<PAGE>   1
                                    FORM 10-K

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                   For the fiscal year ended December 31, 1999

              Commission File Nos. 33-34562; 33-60288; 333-48983

                      ML LIFE INSURANCE COMPANY OF NEW YORK
             (Exact name of Registrant as specified in its charter)

          New York                                       16-1020455
-------------------------------              ----------------------------------
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
incorporation or organization)

                          100 Church Street, 11th Floor
                          New York, New York 10080-6511
                     --------------------------------------
                    (Address of Principal Executive Offices)

                                 1-800-333-6524
                  ----------------------------------------------
                 (Registrant's telephone no. including area code)

       Securities registered pursuant to Section 12(b) or 12(g) of the Act: None

       Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes X   No
                                             ---    ---

       Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K is not contained herein, and will not be contained,
to the best of registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. [X]

                    APPLICABLE ONLY TO CORPORATE REGISTRANTS

       Indicate the number of shares outstanding of each of the registrant's
classes of common stock, as of the latest practicable date.

                                                      Common 220,000
                                                             -------

       REGISTRANT MEETS THE CONDITIONS SET FORTH IN GENERAL INSTRUCTION I(1)(a)
AND (b) OF FORM 10-K AND IS THEREFORE FILING THIS FORM WITH THE REDUCED
DISCLOSURE FORMAT.



<PAGE>   2


                                     PART I

Item 1. Business.

        The Registrant is engaged in the sale of life insurance and annuity
products. The Registrant is a stock life insurance company organized under the
laws of the State of New York on November 28, 1973. The Registrant is currently
subject to primary regulation by the New York State Insurance Department. The
Registrant is a direct wholly owned subsidiary of Merrill Lynch Insurance Group
("MLIG"). MLIG is an indirect wholly owned subsidiary of Merrill Lynch & Co.,
Inc. ("Merrill Lynch & Co."), a corporation whose common stock is traded on the
New York Stock Exchange.

        Information pertaining to contract owner deposits, contract owner
account balances, and capital contributions can be found in the Registrant's
financial statements which are contained herein.

        The Registrant is currently licensed to conduct life insurance and
annuity business in nine states. It currently markets its annuity products and
variable life insurance products only in the state of New York. During 1999,
annuity and life insurance sales were made principally in New York (94%, as
measured by total contract owner deposits).

        The Registrant's life insurance and annuity products will be sold only
by licensed agents through Merrill Lynch Life Agency, Inc. ("MLLA") which is a
wholly owned subsidiary of Merrill Lynch, Pierce, Fenner & Smith Incorporated
("MLPF&S"), pursuant to a general agency agreement by and between the Registrant
and MLLA. Sales are made by career life insurance agents whose sole
responsibility is the sale and servicing of insurance, and by Financial
Consultants of MLPF&S who are also licensed as insurance agents. At December 31,
1999, approximately 2,176 agents of MLLA were authorized to act for the
Registrant.

Item 2. Properties.

        The Registrant's home office is located at 100 Church Street, 11th
Floor, New York, New York. This office space is leased from MLPF&S. In
addition, personnel performing services for the Registrant pursuant to its
Management Services Agreement operate in MLIG office space. Merrill Lynch
Insurance Group Services, Inc. ("MLIGS"), an affiliate of MLIG owns office
space in Jacksonville, Florida. MLIGS also leases certain office space in
Springfield, Massachusetts from Picknelly Family Limited Partnership. MLIG
occupies certain office space in Plainsboro, New Jersey through Merrill Lynch &
Co. An allocable share of the cost of each of these premises is paid by the
Registrant through the service agreement with MLIG.


                                    - 2 -
<PAGE>   3


Item 3. Legal Proceedings.

        There is no material pending litigation to which the Registrant is a
party or of which any of its property is the subject, and there are no legal
proceedings contemplated by any governmental authorities against the Registrant
of which it has any knowledge.

Item 4. Submission of Matters to a Vote of Security Holders.

        Information called for by this item is omitted pursuant to General
Instruction I. of Form 10-K.

                                     PART II

Item 5. Market for Registrant's Common Equity and Related Stockholder Matters.

        (a) The Registrant is a wholly owned subsidiary of MLIG, which is an
indirect wholly owned subsidiary of Merrill Lynch & Co. MLIG is the sole
record holder of Registrant's shares. Therefore, there is no public trading
market for Registrant's common stock.

        The Registrant has declared no cash dividends on its common stock at
any time during the two most recent fiscal years. Under laws applicable to
insurance companies domiciled in the State of New York, notice of intention to
declare a dividend must be filed with the New York Superintendent of Insurance
who may disallow the payment. See Note 7 to the Registrant's financial
statements.

        (b) Not applicable.

Item 6. Selected Financial Data.

        Information called for by this item is omitted pursuant to General
        Instruction I. of Form 10-K.

Item 7. Management's Discussion and Analysis of Financial Condition and Results
        of Operations.

This Management's Discussion and Analysis of Financial Condition and Results of
Operations should be read in conjunction with the Financial Statements and Notes
to Financial Statements included herein.

In addition to providing historical information, the Registrant (also
referred to as "ML of New York") may make or publish forward-looking statements
about management expectations, strategic objectives, business prospects,
anticipated financial performance, and other similar matters. A variety of
factors, many of which are beyond ML of New York's control, affect the
operations, performance, business strategy, and results of ML of New York and
could cause actual results and experience to differ materially from the
expectations expressed in these statements. These factors include, but are not
limited to, the factors listed in the Business Environment and Economic
Environment sections listed below, as well as actions and initiatives taken by
both current and potential competitors and the effect of current, pending, and
future legislation and regulation. ML OF NEW YORK UNDERTAKES NO RESPONSIBILITY
TO UPDATE OR REVISE ANY FORWARD-LOOKING STATEMENTS.

BUSINESS ENVIRONMENT

ML of New York conducts its business in the life insurance and annuity markets
of the financial services industry. These markets are highly regulated with
particular emphasis on company solvency and sales practice monitoring.

The financial services industry continues to be affected by the intensifying
competitive environment as demonstrated by the following factors: consolidation
through mergers and acquisition, competition from new entrants, and traditional
competitors using the internet to establish or expand their businesses. In
addition, the passage of the Gramm-Leach-Bliley Act in November 1999 represented
a significant accomplishment in the effort to modernize the financial services
industry in the U.S. by substantially eliminating barriers between banking,
securities and insurance industries. This legislation, together with other
changes in the financial services industry made possible by previous reforms,
has increased the number of companies competing for a similar customer base.

Demographically, the population is aging, which favors life insurance and
annuity products. However, current tax legislative proposals, which are in
various stages of the political process, may have a material impact on the life
insurance industry by reducing the competitiveness of certain products or by
reducing or eliminating the tax advantages on certain products.

ECONOMIC ENVIRONMENT

ML of New York's financial position and/or results of operations are primarily
impacted by the following economic factors:

-       fluctuations in medium term interest rates
-       fluctuations in credit spreads
-       equity market performance

ML of New York defines medium term interest rates as the average interest rate
on U.S. Treasury securities with terms of 1 to 10 years. During 1999, medium
term interest rates increased approximately 168 basis points to yield, on
average, 6.24% at December 31, 1999.

ML of New York defines credit spreads as the interest rate spread between the
5-year U.S Treasury Bond Index and the 5-year Corporate Financial Bond Index.
During 1999, credit spreads contracted approximately 65 basis points from the
historically high levels experienced during 1998, and ended the year with a
spread of 103 basis points. During 1998, global economic instability contributed
to a significant widening of credit spreads.


                                    - 3 -
<PAGE>   4

There are several standard indices published on a daily basis that measure
performance of selected components of the U.S. equity market. Examples include
the Dow Jones Industrial Average ("Dow"), NASDAQ Composite Index ("NASDAQ") and
the Standard & Poor's 500 Composite Stock Price Index ("S&P Index"). During
1999, the Dow, NASDAQ and S&P Index increased 25%, 86% and 20%, respectively,
with all three indices closing the year at historical highs. The investment
performance in the underlying mutual funds supporting ML of New York's variable
products do not replicate the returns on any specific U.S. equity market index,
however investment performance will generally increase or decrease with
corresponding increases or decreases in the overall U.S. equity market.

SUMMARY

ML of New York sells variable and interest sensitive life insurance and annuity
products through Merrill Lynch & Co.'s retail network of Financial Consultants.
ML of New York competes for Merrill Lynch & Co.'s clients' life insurance and
annuity business with non-affiliated insurers whose products are also sold
through Merrill Lynch & Co.'s retail network ("non-proprietary products"), and
with insurers who solicit this business directly. The product lines that ML of
New York offers are focused in the highly competitive market segments of
retirement and estate planning. ML of New York competes in these market segments
by integrating its products into Merrill Lynch & Co.'s planning-based financial
management program.

ML of New York's financial management is based on conservative investment and
liability management and regular monitoring of its risk profile. ML of New York
also seeks to provide superior customer service and financial management to
promote the competitiveness of its products. ML of New York's customer service
centers have established standards of performance that are monitored on a
regular basis. Managers and employees in the customer service centers are
periodically evaluated based on their performance in meeting these standards.

ML of New York has strategically placed its marketing emphasis on the sale of
variable annuities, modified guaranteed annuities and variable life insurance
products. These products are designed to address the retirement and estate
planning needs of Merrill Lynch & Co.'s clients. The variable annuity product
provides tax-deferred savings with the opportunity for diversified investing in
a wide selection of underlying mutual fund portfolios. The modified guaranteed
annuity product provides a guaranteed fixed interest-crediting rate for a period
selected by the contract owner, but imposes a market value adjustment for
withdrawals prior to the expiration of the guarantee period. ML of New York
offers a variable life insurance product that provides life insurance protection
and allows the contract owner to allocate the cash value of the policy to
underlying mutual fund portfolios. The following table summarizes ML of New
York's sales activity for the three years ending December 31, 1999:

<TABLE>
<CAPTION>
                                                    (In Millions)                                 % Change
                                   ---------------------------------------------  ----------------------------------------
                                        1999            1998          1997            1999 - 1998          1998 - 1997
                                   --------------  -------------- --------------  -------------------  ------------------

<S>                               <C>             <C>            <C>             <C>                  <C>
Variable Annuities                 $          78   $          97  $         101                (20%)                (4%)

Modified Guaranteed Annuities                  2               2              5                   0%               (60%)

Variable Life Insurance                        8              10             11                (20%)                (9%)
                                   --------------  -------------- --------------  -------------------  ------------------

  Total Premiums Collected         $          88   $         109  $         117                (19%)                (7%)
                                   ==============  ============== ==============  ===================  ==================
</TABLE>

ML of New York's total sales decreased 19% during 1999 as compared to 1998 and
7% during 1998 as compared to 1997, primarily due to reductions in variable
annuity sales. Variable annuity sales, however, continued to dominate overall
sales by comprising 89%, 89% and 86% of total sales volume for the years ended
1999, 1998 and 1997, respectively.



                                     - 4 -
<PAGE>   5

Variable annuity sales decreased 20% during 1999 as compared to 1998 and 4%
during 1998 as compared to 1997. During the fourth quarter 1998, the New York
Insurance Department promulgated regulations regarding the replacement of
certain life insurance policies and annuity contracts. The new regulations
significantly increase the complexity and length of time to process most
replacements. In management's opinion, sales volumes have been negatively
impacted within its distribution system by the increase in administrative burden
for life insurance and annuity sales. The following table compares the Company's
variable annuity sales received by the source of funds:

<TABLE>
<CAPTION>
                                                           ($ In Millions)                                  % Change
                                         ----------------------------------------------------    -------------------------------
                                               1999              1998               1997          1999 - 1998       1998 - 1997
                                         ---------------   ---------------   ----------------    -------------     -------------

<S>                                     <C>               <C>               <C>                 <C>                <C>
    Internal Replacement Policies        $         7       $        14       $        10              (50%)              40%

    External Replacement Policies                 22                33                29              (33%)              14%
                                         --------------    --------------    --------------      -------------     -------------

      Total Replacement Policies                  29                47                39              (38%)              21%

    New Business                                  49                50                62               (2%)             (19%)

                                         --------------    --------------    --------------      -------------     -------------
      Total Variable Annuity Deposits    $        78       $        97       $       101              (20%)              (4%)
                                         ==============    ==============    ==============      =============     =============
</TABLE>

Merrill Lynch & Co. offers an optional asset allocation service to ML of New
York variable annuity contract owners. An investment advisor allocates the
participating contract owner's account value among the available underlying
mutual fund portfolios based on the contract owner's investment objectives and
risk tolerance. ML of New York does not receive any financial remuneration from
Merrill Lynch & Co. for this service; however, management believes that its
availability has had a positive effect on variable annuity sales volume.

During 1999, policy and contract surrenders decreased $8.5 million (or 13%) to
$59.5 million as compared to 1998 primarily due to a decrease in modified
guaranteed annuity surrenders. During 1999, modified guaranteed annuity
surrenders decreased $9.7 million (or 35%) to $18.1. The decrease in modified
guaranteed annuity surrender activity is primarily attributable to increases in
medium term interest rates during the current year. The market value adjustment
provision on these contracts has an inverse relationship to changes in interest
rates.

