<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE,
SAVINGS AND SIMILAR PLANS PURSUANT TO
SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT [FEE REQUIRED]
For the fiscal year ended December 31, 1994.
OR
[_] TRANSACTION REPORT PURSUANT TO SECTION 1(d)
THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
Commission file number 1-7182
A. Full title of the plan and the address of the plan, if different from
that of the issuer named below:
Merrill Lynch & Co., Inc. 401(k) Savings & Investment Plan
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
Merrill Lynch & Co., Inc.,
World Financial Center
North Tower
250 Vesey Street
New York, N.Y. 10281-1334
Financial Statements and Exhibits.
---------------------------------
(a) Financial Statements for the Years Ended December 31, 1994 and 1993 and
Independent Auditors' Report.
The financial statements required to be filed hereunder appear commencing
at page 1 hereof.
(b) Exhibits
(23) Consent of Independent Public Accountants (following financial
statements).
SIGNATURES
The Plan. Pursuant to the requirements of the Securities Exchange Act of
1934, the Administrative Committee (the persons who administer the employee
benefit plan) has duly caused this annual report to be signed on its behalf by
the undersigned hereunto duly authorized, in the City of New York, State of New
York.
Merrill Lynch & Co., Inc.
401(k) Savings & Investment Plan
Date: June 27, 1995 By: /s/ Daniel C. Rowland
--------------------------------
Daniel C. Rowland
Chairman, Administrative Committee
<PAGE>
INDEPENDENT AUDITORS' REPORT
Trustees of the Merrill Lynch & Co., Inc.
401(k) Savings & Investment Plan
We have audited the accompanying statements of net assets available for benefits
of the Merrill Lynch & Co., Inc. 401(k) Savings & Investment Plan (the "Plan")
as of December 31, 1994 and 1993 and the related statements of changes in net
assets available for benefits for the years then ended. These financial
statements are the responsibility of the Plan's management. Our responsibility
is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, such financial statements present fairly, in all material
respects, the net assets available for benefits of the Plan at December 31, 1994
and 1993 and the changes in its net assets available for benefits for the years
then ended in conformity with generally accepted accounting principles.
/s/ Deloitte & Touche LLP
New York, New York
June 16, 1995
<PAGE>
<TABLE>
<CAPTION>
THE MERRILL LYNCH & CO., INC.
401(k) SAVINGS & INVESTMENT PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 1994 AND 1993
- --------------------------------------------------------------------------------------------------------
1994 1993
<S> <C> <C>
ASSETS:
Investment in common stock, at quoted market value - Merrill Lynch &
Co., Inc. (cost - 1994, $100,218,728; 1993, $80,271,057; and
shares - 1994, 3,657,382; 1993, 3,379,864) $130,751,418 $141,954,276
Investments in funds and trusts, at quoted market value:
Merrill Lynch Basic Value Fund, Inc. (cost - 1994, $171,667,501;
1993, $151,503,039; and units - 1994, 8,337,404; 1993, 7,631,716) 186,340,976 178,353,192
Merrill Lynch Capital Fund, Inc. (cost - 1994, $128,847,356; 1993,
$112,487,266; and units - 1994, 4,946,374; 1993, 4,388,558) 127,121,810 122,747,963
Merrill Lynch Global Allocation Fund, Inc. (cost - 1994, $108,035,934;
1993, $86,566,473; and units - 1994, 8,565,592; 1993, 7,053,893) 104,757,189 93,252,472
Merrill Lynch High Income Corporate Bond Fund (cost - 1994,
$20,490,188; 1993, $17,668,443; and units - 1994, 2,727,456; 1993,
2,401,780) 19,937,707 19,982,813
Merrill Lynch Intermediate Term Corporate Bond Fund (cost -
1994, $7,562,882; 1993, $7,582,761; and units - 1994, 673,649;
1993,677,103) 7,208,046 8,071,073
