PRICING SUPPLEMENT File No. 333-109802
- -------------------- Rule 424(b)(3)
(To Prospectus Supplement and Prospectus dated
November 26, 2003)
Pricing Supplement Number: 2364
Merrill Lynch & Co., Inc.
Medium-Term Notes, Series C
Due Nine Months or More from Date of Issue
Floating Rate Notes
Principal Amount: $350,000,000 Original Issue Date: February 27, 2004
CUSIP Number: 59018YTB7 Stated Maturity Date: February 27, 2007
Issue Price: 100%
Interest Calculation: Day Count Convention:
- -------------------- --------------------
[X] Regular Floating Rate Note [X] Actual/360
[ ] Inverse Floating Rate Note [ ] 30/360
(Fixed Interest Rate): [ ] Actual/Actual
Interest Rate Basis:
- -------------------
[X] LIBOR [ ] Commercial Paper Rate
[ ] CMT Rate [ ] Eleventh District Cost of Funds Rate
[ ] Prime Rate [ ] CD Rate
[ ] Federal Funds Rate [ ] Other (see attached)
[ ] Treasury Rate
Designated CMT Page: Designated LIBOR Page:
CMT Moneyline Telerate Page: LIBOR Moneyline Telerate Page: 3750
LIBOR Reuters Page:
Index Maturity: Three Months Minimum Interest Rate: Not Applicable
Spread: +0.125% Maximum Interest Rate: Not Applicable
Initial Interest Rate: Calculated as if the Original Issue Spread Multiplier: Not Applicable
Date was an Interest Reset Date
Interest Reset Dates: Quarterly, on the 27th of February, May, August and November, commencing on
May 27, 2004, subject to modified following Business Day convention.
Interest Payment Dates: Quarterly, on the 27th of February, May, August and November, commencing on
May 27, 2004, subject to modified following Business Day convention.
Repayment at the
Option of the Holder: The Notes cannot be repaid prior to the Stated Maturity Date.
Redemption at the
Option of the Company: The Notes cannot be redeemed prior to the Stated Maturity Date.
Form: The Notes are being issued in fully registered book-entry form.
Trustee: JPMorgan Chase Bank
Underwriters: Merrill Lynch, Pierce, Fenner & Smith Incorporated ("MLPF&S"), Wells Fargo Brokerage Services, LLC
and Morgan Keegan & Company, Inc. (the "Underwriters"), are acting as principals in this
transaction. MLPF&S is acting as the Lead Underwriter.
Pursuant to an agreement, dated February 24, 2004 (the "Agreement"), between Merrill Lynch & Co., Inc.
(the "Company") and the Underwriters, the Company has agreed to sell to each of the Underwriters and
each of the Underwriters has severally and not jointly agreed to purchase the principal amount of
Notes set forth opposite its name below:
Underwriters Principal Amount of the Notes
------------ -----------------------------
Merrill Lynch, Pierce, Fenner & Smith $343,000,000
Incorporated
Morgan Keegan & Company, Inc. $3,500,000
Wells Fargo Brokerage Services, LLC $3,500,000
----------
Total $350,000,000
Pursuant to the Agreement, the obligations of the Underwriters are subject to certain conditions and
the Underwriters are committed to take and pay for all of the Notes, if any are taken.
The Underwriters have advised the Company that they propose initially to offer all or part of the
Notes directly to the public at the Issue Price listed above. After the initial public offering, the
Issue Price may be changed.
The Company has agreed to indemnify the Underwriters against certain liabilities, including
liabilities under the Securities Act of 1933, as amended.
Underwriting Discount: 0.2500%
Dated: February 24, 2004