<PAGE> 1
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:
<TABLE>
<S> <C>
Name: MERCURY ASSET
MANAGEMENT V.I. FUNDS, INC.
Address of Principal Business Office
(No. & Street, City, State, Zip Code): P.O. Box 9011, Princeton, N. J. 08543-9011
Telephone Number
(including area code): 609-282-2800
Name and address of agent Jeffrey M. Peek
of service process: Mercury Asset Management V.I. Funds, Inc.
P.O. Box 9011
Princeton, New Jersey 08543-9011
</TABLE>
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:
[X] Yes [ ] No
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 Township of Plainsboro and State of New Jersey on the 14th day of
December, 1998.
MERCURY ASSET MANAGEMENT V.I. FUNDS, INC.
By: /s/ Lorraine D. Mandel
----------------------------
Lorraine D. Mandel, Director
Attest: /s/ Julie Haber
-------------------
/s/ John Templeton
-------------------