MERCURY PREMIER GROWTH FUND INC
N-8A, 2000-02-23
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                       SECURITIES AND EXCHANGE COMMISSION
                                Washington, D.C.

                                  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: MERCURY PREMIER GROWTH FUND, INC.

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

                  800 Scudders Mill Road
                  Plainsboro, New Jersey  08536

      Telephone Number (including area code):   (609) 282-2000

      Name and Address of Agent for Service of Process:

                  Terry K. Glenn
                  800 Scudders Mill Road
                  Plainsboro, New Jersey  08536

                  Mailing Address:
                  P.O. Box 9011
                  Princeton, New Jersey  08543-9011

      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 / /
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                                   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 Township of Plainsboro, and State of New Jersey on
      the 23rd day of February, 2000.


      Signature:

                        MERCURY PREMIER GROWTH FUND, INC.


                        By:   /s/ Susan Baker
                            -------------------------------------------
                             Susan Baker (President)




      Attest:



      By:   /s/ Phillip S. Gillespie
           ---------------------------------------
            Phillip S. Gillespie  (Secretary)


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