MAINSTAY INSTITUTIONAL FUNDS INC
485APOS, 1999-12-28
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    As filed with the Securities and Exchange Commission on December 28, 1999

                                                Securities Act File No. 33-36962
                                        Investment Company Act File No. 811-6175
================================================================================


                     U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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

                                    FORM N1A

             Registration Statement Under The Securities Act Of 1933         |_|

                         Pre-Effective Amendment No. ___                     |_|

                         Post-Effective Amendment No. 22                     |X|

                                     and/or

         Registration Statement Under The Investment Company Act Of 1940     |_|

                              Amendment No. 24 |X|
                        (Check appropriate box or boxes)
                       MainStay Institutional Funds, Inc.
               (Exact Name of Registrant as Specified in Charter)

                                51 Madison Avenue
                               New York, NY 10010
                    (Address of Principal Executive Offices)
       Registrant's Telephone Number, including Area Code: (212) 576-8149

                              Joseph McBrien, Esq.
                                51 Madison Avenue
                            New York, New York 10010
                     (Name and Address of Agent for Service)

                                    Copy to:

                              Ruth S. Epstein, Esq.
                             Dechert Price & Rhoads
                              1775 Eye Street, N.W.
                             Washington, D.C. 20006
                                -----------------

     It is proposed that this filing will become  effective  (check  appropriate
     box):

          | |  Immediately upon filing pursuant to paragraph (b) of Rule 485

          | |  On __________ pursuant to paragraph (b)(1)(v) of Rule 485

          | |  60 days after filing pursuant to paragraph (a)(1) of Rule 485

          |X|  On February 29, 2000 pursuant to paragraph (a)(1) of Rule 485

          | |  75 days after filing pursuant to paragraph (a)(2)

          | |  On ___________ pursuant to paragraph(a)(1) of Rule 485

     If appropriate, check the following box:

          | | This post-effective  amendment  designated a new effective date
              for a previously filed post-effective amendment.
<PAGE>

                       MAINSTAY INSTITUTIONAL FUNDS, INC.
                       CONTENTS OF REGISTRATION STATEMENT

This registration statement consists of the following papers and documents:

          -    Cover Sheet
          -    Contents of  Registration  Statement
          -    Explanatory Note
          -    Supplement to the  Prospectus  and Supplement to Statement
               of Additional Information
          -    Part C- Other Information and Signature Page

                                EXPLANATORY NOTE

     This Post-Effective Amendment is being filed pursuant to Rule 485(a) solely
for the  purpose  of  adding  certain  information  which  is set  forth  in the
Supplements  to  the   Registrant's   Prospectus  and  Statement  of  Additional
Information  included  herein.  This  amendment  incorporates  by reference  the
Registrant's  Prospectus  and Statement of Additional  Information as filed with
the Securities and Exchange Commission in Post-Effective Amendment No. 21 to the
Registrant's Registration Statement, on April 30, 1999.

     The Registrant's updated Prospectus and Statement of Additional Information
dated  February 29, 2000,  which will  include all  required  current  financial
statements,  will be filed  pursuant to Rule 485(b),  on or before  February 29,
2000.



<PAGE>



    Supplement to the Prospectus of Asset Manager Fund and Value Equity Fund
                             dated December 20, 1999

                        MAINSTAY INSTITUTIONAL FUNDS INC.
                               Asset Manager Fund
                                Value Equity Fund

                       Supplement dated December 20, 1999
                       to the Prospectus dated May 1, 1999


     The Asset Manager Fund's first principal  investment  strategy on page 4 of
the prospectus is hereby deleted and replaced by the following:

          o    30% to 80% of net assets in common stocks as follows:

               i.   15% to 80%  of net  assets  in  common  stocks  selected  to
                    parallel  the  performance  of the S&P 500  Composite  Stock
                    Price Index (the "S&P 500 Index")

               ii.  0% to  10%  of net  assets  in  common  stocks  selected  to
                    parallel the performance of the S&P MidCap 400 Index

               iii. 0% to 5% of net assets in common stocks selected to parallel
                    the performance of the S&P SmallCap 600 Index

               iv.  0% to 5% of net  assets in  equity  securities  selected  to
                    parallel the performance of the Morgan Stanley REIT Index (a
                    measure of real estate equity performance)

                    At least 30% of the Fund's net assets  will be  invested  in
                    U.S. equity securities.