FINANCIAL CONDITION

At December 31, 1999, ML of New York's assets were $1.4 billion, or $181 million
higher than the $1.2 billion in assets at December 31, 1998. The increase in
assets is attributable to the growth in separate accounts assets, which
increased $200 million (or 23%) to $1.1 billion. ML of New York's separate
accounts assets benefited from strong investment performance associated with the
generally rising equity markets. During 1999, separate accounts assets increased
$183 million due to price appreciation in the underlying mutual funds supporting
the variable products. Second, net cash inflow to the variable products
contributed $17 million to the growth in separate accounts assets.

Assets excluding separate accounts assets ("general account assets") decreased
$19 million primarily due to the declining number of fixed-rate contracts
inforce. Also contributing to the decline in general account assets was the
decrease in market values of investment securities associated with the rising
interest rate environment. During 1999, market values on invested assets
decreased $10.5 million. After adjusting for deferred federal income taxes,
total general account assets decreased $8.1 million as a result of the rising
interest rate environment.




                                     - 5 -
<PAGE>   6


During 1999, ML of New York experienced contract owner deposits that exceeded
withdrawals by $4 million. The components of contract owner transactions are as
follows:

<TABLE>
<CAPTION>
(In Millions)                                                1999
                                                        --------------

<S>                                                     <C>
Premiums collected                                       $         88
Internal tax-free exchanges                                        (8)
                                                        --------------
     Net contract owner deposits                                   80

Contract owner withdrawals                                        110
Net transfers to/from separate accounts                           (34)
                                                        --------------
     Net contract owner withdrawals                                76
                                                        --------------

Net contract owner activity                              $          4
                                                        ==============
</TABLE>

ML of New York maintains a conservative general account investment portfolio. ML
of New York has no mortgage or real estate investments. The following schedule
identifies ML of New York's general account invested assets by type:

<TABLE>
<S>                                                                                        <C>
Investment Grade Fixed Maturity Securities (Rated A or higher).......................             41%
Policy Loans.........................................................................             33%
Investment Grade Fixed Maturity Securities (Rated BBB)...............................             17%
Equity Securities....................................................................              7%
Non-Investment Grade Fixed Maturity Securities.......................................              2%
                                                                                           -----------
                                                                                                 100%
                                                                                           ===========
</TABLE>

ML of New York's investment in collateralized mortgage obligations ("CMO") and
mortgage backed securities ("MBS") had a carrying value of $9 million as of
December 31, 1999. At December 31, 1999, all of ML of New York's CMO and MBS
holdings were fully collateralized by the Government National Mortgage
Association, the Federal National Mortgage Association or the Federal Home Loan
Mortgage Corporation. CMO and MBS securities are structured to allow the
investor to determine, within certain limits, the amount of interest rate risk,
prepayment risk and default risk that the investor is willing to accept. It is
this level of risk that determines the degree to which the yields on CMO and MBS
securities will exceed the yields that can be obtained from similarly rated
corporate securities.

As of December 31, 1999, ML of New York had 2,776 life insurance and annuity
contracts inforce with interest rate guarantees. The estimated average rate of
interest credited on behalf of contract owners was 5.13% during 1999. Invested
assets supporting liabilities with interest rate guarantees had an estimated
effective yield of 6.83% during 1999. The number of life insurance and annuity
contracts inforce with interest rate guarantees decreased 13% as compared to
1998.



                                     - 6 -
<PAGE>   7

LIQUIDITY AND CAPITAL RESOURCES

ML of New York's liquidity requirements include the payment of sales commissions
and other underwriting expenses and the funding of its contractual obligations
for the life insurance and annuity contracts it has inforce. ML of New York has
developed and utilizes a cash flow projection system and regularly performs
asset / liability duration matching in the management of its asset and liability
portfolios. ML of New York anticipates funding all its cash requirements
utilizing cash from operations, normal investment maturities and anticipated
calls and repayments, consistent with prior years. As of December 31, 1999, ML
of New York's assets included $185 million of cash, short-term investments and
investment grade publicly traded available-for-sale securities that could be
liquidated if funds were required.

In order to continue to market life insurance and annuity products, ML of New
York must meet or exceed the statutory capital and surplus requirements of the
insurance departments of the states in which it conducts business. Statutory
accounting practices differ from generally accepted accounting principles
("GAAP") in two major respects. First, under statutory accounting practices,
the acquisition costs of new business are charged to expense, while under GAAP
they are amortized over a period of time. Second, under statutory accounting
practices, the required additions to statutory reserves for new business in
some cases may initially exceed the  statutory revenues attributable to such
business. These practices result in a reduction of statutory income and surplus
at the time of recording new business.

The National Association of Insurance Commissioners utilizes the Risk Based
Capital ("RBC") adequacy monitoring system. The RBC calculates the amount of
adjusted capital that a life insurance company should have based upon that
company's risk profile. As of December 31, 1999 and 1998, based on the RBC
formula, ML of New York's total adjusted capital level was well in excess of the
minimum amount of capital required to avoid regulatory action.

ML of New York has received claims paying ability ratings from the major
insurance rating agencies as follows: A.M. Best - "A+" and Standard and Poors -
"AA-".


                                     - 7 -
<PAGE>   8



ML of New York has developed a comprehensive capital management plan that will
continue to provide appropriate levels of capital for the risks that ML of New
York assumes, but will allow ML of New York to reduce its absolute level of
surplus. In implementing this plan, ML of New York paid $15 million in dividends
to MLIG during 1997. No dividends were paid during 1999 and 1998.

ML of New York believes that it will be able to fund the capital and surplus
requirements of projected new business from current statutory earnings and
existing statutory capital and surplus. If sales of new business significantly
exceed projections, ML of New York may have to look to its parent and other
affiliated companies to provide the capital or borrowings necessary to support
its current marketing efforts. ML of New York's future marketing efforts could
be hampered should its parent and/or affiliates be unwilling to commit
additional funding.

YEAR 2000 COMPLIANCE INITIATIVE

In 1999 ML of New York completed its efforts to address the Year 2000 problem
(the "Y2K problem") in conjunction with the Merrill Lynch & Co. Year 2000
Compliance Initiative (the "Y2K Initiative"). The Y2K problem was the result of
a widespread programming technique that caused computer systems to identify a
date based on the last two numbers of a year, with the assumption that the first
two numbers of the year are "19". As a result, the year 2000 would be stored as
"00," causing computers to incorrectly interpret the year as 1900. Left
uncorrected, the Y2K problem may have caused serious failures in information
technology systems and other systems.

In 1995 Merrill Lynch & Co. established the Y2K Initiative to address the
internal and external risks associated with the Y2K problem. The Y2K Initiative
consisted of six phases, completed by the millennium: planning, pre-renovation,
renovation, production testing, certification, and integration testing.
Contingency plans were established in the event of any failures or disruptions.

Through the date of this filing, there have been no material failures or
disruptions of systems or services at ML of New York attributable to the Y2K
problem. Similarly we have not been notified of any material failure or
disruption of systems or services affecting third parties in their capacity to
transact business with ML of New York or in ML of New York's capacity to
transact business with others. ML of New York continues to monitor the
performance of its systems for any possible future failures or disruptions
attributable to the Y2K problem. In light of the dependency of the parties in or
serving the financial markets, the failure or disruption of systems or services
of exchanges, clearing organizations, vendors, service providers,
counterparties, regulators or others could have a material adverse effect on ML
of New York's business, results of operations, and financial condition.

The primary costs associated with the Y2K Initiative were incurred by Merrill
Lynch & Co. and were not directly allocated to the various business units.
Merrill Lynch & Co.'s total expenditures for the entire Y2K Initiative were
approximately $512 million, including approximately $102 million of occupancy,
communications, and other related overhead expenditures, as Merrill Lynch & Co.
is applying a fully costed pricing methodology for this project. Of the total
estimated expenditures, approximately $12 million, related to continued
testing, contingency planning, risk management and the wind down of the
efforts, has not yet been spent. Included in the overall Merrill Lynch & Co.
expenditures were estimated total Year 2000 expenditures for Information
Systems personnel responsible for the ongoing maintenance and support of the
Company's information technology of approximately $0.3 million.



                                     - 8 -
<PAGE>   9



RESULTS OF OPERATIONS

ML of New York's gross earnings are principally derived from two sources:

-       the net earnings from investment of fixed rate life insurance and
        annuity contract owner deposits less interest credited to contract
        owners, commonly known as interest spread, and
-       the charges imposed on variable life insurance and variable annuity
        contracts

The costs associated with acquiring contract owner deposits are amortized over
the period in which ML of New York anticipates holding those funds. In addition,
ML of New York incurs expenses associated with the maintenance of inforce
contracts.

1999 compared to 1998

ML of New York recorded net earnings of $6.6 million and $4.8 million for 1999
and 1998, respectively.

Net earnings derived from interest spread decreased $0.3 million during 1999 as
compared to 1998. The reduction in interest spread is primarily a result of the
declining number of fixed rate contracts inforce.

Net realized investment losses increased $1.1 million (or 55%) to $3.1 million
during 1999 primarily due to two factors. First, there was a $0.8 million
decrease in interest related realized gains as compared to 1998. This decrease
is primarily attributable to reduced sales of investments supporting the
modified guaranteed annuity product. The reduction in investment sales is
attributable to lower surrender activity during 1999 as compared to 1998.
Second, credit related losses increased $0.3 million during 1999 as compared to
1998.

Policy charge revenue increased $1.8 million (or 12%) during 1999 as compared to
1998. The increase in policy charge revenue is primarily attributable to the
increase in contract owners' variable account balances. During 1999, average
variable account balances increased $142 million (or 18%) as compared to 1998.
During the same time period, asset based policy charges increased $1.8 million
(or 20%) consistent with the growth in the average variable account balances.

The market value adjustment expense is attributable to ML of New York's modified
guaranteed annuity contracts. This contract provision results in a market value
adjustment to the cash surrender value of those contracts that are surrendered
before the expiration of their interest rate guarantee period. During 1999, the
market value adjustment expense decreased $0.3 million (or 54%) as compared to
1998 consistent with the decrease in surrender activity resulting from the
higher interest rate environment in 1999.

Policy benefits decreased $1.0 million (or 61%) during 1999 as compared to 1998
due to decreased mortality for variable life insurance products.

Reinsurance premium ceded increased $0.1 million (or 7%) to $1.8 million during
1999. This increase is attributable to the combined effect of the increasing age
of contract owners and increased insurance inforce.

Amortization of deferred policy acquisition costs decreased $0.9 million (or
16%) to $4.8 million in 1999. The retrospective adjustment of deferred policy
acquisition costs that occurred during 1998 resulted in a $1.5 million increase
in amortization of deferred policy acquisition costs. Excluding this adjustment,
amortization of deferred policy acquisition costs increased $0.6 million as
compared to 1998 primarily due to the growth in policy fee income.



                                    - 9 -
<PAGE>   10

Insurance expenses and taxes decreased $0.7 million (or 14%) during 1999 as
compared to 1998. The decrease in insurance expenses and taxes is primarily due
to reductions in salary and office rental expenses associated with the Company's
closing of it's New York service center, as well as expense reduction procedures
implemented by Merrill Lynch & Co. Both of these events occurred during the
third quarter 1998.

ML of New York's effective federal income tax rate increased to 33% for 1999
from 28% for 1998 principally due to a reduction of certain permanent
differences recorded during 1999 as compared to 1998.

1998 compared to 1997

ML of New York recorded net earnings of $4.8 million and $9.7 million for 1998
and 1997, respectively.

Net earnings derived from interest spread decreased $3.2 million during 1998 as
compared to 1997. During 1997, ML of New York determined that certain contract
owner reserves exceeded amounts required resulting in reductions to those
reserves. Excluding these reductions, interest spread decreased $2.2 million
during 1998 as compared to 1997. The reduction in interest spread is primarily a
result of ML of New York's $15 million dividend payment to its stockholder
during the fourth quarter 1997 and the declining number of fixed rate contracts
inforce.

Net realized investment losses were $2.0 million during 1998 as compared to net
realized investment gains of $1.9 million during 1997. During 1998, ML of New
York incurred $1.9 million in credit-related losses due to the book value
adjustment on one fixed maturity security. During 1997, ML of New York realized
a $2.0 million credit-related gain on the disposition of a single equity
security investment.

Policy charge revenue increased $2.4 million (or 19%) during the current year as
compared to 1997. The increase in policy charge revenue is primarily
attributable to the increase in contract owners' variable account balances.
During 1998, average variable account balances increased $140 million (or 21%)
as compared to 1997.

The market value adjustment expense is attributable to ML of New York's modified
guaranteed annuity product. This contract provision results in a market value
adjustment to the cash surrender value of those contracts that are surrendered
before the expiration of their interest rate guarantee period. During 1998, the
market value adjustment expense increased $0.3 million (or 144%) as compared to
1997 consistent with the increase in surrender activity resulting from the lower
interest rate environment in 1998.

Policy benefits increased $0.8 million (or 109%) during 1998 as compared to 1997
due to increased mortality for variable life insurance products.

Reinsurance premium ceded increased $0.1 million (or 8%) to $1.7 million during
1998. This increase is attributable to the combined effect of the increasing age
of contract owners and increased insurance inforce.

Amortization of deferred policy acquisition costs increased $1.6 million to $5.8
million in 1998. Approximately $1.5 million of the increase is attributable to
the retrospective adjustment of deferred policy acquisition costs as a result of
revising estimated future gross profits assumptions for certain life insurance
and annuity products.

