SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 _______________ FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(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) If this form relates to the If this form relates to the registration registration of a class of securities of a class of securities pursuant to pursuant to Section 12(b) of the Section 12(g) of the Exchange Act and is Exchange Act and is effective pursuant effective pursuant to General to General Instruction A.(c), please Instruction A.(d), please check the check the following box. [X] following box. [_]
Securities Act registration statement file number to which this form relates: 333-68747 - --------- 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 ------------------- ------------------------------ Russell 2000(R) Index* American Call Warrants Expiring Stock May , 2001 Exchange Securities to be registered pursuant to Section 12(g) of the Act: None - -------------------------------------------------------------------------------- (Title of class) *The use of and reference to the term "Russell 2000 Index" herein has been consented to by Frank Russell Company. Item 1. Description of Registrant's Warrants to be Registered. ----------------------------------------------------- The description of the general terms and provisions of the Russell 2000 Index Call Warrants expiring May , 2001 to be issued by Merrill Lynch & Co., Inc. (the "Warrants") set forth in the Preliminary Prospectus Supplement dated May 19, 1999, and the Prospectus dated May 6, 1999, attached hereto as Exhibit 99 (A) are hereby incorporated by reference and contain 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 333-68747 which will contain the final terms and provisions of the Warrants, including the expiration date 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 May 19, 1999, and Prospectus dated May 6, 1999, (incorporated by reference to registrant's filing pursuant to Rule 424 (b)). 99 (B) Form of Warrant. 99 (C) Form of Warrant Agreement between Merrill Lynch & Co., Inc. and Citibank, N.A., the Warrant Agent, dated as of May , 1999. Other securities issued by Merrill Lynch & Co., Inc. are listed on the American Stock Exchange. 2 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/ Lawrence M. Egan, Jr --------------------------- Lawrence M. Egan, Jr. Assistant Secretary Date: May 25, 1999 3