EXHIBIT 99(a)

INDEPENDENT AUDITORS' REPORT
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To the Board of Directors and Stockholders of
 Merrill Lynch & Co., Inc.:

We have audited, in accordance with generally accepted auditing standards, the 
consolidated financial statements of Merrill Lynch & Co., Inc. and subsidiaries 
(the "Company") as of December 27, 1996 and December 29, 1995 and for each of 
the three years in the period ended December 27, 1996 and have issued our report
thereon dated February 24, 1997. Such consolidated financial statements and our 
report thereon are incorporated by reference in the Company's 1996 Annual Report
on Form 10-K, which is incorporated herein by reference.

We have also previously audited, in accordance with generally accepted auditing 
standards, the consolidated balance sheets of the Company as of December 30, 
1994, December 31, 1993 and December 25, 1992 and the related statements of 
consolidated earnings, changes in consolidated stockholders' equity and 
consolidated cash flows for the years ended December 31, 1993 and December 25, 
1992 (none of which are presented or incorporated by reference herein); and we 
expressed unqualified opinions on those consolidated financial statements. In 
our opinion, the information set forth in the table under the caption Ratio of 
Earnings to Fixed Charges for each of the five years in the period ended 
December 27, 1996 appearing on page 4 of the prospectuses relating to Debt
Securities and Warrants and STRYPES, and on page S-3 of the prospectus relating
to Medium-Term Notes, Series B, all of which are a part of this Registration
Statement of the Company on Form S-3, is fairly stated in all material respects
in relation to the consolidated financial statements from which it has been
derived.

/s/ Deloitte & Touche LLP

New York, New York
February 24, 1997