Insurance expenses and taxes increased $0.3 million (or 7%) during 1998 as
compared to 1997. During the third quarter 1998, the Company incurred $0.3
million in expenses due to the writedown of various leasehold improvements and
other expenses associated with the closure of its New York service center.

ML of New York's effective federal income tax rate decreased to 28% for 1998
from 34% for 1997 primarily due to adjustments for foreign tax credits recorded
during 1998.



                                     - 10 -
<PAGE>   11


Segment Information

ML of New York's operating results are categorized into two business segments:
Life Insurance and Annuities. ML of New York's Life Insurance segment consists
of variable life insurance products and interest-sensitive life products. ML of
New York's Annuity segment consists of variable annuities and interest-sensitive
annuities. Other earnings represent earnings on assets that do not support
contract owner liabilities. Net earnings by segment were as follows:

<TABLE>
<CAPTION>

   Segment                        1999          1998           1997
   -------                        ----          ----           ----

<S>                               <C>           <C>            <C>
Life Insurance                    $2.6          $0.5           $2.1
Annuities                          2.4           2.6            5.3
Other                              1.6           1.7            2.3
</TABLE>

The products that comprise the Life Insurance and Annuity segments generally
possess similar economic characteristics. As such, the financial condition and
results of operations of each business segment are generally consistent with ML
of New York's consolidated financial condition and results of operations
presented herein.

ML of New York is not dependent upon any single customer, and no single customer
accounted for more than 10% of its revenues during 1999.

Inflation

ML of New York's operations have not been materially impacted by inflation and
changing prices during the preceding three years.

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market risk is the potential change in a financial instrument's value caused by
fluctuations in certain underlying risk factors. ML of New York is primarily
subject to market risk resulting from fluctuations in interest rates and credit
spreads.

A number of assumptions must be made to obtain the expected fair value changes
illustrated below. There is no reason to believe that historically simulated
interest rate and credit spread movements have any predictive power for future
fair value changes. The volatility experienced during recent years demonstrates
the limitations of these models.

Interest Rate Risk

Interest rate risk arises from the possibility that changes in interest rates
will affect the value of investments, primarily fixed maturity securities and
preferred equity securities, as well as interest sensitive liabilities. Changes
in interest rates have an inverse relationship to the value of investments and
interest sensitive liabilities. ML of New York manages interest rate risk as
part of its asset / liability management strategy. For each portfolio,
management monitors the expected changes in assets and liabilities, as produced
by ML of New York's model, resulting from various interest rate scenarios. Based
on these results, management closely matches the duration and convexity of
insurance liabilities to the duration and convexity of assets supporting those
liabilities.

The following table presents the estimated net impact on the fair value of
non-trading investments and interest sensitive liabilities resulting from
various hypothetical interest rate scenarios, based on assumptions contained in
ML of New York's model:

<TABLE>
<CAPTION>
                                                 Change in Fair Value
                                                    (In Millions)
                                           ---------------------------------
Change in Interest Rates                       1999               1998
-------------------------------------      -------------      --------------

<S>                                          <C>                <C>
+ 100 basis points                           ($3.5)             ($2.6)
+ 50 basis points                            ($1.7)             ($1.4)
- 50 basis points                             $1.5               $1.5
- 100 basis points                            $2.9               $3.0
</TABLE>


                                     - 11 -

<PAGE>   12
ML of New York's model is based on existing business inforce as of year-end 1999
without considering the impact of new life insurance and annuity sales on assets
or liabilities. The model incorporates ML of New York's fixed maturity
securities and preferred equity investments excluding variable rate securities
with rate resetting in less than ninety days, securities with a maturity of less
than ninety days, and securities that are in or near default. The changes in
interest rate scenarios, noted above, assume parallel shifts in the yield curve
occurring uniformly throughout the year.

Additionally, certain products have features that mitigate the impact of
interest rate risk. Examples include surrender charges, market value
adjustments, and resetting of interest credited rates (subject to certain
guaranteed minimum crediting rates). For interest sensitive life products the
guaranteed minimum rate is 4%. For interest sensitive annuity products the
guaranteed minimum rates range from 3% to 5%, with the greatest concentration in
the 3% to 4% range.

Credit Spread Risk

Credit spread risk arises from the possibility that changes in credit spreads
will affect the value of investments. Credit spreads represent the credit risk
premiums required by market participants for a given credit quality, i.e., the
additional yield that a debt instrument issued by a AA-rated entity must
produce over a risk-free alternative (e.g., U.S. Treasury instrument).

The following table presents the estimated net impact on the fair value of
non-trading investments resulting from various hypothetical fluctuations in
credit spreads, based on assumptions contained in ML of New York's model:

<TABLE>
<CAPTION>
                                                    Change in Fair Value
                                                       (In Millions)
                                              ---------------------------------
Change in Credit Spreads                          1999               1998
----------------------------------------      --------------     --------------

<S>                                            <C>                <C>
+ 50 basis points                               ($3.2)             ($2.9)
+ 10 basis points                               ($0.9)             ($0.6)
- 10 basis points                                $0.3               $0.6
- 50 basis points                                $2.5               $3.0
</TABLE>

ML of New York's model is based on existing business inforce as of year-end 1999
without considering the impact of new life insurance and annuity sales on
assets. The model incorporates ML of New York's fixed maturity securities and
preferred equity investments excluding securities with a maturity of less than
ninety days and securities that are in or near default. The changes in credit
spreads, noted above, assume a uniform occurrence throughout the year.

Liability valuations for modified guaranteed annuities mitigate ML of New York's
exposure to credit spread risk. Contract owner surrender values reflect changes
in spread between corporate bonds and U.S. Treasury securities since the market
value adjusted account value is based on current crediting rates for new and
renewal contracts. These crediting rates are adjusted weekly and reflect current
market conditions.

Credit Risk

Credit risk represents the loss that ML of New York would incur if an issuer
fails to perform its contractual obligations and the value of the security held
has been permanently impaired or is deemed worthless. ML of New York manages its
credit risk by setting investment policy guidelines that assure diversification
with respect to investment, issuer, geographic location and credit quality.
Management regularly monitors compliance of each investment portfolio's status
with the investment policy guidelines, including timely updates of
credit-related securities.


                                    - 12 -
<PAGE>   13
Item 8.           Financial Statements and Supplementary Data.

                  The financial statements of Registrant are set forth in Part
IV hereof and are incorporated herein by reference.

Item 9.           Changes in and Disagreements With Accountants on Accounting
                  and Financial Disclosure.

                  Not applicable.

                                    PART III

                  Information called for by items 10 through 13 of this part is
omitted pursuant to General Instruction I. of Form 10-K.

                                     PART IV

Item 14.          Exhibits, Financial Statement Schedules, and Reports on Form
                  8-K.

                  (a)      Financial Statements and Exhibits.

                           (1)      The following financial statements of the
                                    Registrant are filed as part of this report:

                           a.       Independent Auditors' Report dated February
                                    28, 2000.

                           b.       Balance Sheets at December 31, 1999 and
                                    1998.

                           c.       Statements of Earnings for the Years Ended
                                    December 31, 1999, 1998 and 1997.

                           d.       Statements of Comprehensive Income for the
                                    Years Ended December 31, 1999, 1998 and
                                    1997.

                           e.       Statements of Stockholder's Equity for the
                                    Years Ended December 31, 1999, 1998 and
                                    1997.

                           f.       Statements of Cash Flows for the Years Ended
                                    December 31, 1999, 1998 and 1997.

                           g.       Notes to Financial Statements for the Years
                                    Ended December 31, 1999, 1998 and 1997.

                           (2)      Not applicable.

                           (3)      The following exhibits are filed as part of
                                    this report as indicated below:


                                     - 13 -



<PAGE>   14


              3.1    Certificate of Amendment of the Charter of ML Life
                     Insurance Company of New York. (Incorporated by reference
                     to Exhibit 6(a)(ii) to Post-Effective Amendment No. 10 to
                     ML of New York Variable Annuity Account A's registration
                     statement on Form N-4, File No. 33-43654, filed December 9,
                     1996.)

              3.2    By-Laws of ML Life Insurance Company of New York.
                     (Incorporated by reference to Exhibit 6(b) to
                     Post-Effective Amendment No. 10 to ML of New York Variable
                     Annuity Account A's registration statement on Form N-4,
                     File No. 33-43654, filed December 9, 1996.)

              4.1    Modified Guaranteed Annuity Contract. (Incorporated by
                     reference to Exhibit 4(a) to Pre-Effective Amendment No. 1
                     to the Registrant's registration statement on Form S-1,
                     File No. 33-34562, filed October 16, 1990.)

              4.2    Modified Guaranteed Annuity Contract Application.
                     (Incorporated by reference to Exhibit 4(b) to Pre-Effective
                     Amendment No. 1 to the Registrant's registration statement
                     on Form S-1, File No. 33-34562, filed October 16, 1990.)

              4.3    Qualified Retirement Plan Endorsement. (Incorporated by
                     reference to Exhibit 4(c) to Pre-Effective Amendment No. 1
                     to the Registrant's registration statement on Form S-1,
                     File No. 33-34562, filed October 16, 1990.)

              4.4    IRA Endorsement. (Incorporated by reference to Exhibit 4(d)
                     to Pre-Effective Amendment No. 1 to the Registrant's
                     registration statement on Form S-1, File No. 33-34562,
                     filed October 16, 1990.)

              4.5    Company Name Change Endorsement. (Incorporated by reference
                     to Exhibit 4(e) to Post-Effective Amendment No. 3 to the
                     Registrant's registration statement on Form S-1, File No.
                     33-34562, filed March 30, 1992.)

              4.6    IRA Endorsement, MLNY009 (Incorporated by reference to
                     Exhibit 4(d)(2) to Post-Effective Amendment No. 1 to the
                     Registrant's registration statement on Form S-1, File No.
                     33-60288, filed March 31, 1994).



                                     - 14 -

<PAGE>   15


              4.7    Modified Guaranteed Annuity Contract MLNY-AY-991/94.
                     (Incorporated by reference to Exhibit 4(a)(2) to
                     Post-Effective Amendment No. 3 to the Registrant's
                     registration statement on Form S-1, File No. 33-60288,
                     filed December 7, 1994).

              4.8    Qualified Retirement Plan Endorsement MLNY-AYQ-991/94.
                     (Incorporation by reference to Exhibit 4(c)(2) to
                     Post-Effective Amendment No. 3 to the Registrant's
                     registration statement on Form S-1, File No. 33-60288,
                     filed December 7, 1994).

              10.1   General Agency Agreement between Royal Tandem Life
                     Insurance Company and Merrill Lynch Life Agency Inc.
                     (Incorporated by reference to Exhibit 10(a) to
                     Pre-Effective Amendment No. 1 to the Registrant's
                     registration statement on Form S-1, File No. 33-34562,
                     filed October 16, 1990.)

              10.2   Investment Management Agreement by and between Royal Tandem
                     Life Insurance Company and Equitable Capital Management
                     Corporation. (Incorporated by reference to Exhibit 10(b) to
                     Pre-Effective Amendment No. 1 to the Registrant's
                     registration statement on Form S-1, File No. 33-34562,
                     filed October 16, 1990.)

              10.3   Shareholders' Agreement by and among The Equitable Life
                     Assurance Society of the United States and Merrill Lynch &
                     Co., Inc. and Tandem Financial Group, Inc. (Incorporated by
                     reference to Exhibit 10(c) to Pre-Effective Amendment No. 1
                     to the Registrant's registration statement on Form S-1,
                     File No. 33-34562, filed October 16, 1990.)

              10.4   Service Agreement by and between Royal Tandem Life
                     Insurance Company and Tandem Financial Group, Inc.
                     (Incorporated by reference to Exhibit 10(d) to
                     Pre-Effective Amendment No. 1 to the Registrant's
                     registration statement on Form S-1, File No. 33-34562,
                     filed October 16, 1990.)

              10.5   Service Agreement by and between Tandem Financial Group,
                     Inc. and Merrill Lynch & Co., Inc. (Incorporated by
                     reference to Exhibit 10(e) to Pre-Effective Amendment No. 1
                     to the Registrant's registration statement on Form S-1,
                     File No. 33-34562, filed October 16, 1990.)



                                     - 15 -
<PAGE>   16


              10.6   Form of Investment Management Agreement by and between
                     Royal Tandem Life Insurance Company and Merrill Lynch Asset
                     Management, Inc. (Incorporated by reference to Exhibit
                     10(f) to Post-Effective Amendment No. 1 to the Registrant's
                     registration statement on Form S-1, File No. 33-34562,
                     filed March 7, 1991.)

              10.7   Assumption Reinsurance Agreement between Merrill Lynch Life
                     Insurance Company, Tandem Insurance Group, Inc. and Royal
                     Tandem Life Insurance Company and Family Life Insurance
                     Company. (Incorporated by reference to Exhibit 10(g) to
                     Post-Effective Amendment No. 3 to the Registrant's
                     registration statement on Form S-1, File No. 33-34562,
                     filed March 30, 1992.)

              10.8   Indemnity Agreement between ML Life Insurance Company of
                     New York and Merrill Lynch Life Agency, Inc. (Incorporated
                     by reference to Exhibit 10(h) to Post-Effective Amendment
                     No. 3 to the Registrant's registration statement on Form
                     S-1, File No. 33-34562, filed March 30, 1992.)

