Exhibit (a)(5)(iii) (BULL LOGO) Merrill Lynch Investment Managers Semi-Annual Report February 28, 2001 Merrill Lynch Senior Floating Rate Fund, Inc. www.mlim.ml.com Merrill Lynch Senior Floating Rate Fund, Inc. seeks as high a level of current income and such preservation of capital as is consistent with investment in senior collateralized corporate loans made by banks and other financial institutions. This report, including the financial information herein, is transmitted for use only to the shareholders of Merrill Lynch Senior Floating Rate Fund, Inc. for their information. It is not a prospectus, circular or representation intended for use in the purchase of shares of the Fund or any securities mentioned in this report. Past performance results shown in this report should not be considered a representation of future performance. The Fund has the ability to leverage its Common Stock to provide Common Stock shareholders with a potentially higher rate of return. Leverage creates risk for Common Stock shareholders, including the likelihood of greater volatility of net asset value and market price of Common Stock shares, and the risk that fluctuations in short-term interest rates may reduce the Common Stock's yield. Statements and other information herein are as dated and are subject to change. Merrill Lynch Senior Floating Rate Fund, Inc. Box 9011 Princeton, NJ 08543-9011 Printed on post-consumer recycled paper#11022-2/01 Merrill Lynch Senior Floating Rate Fund, Inc. DEAR SHAREHOLDER Investment Approach Merrill Lynch Senior Floating Rate Fund, Inc. consists largely of participations in leveraged bank loans. These loans are generally senior secured floating rate investments. In response to general economic events and trends, the leveraged bank loan market tends to move in a similar direction, but with less volatility, as the high- yield bond market. The linkage between the two markets can be ascribed to the fact that the issuers of debt as well as the buyers of that debt tend to participate in both markets (based on similar credit rating and risk/reward profiles of the markets). The lower price volatility of bank loan investments can be attributed to two factors. First, bank loans are usually senior secured obligations and, thus, generally offer investors greater principal protection than unsecured bonds. Second, bank loans are floating rate instruments whose principal value does not move inversely with interest rate movements, as is the case with fixed-income bonds. Fund Performance The Fund's effective net annualized yield for the six-month period ended February 28, 2001 was 9.39%, compared to a yield of 7.83% for the same period a year earlier. The Fund's net asset value decreased from $9.45 per share to $9.10 per share during the period. During the same period, the Fund earned $0.423 per share income dividends, representing a net annualized yield of 9.39%, based on a per share net asset value of $9.10 at February month-end. The Fund's total investment return during the six-month period ended February 28, 2001 was +0.68%, based on a $0.36 per share decrease in net asset value and assuming reinvestment of $0.428 per share income dividends. Since inception (November 3, 1989) through February 28, 2001, the Fund's total investment return was +102.58%, based on a change in per share net asset value from $10.00 to $9.10, and assuming reinvestment of $8.008 per share income dividends. The Fund's return of +0.68%, for the six-month period ended February 28, 2001, underperformed the unmanaged CS First Boston Leveraged Loan Index, which had a return of +2.79%. During this period, the Fund was underweighted relative to the Index in energy and healthcare issues, two sectors that outperformed. The energy sector benefited from the dramatic rise in commodity prices, while the healthcare sector rebounded from its earlier very depressed levels. The Fund was only slightly underweighted in energy (0.35% of net assets compared to 0.47% in the Index) but, reflecting our unfavorable experience with that sector in recent years, was significantly underweighted in healthcare (3.9% compared to 9.4% in the Index). Market Review The six-month period ended February 28, 2001 was marked by two distinct trends in the high-yield and leveraged loan markets. During the second half of 2000, these markets operated in a very negative credit environment, culminating in total withdrawals from high-yield mutual funds in excess of $10 billion for the year 2000. In 2001, the markets began to rally in response to the Federal Reserve Board's early interest rate cuts. Flows into the high-yield market reversed course after the interest rate cuts and, through February, total year-to-date inflows amounted to $3.25 billion. Since many investors in the high-yield market also participate in the leveraged bank loan market, the increased demand for leveraged finance product caused by this additional market liquidity resulted in an increase in market prices. Additionally, during the first two months of 2001, high-yield spreads rebounded from a near record of 959 basis points (9.59%) at year-end 2000, as measured by the unmanaged CS First Boston Global High Yield Index, to 830 basis points (considerably higher than the historic average of 529 basis points and the year- end 1999 figure of 549 basis points). Merrill Lynch Senior Floating Rate Fund, Inc. February 28, 2001 Despite the improved tone of the market, there continues to be concern about the overall default rate. During 1999, Moody's Investors Service's dollar-weighted default rate for high-yield bonds peaked at 7.8%, its highest level since 1991, before falling back down to 6.2% by December 31, 2000. We believe that in 2001 default rates will yet again increase in response to the weakening of certain sectors, including wired telecommunications and autos. This expected increase is in line with historical trends, which show that of the high-yield issues that eventually default, the majority does so within three years - four years of issuance. Counting back three years - four years from 2001 brings us back to the 1997 - 1998 period, which was generally characterized by lower credit standards than existed in the years hence. Therefore, we believe that should the historical trend hold, defaults could be expected to rise in 2001 from year-end 2000 levels, before falling back to more typical levels in 2002. Investment Activities Pricing pressure in the wired telecommunications, computer-related products, metals & mining and automotive sectors had the greatest negative effect on the Fund during the period. In each of the first two sectors, the majority of the impact was derived primarily from one credit, while the problems in metals & mining and automotive stemmed from an industrywide decline in revenues in a rising expense environment. In wired telecommunications, our