Merrill Lynch Corporate Bond Fund - Investment Grade Portfolio
(cost 1994 - $37,723,867, 1993, $33,637,663; and units - 1994,
3,247,982; 1993, 2,871,453) 34,428,609 34,371,296
Merrill Lynch Retirement Reserves Money Fund (cost - 1994,
$117,630,417; 1993, $97,936,543; and units - 1994, 117,630,417;
1993, 97,936,543) 117,630,417 97,936,543
Merrill Lynch Equity Index Trust Tier III (cost - 1994, $18,936,483;
1993, $17,552,870; and units - 1994, 704,541; 1993, 674,155) 20,725,485 19,572,746
GSIF U.S. Government Zero Coupon Bond Series 3 - Various Trusts
(cost - 1994, $26,299,455; 1993, $19,554,565; and units -
1994, 659,704; 1993, 474,514) 28,929,040 25,139,678
Merrill Lynch Retirement Preservation Trust (cost - 1994,
$38,036,694; 1993, $21,429,638; and units - 1994, 38,036,694;
1993, 21,429,638) 38,036,694 21,429,638
Merrill Lynch Growth Fund for Investment and Retirement (cost -
1994, $41,764,325; 1993, $27,157,213; and units - 1994, 2,505,160;
1993, 1,730,982) 43,815,252 30,257,563
Merrill Lynch Phoenix Fund (cost - 1994, $6,006,310;
1993, $2,624,510; and units - 1994, 450,633; 1993, 191,358) 5,024,559 2,573,765
Merrill Lynch Fund for Tomorrow (cost - 1994, $315,884;
1993, $109,965; and units - 1994, 21,855; 1993 - 7,617) 298,539 120,736
Merrill Lynch Global Holdings (cost - 1994, $3,528,486; and
1993, $1,514,001; and units - 1994, 267,008; 1993, 116,202) 3,252,156 1,526,889
</TABLE>
-2-
<PAGE>
<TABLE>
<CAPTION>
THE MERRILL LYNCH & CO., INC.
401(k) SAVINGS & INVESTMENT PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 1994 AND 1993
- ------------------------------------------------------------------------------------------------------
1994 1993
<S> <C> <C>
ASSETS:
Merrill Lynch Balanced Fund for Investment and Retirement
(cost - 1994, $181,791; 1993, $76,828; and units - 1994, 14,845;
1993, 5,984) $ 151,274 $ 73,784
Merrill Lynch Global Bond Fund for Investment and Retirement
(cost - 1994, $1,379,049; 1993, $1,309,257; and units - 1994,
139,699; 1993, 127,491) 1,251,705 1,278,732
Merrill Lynch EuroFund (cost - 1994, $11,648,880; 1993
$13,316,321; and units - 1994, 822,319; 1993, 1,006,831) 11,199,977 14,770,209
Merrill Lynch Strategic Dividend Fund (cost - 1994, $189,655;
1993, $82,287; and units - 1994, 15,043; 1993, 5,965) 160,959 75,994
Merrill Lynch Global Utility Fund (cost - 1994, $2,230,967;
1993, $2,124,593; and units - 1994, 172,097; 1993, 159,677) 2,035,903 2,182,788
Merrill Lynch Technology Fund (cost - 1994, $14,831,905; 1993,
$3,510,028; and units - 1994, 2,710,020; 1993, 653,232) 14,200,504 2,939,545
Merrill Lynch Global Resources Trust (cost - 1994, $4,036,323;
1993, $886,222; and units - 1994, 257,973; 1993, 62,046) 3,905,704 942,483
Merrill Lynch Global Convertible Fund (cost - 1994, $560,081;
1993, $440,867; and units - 1994, 51,858; 1993, 40,714) 533,618 434,823
Merrill Lynch Healthcare Fund (cost - 1994, $2,780,244; 1993,
$1,784,961; and units - 1994, 755,528; 1993, 471,452) 2,614,124 1,843,377
Merrill Lynch Special Value Fund (cost - 1994, $1,952,944; 1993,
$459,619; and units 1994 - 124,684; 1993, 28,816) 1,832,859 451,266
Merrill Lynch Pacific Fund (cost - 1994, $19,564,259; 1993,
$6,176,991; and units - 1994, 889,094; 1993, 303,620) 18,777,662 6,430,681
Investment in Merrill Lynch Cash Management Account Money Fund 6,372,968 5,557,757
------------ ------------
Total investments 931,295,154 834,272,082
Cash 13,514,805 19,021,654
Employer contribution receivable 867,315 909,539
------------ ------------
Total assets 945,677,274 854,203,275
LESS LIABILITIES:
Payables to beneficiaries or employees 1,970,721 1,775,080
Payable to Employee Stock Ownership Plan 1,349,507 -
------------ ------------
NET ASSETS AVAILABLE FOR BENEFITS $942,357,046 $852,428,195
============ ============
See notes to financial statements.
