MERRILL LYNCH GLOBAL CONVERTIBLE FUND, INC.
Supplement dated November 6, 1997
to Prospectus dated February 24, 1997
On November 6, 1997, the Board of Directors of the Fund approved an
Agreement and Plan of Reorganization between the Fund and Merrill Lynch
Convertible Fund, Inc. ("Convertible Fund") pursuant to which the Fund would
transfer substantially all of its assets and substantially all of its
liabilities to Convertible Fund in exchange for newly issued shares of
Convertible Fund, and thereafter deregister as an investment company under
the Investment Company Act of 1940, as amended, and dissolve in accordance
with the laws of the State of Maryland (the "Reorganization").
The Reorganization is conditioned upon: (i) approval by the Fund's
shareholders of the Reorganization, and (ii) the receipt of a favorable
private letter ruling from the Internal Revenue Service concerning the tax
consequences of the Reorganization. A special meeting of shareholders of the
Fund will be called to consider and act upon a proposal to approve the
Reorganization. It is currently anticipated that a Notice of the Special
Meeting and a related Proxy Statement and Prospectus will be distributed to
Fund shareholders in late December 1997 and that the special meeting will
take place on February 11, 1998. If all of the requisite approvals are
obtained, it is anticipated that the Reorganization will take place as early
as possible in calendar year 1998.
The Fund and Convertible Fund are open-end management investment
companies with similar, though not identical, investment objectives. The
Fund seeks to provide shareholders with high total return by investing
primarily in an internationally diversified portfolio of convertible debt
securities, convertible preferred stocks and synthetic convertible securities
consisting of a combination of debt securities or preferred stock and
warrants or options. Convertible Fund seeks to provide shareholders with
high total return by investing primarily in a portfolio of convertible debt
securities, convertible preferred stocks and synthetic convertible
securities; such securities may be issued by both U.S. and non-U.S. issuers.
The Board of Directors of Convertible Fund approved the Reorganization on
November 6, 1997.
Merrill Lynch Asset Management, L.P., investment adviser to both the
Fund and Convertible Fund, believes that the Reorganization will benefit the
Fund's shareholders. Following the Reorganization, Fund shareholders will
remain invested in an open-end fund that has an investment objective similar,
although not identical, to that of the Fund and the combined fund will pay an
advisory fee at a lower annual rate than that currently paid by the Fund. In
addition, Fund shareholders are likely to experience certain benefits,
including lower overall expenses per share as a result of certain economies
of scale and greater flexibility in portfolio management.
If the Reorganization takes place, Fund shareholders will receive shares
of that class of shares of Convertible Fund having the same letter
designation (i.e., Class A, Class B, Class C or Class D) and the same
distribution fees, account maintenance fees, and sales charges (including
contingent deferred sales charges), if any, as the shares of the Fund held by
them immediately prior to the Reorganization.
Code # 10665-1197ALL