"S&P 500 (R)," "S&P MidCap 400 Index,"  "S&P  SmallCap  600 Index" and "S& P(R)"
are trademarks of The McGraw-Hill Companies, Inc. and have been licensed for use
by Monitor Capital  Advisors LLC.  Standard & Poor's does not sponsor,  endorse,
sell or promote the Fund or represent the advisability of investing in the Fund.
Each S&P Index is an unmanaged index and is considered generally  representative
of a different capitalization segment of the U.S. stock market.

     The following is hereby added to the Asset Manager Fund's  principal  risks
on page 5 of the prospectus:

     Historically,  mid- and small-cap  stocks,  such as those in the S&P MidCap
     400 Index and the S&P SmallCap 600 Index, have been more volatile than, and
     at times  have  performed  quite  differently  from,  stocks in the S&P 500
     Index.

     Mr. Denis P. Laplaige is no longer a portfolio  manager of the Value Equity
Fund. Mr.  Laplaige's  biography,  which appears on page 66 of the prospectus is
hereby deleted.





<PAGE>


     Supplement to the Statement of Additional  Information of the Asset Manager
                          Fund dated December 20, 1999.


                        MAINSTAY INSTITUTIONAL FUNDS INC.
                               Asset Manager Fund

                      Supplement dated December 20, 1999 to
            the Statement of Additional Information dated May 1, 1999

     This  Supplement  to  the  Statement  of  Additional   Information  ("SAI")
supplements the information  contained in the Company's  Prospectus dated May 1,
1999, as  supplemented  on December 20, 1999 (the  "Prospectus"),  and should be
read in conjunction with the Prospectus.

     The following is hereby added to the section titled  "Investment  Practices
and Instruments Common to Multiple Funds," on page 24 of the SAI:

          Real Estate Investment Trusts

          The Asset Manager Fund may invest in securities  issued by equity real
          estate investment  trusts  ("REITs").  REITs pool investors' funds for
          investment  primarily in  income-producing  commercial  real estate or
          real-estate  related loans.  REITs are similar to holding companies in
          that they are essentially  holding companies that rely on professional
          managers to supervise their investments. A REIT is not taxed on income
          distributed to shareholders  if it complies with several  requirements
          relating to its organization,  ownership,  assets,  and income and the
          requirement that it distribute to its shareholders at least 95% of its
          taxable income (other than net capital gains) for each taxable year.

          Investment  in REITs  may be  subject  to many of the same  risks as a
          direct  investment  in real  estate.  This is due to the fact that the
          value of the  REIT may be  affected  by the  value of the real  estate
          owned by the  companies  in  which it  invests.  These  risks  include
          changes in  economic  conditions,  interest  rates,  property  values,
          property  tax  increases,   overbuilding  and  increased  competition,
          environmental contamination zoning and natural disasters.

     The following  replaces the first three paragraphs under the section titled
"Special  Considerations for EAFE Index Fund, Indexed Equity Fund, Asset Manager
Fund and Indexed Bond Fund" on page 37 of the SAI:

     o    Standard & Poor's(R), "S&P" 500(R), "S&P(R)", "Standard & Poor's 500",
          "500",  "S&P  MidCap  400  Index"  and "S&P  SmallCap  600  Index" are
          trademarks of The McGraw-Hill  Companies,  Inc. and have been licensed
          for use by Monitor  Capital.  S&P does not sponsor,  endorse,  sell or
          promote the Indexed Equity Fund or the Asset Manager Fund or represent
          the advisability of investing in the Funds.
<PAGE>

