HILLVIEW INVESTMENT TRUST II
N-8A, 2000-04-14
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                       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 to the following information:

                      -------------------------------------


Name: HILLVIEW INVESTMENT TRUST II
      --------------------------------------------------------------------------

Address of Principal Business Office (no. & Street, City, State Zip Code):
      1055 WASHINGTON BOULEVARD, THIRD FLOOR,  STAMFORD, CONNECTICUT  06901

Telephone Number (including area code):   (203)-705-6600
                                       -----------------------------------------

Name and Address of Agent for Service of Process:
CORPORATION TRUST COMPANY, CORPORATION TRUST CENTER, 1209 ORANGE STREET,
WILMINGTON, DELAWARE  19801
- ---------------------------

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 N8-A:
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  Stamford  and  State of  Connecticut  on the 13th day of
April, 2000.

                                          HILLVIEW INVESTMENT TRUST II



                                          By:   /s/ M. Kathleen Wood
                                                --------------------
                                                M. Kathleen Wood,
                                                President



Attest:/s/ Joseph A. Bracken
       ---------------------
       (Name)
       Joseph A. Bracken


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