As filed with the Securities and Exchange Commission on January 24, 2000
Securities Act File No. 005-40757
Investment Company Act File No. 811-5870
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
----------------
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 $0.10 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:
Thomas R. Smith, Jr., Esq. Bradley J. Lucido, 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
December 17, 1999
(Date Tender Offer First Published
Sent or Given to Security Holders)
<PAGE>
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") of the Fund's shares of common stock,
par value $0.10 per share (the "Shares") and originally filed with the
Securities and Exchange Commission on December 17, 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 January 18,
1999 (the "Expiration Date"). Pursuant to the Offer, 22,285,467.289 Shares
were tendered, all of which were accepted by the Fund for repurchase at a net
asset value of $ 9.65 per share, as determined as of the close of the New York
Stock Exchange on the Expiration Date, for an aggregate purchase price of
$215,054,759.34.
<PAGE>
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.
January 24, 2000 By /s/ Terry K. Glenn
--------------------------------
(Terry K. Glenn, President)