</TABLE>
-3-
<PAGE>
<TABLE>
<CAPTION>
THE MERRILL LYNCH & CO., INC.
401(k) SAVINGS & INVESTMENT PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
YEARS ENDED DECEMBER 31, 1994 AND 1993
- ------------------------------------------------------------------------------------------------------
1994 1993
<S> <C> <C>
ADDITIONS:
Investment (loss) income:
Net (depreciation) appreciation in fair value of investments $(63,775,881) $ 89,038,395
Dividends and interest 49,348,652 41,445,037
------------ ------------
Total investment (loss) income (14,427,229) 130,483,432
Contribution to the Plan by the Company 24,408,487 21,756,330
Contribution to the Plan by the employees 135,996,997 118,339,968
Transfers from other qualified plans 922,907 2,102,535
------------ ------------
Total additions 146,901,162 272,682,265
------------ ------------
DEDUCTIONS:
Disbursements of benefits to beneficiaries or employees 56,440,795 37,486,330
Administrative expenses 531,516 568,781
------------ ------------
Total deductions 56,972,311 38,055,111
------------ ------------
NET INCREASE IN NET ASSETS
AVAILABLE FOR BENEFITS 89,928,851 234,627,154
NET ASSETS AVAILABLE FOR BENEFITS:
Beginning of year 852,428,195 617,801,041
------------ ------------
End of year $942,357,046 $852,428,195
============ ============
</TABLE>
See notes to financial statements.
-4-
<PAGE>
THE MERRILL LYNCH & CO., INC.
401(k) SAVINGS & INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 1994 AND 1993
- --------------------------------------------------------------------------------
1. DESCRIPTION OF THE PLAN
The following description of the Merrill Lynch & Co., Inc. 401(k) Savings &
Investment Plan (the "Plan") is provided for general information purposes only.
Participants should refer to the Plan document for more complete information.
Terms used in this description have the same meaning as in the Plan.
The Plan was adopted on April 23, 1987 and commenced activities on October 1,
1987. The purpose of the Plan is to encourage employees to save for retirement.
The Plan is subject to the provisions of the Employee Retirement Income Security
Act of 1974 ("ERISA").
Subject to exclusions specified in the Plan, any Employee of Merrill Lynch &
Co., Inc. or of a participating subsidiary or affiliate (the "Company" or
"Employer") can elect to participate in the Plan providing such Employee has
worked for the Employer for 12 months. An Employee can elect to participate in
the Plan (if eligible) as of the first day of the calendar quarter following 12
months of employment or the first day of any month thereafter.
Each Participant may elect to make contributions to the Plan on a pre-tax
basis through payroll reductions from 1% to 15% of such Participant's Eligible
Compensation for each pay period up to an annual maximum of $9,240 for 1994
(subject to periodic adjustments for cost-of-living increases for each calendar
year). A Participant can elect to change the rate at which his or her
contribution is determined.
The Company will make contributions, up to a maximum of $1,500, in an amount
equal to 50% of the first 4% of Eligible Compensation contributed by a
Participant for each calendar year. No Employer contributions will be made for
any calendar year for Employees who participate at any time during such calendar
year in the Company's Employee Stock Purchase Plan.
