<PAGE>
MERRILL LYNCH HEALTHCARE FUND, INC.
------------------------
SUPPLEMENT DATED MAY 4, 1994 TO
STATEMENT OF ADDITIONAL INFORMATION DATED AUGUST 27, 1993
------------------------
'Purchase of Shares--Reduced Initial Sales Charges--Class A
Shares--Retirement Plans' is replaced as follows:
Employer Sponsored Retirement and Savings Plans. Class A shares are offered
at net asset value to employer sponsored retirement or savings plans, such as
tax qualified retirement plans within the meaning of Section 401(a) of the
Internal Revenue Code of 1986, as amended (the 'Code'), deferred compensation
plans within the meaning of Sections 403(b) and 457 of the Code, other deferred
compensation arrangements, VEBA plans, and non-qualified After Tax Savings and
Investment programs, maintained on the Merrill Lynch Group Employee Services
system, herein referred to as 'Employer Sponsored Retirement or Savings Plans',
provided the plan has $5 million or more in existing plan assets initially
invested in portfolios, mutual funds or trusts advised by the Company's
investment adviser either directly or through an affiliate. Class A shares are
being offered at net asset value to Employer Sponsored Retirement or Savings
Plans, provided the plan has accumulated $5 million or more in existing plan
assets invested in mutual funds advised by the Company's investment adviser
charging a front-end sales charge or contingent deferred sales charge. Assets of
Employer Sponsored Retirement or Savings Plans sponsored by the same sponsor or
an affiliated sponsor are being aggregated. The Class A share reduced load
breakpoints also apply to these aggregated assets. Class A shares are being
offered at net asset value to multiple plans sponsored by the same sponsor or an
affiliated sponsor provided that the addition of one or more of the multiple
plans results in aggregate assets of $5 million or more invested in portfolios,
mutual funds or trusts advised by the Company's investment adviser either
directly or through an affiliate. Employer Sponsored Retirement or Savings Plans
are also offered Class A shares at net asset value, provided such plan initially
has 1,000 or more employees eligible to participate in the plan. Employees
eligible to participate in Employer Sponsored Retirement or Savings Plans of the
same sponsoring employer or its affiliates may be aggregated. Tax qualified
retirement plans within the meaning of Section 401(a) of the Code meeting any of
the foregoing requirements and which are provided specialized services (e.g.,
plans whose participants may direct on a daily basis their plan allocations
among a wide range of investments including individual corporate equities and
other securities in addition to mutual fund shares) by the Merrill Lynch
Blueprint (Service Mark) Program, are offered Class A shares at a price equal
to net asset value per share plus a reduced sales charge of 0.50%. Any
Employer Sponsored Retirement or Savings Plan which does not meet the
above-described qualifications to purchase Class A shares at net asset value
has the option of purchasing Class A shares at the sales charge schedule
disclosed in the Prospectus, or if the Employer Sponsored Retirement or
Savings Plan is a qualified retirement plan and meets the specified
requirements, then it may purchase Class B shares with a waiver of the
contingent deferred sales charge upon redemption. The minimum initial and
subsequent purchase requirements are waived in connection with all the above
referenced Employer Sponsored Retirement or Savings Plans.
Code #10255ALL