     o    The Indexed  Equity Fund and the Asset Manager Fund are not sponsored,
          endorsed,  sold or promoted  by  Standard & Poor's,  a division of The
          McGraw-Hill  Companies,  Inc. ("S&P").  S&P makes no representation or
          warranty,  express or  implied,  to the  owners of the  Funds,  or any
          member of the  public  regarding  the  advisability  of  investing  in
          securities  generally or in the Funds  particularly  or the ability of
          the S&P 500 Index,  the S&P MidCap 400 Index or the S&P  SmallCap  600
          Index  to  track   general  stock  market   performance.   S&P's  only
          relationship  to Monitor is the  licensing of certain  trademarks  and
          trade names of S&P and of the S&P 500 Index,  the S&P MidCap 400 Index
          or the S&P  SmallCap  600 Index  which are  determined,  composed  and
          calculated by S&P without  regard to Monitor or the Funds.  S&P has no
          obligation  to take the needs of  Monitor  or the  owners of the Funds
          into  consideration  in determining,  composing or calculating the S&P
          500 Index, the S&P MidCap 400 Index or the S&P SmallCap 600 Index. S&P
          is not responsible for and has not  participated in the  determination
          of the prices and amount of the Funds or the timing of the issuance or
          sale  of the  Funds  or in the  determination  or  calculation  of the
          equation by which the Funds are to be converted  into cash. S&P has no
          obligation  or  liability  in  connection  with  the   administration,
          marketing or trading of the Funds.

     o    S&P does not guarantee the accuracy and/or the completeness of the S&P
          500 Index,  S&P MidCap 400 Index,  S&P  SmallCap 600 Index or any data
          included  therein  and S&P shall  have no  liability  for any  errors,
          omissions, or interruptions therein. S&P makes no warranty, express or
          implied, as to results to be obtained by Monitor, owners of the Funds,
          or any other  person  or  entity  from the use of the S&P Index or any
          data included therein. S&P makes no express or implied warranties, and
          expressly disclaims all warranties of merchantability or fitness for a
          particular  purpose  or use with  respect  to the S&P 500  Index,  S&P
          MidCap 400 Index, S&P SmallCap 600 Index or any data included therein.
          Without limiting any of the foregoing,  in no event shall S&P have any
          liability  for  any  special,  punitive,  indirect,  or  consequential
          damages (including lost profits),  even if notified of the possibility
          of such damages.

     The following is added to the section titled  "Special  Considerations  for
EAFE Index Fund,  Indexed Equity Fund, Asset Manager Fund and Indexed Bond Fund"
on page 38 of the SAI:

     o    The Asset  Manager  Fund also  invests in common  stocks  selected  to
          replicate the S&P MidCap 400 Index, the S&P SmallCap 600 Index and the
          Morgan Stanley REIT Index.

     o    The S&P MidCap 400 Index consists of 400 domestic common stocks chosen
          for market size, liquidity, and industry group representation. The S&P
          MidCap 400 Index is an unmanaged  market-value weighted index in which
          each  stock's  weight is  proportionate  to its  market  value.  As of
          November 30,  1999,  the range of market  capitalization  of companies
          within the S&P MidCap 400 Index was $195 million to $23.4 billion.

     o    The S&P SmallCap  600 Index  consists of 600  domestic  common  stocks
          chosen for market size,  liquidity,  and industry group representation
          (bid-asked  spread,  ownership,  share turnover and number of no trade
          days).  The  S&P  SmallCap  600  Index  is an  unmanaged  market-value
          weighted  index in which each stock's weight is  proportionate  to its
          market  value.   As  of  November  30,  1999,   the  range  of  market
          capitalization  of  companies  in the S&P  SmallCap  600 Index was $27
          million  to  $3.3  billion.   The  Morgan  Stanley  REIT  Index  is  a
          capitalization-weighted  index of the most actively traded real estate
          investment  trusts,  and is  designed  to be a measure of real  estate
          equity  performance.  The Morgan  Stanley REIT Index is  calculated by
          Morgan  Stanley  and  Co.,  Inc.  and  reflects  reinvestment  of  all
          applicable dividends, capital gains and interest.



<PAGE>


                        MAINSTAY INSTITUTIONAL FUNDS INC.

