Exhibit 4(ooo)

R-                        MERRILL LYNCH & CO., INC.
                          MEDIUM-TERM NOTE, SERIES B
                 (NEW PESO-LINKED NOTE DUE NOVEMBER 10, 1994)


PRINCIPAL AMOUNT:                                  DOLLARS ($
                                                                               )

MERRILL LYNCH & CO., INC., a Delaware corporation (the "Company", which term
includes any successor corporation under the Indenture hereinafter referred to),
for value received, hereby promises to pay to

, or registered assigns, the Principal Redemption Amount (as defined herein), if
any, subject to the terms and conditions set forth herein, on November 10, 1994
(the "Maturity Date"), and to pay interest on the Principal Amount hereof (as
indicated above) from November 12, 1993 on November 10, 1994 (the "Interest
Payment Date"), at a rate per annum equal to 25.75% x (3.128/PSM), until the
Principal Redemption Amount is paid or made available for payment.  Interest
will be computed on the basis of the actual number of days for which interest
has accrued with respect to this Note divided by 360.  The interest so payable,
and punctually paid or duly provided for, on the Interest Payment Date shall, as
provided in the Indenture referred to on the reverse hereof, be paid to the
Person to whom the Principal Redemption Amount, if any, is payable.

    Interest on this Note shall accrue from and including November 12, 1993 to
but excluding the Interest Payment Date.  If the Interest Payment Date or the
Maturity Date falls on a day that is not a Business Day, the required payment
due on such date may be made on the next succeeding Business Day with the same
force and effect as if made on the Interest Payment Date or the Maturity Date,
as the case may be, and no interest shall accrue with respect to such payment
for the period from and after the Interest Payment Date or the Maturity Date, as
the case may be.  At least five Business Days prior to the Pricing Date, the
Holder of this Note shall deliver to the corporate trust office of the Trustee
in New York City instructions with respect to the identity and location(s) of
the financial institution(s) and applicable account information into which any
U.S. dollar, new peso or Mexican Cetes, as the case may be, payable on the
Maturity Date in satisfaction of the Company's obligations with respect to this
Note are to be deposited.  In the event the deposit instructions described in
the preceding sentence are not delivered to the Trustee at least five Business
Days prior to the Pricing Date, the Trustee shall effect such deposit within a
reasonable time following receipt of such instructions, with the same force and
effect as if made on the Maturity Date and no interest shall accrue with respect
to such payment for the period from and after the Maturity Date.  On the
Maturity Date, the Holder of this Note shall surrender such Note at the
corporate trust office of the Trustee in New York City for payment of the
Principal Redemption Amount hereof and interest due on the Maturity Date.
Except as provided on the reverse hereof, payment of the Principal Redemption
Amount, if any, and interest on this Note shall be made at the office or agency
of the Company maintained for that purpose in the Borough of Manhattan, The City
of New York in such coin or currency of the United States of America as at the
time of payment is legal tender for payment of public and private debts;
provided, however, that at the option of the Company payment of interest may be
made by check mailed to the address of the Person entitled thereto at such
address as shall appear in the Security Register.  Notwithstanding the preceding
sentence, if payment of the Principal Redemption Amount, if any, and interest
payable on the Maturity Date is made in U.S. dollars, such payments shall be
made by wire transfer of immediately available funds to a designated account
maintained in the United States upon (i) receipt of written notice by the
Trustee from the Holder hereof not less than one Business Day prior to the due
date of such payment and (ii) presentation of this Note to the Trustee.

    This Note is issuable only in fully registered form without coupons in
denominations of $5,000,000 and $10,000,000.  As provided in the Indenture and
subject to certain limitations therein set forth, the Notes are exchangeable for
a like aggregate principal amount of Notes having identical terms and
provisions, as requested by the Holder surrendering the same.

    This Note is not subject to redemption by the Company prior to the Maturity
Date.

    As provided in the Indenture and subject to certain limitations therein set
forth, the transfer of this Note may be registered on the Security Register of
the Company, upon surrender of this Note for registration of transfer at the
office or agency of the Company in the Borough of Manhattan, The City of New
York, duly endorsed by, or accompanied by a written instrument of transfer in
form satisfactory to the Company duly executed by, the Holder hereof or by his
attorney duly authorized in writing and thereupon one or more new Notes, of
authorized denominations and for the same aggregate principal amount, shall be
issued to the designated transferee or transferees.

