MERRILL LYNCH PAN-EUROPEAN GROWTH FUND

                     Supplement dated April 1, 2003, to the
                       Prospectus dated September 13, 2002

         The section captioned "About the Portfolio Management Team" under the
heading "How the Fund Invests" appearing on page 9 is amended by deleting such
information and adding the following:

     The Fund is managed by a team of investment professionals who participate
     in the team's research process and stock selection. The senior investment
     professionals in this group include Hu Aarts, Patrick Degorce, Simon Flood,
     Samuel Joab, Michel Legros and James Macmillian. Samuel Joab is primarily
     responsible for the day-to-day management of the Fund's portfolio.

         The section captioned MERRILL LYNCH INVESTMENT MANAGERS INTERNALTIONAL
LIMITED appearing on page 31 is amended by deleting Olivier Rudigoz.


Code # 19034-0902SUP