Filed Pursuant to Rule 497(e)
File No. 2-74452
MERRILL LYNCH VARIABLE SERIES FUNDS, INC.
Supplement dated October 11, 1996 to the
Prospectus of the Company
Capitalized terms used herein but not defined herein shall
have the meanings ascribed to them in the Prospectus of the
Company.
Stockholders of the affected Funds of Merrill Lynch Variable
Series Funds, Inc. (the "Company") at a meeting of stockholders of
the Company held on October 11, 1996 approved the following
proposals: (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, the stockholders of the
Intermediate Government Bond Fund approved a change in the
investment objective of that Fund 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, the stockholders of
the World Income Focus Fund approved a change in the investment
objective of that Fund 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 will be implemented
by the Company on or about December 6, 1996 or such later date as
the 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.