              10.9   Amended General Agency Agreement between ML Life Insurance
                     Company of New York and Merrill Lynch Life Agency, Inc.
                     (Incorporated by reference to Exhibit 10(i) to
                     Post-Effective Amendment No. 3 to the Registrant's
                     registration statement on Form S-1, File No. 33-34562,
                     filed March 30, 1992.)

              10.10  Amended Management Agreement between ML Life Insurance
                     Company of New York and Merrill Lynch Asset Management,
                     Inc. (Incorporated by reference to Exhibit 10(j) to the
                     Registrant's registration statement on Form S-1, File No.
                     33-60288, filed March 30, 1993.)

              10.11  Mortgage Loan Servicing Agreement between ML Life Insurance
                     Company of New York and Merrill Lynch & Co., Inc.
                     (Incorporated by reference to Exhibit 10(k) to
                     Post-Effective Amendment No. 4 to the Registrant's
                     registration statement on Form S-1, File No. 33-60288,
                     filed March 29, 1995.)

              24.1   Power of attorney of Frederick J. C. Butler. (Incorporated
                     by reference to Exhibit 24(a) to Post-Effective Amendment
                     No. 1 to the Registrant's registration statement on Form
                     S-1, File No. 33-60288, filed March 31, 1994.)



                                     - 16 -
<PAGE>   17

              24.2   Power of attorney of Michael P. Cogswell. (Incorporated by
                     reference to Exhibit 24(b) to Post-Effective Amendment No.
                     1 to the Registrant's registration statement on Form S-1,
                     File No. 33-60288, filed March 31, 1994.)

              24.3   Power of attorney of Joseph E. Crowne. (Incorporated by
                     reference to Exhibit 24(d) to Post-Effective Amendment No.
                     1 to the Registrant's registration statement on Form S-1,
                     File No. 33-60288, filed March 31, 1994.)

              24.4   Power of attorney of David M. Dunford. (Incorporated by
                     reference to Exhibit 24(e) to Post-Effective Amendment No.
                     1 to the Registrant's registration statement on Form S-1,
                     File No. 33-60288, filed March 31, 1994.)

              24.5   Power of attorney of Robert L. Israeloff. (Incorporated by
                     reference to Exhibit 24(g) to Post-Effective Amendment No.
                     1 to the Registrant's registration statement on Form S-1,
                     File No. 33-60288, filed March 31, 1994.)

              24.6   Power of attorney of Allen N. Jones. (Incorporated by
                     reference to Exhibit 24(j) to Post-Effective Amendment No.
                     6 to the Registrant's registration statement on Form S-1,
                     File No. 33-60288, filed March 27, 1997.)

              24.7   Power of attorney of Cynthia L. Kahn. (Incorporated by
                     reference to Exhibit 24(i) to Post-Effective Amendment No.
                     1 to the Registrant's registration statement on Form S-1,
                     File No. 33-60288, filed March 31, 1994.)

              24.8   Power of attorney of Robert A. King. (Incorporated by
                     reference to Exhibit 24(j) to Post-Effective Amendment No.
                     1 to the Registrant's registration statement on Form S-1,
                     File No. 33-60288, filed March 31, 1994.)

              24.9   Power of attorney of Irving M. Pollack. (Incorporated by
                     reference to Exhibit 24(k) to Post-Effective Amendment No.
                     1 to the Registrant's registration statement on Form S-1,
                     File No. 33-60288, filed March 31, 1994.)

              24.10  Power of attorney of Barry G. Skolnick. (Incorporated by
                     reference to Exhibit 24(l) to Post-Effective Amendment No.
                     1 to

                                     - 17 -
<PAGE>   18

                     the Registrant's registration statement on Form S-1, File
                     No. 33-60288, filed March 31, 1994.)

              24.11  Power of attorney of Anthony J. Vespa. (Incorporated by
                     reference to Exhibit 24(n) to Post-Effective Amendment No.
                     1 to the Registrant's registration statement on Form S-1,
                     File No. 33-60288, filed March 31, 1994.)

              24.12  Power of attorney of Gail R. Farkas. (Incorporated by
                     reference to Exhibit 24(g) to Post-Effective Amendment No.
                     5 to the Registrant's registration statement on Form S-1,
                     File No. 33-60288, filed March 26, 1996.)

              24.13  Power of attorney of Stanley C. Peterson. (Incorporated by
                     reference to Exhibit 24.13 to Annual Report on Form 10-K,
                     File Nos. 33-34562 and 33-60288, filed March 30, 1998.)

              24.14  Power of attorney of Richard M. Drew is filed herewith.

              27.1   Financial Data Schedule is filed herewith.

       (b)    Reports on Form 8-K.

              No reports on Form 8-K have been filed during the last quarter of
              the fiscal year ended December 31, 1999.



                                     - 18 -
<PAGE>   19


<TABLE>
<CAPTION>
                          INDEX TO FINANCIAL STATEMENTS
<S>                                                                                                 <C>
Independent Auditors' Report...............................................................................

Balance Sheets at December 31, 1999 and 1998...............................................................

Statements of Earnings for the Years Ended December 31, 1999, 1998 and 1997 ...............................

Statements of Comprehensive Income for the Years Ended December 31, 1999, 1998 and 1997....................

Statements of Stockholder's Equity for the Years Ended December 31, 1999, 1998 and 1997....................

Statements of Cash Flows for the Years Ended December 31, 1999, 1998 and 1997..............................

Notes to Financial Statements for the Years Ended December 31, 1999, 1998 and 1997.........................
</TABLE>

<PAGE>   20



INDEPENDENT AUDITORS' REPORT



The Board of Directors of
ML Life Insurance Company of New York:

We have audited the accompanying balance sheets of ML
Life Insurance Company of New York (the "Company"), a
wholly owned subsidiary of Merrill Lynch Insurance
Group, Inc., as of December 31, 1999 and 1998, and
the related statements of earnings, comprehensive
income, stockholder's equity, and cash flows for each
of the three years in the period ended December 31,
1999. These financial statements are the
responsibility of the Company's management. Our
responsibility is to express an opinion on these
financial statements based on our audits.

We conducted our audits in accordance with generally
accepted auditing standards. Those standards require
that we plan and perform the audit to obtain
reasonable assurance about whether the financial
statements are free of material misstatement. An
audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the
financial statements. An audit also includes
assessing the accounting principles used and
significant estimates made by management, as well as
evaluating the overall financial statement
presentation. We believe that our audits provide a
reasonable basis for our opinion.

In our opinion, such financial statements present
fairly, in all material respects, the financial
position of the Company at December 31, 1999 and
1998, and the results of its operations and its cash
flows for each of the three years in the period ended
December 31, 1999 in conformity with generally
accepted accounting principles.




February 28, 2000

ML LIFE INSURANCE COMPANY OF NEW YORK
(A wholly owned subsidiary of Merrill Lynch Insurance Group, Inc.)

BALANCE SHEETS
AS OF DECEMBER 31, 1999 AND 1998
(Dollars in thousands, except common stock par value and shares)
<TABLE>
<CAPTION>



ASSETS                                                                   1999                 1998
------                                                               ------------          ------------
<S>                                                                  <C>                   <C>
INVESTMENTS:
 Fixed maturity securities, at estimated fair value
   (amortized cost: 1999 - $166,016; 1998 - $197,588)                 $  160,437           $   200,681
 Equity securities, at estimated fair value
   (cost: 1999 - $19,782; 1998 - $14,684)                                 16,992                13,718
 Policy loans on insurance contracts                                      88,165                88,083
                                                                     ------------          ------------
   Total Investments                                                     265,594               302,482


CASH AND CASH EQUIVALENTS                                                 34,195                18,707
ACCRUED INVESTMENT INCOME                                                  4,990                 4,968
DEFERRED POLICY ACQUISITION COSTS                                         29,703                29,742
FEDERAL INCOME TAXES - DEFERRED                                            3,892                     -
REINSURANCE RECEIVABLES                                                      153                   652
OTHER ASSETS                                                               3,292                 4,261
SEPARATE ACCOUNTS ASSETS                                               1,086,875               887,170
                                                                     ------------          ------------


TOTAL ASSETS                                                         $ 1,428,694           $ 1,247,982
                                                                     ============          ============


</TABLE>
See accompanying notes to financial statements.

<TABLE>
<CAPTION>



LIABILITIES AND STOCKHOLDER'S EQUITY                                     1999                  1998
------------------------------------                                 ------------          ------------
<S>                                                                  <C>                   <C>

LIABILITIES:
 POLICYHOLDER LIABILITIES AND ACCRUALS:
   Policyholders' account balances                                   $   248,016           $   269,246
   Claims and claims settlement expenses                                   3,762                 2,986
                                                                     ------------          ------------
     Total policyholder liabilities and accruals                         251,778               272,232

 OTHER POLICYHOLDER FUNDS                                                  1,195                 1,783
 FEDERAL INCOME TAXES - DEFERRED                                               -                   119
 FEDERAL INCOME TAXES - CURRENT                                            1,420                 1,347
 AFFILIATED PAYABLES - NET                                                 1,030                 1,253
 OTHER LIABILITIES                                                         2,414                 2,124
 SEPARATE ACCOUNTS LIABILITIES                                         1,086,875               887,170
                                                                     ------------          ------------
     Total Liabilities                                                 1,344,712             1,166,028
                                                                     ------------          ------------
STOCKHOLDER'S EQUITY:
 Common stock, $10 par value - 220,000 shares
   authorized, issued and outstanding                                      2,200                 2,200
 Additional paid-in capital                                               66,259                66,259
 Retained earnings                                                        21,051                14,462
 Accumulated other comprehensive loss                                     (5,528)                 (967)
                                                                     ------------          ------------
     Total Stockholder's Equity                                           83,982                81,954
                                                                     ------------          ------------
TOTAL LIABILITIES AND STOCKHOLDER'S EQUITY                           $ 1,428,694           $ 1,247,982
                                                                     ============          ============

</TABLE>

ML LIFE INSURANCE COMPANY OF NEW YORK
(A wholly owned subsidiary of Merrill Lynch Insurance Group, Inc.)
STATEMENTS OF EARNINGS
FOR THE YEARS ENDED DECEMBER 31, 1999, 1998 AND 1997
(Dollars in thousands)
<TABLE>
<CAPTION>


                                                                         1999                 1998                   1997
                                                                     ------------          ------------          ------------
<S>                                                                  <C>                   <C>                   <C>
REVENUES:
 Investment revenue:
  Net investment income                                              $    19,400           $    21,549           $    25,465
  Net realized investment gains (losses)                                  (3,100)               (1,998)                1,947
 Policy charge revenue                                                    17,307                15,484                13,064
                                                                     ------------          ------------          ------------
    Total Revenues                                                        33,607                35,035                40,476
                                                                     ------------          ------------          ------------
BENEFITS AND EXPENSES:
 Interest credited to policyholders' account balances                     12,013                13,832                14,532
 Market value adjustment expense                                             261                   567                   232
 Policy benefits (net of reinsurance recoveries: 1999 - $542
   1998 - $1,191; 1997 - $690)                                               632                 1,630                   781
 Reinsurance premium ceded                                                 1,822                 1,705                 1,584
 Amortization of deferred policy acquisition costs                         4,845                 5,759                 4,119
 Insurance expenses and taxes                                              4,195                 4,900                 4,563
                                                                     ------------          ------------          ------------
    Total Benefits and Expenses                                           23,768                28,393                25,811
                                                                     ------------          ------------          ------------
    Earnings Before Federal Income Tax Provision                           9,839                 6,642                14,665
                                                                     ------------          ------------          ------------
FEDERAL INCOME TAX PROVISION (BENEFIT):
 Current                                                                   4,805                 3,337                 2,905
 Deferred                                                                 (1,555)               (1,465)                2,068
                                                                     ------------          ------------          ------------
    Total Federal Income Tax Provision                                     3,250                 1,872                 4,973
                                                                     ------------          ------------          ------------
NET EARNINGS                                                         $     6,589           $     4,770           $     9,692
                                                                     ============          ============          ============

</TABLE>

See accompanying notes to financial statements.

ML LIFE INSURANCE COMPANY OF NEW YORK
(A wholly owned subsidiary of Merrill Lynch Insurance Group, Inc.)

STATEMENTS OF COMPREHENSIVE INCOME
FOR THE YEARS ENDED DECEMBER 31, 1999, 1998 AND 1997
(Dollars in thousands)
<TABLE>
<CAPTION>

                                                                         1999                 1998                  1997
                                                                     ------------          ------------          ------------
<S>                                                                  <C>                   <C>                   <C>
NET EARNINGS                                                         $     6,589           $     4,770           $     9,692
                                                                     ------------          ------------          ------------
OTHER COMPREHENSIVE LOSS

 Net unrealized losses on available-for-sale securities:
   Net unrealized holding losses arising during the period               (14,221)               (4,329)                 (413)
   Reclassification adjustment for (gains) losses included
     in net earnings                                                       3,708                 1,994                (1,771)
                                                                     ------------          ------------          ------------
   Net unrealized losses on investment securities                        (10,513)               (2,335)               (2,184)

   Adjustments for:
     Policyholder liabilities                                              3,496                 1,417                   (70)
     Deferred federal income taxes                                         2,456                   321                   789
                                                                     ------------          ------------          ------------
 Total other comprehensive loss, net of tax                               (4,561)                 (597)               (1,465)
                                                                     ------------          ------------          ------------
COMPREHENSIVE INCOME                                                 $     2,028           $     4,173           $     8,227
                                                                     ============          ============          ============

</TABLE>

See accompanying notes to financial statements.