                                     PART C.
                                OTHER INFORMATION



ITEM 23. Exhibits

a.   Exhibits:

     (1)  Articles of Incorporation(1)

     (2)  Articles Supplementary(2)

     (3)  Articles of Amendment(4)

     (4)  Form of Articles Supplementary(6)

     (5)  Articles of Amendment(7)

     (6)  Form of Articles Supplementary(12)

     (7)  Articles of Amendment

b.   By-laws(1)

c.   Specimen Certificates for Common Stock(3)

d.   (1)  Form of (composite) Management Agreement between MainStay
          Institutional Funds, Inc., on behalf of the Bond Fund, EAFE Index
          Fund,  Growth Equity Fund, Indexed Bond Fund, Indexed Equity Fund,
          International  Bond Fund, International Equity Fund, Money Market
          Fund, Asset Manager Fund (formerly Multi-Asset Fund), Short-Term
          Bond Fund and Value Equity Fund, and MainStay Management LLC. (11)

     (2)  Form of (composite) Sub-Advisory Agreement between MainStay Management
          LLC, on behalf of the Bond Fund,  Growth  Equity  Fund,  International
          Bond Fund,  International Equity Fund,  Short-Term Bond Fund and Value
          Equity Fund, and MacKay Shields LLC. (11)

     (3)  Form of (composite) Sub-Advisory Agreement between MainStay Management
          LLC,  on behalf of the EAFE Index  Fund,  Indexed  Bond Fund,  Indexed
          Equity Fund and Asset Manager Fund (formerly  Multi-Asset  Fund),  and
          Monitor Capital Advisors LLC. (11)

     (4)  Form of Sub-Advisory  Agreement  between  MainStay  Management LLC, on
          behalf of the Money Market Fund and New York Life  Insurance  Company.
          (11)


<PAGE>

e.   Distribution Agreement(5)

f.   Inapplicable

g.   Form of Custodian Contract(6)

h.   (1)  Form of Transfer Agency and Service Agreement(2)

     (2)  Form of License Agreement(2)

     (3)  Form of Service Agreement with New York Life Benefit Services,
          Inc.(10)

     (4)  Form of Service Agreement with New York Life Insurance Company(10)

i.   Opinion and Consent of Counsel (3)

j.   Consent of Independent Accountants (13)

k.   Inapplicable

l.   Initial Subscription Agreement(3)

m.   (1)  Form of Account Application(3)

     (2)  Shareholder Services Plan(10)

     (3)  Amended and Restated Shareholder Services Plan(12)

     (4)  Shareholder Services Plan for Money Market Fund Sweep Shares(12)

     (5)  Plan of  Distribution  Pursuant  to Rule 12b-1 for Money  Market  Fund
          Sweep Shares (12)

n.   Financial Data Schedules (13)

o.   (a)  Multiple Class Plan(11)

     (b)  Form of Amended and Restated Multiple Class Plan(12)

- ----------------------------
1.   Filed with Registration Statement No. 33-36962 on September 21, 1990.

2.   Filed with  Pre-Effective  Amendment  No. 1 to  Registration  Statement No.
     33-36962 on November 19, 1990.

3.   Filed with  Pre-Effective  Amendment  No. 2 to  Registration  Statement No.
     33-36962 on December 26, 1990.

4.   Filed with  Post-Effective  Amendment No. 4 to  Registration  Statement No.
     33-36962 on November 2, 1992.

5.   Filed with  Post-Effective  Amendment No. 6 to  Registration  Statement No.
     33-36962 on April 29, 1994.

6.   Filed with  Post-Effective  Amendment No. 7 to  Registration  Statement No.
     33-36962 on October 14, 1994.

7.   Filed with  Post-Effective  Amendment No. 8 to  Registration  Statement No.
     33-36962 on December 29, 1994.

8.   Filed with  Post-Effective  Amendment No. 10 to Registration  Statement No.
     33-36962 on April 28, 1995.

9.   Filed with  Post-Effective  Amendment No. 12 to Registration  Statement No.
     33-36962 on February 28, 1996.

10.  Filed with  Post-Effective  Amendment No. 14 to Registration  Statement No.
     33-36962 on May 1, 1997.

11.  Filed with  Post-Effective  Amendment No. 17 to Registration  Statement No.
     33-36962 on May 1, 1997.

12.  Filed with  Post-Effective  Amendment No. 19 to Registration  Statement No.
     33-36962 on September 25, 1998.

13.  To be filed by amendment.



<PAGE>


ITEM 24. Persons Controlled By Or Under Common Control With Registrant


     The following chart indicates the persons controlled by New York Life:

