MERRILL LYNCH PHOENIX FUND INC
497, 1994-05-18
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<PAGE>   1
 
                        MERRILL LYNCH PHOENIX FUND, INC.
 
                SUPPLEMENT TO PROSPECTUS DATED NOVEMBER 24, 1993
 
                              FOR USE IN WISCONSIN
 
     The Fund has authority to invest up to 10% of its assets in securities
which are subject to legal or contractual restrictions on resale. Restrictions
on resale may involve additional risks to the Fund.
 
Code #10121WI


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