position in Teligent Inc. declined almost 65 points. Teligent, a national competitive local exchange carrier, has had the dual problems of revenue shortfalls (driven by a decline in telecommunications access fees) and management upheaval. We decided to remain invested in this issue because of its asset value (wireless spectrum) and its notable sponsor group. In the computer-related sector, Bridge Information Systems also endured a precipitous decline. Bridge, a provider of proprietary financial information services to the equity markets, has been plagued with billing and integration issues and, during the quarter, filed for bankruptcy. In the metals & mining sector, falling commodity prices negatively affected steelmakers LTV Corporation and Ispat Inland. As for the automotive equipment suppliers in our portfolio, their use of aggressive pricing coupled with a business model using lower production volumes left them unprepared for overtime and adequate maintenance. The problems were further aggravated by demands for price cuts by their customers, the original equipment manufacturers. On the positive side, the Fund continues to be anchored by substantial investment in wireless telecommunications (11.2% of total assets), cable television services (10%), hotels & motels (5.9%) and broadcasting (4%). These sectors are characterized by significant asset values and strong cashflow. At February 28, 2001, the Fund's largest holdings were comprised largely of representatives from these sectors, including Nextel Communications, Inc., Charter Communications Holdings, Century Cable LLC and Wyndham International, Inc. (For complete details of the Fund's largest holdings and industries, see the "Portfolio Profile" section of this report to shareholders on page 21.) Investment Strategy Thus far in 2001, we have seen some relief from the technical aspects of the pricing pressure that had impacted the market so significantly in 2000. This occurrence has allowed us to set the course toward a reversal of the downward trend in the net asset value by creating the liquidity needed to participate in a market rally. Specifically, during this period, we have exited certain lower-coupon issues that have regained par or near-par pricing levels after a prolonged period of sub-par market values. The assets created have been or will be redeployed into the new-issue market, which continues to offer attractive spreads and original-issue discounts, as well as in certain secondary situations where we still see value. We believe the Fund continues to be well balanced with 154 issuers spread across 42 industries. The Fund also has an attractive ratings profile as compared to the Index. The Fund was weighted almost equally relative to the Index in Ba-rated securities (46.0% of total assets compared to 48.6%), overweighted in B-rated securities (30.1% compared to 25.4%), underweighted in Caa-rated securities (2.4% compared to 4.4%) and slightly overweighted in securities not rated (21.4% compared to 19.3%). Merrill Lynch Senior Floating Rate Fund, Inc. February 28, 2001 In Conclusion We believe that, with adequate diversification and a solid credit profile as its base, we can better position the Fund to take greater advantage of any sustained reversal of technical price pressures on the leveraged finance market. Our ability to bring this to fruition will be challenged, as always, by any significant changes in fundamental credit aspects of its issuers as well as the need to meet future shareholder redemptions. We thank you for your investment in Merrill Lynch Senior Floating Rate Fund, Inc., and we look forward to reviewing our outlook and strategy with you again in our next report to shareholders. Sincerely, (Terry K. Glenn) Terry K. Glenn President and Director (Kevin J. Booth) Kevin J. Booth Vice President and Portfolio Manager (Joseph Matteo) Joseph Matteo Vice President and Portfolio Manager April 5, 2001 We are pleased to announce that Kevin J. Booth and Joseph Matteo are responsible for the day-to-day portfolio management of Merrill Lynch Senior Floating Rate Fund, Inc. Mr. Booth has been employed by Merrill Lynch Investment Managers, L.P. (MLIM) as Director since 1998 and Vice President from 1991to 1998. Mr. Matteo has been employed by MLIM as Director since 2001 and as Vice President from 1997 to 2001. Prior to that, Mr. Matteo was Vice President at The Bank of New York from 1994 to 1997. Merrill Lynch Senior Floating Rate Fund, Inc. February 28, 2001 THE BENEFITS AND RISKS OF LEVERAGING Merrill Lynch Senior Floating Rate Fund, Inc. has the ability to utilize leverage through borrowings or issuance of short-term debt securities or shares of Preferred Stock. The concept of leveraging is based on the premise that the cost of assets to be obtained from leverage will be based on short-term interest rates, which normally will be lower than the return earned by the Fund on its longer-term portfolio investments. To the extent that the total assets of the Fund (including the assets obtained from leverage) are invested in higher-yielding portfolio investments, the Fund's Common Stock shareholders will be the beneficiaries of the incremental yield. Leverage creates risks for holders of Common Stock including the likelihood of greater net asset value and market price volatility. In addition, there is the risk that fluctuations in interest rates on borrowings (or in the dividend rates on any Preferred Stock, if the Fund were to issue the Preferred Stock) may reduce the Common Stock's yield and negatively impact its market price. If the income derived from securities purchased with assets received from leverage exceeds the cost of leverage, the Fund's net income will be greater than if leverage had not been used. Conversely, if the income from the securities purchased is not sufficient to cover the cost of leverage, the Fund's net income will be less than if leverage had not been used, and therefore the amount available for distribution to Common Stock shareholders will be reduced. In this case, the Fund may nevertheless decide to maintain its leveraged position in order to avoid capital losses on securities purchased with leverage. However, the Fund will not generally utilize leverage if it anticipates that its leveraged capital structure would result in a lower rate of return for its Common Stock than would be obtained if the Common Stock were unleveraged for any significant amount of time. As discussed in footnote 6 in the Notes to Financial Statements on page 20, the Fund has not used this leverage capability. Merrill Lynch Senior Floating Rate Fund, Inc. February 28, 2001 SCHEDULE OF INVESTMENTS S&P Moody's Face Senior Secured Industries Rating Rating Amount Floating Rate Loan Interests* Value Aircraft & BB- Ba3 $ 2,918,824 Fairchild Semiconductors Corp., Parts--0.1% Term, due 4/30/2006 $ 