8-K: Current report filing

Published on February 29, 1996



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): February 29, 1996
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Merrill Lynch & Co., Inc.
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(Exact name of Registrant as specified in its charter)

Delaware 1-7182 13-2740599
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(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
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(Address of principal executive offices) (Zip Code)



Registrant's telephone number, including area code: (212) 449-1000
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(Former name or former address, if changed since last report.)

Item 5. Other Events
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Exhibits are filed herewith in connection with the Registration
Statements on Form S-3 (File Nos. 33-61559 and 33-65135) 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 Chemical Bank (successor by merger to
Manufacturers Hanover Trust Company) (the "Indenture"). ML & Co. will issue
$250,000,000 principal amount of 6% Notes due March 1, 2001 under the Indenture.
The exhibits consist of the form of Notes and an opinion of counsel relating
thereto.


Item 7. Financial Statements, Pro Forma Financial Information
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and Exhibits
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EXHIBITS

(4) Instruments defining the rights of security holders,
including indentures.

Form of Merrill Lynch & Co., Inc.'s 6% Notes due
March 1, 2001.

(5) & (23) Opinion re: legality; consent of counsel.

Opinion of Brown & Wood relating to the 6% Notes due
March 1, 2001 (including consent for inclusion of such
opinion in this report and in Merrill Lynch & Co.,
Inc.'s Registration Statement relating to such Notes).

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.
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(Registrant)



By: /s/ Joseph T. Willett
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Joseph T. Willett
Senior Vice President and
Chief Financial Officer




Date: February 29, 1996


3

EXHIBIT INDEX



Exhibit No. Description Page
- ----------- ----------- ----

(4) Instruments defining the rights of
security holders, including indentures.

Form of Merrill Lynch & Co., Inc.'s
6% Notes due March 1, 2001.

(5) & (23) Opinion re: legality; consent of counsel.

Opinion of Brown & Wood relating to
the 6% Notes due March 1, 2001
(including consent for inclusion of
such opinion in this report and in
Merrill Lynch & Co., Inc.'s
Registration Statement relating to
such Notes).