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.)

            4 World Financial Center

                New York, New York

                   10080
    (Address of principal executive offices)               (Zip Code)

If this form relates to the registration of

a class of securities pursuant to

Section 12(b) of the Exchange Act and

is effective pursuant to General

Instruction A.(c), please check the

following box.    þ

  

If this form relates to the registration of

a class of securities pursuant to

Section 12(g) of the Exchange Act and

is effective pursuant to General

Instruction A.(d), please check the

following box.    ¨

 

 

Securities Act registration statement file number to which this form relates:  333-105098

 

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

 

                Title of each class

                to be so registered

  

Name of each exchange on which

    each class is to be registered

Accelerated Return Notes linked to Pfizer Inc.

common stock due November    , 2004

         American Stock Exchange

 

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 Accelerated Return NotesSM linked to Pfizer Inc. common stock due November     , 2004 to be issued by Merrill Lynch & Co., Inc. (the “Notes”) set forth in the Preliminary Prospectus Supplement dated September 9, 2003, and the Prospectus dated June 3, 2003, attached hereto as Exhibit 99(A), is hereby incorporated by reference and contains certain proposed terms and provisions. The description of the Notes 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 333-105098 which will contain the final terms and provisions of the Notes, including the maturity date of the Notes, 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 September 9, 2003, and Prospectus dated June 3, 2003 (incorporated by reference to registrant’s filing pursuant to Rule 424(b)).

99 (B)

    Form of Note.

99 (C)

    Copy of Indenture between Merrill Lynch & Co., Inc. and JPMorgan Chase Bank, formerly Chemical Bank (successor by merger to Manufacturers Hanover Trust Company), dated as of April 1, 1983, as amended and restated.*

 

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

 

 

 

 

 

 

*   Exhibit 99 (C) is incorporated by reference from Exhibit (3) to Registrant’s Registration Statement on Form 8-A dated July 20, 1992.

 

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/    JUDITH A. WITTERSCHEIN

              Judith A. Witterschein
                          Secretary

 

 

Date:  September 17, 2003

 

3

 

 

 

 

 

 

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

 

 

 

 

MERRILL LYNCH & CO., INC.

 

 

 

 

 

 

EXHIBITS

TO

FORM 8-A DATED SEPTEMBER 17, 2003

INDEX TO EXHIBITS

 

 

Exhibit No.

     

99 (A)

    Preliminary Prospectus Supplement dated September 9, 2003, and Prospectus dated June 3, 2003 (incorporated by reference to registrant’s filing pursuant to Rule 424 (b)).

99 (B)

    Form of Note.

99 (C)

    Copy of Indenture between Merrill Lynch & Co., Inc. and JPMorgan Chase Bank, formerly Chemical Bank (successor by merger to Manufacturers Hanover Trust Company), dated as of April 1, 1983, as amended and restated.*

 

 

 

 

 

 

 

 

 

*   Exhibit 99 (C) is incorporated by reference from Exhibit (3) to Registrant’s Registration Statement on Form 8-A dated July 20, 1992.