Exhibit 1(p)

               MERRILL LYNCH VARIABLE SERIES FUNDS, INC.

                       ARTICLES OF AMENDMENT TO
                  ARTICLES SUPPLEMENTARY DESIGNATING
           CLASS A COMMON STOCK AND CLASS B COMMON STOCK OF
                   MERRILL LYNCH CAPITAL FOCUS FUND,
                MERRILL LYNCH SPECIAL VALUE FOCUS FUND,
               MERRILL LYNCH GLOBAL UTILITY FOCUS FUND,
               MERRILL LYNCH GLOBAL STRATEGY FOCUS FUND
                 AND MERRILL LYNCH QUALITY EQUITY FUND

      Merrill Lynch Variable Series Funds, Inc. a Maryland  corporation,  having
its principal  office in Baltimore City,  Maryland (which is hereinafter  called
the "Corporation"),  hereby certifies to the State Department of Assessments and
Taxation of Maryland that:

      FIRST:  The Articles  Supplementary  of the  Corporation  classifying  the
capital stock of the  Corporation as listed above are hereby amended by renaming
the applicable issued and unissued shares of capital stock of the Corporation as
set forth below:



Current Name of Fund/Class                                         New Name of Fund/Class
--------------------------                                         ----------------------
                                                    
Merrill Lynch Capital Focus Fund Class A               Merrill Lynch Balanced Capital Focus Fund
Common Stock                                           Class A Common Stock

Merrill Lynch Capital Focus Fund Class B               Merrill Lynch Balanced Capital Focus Fund
Common Stock                                           Class B Common Stock

Merrill Lynch Special Value Focus Fund Class           Merrill Lynch Small Cap Value Focus Fund
A Common Stock                                         Class A Common Stock

Merrill Lynch Special Value Focus Fund Class           Merrill Lynch Small Cap Value Focus Fund Class B
B Common Stock                                         Common Stock

Merrill Lynch Global Utility Focus Fund Class          Merrill Lynch Utilities and
A Common Stock                                         Telecommunications Focus Fund Class A Common Stock

Merrill Lynch Global Utility Focus Fund Class          Merrill Lynch Utilities and
B Common Stock                                         Telecommunications Focus Fund Class B Common Stock

Merrill Lynch Global Strategy Focus Fund Class         Merrill Lynch Global Allocation Focus Fund
A Common Stock                                         Class A Common Stock

Merrill Lynch Global Strategy Focus Fund               Merrill Lynch Global Allocation Focus Fund
Class B Common Stock                                   Class B Common Stock

Merrill Lynch Prime Bond Fund Class A                  Merrill Lynch Core Bond Focus Fund Class A
Common Stock                                           Common Stock

Merrill Lynch Prime Bond Fund Class B                  Merrill Lynch Core Bond Focus Fund Class B
Common Stock                                           Common Stock

Merrill Lynch Quality Equity Fund Class A              Merrill Lynch Large Cap Core Focus Fund
Common Stock                                           Class A Common Stock

Merrill Lynch Quality Equity Fund Class B              Merrill Lynch Large Cap Core Focus Fund
Common Stock                                           Class B Common Stock





      SECOND:  All of the shares of the Corporation's  Common Stock, as renamed,
continue  to have the same  preferences,  conversion  and other  rights,  voting
powers, restrictions, limitations as to dividends, qualifications, and terms and
conditions  of  redemption  as  set  forth  in  Article  V of  the  Articles  of
Incorporation of the Corporation.

      THIRD:  These  Articles of  Amendment  were  approved by a majority of the
entire  Board  of  Directors  of the  Corporation  and are  limited  to  changes
expressly  permitted  by Section  2-605 of subtitle 6 of Title 2 of the Maryland
General  Corporation  Law  to be  made  without  the  affirmative  vote  of  the
stockholders of the Corporation.

      FOURTH: No other change is intended or effected.

      IN WITNESS WHEREOF,  Merrill Lynch Variable Series Funds,  Inc. has caused
these  presents to be signed in its name and on its behalf by its  President and
witnessed by its Secretary on April 11, 2001.

WITNESS                                    MERRILL LYNCH VARIABLE SERIES FUNDS,
                                           INC.

  /s/ Allan J. Oster                           /s/ Terry K. Glenn
------------------------                   ------------------------------------
Name:  Allan J. Oster                      Name:  Terry K. Glenn
Title:  Secretary                          Title:  President

      THE  UNDERSIGNED,  President of Merrill Lynch Variable Series Funds,  Inc.
who executed on behalf of the Corporation the foregoing Articles of Amendment of
which  this  Certificate  is  made a part,  hereby  acknowledges  the  foregoing
Articles of Amendment to be the  corporate  act of said  Corporation  and hereby
certifies that to the best of his knowledge, information, and belief the matters
and facts set forth  therein  with  respect to the  authorization  and  approval
thereof are true in all material respects under penalties of perjury.

                                                  /s/ Terry K. Glenn
                                                ------------------------------
                                                Name: Terry K. Glenn
                                                Title:   President


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