PIC MID CAP PORTFOLIO
N-8A, 1997-12-31
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                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                   FORM N-8A

                          NOTIFICATION OF REGISTRATION
                     FILED PURSUANT TO SECTION 8(a) OF THE
                         INVESTMENT COMPANY ACT OF 1940

         The undersigned  investment  company hereby notifies the Securities and
Exchange  Commission  that it registers  under and pursuant to the provisions of
Section 8(a) of the Investment  Company Act of 1940 and in connection  with such
notification of registration submits the following information:

Name:    PIC MidCap Portfolio
         ----------------------

Address of Principal Business Office (No. & Street, City, State, Zip Code):

         300 North Lake Avenue, Pasadena, CA 91101-4106
         ------------------------------------------------

Telephone Number (including area code):

         (626) 449-8500
         --------------

Name and address of agent for service of process:

         Thad M. Brown, Provident Investment Counsel,
         300 N. Lake Ave., Pasadena, CA  91101-4106
         --------------------------------------------

Check Appropriate Box:

         Registrant is filing a Registration  Statement pursuant to Section 8(b)
of the Investment Company Act of 1940 concurrently with the filing of Form N-8A:

                    Yes |X|                       No |_|

                                   SIGNATURES
         Pursuant to the requirements of the Investment Company Act of 1940, the
registrant has caused this notification of registration to be duly signed on its
behalf  in the  City of  Pasadena  and  State of  California  on the 30th day of
December, 1997.

                                             Signature:  PIC MidCap Portfolio
                                                         --------------------

                                                    By: /s/ Robert H. Wadsworth
                                                       -------------------------

Attest: /s/ Eric M. Banhazl
       ---------------------------
        Assistant Treasurer


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