MUNIHOLDINGS NEW YORK FUND INC/NJ
N-8A, 1997-12-23
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<PAGE>
 
                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 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:   MUNIHOLDINGS NEW YORK FUND, INC.

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

        MuniHoldings New York Fund, Inc.
        800 Scudders Mill Road
        Plainsboro, New Jersey 08536

Telephone Number (including area code): (609) 282-2800

Name and Address of Agent for Service of Process:

        Arthur Zeikel, President
        MuniHoldings New York Fund, Inc.
        800 Scudders Mill Road
        Plainsboro, New Jersey 08536

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 [_]
<PAGE>
 
                                  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 Plainsboro and State of New Jersey on the 23rd day of 
December, 1997.




                                MUNIHOLDINGS NEW YORK FUND, INC.



                                By: /s/ Arthur Zeikel
                                    ----------------------------
                                        Arthur Zeikel
                                        President


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