All Participants are always 100% vested in contributions to the Plan made
from their Eligible Compensation and in amounts rolled over from an employer's
eligible retirement plan. Participants who elected to make contributions to the
Plan through payroll reductions beginning with the 1987 Plan Year are 100%
vested in Employer contributions, as are Participants when they attain age 65 or
terminate employment because of death.
Other Participants who terminate employment after October 31, 1993 will
become vested in Employer contributions and earnings based on complete Years of
Service after October 1, 1987: 1 Year of Service - 20% vested; 2 Years of
Service - 40% vested; 3 Years of Service - 60% vested; 4 Years of Service - 80%
vested; and 5 Years of Service - 100% vested.
The Plan permits withdrawals relating to contributions and earnings under
certain conditions which are in accordance with the Internal Revenue Code and
the regulations thereunder.
-5-
<PAGE>
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Plan investments are maintained on a settlement date basis which is not
materially different than the trade date basis. All other accounting
records of the Plan are maintained on the accrual basis.
The accompanying financial statements do not include any investments in
Vocon and Deferred Profit Sharing Accounts, which are self-directed
Accounts, that were transferred into the Plan for administrative
convenience only.
The cost of security investments is based on the average cost method for
individual securities. Quoted market values of security investments are
based on the last sales price (if traded on December 31), the prevailing
bid price or the prevailing net asset value at the close of trading on
December 31.
3. INVESTMENTS
The Administrative Committee has the authority to designate Investment
Funds for the investment of accounts other than Vocon and Deferred Profit
Sharing Accounts, to determine which accounts can be self-directed and to
establish rules and procedures with respect to investment funds and self-
directed accounts.
Effective January 31, 1994, the Merrill Lynch Natural Resources Trust
became the Merrill Lynch Global Resources Trust.
Effective January 27, 1994, the Merrill Lynch Corporate Bond Fund Inc. -
High Quality Portfolio became the Merrill Lynch Corporate Bond Fund -
Investment Grade Portfolio.
Effective November 1, 1993 the Merrill Lynch International Holdings became
the Merrill Lynch Global Holdings.
The 1994 Trust of the GSIF U.S. Government Zero Coupon Bond Series 3
matured on November 15, 1994 and is no longer available as an investment
option.
All contributions to the Plan may be allocated among from one to four
investments selected by the Participant from among the investments
designated by the Administrative Committee.
During 1994 and 1993, the Plan's investments (including investments bought,
sold and held during each year) (depreciated)/appreciated in value as
follows:
Years Ended December 31,
1994 1993
Net change in fair value of investments:
Common stock $(22,623,197) $41,470,019
Funds and trusts (41,152,684) 47,568,376
------------ -----------
$(63,775,881) $89,038,395
============ ===========
4. ADMINISTRATIVE EXPENSES
Plan expenses, including expenses of the Administrative Committee and
Trustee, to the extent not paid by the Plan, are paid by the Company.
-6-
<PAGE>
5. PLAN TERMINATION
Although it has not expressed any intent to do so, the Company has the right
under the Plan to terminate the Plan subject to the provisions of ERISA.
6. TAX STATUS
The Internal Revenue Service has determined and informed the Company by a letter
dated February 23, 1989, that the Plan and related trust are designed in
accordance with applicable sections of the Internal Revenue Code ("IRC"). The
Plan has been amended since receiving the determination letter. However, the
Plan administrator believes that the Plan is designed and is currently being
operated in compliance with the applicable requirements of the IRC. Therefore,
no provision for income taxes has been included in the Plan's financial
statements.
* * * * * *
-7-
<PAGE>
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
Merrill Lynch & Co., Inc.:
We hereby consent to the use in this Form 11-K annual Report of our opinion
dated June 16, 1995 (relating to the financial statements of the Merrill Lynch &
Co., Inc. 401(k) Savings & Investment Plan) appearing in Item (a) of such Form
11-K.
/s/ Deloitte & Touche LLP
New York, New York
June 28, 1995
