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EXHIBIT 99.(I)
Piper Marbury Rudnick & Wolfe LLP
6225 Smith Avenue
Baltimore, Maryland 21209-3600
Phone (410) 580-3000
FAX (410) 580-3001
September 27, 2000
Merrill Lynch Investment Managers Funds, Inc.
c/o Merrill Lynch Investment Managers, L.P.
725 South Figueroa Street - Suite 4000
Los Angeles, California 90017
Re: Registration Statement on Form N-1A
Ladies and Gentlemen:
We have acted as special Maryland counsel to Merrill Lynch Investment
Managers Funds, Inc. (the "Fund") in connection with the registration by the
Fund of up to 1,000,000,000 shares of its Common Stock divided into four
classes, designated Class A, Class B, Class C and Class D, par value $.01 per
share (the "Shares"), pursuant to a registration statement on Form N-1A, as
amended (the "Registration Statement") under the Securities Act of 1933, as
amended.
In our capacity as special Maryland counsel, we have reviewed originals
or copies, certified or otherwise identified to our satisfaction, of the
following:
(a) The Registration Statement.
(b) The charter of the Fund (the "Charter"), certified by the
Department of Assessments and Taxation of the State of Maryland (the
"MSDAT").
(c) The By-Laws of the Fund, as in effect on the date hereof.
(d) Resolutions adopted by the Board of Directors of the Fund on
July 10, 2000.
(e) A Certificate of Good Standing of the Fund by the MSDAT on
September 20, 2000.
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Merrill Lynch Investment Managers Funds, Inc.
September 27, 2000
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(f) A Secretary's Certificate of the Fund (the "Certificate"),
dated the date hereof, as to certain factual matters.
(g) Such other documents as we have considered necessary to the
rendering of the opinion expressed below.
In our examination of the documents referred to above, we have assumed,
without independent investigation, the genuineness of all signatures, the legal
capacity of all individuals who have executed any of the aforesaid documents,
the authenticity of all documents submitted to us as originals, the conformity
to original documents of documents submitted to us as certified or photostatic
copies, the authenticity of the originals of such latter documents and that all
public records reviewed are accurate and complete. As to all questions of fact
material to this opinion that have not been independently established, we have
relied upon the Certificate and have not independently verified the matters
stated therein.
Based upon the foregoing, and limited in all respects to applicable
Maryland law, we are of the opinion and advise you that:
1. The Fund has been duly incorporated and is validly existing as a
corporation under the laws of the State of Maryland.
2. The Shares to be issued by the Fund pursuant to the Registration
Statement have been duly authorized and, when issued as contemplated in the
Registration Statement in an amount not to exceed the number of Shares
authorized by the Charter but unissued, will be validly issued, fully paid and
nonassessable.
Very truly yours,
/s/ Piper Marbury Rudnick & Wolfe LLP