ML LIFE INSURANCE COMPANY OF NEW YORK
(A wholly owned subsidiary of Merrill Lynch Insurance Group, Inc.)

STATEMENTS OF STOCKHOLDER'S EQUITY
FOR THE YEARS ENDED DECEMBER 31, 1999, 1998 AND 1997
(Dollars in thousands)
<TABLE>
<CAPTION>


                                                                                              Accumulated
                                                               Additional                        other           Total
                                                Common          paid-in        Retained      comprehensive    stockholder's
                                                 stock          capital        earnings      income (loss)       equity
                                              -----------     -----------     -----------    -------------    ------------
<S>                                           <C>             <C>             <C>            <C>              <C>
BALANCE, JANUARY 1, 1997                      $    2,200      $   72,040      $    9,219     $      1,095     $    84,554

 Dividend to Parent                                               (5,781)         (9,219)                         (15,000)
 Net earnings                                                                      9,692                            9,692
 Other comprehensive loss, net of tax                                                              (1,465)         (1,465)
                                              ------------    -----------     -----------    -------------    ------------
BALANCE, DECEMBER 31, 1997                          2,200         66,259           9,692             (370)         77,781

 Net earnings                                                                      4,770                            4,770
 Other comprehensive loss, net of tax                                                                (597)           (597)
                                              ------------    -----------     -----------    -------------    ------------
BALANCE, DECEMBER 31, 1998                          2,200         66,259          14,462             (967)         81,954

 Net earnings                                                                      6,589                            6,589
 Other comprehensive loss, net of tax                                                              (4,561)         (4,561)
                                              ------------    -----------     -----------    -------------    ------------
BALANCE, DECEMBER 31, 1999                    $     2,200     $   66,259      $   21,051     $     (5,528)    $    83,982
                                              ============    ===========     ===========    =============    ============
</TABLE>
See accompanying notes to financial statements.

ML LIFE INSURANCE COMPANY OF NEW YORK
(A wholly owned subsidiary of Merrill Lynch Insurance Group, Inc.)

STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31, 1999, 1998 AND 1997
(Dollars in thousands)
<TABLE>
<CAPTION>

                                                                        1999                  1998                  1997
                                                                     ------------          ------------          ------------
<S>                                                                  <C>                   <C>                   <C>
Cash Flows From Operating Activities:
 Net earnings                                                        $     6,589           $     4,770           $     9,692
 Noncash items included in earnings:
   Amortization of deferred policy acquisition costs                       4,845                 5,759                 4,119
   Capitalization of policy acquisition costs                             (4,806)               (5,095)               (5,253)
   Amortization (accretion) of investments                                   429                  (262)                 (239)
   Interest credited to policyholders' account balances                   12,013                13,832                14,532
   Benefit for deferred Federal income tax                                (1,555)               (1,465)                2,068
 (Increase) decrease in operating assets:
   Accrued investment income                                                 (22)                  448                   536
   Other                                                                   1,451                (1,079)                1,800
 Increase (decrease) in operating liabilities:
   Claims and claims settlement expenses                                     776                   979                  (565)
   Other policyholder funds                                                 (588)                 (158)                  781
   Federal income taxes - current                                             73                  (908)                  156
   Affiliated payables                                                      (223)               (2,239)               (1,534)
   Other                                                                     290                   (31)                  506
 Other operating activities:
   Net realized investment (gains) losses                                  3,100                 1,998                (1,947)
                                                                     ------------          ------------          ------------
    Net cash and cash equivalents provided by operating activities        22,372                16,549                24,652
                                                                     ------------          ------------          ------------
Cash Flow From Investing Activities:
 Proceeds from (payments for):
  Sales of available-for-sale securities                                 171,785               102,967                88,882
  Maturities of available-for-sale securities                             40,227                59,161                51,060
  Purchases of available-for-sale securities                            (189,067)             (119,611)             (120,965)
  Mortgage loans principal payments received                                   -                     -                 2,057
  Policy loans on insurance contracts                                        (82)                   80                (2,615)
                                                                     ------------          ------------          ------------
    Net cash and cash equivalents provided by investing activities        22,863                42,597                18,419
                                                                     ------------          ------------          ------------


See accompanying notes to financial statements.                                                                   (Continued)
</TABLE>

ML LIFE INSURANCE COMPANY OF NEW YORK
(a wholly owned subsidiary of Merrill Lynch Insurance Group, Inc.)

STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED DECEMBER 31, 1999, 1998 AND 1997
(Continued) (Dollars in thousands)
<TABLE>
<CAPTION>
                                                                         1999                  1998                  1997
                                                                     ------------          ------------          ------------
<S>                                                                  <C>                   <C>                   <C>
Cash Flows from Financing Activities:
 Proceeds from (payments for):
  Dividends paid to parent                                           $         -           $         -           $   (15,000)
  Policyholder deposits                                                   79,889                94,226               106,983
  Policyholder withdrawals (including transfers to/from
    separate accounts)                                                  (109,636)             (144,728)             (132,819)
                                                                     ------------          ------------          ------------
      Net cash and cash equivalents used by financing activites          (29,747)              (50,502)              (40,836)
                                                                     ------------          ------------          ------------
NET INCREASE IN CASH AND CASH EQUIVALENTS                                 15,488                 8,644                 2,235

CASH AND CASH EQUIVALENTS:
 Beginning of year                                                        18,707                10,063                 7,828
                                                                     ------------          ------------          ------------
 End of year                                                         $    34,195           $    18,707           $    10,063
                                                                     ============          ============          ============
Supplementary Disclosure of Cash Flow Information:
 Cash paid to affiliates for:
   Federal income taxes                                              $     4,732           $     4,245           $     2,749
   Interest                                                                   85                   148                   494

</TABLE>

See accompanying notes to financial statements.

ML LIFE INSURANCE COMPANY OF NEW YORK
(A wholly owned subsidiary of Merrill Lynch Insurance Group,Inc.)

NOTES TO FINANCIAL STATEMENTS
(DOLLARS IN THOUSANDS)

NOTE 1:   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 Description of Business: ML Life Insurance Company
 of New York (the "Company") is a wholly owned subsidiary of
 Merrill Lynch Insurance Group, Inc. ("MLIG"). The Company is an
 indirect wholly owned subsidiary of Merrill Lynch & Co.,Inc.
 ("Merrill Lynch & Co.").

 The Company sells non-participating life insurance and annuity
 products including variable life insurance, variable annuities,
 market value adjusted annuities and immediate annuities. The
 Company is licensed to sell insurance in nine states; however,
 it currently limits its marketing activities to the State of
 New York. The Company markets its products solely through the
 retail network of Merrill Lynch, Pierce, Fenner & Smith,
 Incorporated ("MLPF&S"), a wholly owned broker-dealer
 subsidiary of Merrill Lynch & Co.

 Basis of Reporting: The accompanying financial statements have
 been prepared in conformity with generally accepted accounting
 principles and prevailing industry practices, both of which
 require management to make estimates that affect the reported
 amounts and disclosure of contingencies in the financial
 statements. Actual results could differ from those estimates.

 For the purpose of reporting cashflows, cash and cash
 equivalents include cash on hand and on deposit and short-term
 investments with original maturities of three months or less.

 To facilitate comparisons with the current year, certain amounts
 in the prior years have been reclassified.

 Revenue Recognition: Revenues for the Company's interest
 sensitive life, interest-sensitive annuity, variable life and
 variable annuity products consist of policy charges for
 mortality risks and the cost of insurance, deferred sales
 charges, policy administration charges and/or withdrawal charges
 assessed against policyholders' account balances during the
 period.

 Investments: The Company's investments in fixed maturity and
 equity securities are classified as available-for-sale and are
 carried at estimated fair value with unrealized gains and losses
 included in stockholder's equity as a component of accumulated
 other comprehensive loss, net of tax. If management determines
 that a decline in the value of a security is other-than-
 temporary, the carrying value is adjusted to estimated fair
 value and the decline in value is recorded as a net realized
 investment loss.

 For fixed maturity securities, premiums are amortized to the
 earlier of the call or maturity date, discounts are accreted to
 the maturity date, and interest income is accrued daily. For
 equity securities, dividends are recognized on the ex-dividend
 date. Realized gains and losses on the sale or maturity of the
 investments are determined on the basis of specific
 identification.  Investment transactions are recorded on the
 trade date.

 Certain fixed maturity securities are considered non-investment
 grade. The Company defines non-investment grade fixed maturity
 securities as unsecured debt obligations that do not have a
 rating equivalent to Standard and Poor's (or similar rating
 agency) BBB- or higher.

 All outstanding mortgage loans were repaid during 1997.  The
 Company recognized income from mortgage loans based on the cash
 payment interest rate of the loan, which may have been different
 from the accrual interest rate of the loan for certain mortgage
 loans. The Company recognized a realized gain at the date of the
 satisfaction of the loan at contractual terms for loans where
 there was a difference between the cash payment interest rate
 and the accrual interest rate. For all loans, the Company
 stopped accruing income when an interest payment default either
 occurred or was probable.  Impairments of mortgage loans were
 established as valuation allowances and recorded as a net
 realized investment loss.

 Policy loans on insurance contracts are stated at unpaid
 principal balances.

 Deferred Policy Acquisition Costs: Policy acquisition costs for
 life and annuity contracts are deferred and amortized based on
 the estimated future gross profits for each group of contracts.
 These future gross profit estimates are subject to periodic
 evaluation by the Company, with necessary revisions applied
 against amortization to date. The impact of these revisions on
 cumulative amortization is recorded as a charge or credit to
 current operations.  It is reasonably possible that estimates of
 future gross profits could be reduced in the future,
 resulting in a material reduction in the carrying amount of
 deferred policy acquisition costs.

 Policy acquisition costs are principally commissions and a
 portion of certain other expenses relating to policy
 acquisition, underwriting and issuance that are primarily
 related to and vary with the production of new business.
 Insurance expenses and taxes reported in the statements of
 earnings are net of amounts deferred. Policy acquisition costs
 can also arise from the acquisition or reinsurance of existing
 inforce policies from other insurers. These costs include
 ceding commissions and professional fees related to the
 reinsurance assumed. The deferred costs are amortized in
 proportion to the estimated future gross profits over the
 anticipated life of the acquired insurance contracts utilizing
 an interest methodology.

 During 1990, the Company entered into an assumption reinsurance
 agreement with an unaffiliated insurer. The acquisition costs
 relating to this agreement are being amortized over a twenty-
 five year period using an effective interest rate of 7.5%. This
 reinsurance agreement provides for payment of contingent ceding
 commissions based upon the persistency and mortality experience
 of the insurance contracts assumed. Any payments made for the
 contingent ceding commissions will be capitalized and amortized
 using an identical methodology as that used for the initial
 acquisition costs. The following is a reconciliation of the
 acquisition costs related to the reinsurance agreement for the
 years ended December 31:

                          1999         1998         1997
                       ----------   ----------   ----------
Beginning balance      $  12,784    $  16,550    $  17,151
Capitalized amounts        1,336          691          577
Interest accrued             959        1,241        1,651
Amortization              (2,683)      (5,698)      (2,829)
                       ----------   ----------   ----------
Ending balance         $  12,396    $  12,784    $  16,550
                       ==========   ==========   ==========

 The following table presents the expected amortization, net of
 interest accrued, of these deferred acquisition costs over the
 next five years. The amortization may be adjusted based on
 periodic evaluation of the expected gross profits on the
 reinsured policies.

                  2000     $ 785
                  2001     $ 747
                  2002     $ 712
                  2003     $ 700
                  2004     $ 715

 Separate Accounts: Separate Accounts are established in
 conformity with New York State Insurance Law, the Company's
 domiciliary state, and are generally not chargeable with
 liabilities that arise from any other business of the Company.
 Separate Accounts assets may be subject to general claims of
 the Company only to the extent the value of such assets exceeds
 Separate Accounts liabilities.

 Net investment income and net realized and unrealized gains
 (losses) attributable to Separate Accounts assets accrue
 directly to the policyholder and are not reported as revenue in
 the Company's Statement of Earnings.

 Assets and liabilities of Separate Accounts, representing net
 deposits and accumulated net investment earnings less fees,
 held primarily for the benefit of policyholders, are shown as
 separate captions in the balance sheets.

 Policyholders' Account Balances: Liabilities for the Company's
 universal life type contracts, including its life insurance and
 annuity products, are equal to the full accumulation value of
 such contracts as of the valuation date plus deficiency
 reserves for certain products. Interest-crediting rates for the
 Company's fixed-rate products are as follows:

 Interest-sensitive life products             4.00%
 Interest-sensitive deferred annuities        3.60% - 8.23%
 Immediate annuities                          3.00% - 10.00%

 These rates may be changed at the option of the Company,
 subject to minimum guarantees, after initial guaranteed rates
 expire.

 Claims and Claims Settlement Expenses: Liabilities for claims
 and claims settlement expenses equal the death benefit for
 claims that have been reported to the Company and an estimate
 based upon prior experience for unreported claims.