<TABLE>
<CAPTION>
<S>                                               <C>                  <C>

                                                  Jurisdiction of      Percent of Voting
              Name                                Organziation         Securities Owned
              ----                                ---------------      -----------------
Eagle Strategies Corp.                            Arizona                     100%
NYLIFE Administration Corp.                       Texas                       100%
MacKay Shields LLC                                Delaware                    100%
Madison Square Advisors LLC                       Delaware                    100%
The Mainstay Funds                                Massachusetts               ***
MainStay Management LLC                           Delaware                    100%
MainStay Shareholder Services, Inc.               Delaware                    100%
Monitor Capital Advisors, Inc.                    Delaware                    100%
                                                  Delaware                    100%
New York Life Capital Corporation
                                                  Delware                     100%
New York Life Insurance and Annuity Corporation
New York Life International Investment Inc.       Delaware
  which owns 100% of the shares of:
  KOHAP New York Life Insurance Ltd.              South Korea
  and which owns 50.2% of the shares of:
  P.T. Asuransi Jiwa Sequ - New York Life         Indonesia
  and which owns 49% of the shares of:
  GEO New York Life, S.A.                         Mexico
Monetary Research Ltd.                            Bermuda
and 100% of the shares of:
NYL Management Limited                            England

MainStay VP Series Fund, Inc.                     Maryland
New York Life International, Inc.
    (formerly New York Life                       Delaware
Worldwide Holding, Inc.),
    New York Life Worldwide Capital, Inc.         Delaware
    New York Life Worldwide Development, Inc.     Delaware
New York Life Worldwide (Bermuda) Ltd.
       which owns 100% of the shares of:
          New York Life Insurance Worldwide
            LTD                                    Bermuda
New York Life  (U.K.) Ltd., which owns 100% of the shares of:

   Windsor Construction Company Limited and 16.7%
     of Japan
  Gamma Asset Management Limited and 31.5% of
     the shares                                   U.K.                        100%
          of:                                     Japan
   Life Assurance Holding Corporation Limited,
     which owns 100% of the shares of:            South Korea
     Windsor Life Assurance Company Limited


<PAGE>

                                                  Jurisdiction of     Percent of Voting
              Name                                Organziation        Securities Owned
              ----                                ---------------     -----------------

             Limited                              Indonesia

New York Life Benefit Services, Inc.
which owns 100% of ADQ                            Massachusetts               100%
Insurance Agency, Inc.                            Massachusetts

New York Life Trust Company                       New York                    100%

NYLIFE Distributors Inc.                          Delaware                    100%

NYLIFE  Healthcare  Management Inc., which owns   Delaware
   54.3% of total Delaware combined stock and
   89.6% of the voting rights of:
     Express Scripts, Inc., which owns 100% of    Delaware
        the shares of:
           Ivtx, Inc.                             Texas
           Great Plains Reinsurance Company       Arizona
           Practice Patterns Science, Inc.
           ESI Canada Holdings, Inc., which       Delaware
              owns 100% of the shares of:         Canada
                  ESI Canada, Inc.

     Express Scripts Vision Corporation and owns  Delaware
         100% of the shares of:
     Avanti Corporate Health Systems Inc.,
        which owns 100% of:                       Delaware
              Avanti of the District, Inc.        Maryland
              Avanti of New Jersey, Inc.
              and owns 80% of the shares of
              Physicians Health Services          Maryland
                  Foundation, Inc.
     Prime Provider Corp., which owns 100% of
        the shares of:                            New York
         Prime Provider Corp. of Texas            Texas

         WellPath of Arizona Reinsurance
           Company                                Arizona

         NYLCare NC Holdings, Inc. which owns 25% of the
           shares of:

         WellPath Community Health Plans, L.L.C.  North Carolina
            which owns 100% of WPCHP Holdings, Inc.
            and 99% of:
         WellPath Preferred Services, L.L.C.
            and WellPath Select Holdings, L.L.C., Delaware
            which owns 100% of:                   North Carolina

         WellPath Select, Inc.                    North Carolina
         WellPath of Carolina, Inc.

