Form: 8-K

Current report filing

May 28, 1999

8-K: Current report filing

Published on May 28, 1999



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): May 28, 1999
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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. 333-59997 and 333-68747) 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 and restated, between the Company and The Chase Manhattan Bank (the
"Indenture"). The Company will issue $70,000,000 aggregate principal amount of
Select Sector SPDR Fund Growth Portfolio Market Index Target-Term Securities(R)
due May 25, 2006 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
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EXHIBITS

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

Form of Merrill Lynch & Co., Inc.'s Select Sector SPDR
Fund Growth Portfolio Market Index Target-Term
Securities due May 25, 2006.

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

Opinion of Brown & Wood LLP relating to the Select
Sector SPDR Fund Growth Portfolio Market Index Target-
Term Securities due May 25, 2006 (including consent for
inclusion of such opinion in this report and in Merrill
Lynch & Co., Inc.'s Registration Statement relating to
such Securities).

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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/ John C. Stomber
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John C. Stomber
Senior Vice President
and
Treasurer

Date: May 28, 1999

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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549




MERRILL LYNCH & CO., INC.




EXHIBITS TO CURRENT REPORT ON
FORM 8-K DATED MAY 28, 1999



Commission File Number 1-7182

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Exhibit Index

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

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

Form of Merrill Lynch & Co., Inc.'s Select Sector
SPDR Fund Growth Portfolio Market Index Target-Term
Securities due May 25, 2006.

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

Opinion of Brown & Wood LLP relating to the Select
Sector SPDR Fund Growth Portfolio Market Index
Target-Term Securities due May 25, 2006 (including
consent for inclusion of such opinion in this report
and in Merrill Lynch & Co., Inc.'s Registration
Statement relating to such Securities).

5