2,725,452 Amusement & NR++ NR++ 4,862,500 Kerastotes, Term B, due 12/31/2004 4,449,187 Recreational Metro-Goldwyn-Mayer Co.: Services--0.6% NR++ NR++ 4,000,000 Term A, due 3/31/2005 3,926,668 NR++ NR++ 4,500,000 Term B, due 3/31/2006 4,471,173 -------------- 12,847,028 Apparel--1.4% Arena Brands, Inc.: NR++ NR++ 1,596,389 Revolving Credit, due 6/01/2002 1,516,569 NR++ NR++ 2,240,869 Term A, due 6/01/2002 2,128,826 NR++ NR++ 6,839,344 Term B, due 6/01/2002 6,497,377 NR++ NR++ 9,493,903 Humphreys Inc., Term B, due 1/15/2003 8,117,287 NR++ NR++ 4,887,500 Norcross Safety Products, Term, due 9/30/2005 4,795,859 Walls Industries: NR++ NR++ 1,148,936 Term B, due 2/28/2005 1,118,949 NR++ NR++ 1,627,659 Term C, due 2/28/2006 1,588,107 BB B1 7,360,000 Warnaco Inc., due 8/12/2002 3,440,800 -------------- 29,203,774 Automotive Breed Technologies, Inc.: Equipment--2.1% NR++ NR++ 4,947,407 Term A, due 4/27/2004+++ (c) 688,683 NR++ NR++ 9,524,003 Term B, due 4/27/2006+++ (c) 1,325,749 B+ B1 19,976,190 Citation Corporation, Term B, due 12/01/2007 16,580,238 BB- Ba3 15,912,000 Collins & Aikman Corp., Term B, due 6/30/2005 15,195,960 Tenneco Automotive Inc.: BB- B2 6,764,286 Term B, due 11/02/2007 5,640,663 BB- B2 6,764,286 Term C, due 5/02/2008 5,640,663 -------------- 45,071,956 Broadcasting-- B B1 19,500,000 Benedek Broadcasting Corporation, Radio & Term B, due 11/20/2007 19,207,500 Television--4.0% NR++ NR++ 7,425,000 Corus Entertainment Inc., Tranche II, due 8/31/2007 7,443,563 Cumulus Media Inc.: B B1 7,200,000 Term B, due 9/30/2007 7,149,002 B B1 4,800,000 Term C, due 2/28/2008 4,766,002 B+ Ba3 7,000,000 Gray Communications Systems, Term B, due 12/31/2005 7,032,816 BB- Ba2 12,500,000 Sinclair Broadcasting Group, Term, due 12/31/2004 12,098,963 BB- Ba1 2,500,000 Susquehanna Medical Co., Term B, due 6/30/2008 2,504,687 NR++ NR++ 4,455,000 VHR Broadcasting, Term B, due 9/30/2007 4,463,353 BB Ba2 20,000,000 Young Broadcasting Inc., Term B, due 12/31/2006 20,171,260 -------------- 84,837,146 Building NR++ NR++ 16,562,547 Dal-Tile International Inc., Materials--1.1% Term B, due 12/31/2003 16,180,489 B+ B1 2,827,792 Panolam Industries, Term B, due 12/31/2005 2,831,327 NR++ B1 3,484,811 Trussway Industries, Term B, due 12/31/2006 3,293,147 -------------- 22,304,963 Business BB- B1 8,230,132 Info USA Inc., Term B, due 6/30/2006 7,900,926 Services--0.4% Merrill Lynch Senior Floating Rate Fund, Inc. February 28, 2001 SCHEDULE OF INVESTMENTS (CONTINUED) S&P Moody's Face Senior Secured Industries Rating Rating Amount Floating Rate Loan Interests* Value Cable BB Ba3 $10,900,000 CC VIII Operating Co. LLC, Term B, Television due 2/02/2008 $ 10,910,900 Services--10.0% BB Ba3 50,000,000 Century Cable LLC, Term, due 6/30/2009 49,995,200 Charter Communications Holdings: BB+ Ba3 9,000,000 Term, due 9/18/2008 8,994,996 BB+ Ba3 65,443,750 Term B, due 3/18/2008 65,434,981 BB- Ba3 23,704,687 Chelsea Communications, Term B, due 9/30/2004 23,660,241 BB+ Ba3 9,800,000 Falcon Holdings, Term C, due 12/31/2007 9,711,800 Frontiervision Operating Partners L.P.: BB Ba3 4,464,593 Term A, due 9/30/2005 4,447,851 BB Ba3 15,834,000 Term B, due 3/31/2006 15,715,245 BB+ Ba3 2,000,000 Insight Midwest, Term B, due 1/05/2010 2,010,500 B+ B1 11,500,000 Pegasus Media & Communications, Term, due 4/30/2005 11,504,795 NR++ NR++ 10,000,000 UCH/HHC Inc., Term B, due 12/31/2004 9,973,960 -------------- 212,360,469 Chemicals--5.9% NR++ Ba2 7,500,000 Avecia Limited, Term C, due 6/30/2008 7,405,500 NR++ NR++ 3,770,899 CII Carbon LLC, Term, due 6/25/2008 3,756,758 NR++ NR++ 11,000,410 Cedar Chemical Corp., Term B, due 10/31/2003 6,600,246 Huntsman Corp.: BB Ba3 11,063,925 Term C, due 12/31/2005 10,353,987 BB Ba3 7,889,822 Term D, due 12/31/2002 7,291,513 Huntsman ICI Chemicals LLC: Ba3 BB 16,503,880 Term B, due 6/30/2007 16,598,777 Ba3 BB 16,503,881 Term C, due 6/30/2008 16,598,778 B+ Ba2 11,536,636 Koppers Industries Inc., Term B, due 11/30/2004 11,435,690 Lyondell Petrochemical Co.: NR++ Ba3 6,213,448 Term B, due 6/30/2005 6,262,895 Ba3 NR++ 24,562,464 Term E, due 5/17/2006 25,345,393 NR++ NR++ 4,870,107 Pinnacle Polymers, Term B, due 12/31/2005 4,867,672 D Caa1 7,740,000 Pioneer Americas Acquisition Corp., Term, due 12/05/2006 2,902,500 BB- B1 5,377,281 Texas Petrochemicals Corp., Term B, due 6/30/2004 5,363,838 -------------- 124,783,547 Computer-Related Bridge Information Systems: Products--0.3% NR++ NR++ 1,846,334 Delayed Draw, due 7/07/2003 253,871 Ca D 20,088,584 Term B, due 5/24/2005 2,732,047 Ca D 3,652,470 Term B, due 5/29/2005 496,736 NR++ NR++ 3,667,969 Stratus Computer, Inc., Term B, due 2/26/2005 3,640,459 -------------- 7,123,113 Consumer B B1 8,133,636 Amscan Holdings, Inc., Axel, due 12/19/2004 7,177,934 Products--1.8% BB- Ba3 12,077,558 Burhmann NV, Term B, due 10/26/2007 12,091,580 B+ B1 4,186,250 Holmes Products Corp., Term B, due 2/05/2007 3,840,884 B+ B2 7,967,091 Revlon Consumer Products Corp., Term, due 5/30/2002 7,635,127 Simmons Co.: B+ Ba3 2,084,116 Term B, due 10/29/2005 2,089,586 B+ Ba3 4,709,067 Term C, due 10/29/2006 4,721,428 -------------- 37,556,539 Merrill Lynch Senior Floating Rate Fund, Inc. February 28, 2001 SCHEDULE OF INVESTMENTS (CONTINUED) S&P Moody's Face Senior Secured Industries Rating Rating Amount Floating Rate Loan Interests* Value Electronics/ B+ NR++ $ 7,392,234 Acterna Corporation, Term B, due 9/30/2007 $ 7,358,969 Electrical BB Ba2 4,962,500 Amkor Technology Inc., Term B, due 9/30/2005 4,986,280 Components-- B+ B1 7,425,000 Chippac International Co., Ltd., Term B, 4.6% due 7/31/2006 7,360,031 B B2 5,000,000 Cook Inlet, Term A, due 12/31/2007 4,987,500 B+ B1 5,037,294 DD Inc., Term B, due 4/22/2005 5,015,255 B+ B1 4,975,000 Knowles Electronics Inc., Term B, due 6/29/2007 4,763,562 Semiconductor Components: BB- Ba3 14,444,444 Term B, due 8/04/2006 14,426,389 BB- Ba3 15,555,556 Term C, due 8/04/2007 15,536,111 BB- Ba3 6,000,000 Term D, due 8/04/2007 5,995,002 Superior Telecom: B B2 14,680,836 Term A, due 5/27/2004 13,276,981 B+ Ba3 7,686,510 Term B, due 11/27/2005 6,920,265 CCC+ Ba3 6,531,133 Telex Communications, Inc., Term B, due 11/30/2004 5,714,741 NR++ B1 2,152,229 Trend Technologies, Inc., Term, due 2/28/2007 2,141,467 -------------- 98,482,553 Environmental IT Group Inc.: Services--1.0% BB B1 8,712,000 Term, due 6/08/2007 8,624,880 BB B1 3,722,712 Term B, due 6/11/2006 3,666,871 URS Corp.: BB Ba3 3,947,425 Term B, due 6/09/2006 3,977,030 BB Ba3 3,947,425 Term C, due 6/09/2007 3,977,030 -------------- 20,245,811 Financial B+ B2 9,862,625 Outsourcing Solutions, Inc., Services--0.4% Term B, due 6/01/2006 9,287,309 Funeral Homes & NR++ Caa1 13,797,309 Prime Succession Inc., Axel, due 8/01/2003 10,347,981 Parlors--0.8% B- B2 6,396,478 Rose Hills Co., Axel A, due 12/01/2003 5,820,795 -------------- 16,168,776 Gaming--1.6% Alliance Gaming Corp.: B B2 2,510,595 Delayed Draw, due 