         New York Life International Investment
            Asia, Ltd.
ETHIX Southeast, Inc.                             Mauritius                   100%

NYLIFE LLC                                        Arizona

NYLIFE Insurance Company of Arizona               Arizona                     100%

NYLIFE Refinery, Inc.                             New York                    100%

NYLIFE Securities Inc.                            Delaware                    100%

NYLINK Insurance Agency Incorporated              Delaware                    100%
   which owns 100% of the shares of:
   NYLINK Insurance Agency of Alabama             Alabama                     100%
   NYLINK Insurance Agency of New Mexico          New Mexico
   NYLINK Insurance Agency of Hawaii
     Incorporated

   NYLINK Insurance Agency of Massachusetts,      Massachusetts
      Incorporated and 50% of the shares of
      NYLIFE Insurance
    Agency of Ohio, Incorporated                  Ohio                        0%
  NYLIFE International Investment Asia Ltd.       Mauritius
                                                                            100%
NYLTEMPS Inc.                                     Delaware

+        By including the indicated  corporation  in this list, New York life is
         not stating or admitting  that said  corporations  are under its actual
         control;  rather,  these  corporations  are listed  here to ensure full
         compliance with the requirements of this Form N-1A.

*        New York Life serves as investment  adviser to this entity,  the shares
         of which are held of record by  separate  accounts  of NYLIAC  (for the
         MainStay VP Series Fund,  Inc.). New York Life disclaims any beneficial
         ownership and control of this entity.

**       New York Life Foundation does not issue voting securities.

     ***  MacKay-Shields  Financial  Corporation and Monitor  Capital  Advisors,
          Inc. serve as sub-advisers to this entity.
</TABLE>

ITEM 25. Indemnification

     Reference is made to Article VI of the  Registrant's  By-Laws  (Exhibit 2),
and  Article  VII,  Section  2 of the  Registrant's  Articles  of  Incorporation
(Exhibit 1), which are incorporated by reference herein.

     Insofar as  indemnification  for liability arising under the Securities Act
of 1933 may be permitted to trustees,  officers and  controlling  persons of the
Registrant pursuant to the foregoing  provisions,  or otherwise,  the Registrant
has been advised that in the opinion of the Securities  and Exchange  Commission
such  indemnification  is against  public policy as expressed in the Act and is,
therefore,  unenforceable. In the event that a claim for indemnification against
such liabilities  (other than the payment by the Registrant of expenses incurred
or paid by a trustee,  officer or  controlling  person of the  Registrant in the
successful  defense of any  action,  suit or  proceeding)  is  asserted  by such
trustee,  officer or controlling  person in connection with the securities being
registered, the Registrant will, unless in the opinion of its counsel the matter
has been  settled by  controlling  precedent,  submit to a court of  appropriate
jurisdiction the question whether such  indemnification  by it is against public
policy as expressed in the Act and will be governed by the final adjudication of
such issue.

ITEM 26. Business Or Other Connections Of Investment Advisers

     The business of MainStay  Management  LLC is summarized  in the  Prospectus
incorporated  by  reference  in Part A of  this  Registration  Statement,  which
summary is incorporated herein by reference.

     The business or other  connections of each director and officer of MainStay
Management LLC is currently  listed in the investment  adviser  registration  on
Form  ADV  for  MainStay   Management,   (File  No.  801-54912)  and  is  hereby
incorporated herein by reference thereto.

     The  business  of  MacKay-Shields  LLC  is  summarized  in  the  Prospectus
incorporated  by  reference  in Part A of  this  Registration  Statement,  which
summary is incorporated herein by reference.

     The  business  of  Monitor  Capital  Advisors  LLC  is  summarized  in  the
Prospectus  incorporated by reference in Part A of this Registration  Statement,
which summary is incorporated herein by reference.

         The  business  or other  connections  of each  director  and officer of
Monitor  Capital  Advisors LLC is  currently  listed in the  investment  adviser
registration on Form ADV for Monitor Capital Advisors LLC (File No.
801-34412) and is hereby incorporated herein by reference thereto.

