SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                _______________

                                    FORM 8-A

               FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
                    PURSUANT TO SECTION 12(b) OR (g) OF THE
                        SECURITIES EXCHANGE ACT OF 1934


                           Merrill Lynch & Co., Inc.
                          -----------------------------
             (Exact name of registrant as specified in its charter)


           Delaware                                 13-2740599 
        --------------                            -------------- 
(State of incorporation or organization)         (I.R.S. Employer
                                                Identification No.)


     World Financial Center
     North Tower
     250 Vesey Street
     New York, New York                                10281  
     -----------------------------                   ---------
(Address of principal executive offices)             (Zip Code)


Securities to be registered pursuant to Section 12(b) of the Act:

Title of each class        Name of each exchange on which
to be so registered        each class is to be registered
- -------------------        ------------------------------

Constant Maturity U.S.         American Stock Exchange
Treasury Yield
Increase Warrants,
Expiring January 25, 1996



Securities to be registered pursuant to Section 12(g) of the Act:

                                     None
- -------------------------------------------------------------------
                               (Title of class)
 
Item 1.  Description of Registrant's Notes to be Registered.
         -------------------------------------------------- 
 
          The description of the general terms and provisions of the Constant
Maturity U.S. Treasury Yield Increase Warrants, Expiring January 25, 1996 to be
issued by Merrill Lynch & Co., Inc. (the "Warrants") set forth in the
Preliminary Prospectus Supplement dated October 21, 1994, and the Prospectus
dated March 24, 1994, attached hereto as Exhibit 99(a) is hereby incorporated by
reference and contains certain proposed terms and provisions.  The description
of the Warrants contained in the Prospectus Supplement to be filed pursuant to
Rule 424(b) under the Securities Act of 1933, as amended, under Registration
Statement Number 33-52647, which will contain the final terms and provisions of
the Warrants, is hereby deemed to be incorporated by reference into this
Registration Statement and to be a part hereof.

Item 2.  Exhibits.
         -------- 

          99(a)  Preliminary Prospectus Supplement dated October 21, 1994, and
                              Prospectus dated March 24, 1994.

          99(b)  Form of Global Warrant.

          99(c)  Form of Warrant Agreement between Merrill Lynch & Co., Inc. and
                 Citibank, N.A., as Warrant Agent.

          Other securities issued by Merrill Lynch & Co., Inc. are listed on the
American Stock Exchange.


                                   SIGNATURE

          Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, the registrant has caused this registration statement to be signed
on its behalf by the undersigned, thereto duly authorized.


                              MERRILL LYNCH & CO., INC.


                              By:   /s/ Gregory T. Russo
                                  ________________________ 
                                       Gregory T. Russo     
                                          Secretary        
Date:   October 24, 1994

                                       2
 
                       SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C.  20549



                           MERRILL LYNCH & CO., INC.



                                    EXHIBITS
                                       TO
                        FORM 8-A DATED OCTOBER 24, 1994



                                    Commission File No. 1-7182
 
                                 INDEX TO EXHIBITS
                                 -----------------


Exhibit No.                                                           Page No.
- ----------                                                            ------- 

99(a)          Preliminary Prospectus Supplement dated October 21,
               1994, and Prospectus dated March 24, 1994.

99(b)          Form of Global Warrant.

99(c)          Form of Warrant Agreement between Merrill Lynch & Co.,
               Inc. and Citibank, N.A., as Warrant Agent.