MERRILL LYNCH STRATEGIC DIVIDEND FUND
497, 2000-11-30
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                      MERRILL LYNCH STRATEGIC DIVIDEND FUND
                       Supplement Dated November 30, 2000
                      to Prospectus Dated November 28, 2000


     The Board of Trustees of Merrill Lynch Strategic Dividend Fund (the "Fund")
has  approved,  subject to shareholder approval, a proposal to revise the Fund's
investment  objective  (i)  to  permit  it to purchase individual stocks without
regard to whether their dividend yield exceeds that of the Standard & Poor's 500
Index  and  (ii)  to  affirmatively  state  that in addition to the objective of
long-term total return, the Fund's objective is also to seek current income.  As
revised,  the  Fund's  investment  objective  would  be "to seek long-term total
return  and  current  income."

     In  connection with these revisions to the Fund's investment objective, the
Board  has  adopted, subject to shareholder approval of the foregoing changes, a
non-fundamental  policy  (i.e.,  one  that  can  be  changed without shareholder
approval)  that  will  require  the  Fund's  portfolio,  in the aggregate, to be
structured  in  a  manner designed to produce (i) long-term capital appreciation
and (ii) a net portfolio yield in excess of the average of mutual funds invested
primarily  in  U.S.  equities.

     If  these  revisions  to  the  Fund's  investment objective are approved by
shareholders, the Fund will change its name to Merrill Lynch Equity Income Fund.

     A  special  shareholders  meeting called to consider the proposals has been
adjourned to December 20, 2000.  The Fund anticipates that the proposals will be
approved  at  that  time.


Code  #  10559-1100



<PAGE>


                      MERRILL LYNCH STRATEGIC DIVIDEND FUND
                       Supplement Dated November 30, 2000
         to Statement of Additional Information Dated November 28, 2000


     The Board of Trustees of Merrill Lynch Strategic Dividend Fund (the "Fund")
has  approved,  subject to shareholder approval, a proposal to revise the Fund's
investment  objective  (i)  to  permit  it to purchase individual stocks without
regard to whether their dividend yield exceeds that of the Standard & Poor's 500
Index  and  (ii)  to  affirmatively  state  that in addition to the objective of
long-term total return, the Fund's objective is also to seek current income.  As
revised,  the  Fund's  investment  objective  would  be "to seek long-term total
return  and  current  income."

     In  connection with these revisions to the Fund's investment objective, the
Board  has  adopted, subject to shareholder approval of the foregoing changes, a
non-fundamental  policy  (i.e.,  one  that  can  be  changed without shareholder
approval)  that  will  require  the  Fund's  portfolio,  in the aggregate, to be
structured  in  a  manner designed to produce (i) long-term capital appreciation
and (ii) a net portfolio yield in excess of the average of mutual funds invested
primarily  in  U.S.  equities.

     If  these  revisions  to  the  Fund's  investment objective are approved by
shareholders, the Fund will change its name to Merrill Lynch Equity Income Fund.

     A  special  shareholders  meeting called to consider the proposals has been
adjourned to December 20, 2000.  The Fund anticipates that the proposals will be
approved  at  that  time.



Code  #  10560-1100


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