8-K: Current report filing
Published on November 21, 2001
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): November 21, 2001
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)
4 World Financial Center, New York, New York 10080
- ----------------------------------------------------
(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 Statement
on Form S-3 (File No. 333-52822) filed by Merrill Lynch & Co., Inc. (the
"Company") with the Securities and Exchange Commission covering Senior Debt
Securities issuable under an indenture dated as of April 1, 1983, as amended
through the date hereof, between the Company and JPMorgan Chase Bank (as so
amended, the "Indenture"). The Company will issue $103,360,000 aggregate
principal amount of 8% Callable STock Return Income DEbt Securities/SM/ due
November 21, 2003, payable at maturity with EMC Corporation common stock, 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 8% Callable STock
Return Income DEbt Securities/SM/ due November 21,
2003, payable at maturity with EMC Corporation common
stock.
(5) & (23) Opinion re: legality; consent of counsel.
Opinion of Sidley Austin Brown & Wood LLP relating to
the 8% Callable STock Return Income DEbt Securities/SM/
due November 21, 2003, payable at maturity with EMC
Corporation common stock (including consent for
inclusion of such opinion in this report and in Merrill
Lynch & Co., Inc.'s Registration Statement 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/ John C. Stomber
---------------------------------------
John C. Stomber
Senior Vice President
and
Treasurer
Date: November 21, 2001
3
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
MERRILL LYNCH & CO., INC.
EXHIBITS TO CURRENT REPORT ON
FORM 8-K DATED NOVEMBER 21, 2001
Commission File Number 1-7182
Exhibit Index
Exhibit No. Description Page
- ----------- ----------- ----
(4) Instruments defining the rights of security holders,
including indentures.
Form of Merrill Lynch & Co., Inc.'s 8%
Callable STock Return Income DEbt
Securities/SM/ due November 21, 2003, payable
at maturity with EMC Corporation common
stock.
(5) & (23) Opinion re: legality; consent of counsel.
Opinion of Sidley Austin Brown & Wood LLP
relating to the 8% Callable STock Return
Income DEbt Securities/SM/ due November 21,
2003, payable at maturity with EMC
Corporation common stock (including consent
for inclusion of such opinion in this report
and in Merrill Lynch & Co., Inc.'s
Registration Statement relating to such
Securities).