     The  business  of New York Life  Insurance  Company  is  summarized  in the
Prospectus  incorporated by reference in Part A of this Registration  Statement,
which summary is incorporated herein by reference.

     The business or other  connections of each director and officer of New York
Life  Insurance   Company  is  currently   listed  in  the  investment   adviser
registration  on  Form  ADV  for New  York  Life  Insurance  Company  (File  No.
801-19525) and is hereby incorporated herein by reference thereto.

ITEM 27. Principal Underwriters

a.   NYLIFE  Distributors  Inc. also acts as the principal  underwriter  for The
     MainStay  Funds  (File No.  33-2610)  and NYLIAC  Variable  Universal  Life
     Separate Accounts I and II.


<PAGE>

b.   Position(s) and Office(s)
<TABLE>
<CAPTION>

<S>                                                    <C>                                <C>

         (1)                                (2)                                  (3)
Name and Principal               Position(s) and Office(s)              Position(s) and Office
Business Address                    with NYLIFE Distributors            Office(s) with Registrant
- ------------------                -------------------------             -------------------------

Davidson, Sheila                    Chief Compliance Officer                None
   51 Madison Avenue
   New York, NY  10010

Brady, Robert E.                    Director and Vice President             None
  260 Cherry Hill Road
  Parsippany, NJ 07054
                                                                            Senior Vice President
Boyce, Jefferson C.                 Director
  51 Madison Avenue
  New York, NY  10010

Roussin, Stephen C.                 Director & Senior Vice President        Director and Chairman
  300 Interpace Parkway
  Parsippany, NJ 07054

Gallo, Michael G.                   Director                                None
  51 Madison Avenue
  New York, NY  10010

Rock, Robert D.                     Director                                None
  51 Madison Avenue
  New York, NY  10010

Boccio, Frank M.                    Director                                None
  51 Madison Avenue
  New York, NY  10010

Hildebrand, Phillip J.              Director                                None
  51 Madison Avenue
  New York, NY  10010

Levy, Richard D.                    Director                                None
  51 Madison Avenue
  New York, NY  10010

Adasse, Louis H.                    Corporate Vice President                None
  51 Madison Avenue,
  New York, NY 10010

Flanagan, John                      Vice President and                      Treasurer, Chief
  300 Interpace Parkway             Chief Financial Officer                 Financial and Accounting Officer
  Parsippany, NJ 07054

Calhoun, Jay S.                     Vice President and Treasurer            None
  51 Madison Avenue
  New York, NY 10010

Warga, Thomas J.                    Senior Vice President and General       None
  51 Madison Avenue                    Auditor
  New York, NY  10010

Livornese, Linda M.                 Vice President                          President
  Morris Corporate Center I
  Building A, 300
  Interpace Parkway
  Parsippany, NJ  27054

Murray, Thomas J.                   Corporate Vice President                None
  51 Madison Avenue
  New York, NY  10010

Zuccaro, Richard W.                 Tax Vice President                      Tax Vice President
  51 Madison Avenue
  New York, NY 10010

Krystel, David J.                   Vice President                          None
  51 Madison Avenue
  New York, NY  10010

O'Byrne, John H. None               Vice President and Chief
  51 Madison Avenue                   Compliance Officer
  New York, NY 10010

Daoust, George R.                   Assistant Vice President                None
  300 Interpace Parkway
  Parsippany, NJ 07054

Arizmendi, Arphiela                 Assistant Vice President               Treasurer
  300 Interpace Parkway             Assistant
  Parsippany, NJ 07054

Cirillo, Antoinette B.              Assistant Vice President                Assistant Treasurer
 300 Interpace Parkway
  Parsippany, NJ 07054
Gordon, Mark                        President                               None
  300 Interpace Parkway
  Parsippany, NJ  07054

McInerney, Barbara                  Vice President                          None
  51 Madison Avenue
  New York, NY

Leier, Albert W.                    Corporate Vice Presidnet                None
  300 Interpace Parkway
  Parsippany, NJ  07054

Whittaker, Lori                     Assistant Secretary                     None
  51 Madison Avenue
  New York 10010

Lorito, GeraldineAssistant          Vice President                          Assistant Treasurer
  300 Interpace Parkway
  Parsippany, NJ  07054

Gomez, Mark A.                      Assistant Secretary                     None
  51 Madison Avenue
  New York, NY  10010
</TABLE>

c.   Inapplicable.

