Filed Pursuant to Rule 497(e)
File No. 2-74452
MERRILL LYNCH VARIABLE SERIES FUNDS, INC.
Supplement dated August 30, 1996 to the
Prospectus of the Company
CAPITALIZED TERMS USED HEREIN BUT NOT DEFINED HEREIN SHALL
HAVE THE MEANING ASCRIBED TO THEM IN THE PROSPECTUS OF THE COMPANY.
The Board of Directors of Merrill Lynch Variable Series Funds,
Inc. (the "Company") has approved the following proposals for
submission to stockholders of the affected Funds at a meeting of
stockholders of the Company scheduled to be held on October 11,
1996: (i) a proposal to amend the fundamental investment
restrictions of each of the Company's Funds other than the Merrill
Lynch Domestic Money Market Fund and Merrill Lynch Reserve Assets
Fund, (ii) a proposal to amend the investment objective of the
Merrill Lynch Intermediate Government Bond Fund and to change the
name of that Fund, (iii) a proposal to amend the investment
objective of the Merrill Lynch World Income Focus Fund and to
change the name of that Fund, (iv) a proposal to approve an
Agreement and Plan of Reorganization providing for the combination
of the Company's Merrill Lynch International Bond Fund with and
into its Merrill Lynch World Income Focus Fund and (v) a proposal
to approve an Agreement and Plan of Reorganization providing for
the combination of the Company's Merrill Lynch Flexible Strategy
Fund with and into its Merrill Lynch Global Strategy Focus Fund.
With respect to proposal (ii) above, it is proposed that the
Intermediate Government Bond Fund's investment objective be changed
to permit that Fund to invest in debt securities issued or
guaranteed by the U.S. Government, its agencies or
instrumentalities with a maturity GREATER THAN fifteen years. With
respect to proposal (iii) above, it is proposed that the World
Income Focus Fund's investment objective be changed from seeking
"to provide to stockholders high current income" to seeking "to
provide to stockholders a high total investment return".
It is anticipated that all the proposals, if approved by the
stockholders of the affected Funds, will be implemented on or about
December 13, 1996 or such later date as the proposed
reorganizations contemplated in proposals (iv) and (v) above are
consummated. FOR FURTHER INFORMATION ABOUT THE PROPOSALS, PLEASE
SEE THE PROXY STATEMENT-PROSPECTUS OF THE COMPANY DATED AUGUST 30,
1996, WHICH IS AVAILABLE UPON WRITTEN REQUEST ADDRESSED TO IRA P.
SHAPIRO, SECRETARY, MERRILL LYNCH VARIABLE SERIES FUNDS, INC., P.O.
BOX 9011, PRINCETON, NEW JERSEY 08543.