1/31/2005 2,441,553 B B2 7,454,503 Term B, due 1/31/2005 7,249,505 B B2 3,973,707 Term C, due 7/31/2005 3,864,430 Ameristar: B+ Ba3 1,594,675 Term B, due 12/31/2006 1,597,665 B+ Ba3 1,366,864 Term C, due 12/31/2007 1,369,427 B+ B1 2,500,000 Autotote Corporation, Term B, due 9/30/2007 2,406,250 Isle of Capri Casinos, Inc.: BB- Ba2 8,204,667 Term B, due 3/01/2006 8,237,354 BB- Ba2 7,179,083 Term C, due 3/01/2007 7,207,685 -------------- 34,373,869 Grocery--0.8% D Caa1 4,912,500 Big V Supermarkets Inc., Term B, due 8/10/2003 4,298,438 The Pantry Inc.: BB- B1 4,909,547 Term B, due 1/31/2006 4,925,910 BB- B1 1,714,956 Term B-2, due 1/31/2006 1,720,672 BB- B1 5,197,500 Term C, due 7/31/2006 5,220,239 -------------- 16,165,259 Merrill Lynch Senior Floating Rate Fund, Inc. February 28, 2001 SCHEDULE OF INVESTMENTS (CONTINUED) S&P Moody's Face Senior Secured Industries Rating Rating Amount Floating Rate Loan Interests* Value Health Services-- NR++ B1 $ 81,957 Caremark Rx Inc., Term A, due 6/08/2001 $ 81,829 2.9% Community Health Systems, Inc.: NR++ NR++ 8,410,380 Term B, due 12/31/2003 8,348,808 NR++ NR++ 8,410,380 Term C, due 12/31/2004 8,350,305 NR++ NR++ 674,880 Term D, due 12/31/2005 672,771 Dade Behring Inc.: B Caa1 4,912,626 Term B, due 6/30/2006 3,287,952 B Caa1 4,912,626 Term C, due 6/30/2007 3,287,952 NR++ Ba2 20,600,695 Davita Inc., Term, due 3/31/2008 20,560,235 NR++ NR++ 2,087,558 Endo Pharmaceuticals, Term B, due 6/30/2004 2,045,806 NR++ NR++ 14,516,250 Iasis Healthcare Corp., Term B, due 9/30/2006 14,603,348 -------------- 61,239,006 Hotels & Motels-- B+ NR++ 4,578,603 Lodgian Financing Corp., Term B, due 7/31/2006 4,584,326 5.8% NR++ NR++ 6,936,655 Strategic Hotels Inc., Term, due 11/16/2004 6,980,009 Wyndam International, Inc.: NR++ NR++ 43,664,615 Term, due 6/30/2004 43,543,315 NR++ NR++ 69,000,000 Term, due 6/30/2006 68,486,778 -------------- 123,594,428 Industrial B+ B1 6,435,000 Muzak Audio, Term B, due 12/31/2006 6,330,431 Services--0.3% Insurance--0.9% BRW Acquisition: NR++ NR++ 2,400,000 Term B, due 7/09/2006 2,364,000 NR++ NR++ 2,400,000 Term C, due 7/09/2007 2,364,000 Willis Corroon Group PLC: BB Ba2 6,781,250 Term B, due 11/19/2006 6,778,070 BB Ba2 3,952,500 Term C, due 11/19/2007 3,956,618 BB Ba2 3,952,500 Term D, due 5/19/2008 3,956,618 -------------- 19,419,306 Leasing & Rental BB- B2 11,820,000 Anthony Crane Rental L.P., Term, Services--2.2% due 7/20/2006 9,633,300 NR++ NR++ 6,871,245 MEDIQ PRN Life Support Services, Term, due 6/30/2006 4,535,021 Medical Specialties: NR++ NR++ 12,845,454 Axel, due 6/30/2004 6,294,273 NR++ NR++ 4,418,182 Term, due 6/30/2001 2,164,909 BB- B2 6,930,000 Nations Rent Inc., Term B, due 7/20/2006 4,885,650 B+ B2 6,855,561 Panavision Inc., Term B, due 3/31/2005 6,332,824 B- NR++ 11,850,210 Rent Way Inc., Term B, due 9/30/2006 10,961,444 BB+ Ba3 2,487,500 United Rentals Inc., Term C, due 8/12/2006 2,408,878 -------------- 47,216,299 Manufacturing-- B B1 12,621,313 Blount International Inc., Term B, due 6/30/2006 12,384,663 2.2% NR++ NR++ 7,800,000 Channel Master, Term, due 10/10/2005 7,765,875 Environmental Systems Product, Inc.: NR++ NR++ 3,739,547 Term 1, due 12/31/2004 2,757,916 NR++ NR++ 1,934,115 Term 2, due 12/31/2004 899,364 NR++ NR++ 4,950,000 Metokote Corp., Term B, due 11/02/2005 4,950,000 Mueller Industries Inc.: B+ B1 6,156,250 Term B, due 8/16/2006 6,181,263 B+ B1 6,156,250 Term C, due 8/16/2007 6,182,223 Merrill Lynch Senior Floating Rate Fund, Inc. February 28, 2001 SCHEDULE OF INVESTMENTS (CONTINUED) S&P Moody's Face Senior Secured Industries Rating Rating Amount Floating Rate Loan Interests* Value Manufacturing Terex Corp.: (concluded) BB- Ba3 $ 4,022,292 Term B, due 3/06/2005 $ 4,008,468 BB- Ba3 4,095,248 Term C, due 3/06/2006 4,096,956 -------------- 49,226,728 Medical Alaris Medical Systems, Inc.: Equipment-- B+ B1 1,814,997 Term A, due 8/01/2002 1,796,847 0.5% B+ B1 3,674,901 Term B, due 11/01/2003 3,661,121 B+ B1 3,674,902 Term C, due 11/01/2004 3,661,121 B+ B1 1,757,257 Term D, due 5/01/2005 1,750,667 -------------- 10,869,756 Metals & CCC- Caa2 19,000,000 AEI Resources Inc., Term B, due 12/31/2004 10,450,000 Mining--4.2% NR++ NR++ 10,010,320 Acme Metals, Inc., Term, due 12/01/2005 7,517,750 Ispat Inland LP: BB Ba3 19,012,500 Term B, due 7/15/2005 15,495,188 BB- Ba3 19,012,500 Term C, due 7/15/2006 15,495,188 D Caa3 12,063,333 LTV Corporation, Term, due 11/10/2004 9,469,717 BB- B1 31,000,000 Ormet Corporation, Term, due 8/15/2008 30,922,500 -------------- 89,350,343 Other Pacific Coin: Telecommun- NR++ NR++ 4,258,528 Term A, due 12/31/2002 1,916,338 ications--0.2% NR++ NR++ 2,706,034 Term B, due 12/31/2004 1,217,715 -------------- 3,134,053 Packaging--1.4% NR++ NR++ 16,352,553 Dr. Pepper, Term B, due 10/07/2007 16,349,151 B+ B1 14,700,000 Graham Packaging Co., Term D, due 1/31/2007 13,741,869 -------------- 30,091,020 Paging--0.3% B- B2 9,498,431 Arch Paging, Term B, due 6/30/2006 6,142,322 Paper--5.7% NR++ NR++ 6,398,437 Cellular Tissue, Term C, due 3/24/2005 6,078,516 NR++ B2 7,879,498 Crown Paper Co., Term B, due 8/22/2003 3,398,034 BB Ba2 11,853,268 Pacifica Papers Inc., Term B, due 3/12/2006 11,890,309 Riverwood International Inc.: B B1 5,019,844 Term A, due 2/28/2003 5,009,649 B B1 19,100,634 Term B, due 2/28/2004 19,183,111 B B1 6,619,819 Term C, due 8/28/2004 6,648,404 Stone Container Corp.: B+ Ba3 17,898,458 Term C, due 10/01/2003 17,981,346 B+ Ba3 7,913,713 Term E, due 10/01/2003 7,950,598 B+ Ba3 11,182,087 Term F, due 3/31/2006 11,231,009 B+ Ba3 12,373,148 Term G, due 3/31/2006 12,398,921 B+ Ba3 10,656,667 Term H, due 3/31/2006 10,678,864 Stronghaven: NR++ NR++ 9,002,068 Term B, due 5/15/2004 7,651,758 NR++ NR++ 1,643,721 Term C, due 5/15/2004 1,397,163 -------------- 121,497,682 Petroleum BB- Ba3 9,444,790 Clark Refining & Marketing, Inc., Refineries--0.3% Term, due 11/15/2004 6,918,309 Merrill Lynch Senior Floating Rate Fund, Inc. February 28, 2001 SCHEDULE OF INVESTMENTS (CONTINUED) S&P Moody's Face Senior Secured Industries Rating Rating Amount Floating Rate Loan Interests* Value Printing & Can West Media: Publishing--3.4% BB- Ba3 $ 3,077,391 Term B, due 4/15/2007 $ 3,083,802 BB- Ba3 1,922,609 Term C, due 11/15/2008 1,926,613 NR++ NR++ 13,174,105 Enterprise News Media, Term B, due 6/30/2005 12,647,141 B B1 4,975,000 Liberty Group Operating, Term B, due 3/31/2007 4,978,109 Primedia: NR++ BB- 3,768,000 Revolving Credit, due 6/30/2004 3,725,610 BB- Ba3 3,200,000 Term, due 6/30/2004 3,192,000 BB- Ba3 3,200,000 Term, due 7/31/2004 3,192,000 BB- Ba3 4,950,000 Term B, due 7/31/2004 4,942,268 NR++ NR++ 3,695,418 Reiman Publications, Term B, due 12/01/2005 3,717,746 Trader.com: NR++ NR++ 4,181,596 Term B, due 12/31/2006 4,150,234 NR++ NR++ 2,818,404 Term C, due 12/31/2007 2,797,266 BB- B1 19,823,661 Vertis, Inc., Term B, due 12/06/2008 19,253,731 NR++ NR++ 4,734,387 Ziff-Davis