 Income Taxes: The results of operations of the Company are
 included in the consolidated Federal income tax return of
 Merrill Lynch & Co. The Company has entered into a tax-sharing
 agreement with Merrill Lynch & Co. whereby the Company will
 calculate its current tax provision based on its operations.
 Under the agreement, the Company periodically remits to Merrill
 Lynch & Co. its current federal tax liability.

 The Company uses the asset and liability method in providing
 income taxes on all transactions that have been recognized in
 the financial statements.  The asset and liability method
 requires that deferred taxes be adjusted to reflect the tax
 rates at which future taxable amounts will be settled or
 realized.  The effects of tax rate changes on future deferred
 tax liabilities and deferred tax assets, as well as other
 changes in income tax laws, are recognized in net earnings in
 the period such changes are enacted.  Valuation allowances are
 established when necessary to reduce deferred tax assets to the
 amounts expected to be realized.

 Insurance companies are generally subject to taxes on premiums
 and in substantially all states are exempt from state income
 taxes.

 Accounting Pronouncements: In June 1999, the Financial
 Accounting Standards Board deferred for one year the effective
 date of the accounting and reporting requirements of SFAS No.
 133, Accounting for Derivative Instruments and Hedging
 Activities.  The Company will adopt the provisions of SFAS No.
 133 on January 1, 2001. The adoption of the standard is not
 expected to have a material impact on the Company's financial
 position or results of operations.

NOTE 2.   ESTIMATED FAIR VALUE OF FINANCIAL INSTRUMENTS

 Financial instruments are carried at fair value or amounts that
 approximate fair value.  The carrying value of financial
 instruments as of December 31 were:

                                                1999          1998
                                             -----------   -----------
  Assets:
   Fixed maturity securities (1)             $  160,437    $  200,681
   Equity securities (1)                         16,992        13,718
   Policy loans on insurance contracts (2)       88,165        88,083
   Cash and cash equivalents (3)                 34,195        18,707
   Separate Accounts assets (4)               1,086,875       887,170
                                             -----------   -----------
  Total financial instruments                $1,386,664    $1,208,359
                                             ===========   ===========

  (1) For publicly traded securities, the estimated fair value
      is determined using quoted market prices. For securities
      without a readily ascertainable market value, the Company
      utilizes pricing services and broker quotes. Such estimated
      fair values do not necessarily represent the values for
      which these securities could have been sold at the dates of
      the balance sheets. At December 31, 1999 and 1998,
      securities without a readily ascertainable market value,
      having an amortized cost of $19,734 and $33,427, had an
      estimated fair value of $18,876 and $33,879, respectively.

  (2) The Company estimates the fair value of policy loans as
      equal to the book value of the loans. Policy loans are
      fully collateralized by the account value of the associated
      insurance contracts, and the spread between the policy loan
      interest rate and the interest rate credited to the account
      value held as collateral is fixed.

  (3) The estimated fair value of cash and cash equivalents
      approximates the carrying value.

  (4) Assets held in Separate Accounts are carried at the net
      asset value provided by the fund managers.


NOTE 3:   INVESTMENTS

 The amortized cost and estimated fair value of investments in
 fixed maturity and equity securities as of December 31 were:
<TABLE>
<CAPTION>

                                                                            1999
                                              -----------------------------------------------------------------
                                                 Cost/             Gross            Gross            Estimated
                                               Amortized        Unrealized        Unrealized           Fair
                                                 Cost              Gains            Losses             Value
                                              -----------       -----------       -----------       -----------
<S>                                           <C>               <C>               <C>               <C>
Fixed maturity securities:
  Corporate debt securities                   $  128,239        $      600        $    4,558        $  124,281
  Mortgage-backed securities                       8,488               210                68             8,630
  U.S. government and agencies                    27,291               160             1,681            25,770
  Foreign governments                              1,998                 -               242             1,756
                                              -----------       -----------       -----------       -----------
    Total fixed maturity securities           $  166,016        $      970        $    6,549        $  160,437
                                              ===========       ===========       ===========       ===========
Equity securities:
  Non-redeemable preferred stocks             $   19,610        $       25        $    2,788        $   16,847
  Common stocks                                      172                 -                27               145
                                              -----------       -----------       -----------       -----------
    Total equity securities                   $   19,782        $       25        $    2,815        $   16,992
                                              ===========       ===========       ===========       ===========
</TABLE>

<TABLE>
<CAPTION>

                                                                            1998
                                              -----------------------------------------------------------------
                                                 Cost/             Gross            Gross            Estimated
                                               Amortized         Unrealized       Unrealized           Fair
                                                 Cost              Gains            Losses             Value
                                              -----------       -----------       -----------       -----------
<S>                                           <C>               <C>               <C>               <C>
Fixed maturity securities:
  Corporate debt securities                   $  159,421        $    3,404        $    1,224        $  161,601
  Mortgage-backed securities                      13,258               443                54            13,646
  U.S. government and agencies                    22,912               869                48            23,734
  Foreign governments                              1,997                 -               297             1,700
                                              -----------       -----------       -----------       -----------
   Total fixed maturity securities            $  197,588        $    4,716        $    1,623        $  200,681
                                              ===========       ===========       ===========       ===========
Equity securities:
  Non-redeemable preferred stocks             $   13,361        $       58        $      257        $   13,162
  Common stocks                                    1,323                 -               767               556
                                              -----------       -----------       -----------       -----------
   Total equity securities                    $   14,684        $       58        $    1,024        $   13,718
                                              ===========       ===========       ===========       ===========

</TABLE>

The amortized cost and estimated fair value of fixed maturity
securities at December 31, 1999 by contractual maturity were:

                                                               Estimated
                                             Amortized           Fair
                                               Cost              Value
                                            -----------       -----------
Fixed maturity securities:
 Due in one year or less                    $   25,889        $   25,604
 Due after one year through five years          84,457            81,926
 Due after five years through ten years         23,956            22,216
 Due after ten years                            23,226            22,061
                                            -----------       -----------
                                               157,528           151,807
 Mortgage-backed securities                      8,488             8,630
                                            -----------       -----------
   Total fixed maturity securities          $  166,016        $  160,437
                                            ===========       ===========

Fixed maturity securities not due at a single maturity date
have been included in the preceding table in the year of final
maturity. Expected maturities may differ from contractual
maturities because borrowers may have the right to call or
prepay obligations with or without call or prepayment
penalties.

The amortized cost and estimated fair value of fixed maturity
securities at December 31, 1999 by rating agency equivalent
were:

                                                         Estimated
                                           Amortized       Fair
                                             Cost          Value
                                          -----------   -----------
 AAA                                      $   51,304    $   49,205
 AA                                            9,173         8,982
 A                                            53,218        51,402
 BBB                                          46,788        45,403
 Non-investment grade                          5,533         5,445
                                          -----------   -----------
   Total fixed maturity securities        $  166,016    $  160,437
                                          ===========   ===========

The Company has recorded certain adjustments to policyholders'
account balances in conjunction with unrealized holding gains
or losses on investments classified as available-for-sale. The
Company adjusts those liabilities as if the unrealized holding
gains or losses had actually been realized, with corresponding
credits or charges reported in accumulated other comprehensive
loss, net of taxes. The components of net unrealized gains
(losses) included in accumulated other comprehensive loss as of
December 31 were as follows:
                                              1999         1998
                                          -----------   -----------
 Assets:
  Fixed maturity securities               $   (5,579)   $    3,093
  Equity securities                           (2,790)         (966)
  Other assets                                   (17)            -
  Federal income taxes - deferred              2,977             -
                                          -----------   -----------
                                              (5,409)        2,127
                                          -----------   -----------
 Liabilities:
  Policyholders' account balances                119         3,615
  Federal income taxes - deferred                  -          (521)
                                          -----------   -----------
                                                 119         3,094
                                          -----------   -----------
 Stockholder's equity:
  Accumulated other comprehensive loss    $   (5,528)   $     (967)
                                          ===========   ===========

Proceeds and gross realized investment gains and losses from the
sale of available-for-sale securities for the years ended
December 31 were:

                                      1999       1998       1997
                                    --------   --------   --------
 Proceeds                           $171,785   $102,967   $ 88,882
 Gross realized investment gains       1,357      2,096      4,077
 Gross realized investment lossess     4,457      4,094      2,130


The company owned investment securities of $989 and $1,104 that
were deposited with insurance regulatory authorities at December
31, 1999 and 1998, respectively.

Excluding investments in U.S. Government and Agencies, the
Company is not exposed to any significant concentration of
credit risk in its fixed maturity securities portfolio.

Net investment income arose from the following sources for the
years ended December 31:

                                        1999          1998          1997
                                     -----------   -----------   -----------
 Fixed maturity securities           $   12,921    $   16,244    $   19,815
 Equity securities                        1,637           734           761
 Mortgage loans                               -             -            81
 Policy loans on insurance contracts      4,362         4,316         4,333
 Cash and cash equivalents                  932           761         1,293
 Other                                       29            29            65
                                     -----------   -----------   -----------
 Gross investment income                 19,881        22,084        26,348
 Less investment expenses                  (481)         (535)         (883)
                                     -----------   -----------   -----------
 Net investment income               $   19,400    $   21,549    $   25,465
                                     ===========   ===========   ===========

 Net realized investment gains (losses), including changes in
 valuation allowances, for the years ended December 31:

                                             1999         1998         1997
                                          ----------   ----------   ----------
  Fixed maturity securities               $  (1,938)   $  (1,944)   $  (1,268)
  Equity securities                          (1,162)         (54)       3,215
                                          ----------   ----------   ----------
  Net realized investment gains (losses)  $  (3,100)   $  (1,998)   $  (1,947)
                                          ==========   ==========   ==========

NOTE 4:  FEDERAL INCOME TAXES

 The following is a reconciliation of the provision for income
 taxes based on earnings before federal income taxes, computed
 using the Federal statutory tax rate, with the provision for
 income taxes for the years ended December 31:
<TABLE>
<CAPTION>
                                                       1999          1998          1997
                                                    -----------   -----------   -----------
<S>                                                 <C>           <C>           <C>
  Provision for income taxes computed at Federal
   statutory rate                                   $    3,444    $    2,325    $    5,133
  Decrease in income taxes resulting from:
      Dividend received deduction                         (129)         (300)         (160)
      Foreign tax credit                                   (65)         (153)            -
                                                    -----------   -----------   -----------
        Federal income tax provision                $    3,250    $    1,872    $    4,973
                                                    ===========   ===========   ===========
</TABLE>

 The Federal statutory rate for each of the three years in the
 period ended December 31, 1999 was 35%.

 The Company provides for deferred income taxes resulting from
 temporary differences that arise from recording certain
 transactions in different years for income tax reporting
 purposes than for financial reporting purposes. The sources of
 these differences and the tax effect of each are as follows:

<TABLE>
<CAPTION>

                                                       1999          1998          1997
                                                    -----------   -----------   -----------
<S>                                                 <C>           <C>           <C>
  Deferred policy acquisition costs                 $      332    $     (158)   $      315
  Policyholders' account balances                         (793)         (659)         (140)
  Liability for guaranty fund assessments                    -             -           (50)
  Investment adjustments                                (1,113)         (629)        1,943
  Other                                                     19           (19)            -
                                                    -----------   -----------   -----------
  Deferred Federal income tax provision (benefit)   $   (1,555)   $   (1,465)   $    2,068
                                                    ===========   ===========   ===========
</TABLE>

 Deferred tax assets and liabilities as of December 31 are
 determined as follows:
                                             1999          1998
                                          -----------   -----------
  Deferred tax assets:
   Policyholders' account balances        $    5,816    $    5,023
   Investment adjustments                      1,738           625
   Net unrealized investment loss              2,977           521
   Other                                           -            19
                                          -----------   -----------
      Total deferred tax assets               10,531         6,188
                                          -----------   -----------

  Deferred tax liabilities:
   Deferred policy acquisition costs           6,639         6,307
                                          -----------   -----------
      Net deferred tax asset (liability)  $    3,892    $     (119)
                                          ===========   ===========

 The Company anticipates that all deferred tax assets will be
 realized, therefore no valuation allowance has been provided.

NOTE 5: REINSURANCE

 In the normal course of business, the Company seeks to limit
 its exposure to loss on any single insured life and to recover
 a portion of benefits paid by ceding reinsurance to other
 insurance enterprises or reinsurers under indemnity reinsurance
 agreements, primarily excess coverage and coinsurance
 agreements. The maximum amount of mortality risk retained by
 the Company is approximately $300 on single life policies and
 $500 on joint life policies.

 Indemnity reinsurance agreements do not relieve the Company
 from its obligations to policyholders. Failure of reinsurers to
 honor their obligations could result in losses to the Company.
 The Company regularly evaluates the financial condition of its
 reinsurers so as to minimize its exposure to significant losses
 from reinsurer insolvencies. The Company holds collateral under
 reinsurance agreements in the form of letters of credit, trust
 agreements and funds withheld totaling $131 that can be drawn
 upon for delinquent reinsurance recoverables.

