fixed Income at Merrill Lynch Global
Asset Management, Ltd., from 1995 to 1997; Vice President of the Investment
Adviser from 1990 to 1995.

         GILLES MARCHAND (34)--Vice President and Portfolio Manager
(1)(2)--Vice President of the Investment Adviser since 1997; Credit Analyst at
the Investment Adviser from 1996 to 1997; Security Analyst at Massachusetts
Mutual Insurance Company from 1990 to 1996.

         PAUL TRAVERS (39)--Vice President and Portfolio Manager
(1)(2)--Director of the Investment Adviser since 1999; Vice President of the
Investment Adviser from 1998 to 1999; Head of U.S. Corporate Banking at
BHF-BANK New York Branch from 1993 to 1998.

         In  addition,  R.  Douglas  Henderson  has  resigned  as Senior  Vice
President and Portfolio Manager of each Fund.

Code     # 19056-0399ALL