Inc., Term B, due 3/31/2007 4,708,495 -------------- 72,315,015 Property Corrections Corporation of America: Management-- B B3 1,144,631 Term B, due 12/31/2002 984,383 2.6% B B3 20,545,109 Term C, due 12/31/2002 17,600,317 B B1 3,883,403 Meditrust Co., Term D, due 7/17/2001 3,858,646 NR++ Ba3 34,825,000 NRT Inc., Term, due 7/31/2004 33,606,125 -------------- 56,049,471 Restaurants & Domino's & Bluefence: Food B+ B1 6,309,203 Term B, due 12/21/2006 6,342,503 Service--0.6% B+ B1 6,322,422 Term C, due 12/21/2007 6,355,792 -------------- 12,698,295 Retail & Retail NR++ Ba3 5,681,000 Advanced Store Company, Term B, due 4/15/2006 5,652,595 Specialty--1.0% B+ B1 4,850,000 Duane Reade Co., Term B, due 2/15/2005 4,862,125 SDM Corporation: BB Ba3 4,849,780 Term C, due 2/04/2008 4,870,779 BB Ba3 4,849,780 Term E, due 2/04/2009 4,870,779 -------------- 20,256,278 Textile Mill Joan Fabrics Corp.: Products--0.4% NR++ NR++ 2,141,253 Term B, due 6/30/2005 1,998,502 NR++ NR++ 1,108,398 Term C, due 6/30/2006 1,034,505 NR++ NR++ 10,198,059 Tartan Textiles, Term B, due 5/01/2005 5,608,932 -------------- 8,641,939 Tower BB Ba3 25,000,000 American Towers, Inc., Term B, due 12/31/2007 25,159,600 Construction BB- Ba3 16,900,000 Crown Castle International Corporation, & Leasing--2.9% Term B, due 3/31/2008 17,000,927 B+ B1 20,000,000 Spectracite Communications, Term B, due 12/31/2007 20,128,120 -------------- 62,288,647 Transportation Evergreen International Aviation, Inc.: Services--0.9% B+ Ba2 859,628 Term B, due 5/31/2002 778,949 BB Ba2 3,835,594 Term B, due 5/07/2003 3,480,802 B+ Ba2 590,993 Term B-1, due 5/07/2003 536,326 Merrill Lynch Senior Floating Rate Fund, Inc. February 28, 2001 SCHEDULE OF INVESTMENTS (CONTINUED) S&P Moody's Face Senior Secured Industries Rating Rating Amount Floating Rate Loan Interests* Value Transportation BB+ Ba1 $ 5,000,000 Kansas City Southern Railroad, Services-- Term B, due 12/29/2006 $ 5,038,540 (concluded) B+ B1 7,920,000 North American Van Lines Inc., Term B, due 11/18/2007 7,375,500 BB- Ba3 1,797,345 Transport Manufacturing, Term B, due 6/15/2006 1,258,141 -------------- 18,468,258 Utilities--0.4% BB+ Ba1 8,457,500 Western Resources Inc., Term B, due 3/17/2003 8,535,030 Waste Allied Waste North America Inc.: Management-- BB Ba3 8,296,320 Term A, due 6/30/2005 8,064,977 2.8% BB Ba3 23,639,445 Term B, due 6/30/2006 23,406,739 BB Ba3 28,367,334 Term C, due 6/30/2007 28,088,086 -------------- 59,559,802 Wired BB+ Ba1 10,000,000 Cincinnati Bell Inc., Term, due 12/30/2006 9,938,390 Telecommun- NR++ NR++ 6,751,147 E. Spire Communication, Term C, due 1/31/2003 5,941,009 ications--2.5% BBB- Ba1 7,000,000 GlobalCross, Term B, due 6/30/2006 7,031,108 B- B3 23,333,333 Teligent Inc., Term, due 7/01/2002 6,930,000 BB- Ba3 9,975,000 Valor Telecommunications, Term B, due 6/30/2008 9,893,953 B+ B2 16,500,000 WCI Capital Corp., Term B, due 9/30/2007 13,513,500 -------------- 53,247,960 Wireless American Cellular Corp.: Telecommun- BB- Ba3 10,500,000 Term B, due 3/31/2008 10,482,496 ications--11.2% BB- Ba3 12,000,000 Term C, due 3/31/2009 11,979,996 Centennial Cellular Operating Co.: B+ B1 2,743,056 Term A (PR), due 11/30/2006 2,721,992 B+ B1 2,256,944 Term A (US), due 11/30/2006 2,239,613 Dobson/Sygnet Operating Co.: NR++ B3 2,387,713 Term A, due 9/23/2006 2,372,293 NR++ NR++ 11,374,697 Term B, due 3/23/2007 11,294,130 NR++ NR++ 10,099,690 Term C, due 12/23/2007 10,030,255 Nextel Communications, Inc.: B+ Ba2 28,500,000 Term B, due 6/30/2008 28,583,334 B+ Ba2 28,500,000 Term C, due 12/31/2008 28,583,334 B+ Ba2 31,372,250 Term D, due 3/31/2009 31,177,962 PowerTel PCS, Inc.: B B2 13,827,871 Term, due 12/31/2005 13,758,731 B B2 3,000,000 Term B, due 12/31/2006 2,985,000 Rural Cellular Corp.: B+ B1 3,000,000 Term B, due 10/03/2008 2,994,375 B+ B1 3,000,000 Term C, due 4/03/2009 2,994,375 B+ B2 15,000,000 TeleCorp PCS, Term B, due 1/15/2008 14,959,380 NR++ B2 10,000,000 Tritel PCS Inc., Term B, due 12/31/2007 10,021,880 B+ B1 12,000,000 VoiceStream Wireless Corporation/ Voicestream Wireless Holding Company, Term B, due 2/25/2009 11,938,344 B+ B1 39,000,000 VoiceStream Wireless PCS Holding Corp., Vendor A, due 6/30/2009 38,570,610 -------------- 237,688,100 Total Senior Secured Floating Rate Loan Interests (Cost--$2,115,476,980)--92.5% 1,966,216,968 Merrill Lynch Senior Floating Rate Fund, Inc. February 28, 2001 SCHEDULE OF INVESTMENTS (CONCLUDED) S&P Moody's Face Senior Secured Industries Rating Rating Amount Floating Rate Loan Interests* Value Cable Television Services--0.0% 707 Classic Cable, Inc. (a) $ 0 Drilling--0.0% 12,250 Rigco North America (a) 0 Manufacturing--0.0% 11,218 Environmental System Products (Common) 0 1,804 Environmental System Products (Preferred) 0 -------------- 0 Other Telecommunications--0.0% 1,060 Pacific Coin (Common) 0 Retail & Retail Specialty--0.0% 2,178,603 Just For Feet, Inc. (b) 705 Total Investments in Common Stocks, Preferred Stocks, Warrants & Agreements (Cost--$2,178,603)--0.0% 705 Face Amount Short-Term Securities Commercial $93,317,000 General Motors Acceptance Corp., Paper**--4.9% 5.56% due 3/01/2001 93,317,000 10,000,000 Transamerica Finance Corporation, 5.43% due 3/07/2001 9,990,950 -------------- 103,307,950 US Government Agency 41,000,000 Fannie Mae, 5.25% due 3/19/2001 40,892,375 Obligations**--1.9% Total Investments in Short-Term Securities (Cost--$144,200,325)--6.8% 144,200,325 Total Investments (Cost--$2,261,855,908)--99.3% 2,110,417,998 Other Assets Less Liabilities--0.7% 15,646,570 -------------- Net Assets--100.0% $2,126,064,568 ============== (a)Warrants entitle the Fund to purchase a predetermined number of shares of common stock and are non-income producing. The purchase price and number of shares are subject to adjustment under certain conditions until the expiration date. (b)Agreement represents an obligation by Just For Feet, Inc. to pay an amount to the Fund on April 30, 2002, contingent upon the earnings before income taxes and depreciation of Just For Feet, Inc. as of January 31, 2002. (c)The Fund is entitled to receive their pro-rata share of two Litigation Trust Certificates--the Allied Signal and Breed Creditor Trusts pursuant to a Chapter 11 plan of reorganization.As of February 28, 2001, information to record the specific amount of the Fund's interest in the Litigation Trust Certificates was not available. *The interest rates on senior secured floating rate loan interests are subject to change periodically based on the change in the prime rate of a US Bank, LIBOR (London Interbank Offered Rate), or, in some cases, another base lending rate. **Commercial Paper and certain US Government Agency Obligations are traded on a discount basis; the interest rates shown reflect the discount rates paid at the time of purchase by the Fund. ++Not Rated. +++Non-income producing security. See Notes to Financial Statements. Merrill