 As of December 31, 1999, the Company had the following life
 insurance inforce:

<TABLE>
<CAPTION>
                                                                                       Percentage
                                                Ceded to       Assumed                 of amount
                                    Gross         other       from other     Net       assumed to
                                    amount      companies     companies     amount         net
                                 -----------   -----------   -----------  -----------  -----------
<S>                              <C>           <C>           <C>          <C>          <C>
    Life insurance in force      $  956,359    $  157,279    $  938,882   $1,737,962       54%

</TABLE>

NOTE 6: RELATED PARTY TRANSACTIONS

 The Company and MLIG are parties to a service agreement
 whereby MLIG has agreed to provide certain accounting, data
 processing, legal, actuarial, management, advertising and other
 services to the Company. Expenses incurred by MLIG, in relation
 to this service agreement, are reimbursed by the Company on an
 allocated cost basis. Charges billed to the Company by MLIG
 pursuant to the agreement were $4,199, $4,767 and $4,305 for
 1999, 1998 and 1997 respectively. Charges attributable to this
 agreement are included in insurance expenses and taxes, except
 for investment related expenses, which are included in net
 investment income. The Company is allocated interest expense on
 its accounts payable to MLIG that approximates the daily
 Federal funds rate. Total intercompany interest incurred was
 $54, $69 and $64 for 1999, 1998 and 1997, respectively.
 Intercompany interest is included in net investment income.

 The Company and Merrill Lynch Asset Management, LP ("MLAM") are
 parties to a service agreement whereby MLAM has agreed to
 provide certain invested asset management services to the
 Company. The Company pays a fee to MLAM for these services
 through the MLIG service agreement. Charges attributable to
 this agreement and allocated to the Company by MLIG were $149,
 $157 and $159 for 1999, 1998 and 1997, respectively.

 The Company has a general agency agreement with Merrill Lynch
 Life Agency Inc. ("MLLA") whereby registered representatives of
 MLPF&S, who are the Company's licensed insurance agents,
 solicit applications for contracts to be issued by the Company.
 MLLA is paid commissions for the contracts sold by such agents.
 Commissions paid to MLLA were $3,069, $3,798 and $4,130 for
 1999, 1998 and 1997, respectively. Substantially all of these
 commissions were capitalized as deferred policy acquisitions
 costs and are being amortized in accordance with the policy
 discussed in Note 1.

 In connection with the acquisition of a block of variable life
 insurance business from Monarch Life Insurance Company
 ("Monarch Life"), the Company borrowed funds from Merrill Lynch
 & Co. to partially finance the transaction. As of December 31,
 1999 and 1998, the outstanding loan balance was $290 and $434,
 respectively. Repayments made on this loan during 1999, 1998
 and 1997 were $144, $722 and $1,919, respectively.  Loan
 interest was calculated at LIBOR plus 150 basis points.
 Intercompany interest paid during 1999, 1998 and 1997 was $31,
 $79 and $359, respectively.

 Affiliated agreements generally contain reciprocal indemnity
 provisions pertaining to each party's representations and
 contractual obligations thereunder.

NOTE 7:  STOCKHOLDER'S EQUITY AND STATUTORY REGULATIONS

 Notice of intention to declare a dividend must be filed with
 the New York Superintendent of Insurance who may disallow the
 payment.  During 1999 and 1998, no dividend request was filed.
 During 1997, the Company paid a dividend of $15,000 to MLIG.
 Statutory capital and surplus at December 31, 1999 and 1998,
 was $61,717 and $55,851, respectively.

 Applicable insurance department regulations require that the
 Company report its accounts in accordance with statutory
 accounting practices. Statutory accounting practices differ
 from principles utilized in these financial statements as
 follows: policy acquisition costs are expensed as incurred,
 future policy benefit reserves are established using different
 actuarial assumptions, there is no provision for deferred
 income taxes, and securities are valued on a different basis.
 The Company's statutory net income for 1999, 1998 and 1997 was
 $9,030, $5,405 and $9,888, respectively.

 The National Association of Insurance Commissioners ("NAIC")
 utilizes the Risk Based Capital ("RBC") adequacy monitoring
 system. The RBC calculates the amount of adjusted capital that
 a life insurance company should have based upon that company's
 risk profile. As of December 31, 1999, and 1998, based on the
 RBC formula, the Company's total adjusted capital level was
 in excess of the minimum amount of capital required to avoid
 regulatory action.

 In March 1998, the NAIC adopted the Codification of Statutory
 Accounting Principles ("Codification").  The Codification,
 which is intended to standardize regulatory accounting and
 reporting for the insurance industry, is proposed to be
 effective January 1, 2001. However, statutory accounting
 principles will continue to be established by individual state
 laws and permitted practices and it is uncertain when, or if,
 the state of New York will require adoption of Codification for
 the preparation of statutory financial statements.
 Codification is not expected to have a material impact on the
 Company's capital requirements or statutory financial
 statements.

 The New York Insurance Department has recently concluded the
 fieldwork for the Company's normal triennial examination for
 the period ended December 31, 1998.  At this time, the Company
 is awaiting the results of the examination.  Management
 believes that the results of the examination will not have a
 material impact on the Company's statutory financial
 statements.

NOTE 8: COMMITMENTS AND CONTINGENCIES

 State insurance laws generally require that all life insurers
 who are licensed to transact business within a state become
 members of the state's life insurance guaranty association.
 These associations have been established for the protection of
 policyholders from loss (within specified limits) as a result
 of the insolvency of an insurer. At the time an insolvency
 occurs, the guaranty association assesses the remaining members
 of the association an amount sufficient to satisfy the
 insolvent insurer's policyholder obligations (within specified
 limits). Based upon the public information available at this
 time, management believes the Company has no material financial
 obligations to state guaranty associations.

 In the normal course of business, the Company is subject to
 various claims and assessments. Management believes the
 settlement of these matters would not have a material effect on
 the financial position or results of operations of the Company.

NOTE 9. SEGMENT INFORMATION

 In reporting to management, the Company's operating results are
 categorized into two business segments: Life Insurance and
 Annuities.  The Company's Life Insurance segment consists of
 variable life insurance products and interest-sensitive life
 insurance products.  The Company's Annuity segment consists of
 variable annuities and interest-sensitive annuities.

 The Company's organization is structured in accordance with its
 two business segments.  Each segment has its own administrative
 service center that provides product support to the Company and
 customer service support to the Company's policyholders.
 Additionally, the marketing and sales management functions,
 within MLIG, are organized according to these two business
 segments.

 The accounting policies of the business segments are the same
 as those described in the summary of significant accounting
 policies.  All revenue and expense transactions are recorded at
 the product level and accumulated at the business segment level
 for review by management.

 The "Other" category, presented in the following segment
 financial information, represents assets and the earnings on
 those assets that do not support policyholder liabilities.

 The following table summarizes each business segment's
 contribution to the consolidated amounts:

<TABLE>
<CAPTION>
                                                 Life
  1999                                         Insurance         Annuities           Other             Total
 ------                                       -----------       -----------       -----------       -----------
<S>                                           <C>               <C>               <C>               <C>
Net interest spread (a)                       $    1,640        $    3,108        $    2,639        $    7,387
Other revenues                                     8,453             5,873              (119)           14,207
                                              -----------       -----------       -----------       -----------
Net revenues                                      10,093             8,981             2,520            21,594
                                              -----------       -----------       -----------       -----------

Policy benefits                                      618                14                 -               632
Reinsurance premium ceded                          1,822                 -                 -             1,822
Amortization of deferred policy
  acquisition costs                                2,100             2,745                 -             4,845
Other non-interest expenses                        1,662             2,794                 -             4,456
                                              -----------       -----------       -----------       -----------
Total non-interest expenses                        6,202             5,553                 -            11,755
                                              -----------       -----------       -----------       -----------
Net earnings before Federal income
  tax provision                                    3,891             3,428             2,520             9,839
Income tax expense                                 1,332             1,036               882             3,250
                                              -----------       -----------       -----------       -----------
Net earnings                                  $    2,559        $    2,392        $    1,638        $    6,589
                                              ===========       ===========       ===========       ===========
Balance Sheet Information:

Total assets                                  $  519,774        $  862,187        $   46,733        $1,428,694
Deferred policy acquisition costs                 15,082            14,621                 -            29,703
Policyholder liabilities and accruals            103,146           148,632                 -           251,778
Other policyholder funds                             633               562                 -             1,195

</TABLE>


<TABLE>
<CAPTION>
                                                 Life
  1998                                         Insurance         Annuities           Other             Total
 ------                                       -----------       -----------       -----------       -----------
<S>                                           <C>               <C>               <C>               <C>
Net interest spread (a)                       $      789        $    3,876        $    3,052        $    7,717
Other revenues                                     8,472             5,377              (363)           13,486
                                              -----------       -----------       -----------       -----------
Net revenues                                       9,261             9,253             2,689            21,203
                                              -----------       -----------       -----------       -----------

Policy benefits                                    1,570                60                 -             1,630
Reinsurance premium ceded                          1,705                 -                 -             1,705
Amortization of deferred policy
  acquisition costs                                3,571             2,188                 -             5,759
Other non-interest expenses                        1,973             3,494                 -             5,467
                                              -----------       -----------       -----------       -----------
Total non-interest expenses                        8,819             5,742                 -            14,561
                                              -----------       -----------       -----------       -----------
Net earnings before Federal income
  tax provision (benefit)                            442             3,511             2,689             6,642
Income tax expense (benefit)                          (7)              938               941             1,872
                                              -----------       -----------       -----------       -----------
Net earnings                                  $      449        $    2,573        $    1,748        $    4,770
                                              ===========       ===========       ===========       ===========
Balance Sheet Information:

Total assets                                  $  484,322        $  720,478        $   43,182        $1,247,982
Deferred policy acquisition costs                 15,325            14,417                 -            29,742
Policyholder liabilities and accruals            103,926           168,306                 -           272,232
Other policyholder funds                           1,319               464                 -             1,783

</TABLE>

<TABLE>
<CAPTION>
                                                 Life
  1997                                         Insurance         Annuities           Other             Total
 ------                                       -----------       -----------       -----------       -----------
<S>                                           <C>               <C>               <C>               <C>
Net interest spread (a)                       $    1,399        $    6,060        $    3,474        $   10,933
Other revenues                                     7,759             7,172                80            15,011
                                              -----------       -----------       -----------       -----------
Net revenues                                       9,158            13,232             3,554            25,944
                                              -----------       -----------       -----------       -----------

Policy benefits                                      781                 -                 -               781
Reinsurance premium ceded                          1,584                 -                 -             1,584
Amortization of deferred policy
  acquisition costs                                1,992             2,127                 -             4,119
Other non-interest expenses                        1,747             3,048                 -             4,795
                                              -----------       -----------       -----------       -----------
Total non-interest expenses                        6,104             5,175                 -            11,279
                                              -----------       -----------       -----------       -----------
Net earnings before Federal income
  tax provision                                    3,054             8,057             3,554            14,665
Income tax expense                                   987             2,742             1,244             4,973
                                              -----------       -----------       -----------       -----------
Net earnings                                  $    2,067        $    5,315        $    2,310        $    9,692
                                              ===========       ===========       ===========       ===========
Balance Sheet Information:

Total assets                                  $  456,240        $  635,673        $   46,668        $1,138,581
Deferred policy acquisition costs                 17,506            12,900                 -            30,406
Policyholder liabilities and accruals            103,677           205,663                 -           309,340
Other policyholder funds                             974               967                 -             1,941

</TABLE>

 (a) Management considers investment income net of interest
 credited to policyholders' account balances in evaluating
 results.

 The table below summarizes the Company's net revenues by
 product for 1999, 1998 and 1997:

                                        1999         1998         1997
                                     ----------   ----------   ----------
  Life Insurance
    Variable life                    $   9,656    $   9,045    $   8,828
    Interest-sensitive whole life          437          216          330
                                     ----------   ----------   ----------
      Total Life Insurance              10,093        9,261        9,158
                                     ----------   ----------   ----------
  Annuities
    Variable annuities                   8,291        6,240        4,673
    Interest-sensitive annuities           690        3,013        8,559
                                     ----------   ----------   ----------
      Total Annuities                    8,981        9,253       13,232
                                     ----------   ----------   ----------
  Other                                  2,520        2,689        3,554
                                     ----------   ----------   ----------
  Total                              $  21,594    $  21,203    $  25,944
                                     ==========   ==========   ==========

* * * * * *




<PAGE>   21


                                   SIGNATURES

       Pursuant to the requirements of Section 15(d) of the Securities Exchange
Act of 1934, the registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.

                                           ML Life Insurance Company of New York
                                           -------------------------------------
                                           (Registrant)

Date: March 30, 2000                       By:       /s/ Joseph E. Crowne, Jr.
                                                    --------------------------
                                                    Joseph E. Crowne, Jr.
                                                    Chief Financial Officer

       Pursuant to the requirements of the Securities Exchange Act of 1934, this
Report has been signed below by the following persons on behalf of the
registrant and in the capacities and on the dates indicated.