ITEM 28. Location Of Accounts And Records.

     Certain  accounts,  books and other documents  required to be maintained by
Section 31(a) of the  Investment  Company Act of 1940 and the Rules  promulgated
thereunder  are maintained at the offices of the  Registrant,  and New York Life
Insurance  Company,  51 Madison  Avenue,  New York, NY 10010,  at the offices of
MainStay  Management,  Inc. and NYLIFE Distributors Inc., 300 Interpace Parkway,
Parsippany  NJ 07054,  at the offices of Monitor  Capital  Advisors,  Inc.,  504
Carnegie Center, Princeton, NJ 08540-6242,  and at the offices of MacKay-Shields
Financial Corporation,  9 West 57th Street, New York, NY 10019. Records relating
to the duties of the custodian  for the Funds are  maintained by The Bank of New
York, 90 Washington Street,  New York, NY 10286.  Records relating to the duties
of the  Registrant's  transfer  agent are  maintained by Boston  Financial  Data
Services, 2 Heritage Drive, North Quincy, MA 02171.

ITEM 29. Management Services.

         Inapplicable.

ITEM 30. Undertakings.

     The  Registrant  hereby  undertakes  to  furnish  each  person  to  whom  a
prospectus  is  delivered a copy of the  Registrant's  latest  annual  report to
shareholders upon request and without charge.





<PAGE>


                                   SIGNATURES

     Pursuant  to  the  requirements  of the  Securities  Act of  1933  and  the
Investment   Company  Act  of  1940,   the   Registrant  has  duly  caused  this
Post-Effective  Amendment No. 22 to the  Registration  Statement to be signed on
its behalf by the  undersigned,  thereunto duly  authorized,  in the City of New
York in the State of New York, on the 28th day of December, 1999.

                               MAINSTAY INSTITUTIONAL FUNDS INC.


                               By: Linda M. Livornese
                                   ---------------------------
                                   Linda M. Livornese*
                                   President


     Pursuant  to  the   requirements  of  the  Securities  Act  of  1933,  this
Post-Effective  Amendment No. 22 to the Registrant's  Registration Statement has
been signed below by the following  persons in the  capacities  and on the dates
indicated.

Signature                          Title                       Date
- ---------                          -----                       ----


Stephen C. Roussin
- --------------------------         Chairperson and Director    December 28, 1999
Stephen C. Roussin**


Patrick G. Boyle
- --------------------------         Director                    December 28, 1999
Patrick G. Boyle*


Lawrence Glacken
- --------------------------         Director                    December 28, 1999
Lawrence Glacken*


Robert P. Mulhearn
- --------------------------        Director                     December 28, 1999
Robert P. Mulhearn*


Susan B. Kerley
- --------------------------        Director                     December 28, 1999
Susan B. Kerley*


Linda M. Livornese
- --------------------------        President (Principal         December 28, 1999
Linda M. Livornese*                Executive Officer



/s/ John Flanagan                 Treasurer (Principal         December 28, 1999
- -------------------------
John Flanagan                     Financial and Accounting
                                  Officer)


<PAGE>



*By: /s/Joseph R. Fleming
     --------------------------                                December 28, 1999
     Joseph R. Fleming
     as Attorney-in-Fact ***


**By: /s/ Robert W. Helm
      --------------------------                               December 28, 1999
      Robert W. Helm
      as Attorney-in-Fact ***


***  Powers of  Attorney  filed  with the  initial  Registration  Statement  No.
     33-36962 on September 21, 1990, with  Pre-Effective  Amendment No. 2 to the
     Registration Statement on December 26, 1990, with Post-Effective  Amendment
     No.  7 to  the  Registration  Statement  on  October  14,  1994,  and  with
     Post-Effective  Amendment No. 18 to the Registration Statement on April 30,
     1998, incorporated by reference within.



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