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AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON AUGUST 2, 1999
SECURITIES ACT FILE NO. 333-15973
INVESTMENT COMPANY ACT FILE NO. 811-5870
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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SCHEDULE 13E-4
ISSUER TENDER OFFER STATEMENT
(PURSUANT TO SECTION 13(e)(1) OF THE
SECURITIES EXCHANGE ACT OF 1934)
AMENDMENT NO. 1
MERRILL LYNCH SENIOR FLOATING RATE FUND, INC.
(Name of Issuer)
MERRILL LYNCH SENIOR FLOATING RATE FUND, INC.
(Name of Person(s) Filing Statement)
SHARES OF COMMON STOCK, PAR VALUE $.10 PER SHARE
(Title of Class of Securities)
59019R 10 5
(CUSIP Number of Class of Securities)
TERRY K. GLENN
MERRILL LYNCH SENIOR FLOATING RATE FUND, INC.
800 SCUDDERS MILL ROAD
PLAINSBORO, NEW JERSEY 08536
(609) 282-2800
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications on Behalf of Person(s) Filing Statement)
COPIES TO:
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<S> <C>
THOMAS R. SMITH, JR., ESQ. PATRICK D. SWEENEY, ESQ.
BROWN & WOOD LLP MERRILL LYNCH ASSET MANAGEMENT, L.P.
ONE WORLD TRADE CENTER P.O. BOX 9011
NEW YORK, NEW YORK 10048-0557 PRINCETON, NEW JERSEY 08543-9011
JUNE 22, 1999
(Date Tender Offer First Published,
Sent or Given to Security Holders)
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This Amendment No. 1 to the Issuer Tender Offer Statement on Schedule 13E-4
of Merrill Lynch Senior Floating Rate Fund, Inc. (the "Fund") relating to an
offer to purchase (the "Offer") 20,000,000 of the Fund's shaes of common stock,
par value $0.10 per share (the "Shares") and originally filed with the
Securities and Exchange Commission on June 22, 1999 constitutes the final
amendment pursuant to Rule 13e-4(c)(3) under the Securities Exchange Act of 1934
(the "Exchange Act") and General Instruction D of Schedule 13E-4.
The Offer terminated at 12:00 midnight, New York time, on July 20, 1999 (the
"Expiration Date"). Pursuant to the Offer, 18,463,174.950 Shares were tendered,
all of which were accepted by the Fund for repurchase at a net asset value of
$9.80 per share, as determined as of the close of the New York Stock Exchange on
the Expiration Date, for an aggregate purchase price of $180,939,114.80.
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SIGNATURE
After due inquiry and to the best of my knowledge and belief, I certify that
the information set forth in this statement is true, complete and correct.
MERRILL LYNCH SENIOR FLOATING RATE FUND,
INC.
By /s/ TERRY K. GLENN
...........................
(Terry K. Glenn,
President)
June 22, 1999