Lynch Senior Floating Rate Fund, Inc. February 28, 2001 FINANCIAL INFORMATION Statement of Assets and Liabilities as of February 28, 2001 Assets: Investments, at value (identified cost--$2,261,855,908) $ 2,110,417,998 Cash 50,851 Receivables: Interest $ 20,317,554 Capital shares sold 1,842,373 Commitment fees 24,387 22,184,314 ---------------- Prepaid registration fees 535,992 ---------------- Total assets 2,133,189,155 ---------------- Liabilities: Payables: Dividends to shareholders 4,303,356 Investment adviser 1,325,643 Administrator 348,854 5,977,853 ---------------- Deferred income 311,350 Accrued expenses and other liabilities 835,384 ---------------- Total liabilities 7,124,587 ---------------- Net Assets: Net assets $ 2,126,064,568 ================ Net Assets Common Stock, par value $.10 per share; 1,000,000,000 shares Consist of: authorized $ 23,376,186 Paid-in capital in excess of par 2,367,260,510 Accumulated investment loss--net (361) Accumulated realized capital losses on investments--net (112,833,883) Unrealized depreciation on investments--net (151,737,884) ---------------- Net Assets--Equivalent to $9.10 per share based on 233,761,861 shares of capital stock outstanding $ 2,126,064,568 ================ See Notes to Financial Statements. Merrill Lynch Senior Floating Rate Fund, Inc. February 28, 2001 FINANCIAL INFORMATION (CONTINUED) Statement of Operations For the Six Months Ended February 28, 2001 Investment Interest and discount earned $ 118,979,691 Income: Facility and other fees 1,650,262 ---------------- Total income 120,629,953 ---------------- Expenses: Investment advisory fees $ 10,892,066 Administrative fees 2,866,333 Transfer agent fees 489,803 Accounting services 227,643 Tender offer costs 146,641 Professional fees 94,270 Custodian fees 73,636 Registration fees 47,799 Printing and shareholder reports 40,223 Directors' fees and expenses 12,672 Assignment fees 11,687 Other 28,742 ---------------- Total expenses 14,931,515 ---------------- Investment income--net 105,698,438 ---------------- Realized & Realized loss on investments--net (8,187,138) Unrealized Change in unrealized depreciation on investments--net (80,834,288) Loss on ---------------- Investments-- Net Increase in Net Assets Resulting from Operations $ 16,677,012 Net: ================ See Notes to Financial Statements. Merrill Lynch Senior Floating Rate Fund, Inc. February 28, 2001 FINANCIAL INFORMATION (CONTINUED) Statements of Changes in Net Assets For the Six For the Months Ended Year Ended February 28, August 31, Increase (Decrease) in Net Assets: 2001 2000 Operations: Investment income--net $ 105,698,438 $ 228,751,046 Realized loss on investments--net (8,187,138) (72,950,213) Change in unrealized appreciation/depreciation on investments--net (80,834,288) (9,089,484) ---------------- ---------------- Net increase in net assets resulting from operations 16,677,012 146,711,349 ---------------- ---------------- Dividends to Investment income--net (105,698,799) (228,751,698) Shareholders: ---------------- ---------------- Net decrease in net assets resulting from dividends to shareholders (105,698,799) (228,751,698) ---------------- ---------------- Capital Share Net decrease in net assets resulting from capital Transactions: share transactions (277,504,601) (571,235,099) ---------------- ---------------- Net Assets: Total decrease in net assets (366,526,388) (653,275,448) Beginning of period 2,492,590,956 3,145,866,404 ---------------- ---------------- End of period* $ 2,126,064,568 $ 2,492,590,956 ================ ================ *Accumulated investment loss--net $ (361) $ -- ================ ================ See Notes to Financial Statements. Merrill Lynch Senior Floating Rate Fund, Inc. February 28, 2001 FINANCIAL INFORMATION (CONTINUED) Statement of Cash Flows For the Six Months Ended February 28, 2001 Cash Provided by Net increase in net assets resulting from operations $ 16,677,012 Operating Adjustments to reconcile net increase in net assets resulting from operations Activities: to net cash provided by operating activities: Decrease in receivables 3,701,068 Increase in other assets (6,770) Decrease in other liabilities (2,563,531) Realized and unrealized loss on investments--net 89,021,426 Amortization of discount (4,673,564) ---------------- Net cash provided by operating activities 102,155,641 ---------------- Cash Provided by Proceeds from principal payments and sales of loan interests 710,520,444 Investing Purchases of loan interests (379,762,111) Activities: Purchases of short-term investments (9,348,244,020) Proceeds from sales and maturities of short-term investments 9,295,995,899 ---------------- Net cash provided by investing activities 278,510,212 ---------------- Cash Used for Cash receipts on capital shares sold 71,940,871 Financing Cash payments on capital shares tendered (396,475,272) Activities: Dividends paid to shareholders (60,603,215) ---------------- Net cash used for financing activities (385,137,616) ---------------- Cash: Net decrease in cash (4,471,763) Cash at beginning of period 4,522,614 ---------------- Cash at end of period $ 50,851 ================ Non-Cash Capital shares issued in reinvestment of dividends paid to shareholders $ 46,931,156 Financing ================ Activities: See Notes to Financial Statements. Merrill Lynch Senior Floating Rate Fund, Inc. February 28, 2001 FINANCIAL INFORMATION (CONCLUDED) Financial Highlights For the Six The following per share data and ratios have been derived Months Ended from information provided in the financial statements. February 28, For the Year Ended August 31, Increase (Decrease) in Net Asset Value: 2001 2000 1999 1998 1997 Per Share Net asset value, beginning of period $ 9.45 $ 9.73 $ 9.97 $ 10.02 $ 9.99 Operating -------- -------- -------- -------- -------- Performance: Investment income--net .45 .77 .65 .68 .68 Realized and unrealized gain (loss) on investments--net (.35) (.28) (.24) (.05) .03 -------- -------- -------- -------- -------- Total from investment operations .10 .49 .41 .63 .71 -------- -------- -------- -------- -------- Less dividends from investment income--net (.45) (.77) (.65) (.68) (.68) -------- -------- -------- -------- -------- Net asset value, end of period $ 9.10 $ 9.45 $ 9.73 $ 9.97 $ 10.02 ======== ======== ======== ======== ======== Total Investment Based on net asset value per share .68%++ 5.44% 4.23% 6.47% 7.23% Return:** ======== ======== ======== ======== ======== Ratios to Average Expenses, excluding interest expense 1.30%* 1.31% 1.33% 1.35% 1.32% Net Assets: ======== ======== ======== ======== ======== Expenses 1.30%* 1.31% 1.33% 1.40% 1.33% ======== ======== ======== ======== ======== Investment income--net 9.22%* 8.17% 6.59% 6.79% 6.72% ======== ======== ======== ======== ======== Leverage: Average amount of borrowings outstanding during