    No service charge will be made for any such registration of transfer or
exchange, but the Company may require payment of a sum sufficient to cover any
tax or other governmental charge payable in connection therewith.

    Prior to due presentment of this Note for registration of transfer, the
Company, the Trustee and any agent of the Company or the Trustee may treat the
Person in whose name this Note is registered as the owner hereof for all
purposes, whether or not this Note be overdue, and neither the Company, the
Trustee nor any such agent shall be affected by notice to the contrary.

    Reference is hereby made to the further provisions of this Note set forth on
the reverse hereof, which further provisions shall for all purposes have the
same effect as if set forth at this place.

    This Note is one of the series of Medium-Term Notes, Series B.

    Unless the certificate of authentication hereon has been executed by The
Chase Manhattan Bank, N.A., the Trustee under the Indenture, or its successor
thereunder, by the manual signature of one of its authorized officers, this Note
shall not be entitled to any benefits under the Indenture, or be valid or
obligatory for any purpose.

    IN WITNESS WHEREOF, the Company has caused this instrument to be duly
executed under its corporate seal.

Dated:                                              MERRILL LYNCH & CO., INC.

CERTIFICATE OF AUTHENTICATION
This is one of the Securities of the series designated

                                [Copy of Seal]

therein referred to in the within-mentioned Indenture.

The Chase Manhattan Bank, N.A., as Trustee        By:
                                                            Treasurer


By:                                               Attest:
    Authorized Officer                                      Secretary
 
                           MERRILL LYNCH & CO., INC.
                           MEDIUM-TERM NOTE, SERIES B
                  (NEW PESO-LINKED NOTE DUE NOVEMBER 10, 1994)
                                        

    This Medium-Term Note, Series B is one of a duly authorized issue of
securities (hereinafter called the "Securities") of the Company, issued and to
be issued under an Indenture dated as of October 1, 1993 (herein called the
"Indenture"), between the Company and The Chase Manhattan Bank, N.A., as Trustee
(herein called the "Trustee", which term includes any successor trustee under
the Indenture), to which Indenture and all indentures supplemental thereto
reference is hereby made for a statement of the respective rights thereunder of
the Company, the Trustee and the Holders of the Securities, and the terms upon
which the Securities are, and are to be, authenticated and delivered.  The
Medium-Term Notes, Series B (the "Notes") may bear different dates, mature at
different times, bear interest at different rates and vary in such other ways as
provided in the Indenture.

    The principal of this Note payable by the Company on the Maturity Date (the
"Principal Redemption Amount") will be based on the following formula, as
determined by Merrill Lynch Capital Services, Inc. (the "Calculation Agent") on
the Pricing Date (as defined below), provided that in no event shall the
Principal Redemption Amount be less than zero:

U.S. dollar principal amount of this Note x ([3 x (3.128/PSM)] - 2)

provided, however, in the event that as of the Pricing Date, the Government of
the United Mexican States ("Mexico") shall have (i) imposed any controls
prohibiting or restricting the exchange of new pesos for U.S. dollars, (ii)
imposed any controls prohibiting or restricting the ability of the Company to
hold new pesos, Mexican Cetes or any other debt of Mexico, (iii) imposed any tax
or other charge on any holder of new pesos, Mexican Cetes or any other debt of
Mexico or on any transaction in new pesos, Mexican Cetes or any other debt of
Mexico, (iv) imposed any controls the effect of which is to restrict the
Company's ability to exchange new pesos for U.S. dollars at a rate at least as
favorable as the rate available to Mexican domestic institutions located in
Mexico or (v) failed to honor any of its payment obligations in respect of
Mexican Cetes or in respect of any of its other indebtedness when due at any
time on or prior to the Pricing Date, then, in any such case, the Company may
pay the Principal Redemption Amount and interest accrued with respect to this
Note in (a) new pesos, (b) Mexican Cetes maturing on the Maturity Date or (c) a
combination of new pesos and Mexican Cetes, in an amount of such new pesos
and/or in the Repayment Amount of such Mexican Cetes equal to the sum of the
Company's payment obligations with respect to this Note multiplied by PSM.  Any
unpaid interest which may have accrued and remain unpaid on Mexican Cetes as of
the Maturity Date (if such Cetes are delivered to the Holder of this Note as
described above) shall be payable to such Holder.

    In the absence of manifest error, determinations by the relevant Calculation
Agent shall be final and binding on the Company and the Holder of this Note.