<TABLE>
<CAPTION>
Signature                                    Title                                     Date
---------                                    -----                                     ----
<S>                                        <C>                                       <C>
         *

                                             Chairman of the Board,                    March 30, 2000
-------------------------                    President and Chief Executive             --------------
Anthony J. Vespa                             Officer

/s/ Joseph E. Crowne, Jr.                    Director, Senior Vice President,          March 30, 2000
-------------------------                    Chief Financial Officer, Chief            --------------
Joseph E. Crowne, Jr.                        Actuary and Treasurer


/s/ Barry G. Skolnick                        Director, Senior Vice President and       March 30, 2000
-------------------------                    General Counsel*                          --------------
Barry G. Skolnick


          *
                                             Director, Senior Vice President and       March 30, 2000
-------------------------                    Chief Investment Officer                  --------------
David M. Dunford


          *
                                             Director and Senior Vice President        March 30, 2000
-------------------------                                                              --------------
Gail R. Farkas
</TABLE>


<PAGE>   22
<TABLE>
<S>                                          <C>                                       <C>
          *
                                             Director, Vice President and Senior       March 30, 2000
-------------------------                    Counsel                                   --------------
Michael P. Cogswell


          *
                                             Director                                  March 30, 2000
-------------------------                                                              --------------
Frederick J. C. Butler

          *
                                             Director                                  March 30, 2000
-------------------------                                                              --------------
Richard M. Drew

          *
                                             Director                                  March 30, 2000
-------------------------                                                              --------------
Robert L. Israeloff

          *
                                             Director                                  March 30, 2000
-------------------------                                                              --------------
Allen N. Jones

          *
                                             Director                                  March 30, 2000
-------------------------                                                              --------------
Cynthia Kahn Sherman

          *
                                             Director                                  March 30, 2000
-------------------------                                                              --------------
Robert A. King

          *
                                             Director                                  March 30, 2000
-------------------------                                                              --------------
Stanley C. Peterson

          *
                                             Director                                  March 30, 2000
-------------------------                                                              --------------
Irving M. Pollack
</TABLE>

*Signing in his own capacity and as Attorney-in-Fact.


<PAGE>   23


SUPPLEMENTAL INFORMATION TO BE FURNISHED WITH REPORTS FILED PURSUANT TO SECTION
15(d) OF THE ACT BY REGISTRANTS WHICH HAVE NOT REGISTERED SECURITIES PURSUANT TO
SECTION 12 OF THE ACT.

         No annual report covering the Registrant's last fiscal year or proxy
         material has been or will be sent to Registrant's security holder.


<PAGE>   24
                                 EXHIBIT INDEX

<TABLE>
<CAPTION>
 Exhibit No.               Description                                       Location
 -----------               -----------                                       --------
 <S>                       <C>                                               <C>
 3.1                       Certificate of Amendment of the Charter of        Incorporated by reference to Exhibit
                           ML Life Insurance Company of New York             6(a)(ii) to Post-Effective Amendment No.
                                                                             10 to ML of New York Variable Annuity
                                                                             Account A's registration statement on Form
                                                                             N-4, File No. 33-43654, filed December 9,
                                                                             1996.

 3.2                       By-Laws of ML Life Insurance Company of           Incorporated by reference to Exhibit 6(b)
                           New York                                          to Post-Effective Amendment No. 10 to ML
                                                                             of New York Variable Annuity Account A's
                                                                             registration statement on Form N-4, File
                                                                             No. 33-43654, filed December 9, 1996.

 4.1                       Modified Guaranteed Annuity Contract              Incorporated by reference to Exhibit 4(a)
                                                                             to Pre-Effective Amendment No. 1 to the
                                                                             Registrant's registration statement on
                                                                             Form S-1, File No. 33-34562, filed October
                                                                             16, 1990.

 4.2                       Modified Guaranteed Annuity Contract              Incorporated by reference to Exhibit 4(b)
                           Application                                       to Pre-Effective Amendment No. 1 to the
                                                                             Registrant's registration statement on
                                                                             Form S-1, File No. 33-34562, filed October
                                                                             16, 1990.

 4.3                       Qualified Retirement Plan Endorsement             Incorporated by reference to Exhibit 4(c)
                                                                             to Pre-Effective Amendment No. 1 to the
                                                                             Registrant's registration statement on
                                                                             Form S-1,  File No. 33-34562, filed
                                                                             October 16, 1990.

 4.4                       IRA Endorsement                                   Incorporated by reference to Exhibit 4(d)
                                                                             to Pre-Effective Amendment No. 1 to the
                                                                             Registrant's registration statement on
                                                                             Form S-1, File No. 33-34562, filed October
                                                                             16, 1990.
</TABLE>


                                      E-1

<PAGE>   25

<TABLE>
 <S>                       <C>                                               <C>
 4.5                       Company Name Change Endorsement                   Incorporated by reference to Exhibit 4(e)
                                                                             to Post-Effective Amendment No. 3 to the
                                                                             Registrant's registration statement on
                                                                             Form S-1, File No. 33-34562, filed March
                                                                             30, 1992.

 4.6                       IRA Endorsement, MLNY009                          Incorporated by reference to Exhibit
                                                                             4(d)(2) to Post-Effective Amendment No. 1
                                                                             to the Registrant's registration statement
                                                                             on Form S-1, File No. 33-60288, filed
                                                                             March 31, 1994.

 4.7                       Modified Guaranteed Annuity Contract              Incorporated by reference to Exhibit
                           MLNY-AY-991/94                                    4(a)(2) to Post-Effective Amendment No. 3
                                                                             to the Registrant's registration statement
                                                                             on Form S-1, File No. 33-60288, filed
                                                                             December 7, 1994.

 4.8                       Qualified Retirement Plan Endorsement             Incorporated by reference to Exhibit
                           MLNY-AYQ-991/94                                   4(c)(2) to Post-Effective Amendment No. 3
                                                                             to the Registrant's registration statement
                                                                             on Form S-1, File No. 33-60288, filed
                                                                             December 7, 1994.

 10.1                      General Agency Agreement between Royal            Incorporated by  reference to Exhibit
                           Tandem Life Insurance Company and Merrill         10(a) to Pre-Effective Amendment No. 1 to
                           Lynch Life Agency Inc.                            the Registrant's registration statement on
                                                                             Form S-1, File No. 33-34562, filed October
                                                                             16, 1990.

 10.2                      Investment Management Agreement by and            Incorporated by reference to Exhibit 10(b)
                           between Royal Tandem Life Insurance               to Pre-Effective Amendment No. 1 to the
                           Company and Equitable Capital Management          Registrant's registration statement on
                           Corporation                                       Form S-1, File No. 33-34562, filed October
                                                                             16, 1990.

 10.3                      Shareholders' Agreement by and among The          Incorporated by reference to Exhibit 10(c)
                           Equitable Life Assurance Society of the           to Pre- Effective Amendment No. 1 to the
                           United States and Merrill Lynch & Co.,            Registrant's registration statement on
                           Inc. and Tandem Financial Group, Inc.             Form S-1, File No. 33-34562, filed October
                                                                             16, 1990.
</TABLE>


                                      E-2
<PAGE>   26

<TABLE>
 <S>                       <C>                                               <C>
 10.4                      Service Agreement by and between Royal            Incorporated by reference to Exhibit 10(d)
                           Tandem Life Insurance Company and Tandem          to Pre-Effective Amendment No. 1 to the
                           Financial Group, Inc.                             Registrant's registration statement on
                                                                             Form S-1, File No. 33-34562, filed October
                                                                             16, 1990.

 10.5                      Service Agreement by and between Tandem           Incorporated by reference to Exhibit 10(e)
                           Financial Group, Inc. and Merrill Lynch &         to Pre-Effective Amendment No. 1 to the
                           Co., Inc.                                         Registrant's registration  statement on
                                                                             Form S-1, File No. 33-34562, filed October
                                                                             16, 1990.

 10.6                      Form of Investment Management Agreement by        Incorporated by reference to Exhibit 10(f)
                           and between Royal Tandem Life Insurance           to Post-Effective Amendment No. 1 to the
                           Company and Merrill Lynch Asset                   Registrant's registration statement on
                           Management, Inc.                                  Form S-1, File No. 33-34562, filed March
                                                                             7, 1991.

 10.7                      Assumption Reinsurance Agreement between          Incorporated by reference to Exhibit 10(g)
                           Merrill Lynch Life Insurance Company,             to Post-Effective Amendment No. 3 to the
                           Tandem Insurance Group, Inc. and Royal            Registrant's registration statement on
                           Tandem Life Insurance Company and Family          Form S-1, File No. 33-34562, filed March
                           Life Insurance Company                            30, 1992.

 10.8                      Indemnity Agreement between ML Life               Incorporated by reference to Exhibit 10(h)
                           Insurance Company of New York and Merrill         to Post-Effective Amendment No. 3 to the
                           Lynch Life Agency, Inc.                           Registrant's registration statement on
                                                                             Form S-1, File No. 33-34562, filed March
                                                                             30, 1992.

 10.9                      Amended General Agency Agreement between          Incorporated by reference to Exhibit 10(i)
                           ML Life Insurance Company of New York and         to Post-Effective Amendment No. 3 to the
                           Merrill Lynch Life Agency, Inc.                   Registrant's registration statement on
                                                                             Form S-1,  File No. 33-34562, filed March
                                                                             30, 1992.

 10.10                     Amended Management Agreement between ML           Incorporated by reference to Exhibit 10(j)
                           Life Insurance Company of New York and            to the Registrant's registration statement
                           Merrill Lynch Asset Management, Inc.              on Form S-1, File No. 33-60288, filed March
                                                                             30, 1993.
</TABLE>

                                      E-3
<PAGE>   27

<TABLE>
 <S>                       <C>                                               <C>
 10.11                     Mortgage Loan Servicing Agreement between         Incorporated by reference to Exhibit 10(k)
                           ML Life Insurance Company of New York and         to the Registrant's registration statement
                           Merrill Lynch & Co., Inc.                         on Form S-1, File No. 33-60288, filed
                                                                             March 29, 1995.

 24.1                      Power of attorney of Frederick J. C.              Incorporated by reference to Exhibit 24(a)
                           Butler                                            to Post-Effective Amendment No. 1 to the
                                                                             Registrant's registration statement on
                                                                             Form S-1, File No. 33-60288, filed March
                                                                             31, 1994.

 24.2                      Power of attorney of Michael P. Cogswell          Incorporated by reference to Exhibit 24(b)
                                                                             to Post-Effective Amendment No. 1 to the
                                                                             Registrant's registration statement on
                                                                             Form S-1, File No. 33-60288, filed March
                                                                             31, 1994.

 24.3                      Power of attorney of Joseph E. Crowne             Incorporated by reference to Exhibit 24(d)
                                                                             to Post-Effective Amendment No. 1 to the
                                                                             Registrant's registration statement on
                                                                             Form S-1, File No. 33-60288, filed March
                                                                             31, 1994.

 24.4                      Power of attorney of David M. Dunford             Incorporated by reference to Exhibit 24(e)
                                                                             to Post-Effective Amendment No. 1 to the
                                                                             Registrant's registration statement on
                                                                             Form S-1, File No. 33-60288, filed March
                                                                             31, 1994.

 24.5                      Power of attorney of Robert L. Israeloff          Incorporated by reference to Exhibit 24(g)
                                                                             to Post-Effective Amendment No. 1 to the
                                                                             Registrant's registration statement on
                                                                             Form S-1, File No. 33-60288, filed March
                                                                             31, 1994.

 24.6                      Power of attorney of Allen N. Jones               Incorporated by reference to Exhibit 24(j)
                                                                             to Post-Effective Amendment No. 6 to the
                                                                             Registrant's registration statement on
                                                                             Form S-1, File No. 33-60288, filed March
                                                                             27, 1997.
</TABLE>



                                      E-4
<PAGE>   28


<TABLE>
<S>                       <C>                                               <C>
 24.7                      Power of attorney of Cynthia L. Kahn              Incorporated by reference to Exhibit 24(i)
                                                                             to Post-Effective Amendment No. 1 to the
                                                                             Registrant's registration statement on
                                                                             Form S-1, File No. 33-60288, filed March
                                                                             31, 1994.

 24.8                      Power of attorney of Robert A. King               Incorporated by reference to Exhibit 24(j)
                                                                             to Post-Effective Amendment No. 1 the
                                                                             Registrant's registration statement on
                                                                             Form S-1, File No. 33-60288, filed March
                                                                             31, 1994.

 24.9                      Power of attorney of Irving M. Pollack            Incorporated by reference to Exhibit 24(k)
                                                                             to Post-Effective Amendment No. 1 to the
                                                                             Registrant's registration statement on
                                                                             Form S-1, File No. 33-60288, filed March
                                                                             31, 1994.

 24.10                     Power of attorney of Barry G. Skolnick            Incorporated by reference to Exhibit 24(l)
                                                                             to Post-Effective Amendment No. 1 to the
                                                                             Registrant's registration statement on
                                                                             Form S-1, File No. 33-60288, filed March
                                                                             31, 1994.

 24.11                     Power of attorney of Anthony J. Vespa             Incorporated by reference to Exhibit 24(n)
                                                                             to Post-Effective Amendment No. 1 to the
                                                                             Registrant's registration statement on
                                                                             Form S-1, File No. 33-60288, filed March
                                                                             31, 1994.

 24.12                     Power of attorney of Gail R. Farkas               Incorporated by reference to Exhibit 24(g)
                                                                             to Post-Effective Amendment No. 5 to the
                                                                             Registrant's registration statement on
                                                                             Form S-1, File No. 33-60288, filed March
                                                                             26, 1996.

 24.13                     Power of attorney of Stanley C. Peterson          Incorporated by reference to Exhibit 24.13
                                                                             to Annual Report on Form 10-K, File Nos.
                                                                             33-34562 and 33-60288, filed March 30,
                                                                             1998.

 24.14                     Power of attorney of Richard M. Drew              Exhibit 24.14

 27.1                      Financial Data Schedule                           Exhibit 27.1
</TABLE>


                                      E-5