the period (in thousands) -- -- -- $ 24,299 $ 4,409 ======== ======== ======== ======== ======== Average amount of borrowings outstanding per share during the period -- -- -- $ .08 $ .02 ======== ======== ======== ======== ======== Supplemental Net assets, end of period (in millions) $ 2,126 $ 2,493 $ 3,146 $ 3,365 $ 2,992 Data: ======== ======== ======== ======== ======== Portfolio turnover 17.50% 59.59% 60.06% 69.59% 74.00% ======== ======== ======== ======== ======== *Annualized. **Total investment returns exclude the early withdrawal charge, if any. The Fund is a continuously offered closed-end fund,the shares of which are offered at net asset value. Therefore, no separate market exists. ++Aggregate total investment return. See Notes to Financial Statements. Merrill Lynch Senior Floating Rate Fund, Inc. February 28, 2001 NOTES TO FINANCIAL STATEMENTS 1. Significant Accounting Policies: Merrill Lynch Senior Floating Rate Fund, Inc. (the "Fund") is registered under the Investment Company Act of 1940 as a continuously offered, non-diversified, closed-end management investment company. The Fund's financial statements are prepared in conformity with accounting principles generally accepted in the United States of America, which may require the use of management accruals and estimates. These unaudited financial statements reflect all adjustments, which are, in the opinion of management, necessary to a fair statement of the results for the interim period presented. All such adjustments are of a normal, recurring nature. (a) Loan participation interests--The Fund invests in senior secured floating rate loan interests ("Loan Interests") with collateral having a market value, at time of acquisition by the Fund, which Fund management believes equals or exceeds the principal amount of the corporate loan. The Fund may invest up to 20% of its total assets in loans made on an unsecured basis. Depending on how the loan was acquired, the Fund will regard the issuer as including the corporate borrower along with an agent bank for the syndicate of lenders and any intermediary of the Fund's investment. Because agents and intermediaries are primarily commercial banks, the Fund's investment in corporate loans at February 28, 2001 could be considered to be concentrated in commercial banking. (b) Valuation of investments--Loan Interests are valued in accordance with guidelines established by the Board of Directors. Loan Interests are valued at the mean between the last available bid and asked prices from one or more brokers or dealers as obtained from Loan Pricing Corporation. For the limited number of Loan Interests for which no reliable price quotes are available, such Loan Interests will be valued by Loan Pricing Corporation through the use of pricing matrices to determine valuations. For Loan Interests for which an active secondary market does not exist to a reliable degree in the opinion of the Investment Adviser, such Loan Interests will be valued by the Investment Adviser at fair value, which is intended to approximate market value. Other portfolio securities may be valued on the basis of prices furnished by one or more pricing services, which determine prices for normal, institutional-size trading units of such securities using market information, transactions for comparable securities and various relationships between securities that are generally recognized by institutional traders. In certain circumstances, portfolio securities are valued at the last sale price on the exchange that is the primary market for such securities, or the last quoted bid price for those securities for which the over-the-counter market is the primary market or for listed securities in which there were no sales during the day. Short-term securities with remaining maturities of sixty days or less are valued at amortized cost, which approximates market value. Securities and assets for which market quotations are not readily available are valued at fair value as determined in good faith by or under the direction of the Board of Directors of the Fund. (c) Derivative financial instruments--The Fund may engage in various portfolio investment strategies to increase or decrease the level of risk to which the Fund is exposed more quickly and efficiently than transactions in other types of instruments. Losses may arise due to changes in the value of the contract or if the counterparty does not perform under the contract. * Interest rate transactions--The Fund is authorized to enter into interest rate swaps and purchase or sell interest rate caps and floors. In an interest rate swap, the Fund exchanges with another party their respective commitments to pay or receive interest on a specified notional principal amount. The purchase of an interest rate cap (or floor) entitles the purchaser, to the extent that a specified index exceeds (or falls below) a predetermined interest rate, to receive payments of interest equal to the difference between the index and the predetermined rate on a notional principal amount from the party selling such interest rate cap (or floor). (d) Income taxes--It is the Fund's policy to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all of its taxable income to its shareholders. Therefore, no Federal income tax provision is required. Merrill Lynch Senior Floating Rate Fund, Inc. February 28, 2001 (e) Security transactions and investment income--Security transactions are recorded on the dates the transactions are entered into (the trade dates). Realized gains and losses on security transactions are determined on the identified cost basis. Interest income is recognized on the accrual basis. The Fund will adopt the provisions to amortize all premiums and discounts on debt securities effective October 1, 2001, as now required under the new AICPA Audit and Accounting Guide for Investment Companies. The cumulative effect of this accounting change will have no impact on the total net assets of the Fund. The impact of this accounting change has not been determined, but will result in an adjustment to the cost of securities and a corresponding adjustment to net unrealized appreciation/depreciation, based on securities held as of August 31, 2001. (f) Prepaid registration fees--Prepaid registration fees are charged to expense as the related shares are issued. (g) Dividends and distributions--Dividends from net investment income are declared daily and paid monthly. Distributions of capital gains are recorded on the ex-dividend dates. 