SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): MARCH 19, 1998 -------------- MERRILL LYNCH & CO., INC. ------------------------------------- (Exact name of Registrant as specified in its charter) DELAWARE 1-7182 13-2740599 - ----------------------------------------------------------------------- (State or other (Commission (I.R.S. Employer jurisdiction of File Number) Identification No.) incorporation) WORLD FINANCIAL CENTER, NORTH TOWER, NEW YORK, NEW YORK 10281-1220 - ----------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (212) 449-1000 -------------- - ----------------------------------------------------------------------- (Former name or former address, if changed since last report.) ITEM 5. OTHER EVENTS Exhibits are filed herewith in connection with the Registration Statements on Form S-3 (File No. 333-28537 and 333-44173) filed by Merrill Lynch & Co., Inc. ("ML & Co.") with the Securities and Exchange Commission covering Senior Debt Securities issuable under an indenture dated as of April 1, 1983, as amended and restated, between ML & Co. and The Chase Manhattan Bank (the "Indenture"). ML & Co. will issue $31,000,000 aggregate principal amount of Oracle Corporation Indexed Callable Protected Growth-SM- Securities due March 31, 2003 under the Indenture. The exhibits consist of the form of Securities and an opinion of counsel relating thereto. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS EXHIBITS (4) Instruments defining the rights of security holders, including indentures. Form of Merrill Lynch & Co., Inc.'s Oracle Corporation Indexed Callable Protected Growth-SM- Securities due March 31, 2003. (5) & (23) Opinion re: legality; consent of counsel. Opinion of Brown & Wood LLP relating to the Oracle Corporation Indexed Callable Protected Growth-SM- Securities due March 31, 2003 (including consent for inclusion of such opinion in this report and in Merrill Lynch & Co., Inc.'s Registration Statements relating to such Securities). 2 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereto duly authorized. MERRILL LYNCH & CO., INC. ------------------------------ (Registrant) By: /s/ Theresa Lang -------------------------- Theresa Lang Treasurer Date: March 19, 1998 3 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 MERRILL LYNCH & CO., INC. EXHIBITS TO CURRENT REPORT ON FORM 8-K DATED MARCH 19, 1998 COMMISSION FILE NUMBER 1-7182 4 EXHIBIT INDEX EXHIBIT NO. DESCRIPTION PAGE (4) Instruments defining the rights of security holders, including indentures. Form of Merrill Lynch & Co., Inc.'s Oracle Corporation Indexed Callable Protected Growth-SM- Securities due March 31, 2003. (5) & (23) Opinion re: legality; consent of counsel. Opinion of Brown & Wood LLP relating to the Oracle Corporation Indexed Callable Protected Growth-SM- Securities due March 31, 2003 (including consent for inclusion of such opinion in this report and in Merrill Lynch & Co., Inc.'s Registration Statements relating to such Securities). 5