PRICING SUPPLEMENT File No. 333-122639
- ------------------- Rule 424(b)(3)
(To Prospectus Supplement and Prospectus
dated February 25, 2005)
Pricing Supplement Number: 2446
Merrill Lynch & Co., Inc.
Medium-Term Notes, Series C
Due Nine Months or More from Date of Issue
Floating Rate Notes
Principal Amount: $1,000,000,000 Original Issue Date: June 16, 2005
CUSIP Number: 59018YVK4 Stated Maturity Date: June 15, 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: One Month Minimum Interest Rate: Not Applicable
Spread: + 0.04% Maximum Interest Rate: Not Applicable
Initial Interest Rate: Calculated as if the Original Spread Multiplier: Not Applicable
Date was an Interest Reset Date
Interest Reset Date: Monthly, on the 15th of every month, commencing
on July 15, 2005, subject to modified following Business
Day convention.
Interest Payment Date: Monthly, on the 15th of every month, commencing
on July 15, 2005, 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, N.A.
Underwriters: Merrill Lynch, Pierce, Fenner & Smith Incorporated ("MLPF&S"), Fifth Third Securities, Inc. and Wells
Fargo Brokerage Services, LLC (the "Underwriters"), are acting as principals in this transaction.
MLPF&S is acting as the Lead Underwriter.
Pursuant to an agreement, dated June 13, 2005 (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 $980,000,000
Incorporated
Fifth Third Securities, Inc. $10,000,000
Wells Fargo Brokerage Services, LLC $10,000,000
--------------
Total $1,000,000,000
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: 0.175%
Dated: June 13, 2005