MERRILL LYNCH CAPITAL FUND INC, 497, 1996-04-19

MERRILL LYNCH CAPITAL FUND INC
497, 1996-04-19

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                       MERRILL LYNCH CAPITAL FUND, INC.


                    SUPPLEMENT DATED APRIL 19, 1996 TO THE
                        PROSPECTUS DATED JULY 27, 1995


     Ernest Watts is  on an indefinite leave of absence  for personal reasons
from his  responsibilities as portfolio manager of the  Fund.  The Fund's day
to day  portfolio  management  responsibilities have  been  assumed  by  Kurt
Schansinger and Walter  Cuje, associate portfolio managers.   Mr. Schansinger
has been an associate portfolio  manager of the Fund and a  Vice President of
Merrill Lynch  Asset Management ("MLAM")  since January  1996.  From  1983 to
1996, he  was a portfolio manager of Oppenheimer  Capital.  Mr. Cuje has been
an  associate portfolio  manager  of the  Fund  since October  1993 and  Vice
President of  MLAM since July  1991.  From 1987  to 1993, he  was a portfolio
manager of MLAM's Insurance Portfolio Group.


CODE # 10044-0795ALL-1
                                      1