    As used herein, the following terms and definitions apply:

    "Mexico City Business Day" means a day other than a Saturday or Sunday which
is not a day on which banking institutions in Mexico City are generally
authorized or obligated by law, regulation or executive order to close.

    "Pricing Date" means a date which is two Mexico City Business Days prior to
the Maturity Date.

    "PSM" shall mean the average of bid quotations of new pesos for U.S. dollars
on the Pricing Date for delivery on the Maturity Date in an amount equal to
$30,000,000 which have been obtained by the Calculation Agent from the Mexico
City branches of Citibank, N.A., Banco Nacional de Mexico and Bancomer (the
"Reference Banks").  If the Mexico City branches of the Reference Banks are not
quoting exchange rates as described above by 1:00 P.M., New York City time, on
the Pricing Date, "PSM" shall mean the average of bid quotations of new pesos
for U.S. dollars on the Pricing Date for delivery on the Maturity Date in an
amount equal to $30,000,000 which have been obtained by the Calculation Agent
from the New York City branches of the Reference Banks.  If the New York City
branches of the Reference Banks are not quoting exchange rates as described
above by 2:00 P.M., New York City time, on the Pricing Date, "PSM" shall mean
the average of bid quotations of new pesos for U.S. dollars on the Pricing Date
for delivery on the Maturity Date in an amount equal to $30,000,000 which have
been obtained by the Calculation Agent from three major currency exchange rate
market makers in The City of New York selected by the Calculation Agent.  If the
Calculation Agent is unable to obtain bid quotations from three major currency
exchange rate market makers in The City of New York as described in the
preceding sentence by 5:00 P.M., New York City time, on the Pricing Date, "PSM"
shall mean the average of bid quotations of new pesos for U.S. dollars on the
Pricing Date for delivery on the Maturity Date in an amount equal to $30,000,000
which have been obtained by the Calculation Agent from two major currency
exchange rate market makers in The City of New York selected by the Calculation
Agent.  If the Calculation Agent is unable to obtain bid quotations from two
major currency exchange rate market makers in The City of New York as described
in the preceding sentence by 5:00 P.M., New York City time, on the Pricing Date,
"PSM" shall mean the bid quotation of new pesos for U.S. dollars on the Pricing
Date for delivery on the Maturity Date in an amount equal to $30,000,000 which
has been obtained by the Calculation Agent from one major currency exchange rate
market maker in The City of New York selected by the Calculation Agent.

    "Repayment Amount" means, with respect to Mexican Cetes, the face
(principal) amount thereof, plus any accrued and unpaid interest due with
respect to such Cetes as of the Maturity Date.  Interest will be computed on the
basis of the actual number of days for which interest with respect to the Notes
has accrued, divided by 360.

    If an Event of Default (as defined in the Indenture) with respect to the
Notes shall occur and be continuing, the Principal Redemption Amount of all of
the Notes may be declared due and payable in the manner and with the effect
provided in the Indenture.  In such cases, the Principal Redemption Amount
declared due and payable on the date of acceleration will be calculated as if
such date of acceleration were the Maturity Date.

    The Indenture permits, with certain exceptions as therein provided, the
amendment thereof and the modification of the rights and obligations of the
Company and the rights of the Holders of the Securities of each series to be
affected under the Indenture at any time by the Company and the Trustee with the
consent of the Holders of 66 2/3% in principal amount of the Securities at the
time Outstanding, as defined in the Indenture, of each series affected thereby.
The Indenture also contains provisions permitting the Holders of specified
percentages in aggregate principal amount of the Securities of each series at
the time Outstanding, on behalf of the Holders of all Securities of each series,
to waive compliance by the Company with certain provisions of the Indenture and
certain past defaults under the Indenture and their consequences.  Any such
consent or waiver by the Holder of this Note shall be conclusive and binding
upon such Holder and upon all future Holders of this Note and of any Note issued
upon the registration of transfer hereof or in exchange herefor or in lieu
hereof whether or not notation of such consent or waiver is made upon this Note.

    No reference herein to the Indenture and no provision of this Note or of the
Indenture shall alter or impair the obligation of the Company, which is absolute
and unconditional, to pay the principal of and interest on this Note at the
time, place, and rate, and in the coin or currency, herein prescribed.

    All terms used in this Note which are defined in the Indenture shall have
the meanings assigned to them in the Indenture.