2. Investment Advisory and Administrative Services Agreement and Transactions with Affiliates: The Fund has entered into an Investment Advisory Agreement with Merrill Lynch Investment Management, L.P. ("MLIM"). The general partner of MLIM is Princeton Services, Inc. ("PSI"), an indirect, wholly-owned subsidiary of Merrill Lynch & Co., Inc. ("ML & Co."), which is the limited partner. MLIM is responsible for the management of the Fund's portfolio and provides the necessary personnel, facilities, equipment and certain other services necessary to perform this investment advisory function. For such services, the Fund pays a monthly fee at an annual rate of .95% of the Fund's average daily net assets. The Fund also has an Administrative Services Agreement with MLIM whereby MLIM will receive a fee equal to an annual rate of .25% of the Fund's average daily net assets on a monthly basis, in return for the performance of administrative services (other than investment advice and related portfolio activities) necessary for the operation of the Fund. For the six months ended February 28, 2001, FAM Distributors, Inc. ("FAMD"), a wholly-owned subsidiary of Merrill Lynch Group, Inc., earned early withdrawal charges of $1,624,826 relating to the tender of the Fund's shares. Financial Data Services, Inc. ("FDS"), a wholly-owned subsidiary of ML & Co., is the Fund's transfer agent. Accounting services were provided to the Fund by MLIM through December 31, 2000. Up to this date, the Fund reimbursed MLIM $164,926 for these services. As of January 1, 2001, accounting services are provided for the Fund by State Street Bank and Trust Company ("State Street") pursuant to an agreement between State Street and the Fund. The Fund will pay the cost of these services. In addition, the Fund will reimburse MLIM for the cost of certain additional accounting services. Certain officers and/or directors of the Fund are officers and/or directors of MLIM, PSI, FAMD, FDS, and/or ML & Co. 3. Investments: Purchases and sales of investments, excluding short-term securities, for the six months ended February 28, 2001 were $379,727,389 and $710,520,444, respectively. Net realized gains (losses) for the six months ended February 28, 2001 and net unrealized losses as of February 28, 2001 were as follows: Realized Gains Unrealized (Losses) Losses Loan interests $ (8,192,730) $(151,437,910) Short-term investments 5,592 -- Unfunded loan interests -- (299,974) ------------ ------------- Total $ (8,187,138) $(151,737,884) ============ ============= As of February 28, 2001, net unrealized depreciation for financial reporting and Federal income tax purposes aggregated $151,437,910, of which $5,359,355 is related to appreciated securities and $156,797,265 is related to depreciated securities. The aggregate cost of investments at February 28, 2001 for Federal income tax purposes was $2,261,855,908. Merrill Lynch Senior Floating Rate Fund, Inc. February 28, 2001 NOTES TO FINANCIAL STATEMENTS (CONCLUDED) 4. Capital Share Transactions: Transactions in capital shares were as follows: For the Six Months Ended Dollar February 28, 2001 Shares Amount Shares sold 7,768,510 $ 72,039,515 Shares issued to share- holders in reinvestment of dividends 5,072,937 46,931,156 ------------- ------------- Total issued 12,841,447 118,970,671 Shares tendered (42,900,285) (396,475,272) ------------- ------------- Net decrease (30,058,838) $(277,504,601) ============= ============= For the Year Ended Dollar August 31, 2000 Shares Amount Shares sold 21,461,971 $ 205,919,152 Shares issued to share- holders in reinvestment of dividends 10,690,439 102,473,392 ------------- ------------- Total issued 32,152,410 308,392,544 Shares tendered (91,586,847) (879,627,643) ------------- ------------- Net decrease (59,434,437) $(571,235,099) ============= ============= 5. Unfunded Loan Interests: As of February 28, 2001, the Fund had unfunded loan commitments of $12,327,833, which would be extended at the option of the borrower, pursuant to the following loan agreements: Unfunded Commitment Borrower (in thousands) Arena Brands, Inc. $ 1,876 Metro-Goldwyn-Mayer Co. 3,500 Primedia 6,952 6. Short-Term Borrowings: On December 1, 2000, the Fund, along with certain other funds managed by MLIM and its affiliates, renewed and amended a $1,000,000,000 credit agreement with Bank One, N.A. and certain other lenders. The Fund may borrow under the credit agreement to fund shareholder redemptions and for other lawful purposes other than for leverage. The Fund may borrow up to the maximum amount allowable under the Fund's current prospectus and statement of additional information, subject to various other legal, regulatory or contractual limits. The Fund pays a commitment fee of .09% per annum based on the Fund's pro rata share of the unused portion of the facility. Amounts borrowed under the facility bear interest at a rate equal to, at each fund's election, the Federal Funds rate plus .50% or a base rate as determined by Bank One, N.A. The Fund did not borrow under the facility during the six months ended February 28, 2001. 7. Capital Loss Carryforward: At August 31, 2000, the Fund had a net capital loss carryforward of approximately $40,874,000, of which $1,471,000 expires in 2004; $3,279,000 expires in 2005, $4,468,000 expires in 2006; $3,366,000 expires in 2007 and $28,290,000 expires in 2008. This amount will be available to offset like amounts of any future taxable gains. 8. Subsequent Event: The Fund began a quarterly tender offer on March 21, 2001, which concludes on April 17, 2001. Merrill Lynch Senior Floating Rate Fund, Inc. February 28, 2001 PORTFOLIO PROFILE AS OF FEBRUARY 28, 2001 Percent of Ten Largest Holdings Total Assets Wyndam International, Inc.++ 5.3% Nextel Communications, Inc.++ 4.1 Charter Communications Holdings++ 3.5 Stone Container Corp.++ 2.8 Allied Waste North America Inc.++ 2.8 Century Cable LLC 2.3 VoiceStream Wireless PCS Holding Corp. 1.8 Semiconductor Components++ 1.7 NRT Inc. 1.6 Huntsman ICI Chemicals LLC++ 1.6 ++Includes combined holdings. Percent of Five Largest Industries Total Assets Wireless Telecommunications 11.2% Cable Television Services 10.0 Chemicals 5.9 Hotels & Motels 5.8 Paper 5.7 Percent of Quality Rating Long-Term S&P/Moody's Investments BBB/Baa 0.4% BB/Ba 54.0 B/B 23.3 CCC/Caa 2.2 CC/Ca 0.2 NR (Not Rated) 19.9 Merrill Lynch Senior Floating Rate Fund, Inc. February 28, 2001 OFFICERS AND DIRECTORS Terry K. Glenn, President and Director Ronald W. Forbes, Director Cynthia A. Montgomery, Director Charles C. Reilly, Director Kevin A. Ryan, Director Roscoe S. Suddarth, Director Richard R. West, Director Edward D. Zinbarg, Director Kevin J. Booth, Vice President Joseph Matteo, Vice President Donald C. Burke, Vice President and Treasurer Bradley J. Lucido, Secretary Arthur Zeikel, Director and Joseph T. Monagle Jr., Senior Vice President of Merrill Lynch Senior Floating Rate Fund, Inc., have recently retired. The Fund's Board of Directors wishes Messrs. Zeikel and Monagle well in their retirements. Custodian The Bank of New York 100 Church Street New York, NY 10286 Transfer Agent Financial Data Services, Inc. 4800 Deer Lake Drive East Jacksonville, FL 32246-6484 (800) 637-3863