MERRILL LYNCH & CO INC
SC 13G, 1997-07-01
SECURITY BROKERS, DEALERS & FLOTATION COMPANIES
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                                UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549


                                 SCHEDULE 13G

                  UNDER THE SECURITIES EXCHANGE ACT OF 1934

                             (AMENDMENT NO.____)*

                               The Bibb Company
- ----------------------------------------------------------------------
                               (Name of Issuer)


                         Common Stock, $.01 par value
- ----------------------------------------------------------------------
                         (Title of Class Securities)


                                  088667100
                    -----------------------------------
                                (CUSIP Number)

Check the following box  if a fee is being  paid with this statement / /.  (A
fee is not  required only if the filing person: (1)  has a previous statement
on file reporting beneficial ownership of more than five percent of the class
of securities described in Item 1; and  (2) has filed no amendment subsequent
thereto  reporting beneficial  ownership  of  five percent  or  less of  such
class.) (See Rule 13d-7.)

*The  remainder of  this  cover page  shall  be filled  out  for a  reporting
person's  initial filing on  this form with  respect to the  subject class of
securities, and  for any  subsequent amendment  containing information  which
would alter the disclosures provided in a prior cover page.

The information required  in the remainder  of this cover  page shall not  be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of  1934 ("Act") or otherwise subject to  the liabilities of that section
of the Act but shall be subject to  all other provisions of the Act (however,
see the Notes).


CUSIP NO. 465679108               13G                  PAGE 2 OF 6 PAGES
          ---------                                         -    -


1        NAME OF REPORTING PERSON
         S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

         Merrill Lynch & Co., Inc.
         IRS No. 13-2740599

2        CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP           (a)  / /
                                                                    (b)  /x/

3        SEC USE ONLY

4        CITIZENSHIP OR PLACE OF ORGANIZATION

         Delaware

 NUMBER OF         5        SOLE VOTING POWER

  SHARES                    -0-

BENEFICIALLY       6        SHARED VOTING POWER

 OWNED BY                   2,073,779

   EACH            7        SOLE DISPOSITIVE POWER

 REPORTING                  -0-

  PERSON           8        SHARED DISPOSITIVE POWER

   WITH                     2,073,779

9        AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

         2,073,779

10       CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
         SHARES*                                                         / /

11       PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

         20.6%

12       TYPE OF REPORTING PERSON*

         HC


                     *SEE INSTRUCTION BEFORE FILLING OUT!


CUSIP NO. 465679108               13G                  PAGE 3 OF 6 PAGES
          ---------                                         -    -

1        NAME OF REPORTING PERSON
         S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

         Merrill Lynch, Pierce, Fenner & Smith Incorporated
         IRS No. 13-5674085

2        CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP           (a)  / /
                                                                    (b)  /x/

3        SEC USE ONLY

4        CITIZENSHIP OR PLACE OF ORGANIZATION

         Delaware

 NUMBER OF         5        SOLE VOTING POWER

   SHARES                   -0-

BENEFICIALLY       6        SHARED VOTING POWER

  OWNED BY                  2,073,779

   EACH            7        SOLE DISPOSITIVE POWER

 REPORTING                  -0-

  PERSON           8        SHARED DISPOSITIVE POWER

   WITH                     2,073,779

9        AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
         2,073,779

10       CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
         SHARES*                                                         / /

11       PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
         20.6%

12       TYPE OF REPORTING PERSON*
         BD


                               Schedule 13G
                               ------------

ITEM I.
  (a)     Name of Issuer
          The Bibb Company
  (b)     Address of Issuer's Principal Executive Offices
          100 Galleria Parkway
          17th Floor
          Atlanta, Georgia 30339

ITEM II.
  (a)     Name of Person Filing
          (1) Merrill Lynch & Co., Inc.
          (2) Merrill Lynch, Pierce, Fenner & Smith Incorporated

  (b)     Address of Principal Business Office or, if none, Residence
          (1) World Financial Center, North Tower
              250 Vesey Street
              New York, NY 10281
          (2) World Financial Center, North Tower
              250 Vesey Street
              New York, NY 10281

  (c)     Citizenship
          (1) Delaware
          (2) Delaware

  (d)     Title of Class of Securities
          Common Stock, $.01 par value (the "Common Stock")

  (e)     CUSIP Number
          088667100

ITEM III. IF THIS STATEMENT IS FILED  PURSUANT TO RULE 13D-1(B), OR 13D-2(B),
CHECK WHETHER THE PERSON FILING IS A:
  (a)     /x/Broker or Dealer registered under Section 15 of the Act
  (b)     / /Bank as defined in section 3(a)(6) of the Act
  (c)     / /Insurance Company as defined in section 3(a)(19) of the Act
  (d)     / /Investment  Company registered under section 8 of the Investment
          Company Act
  (e)     / /Investment  Adviser   registered  under  section   203  of   the
          Investment Advisors Act of 1940
  (f)     / /Employee  Benefit Plan,  Pension Fund  which is  subject  to the
          provision  of the Employee Retirement        Income Security Act of
          1974 or Endowment Fund; see Section240.13d-1(b)(1)(ii)(F)
  (g)     /x/Parent  Holding  Company,  in  accordance  with  Section240.13d-
          1(b)(1)(ii)(G) (Note: See Item 7)
  (h)     / /Group, in accordance with Section240.13d-1(b)(1)(ii)(H)


ITEM IV. OWNERSHIP:

  (a)     Amount Beneficially Owned
          2,073,779

  (b)     Percent of Class
          20.6%

  (c)     Number of shares as to which such person has:
          (i)  sole power to vote or to direct the
               vote -0-                                        
                    -------------------------------------------
         (ii)  shared power to vote or to direct the
               vote 2,073,779                               
                    ----------------------------------------
        (iii)  sole power to dispose or to direct the
               disposition of -0-                            
                              -------------------------------
         (iv)  shared power to dispose or to direct the
               disposition of 2,073,779                    
                              -----------------------------

     The  filing of  this schedule by  Merrill Lynch  & Co.,  Inc. ("ML&Co.")
shall not  be  construed as  an admission  that ML&Co.  is,  for purposes  of
Sections 13(d) or  13(g) of the Securities  Exchange Act of 1934,  as amended
(the "Exchange Act"), the beneficial owner  of any securities covered by this
schedule.  In  addition, ML&Co. disclaims beneficial ownership  of the Common
Stock of The Bibb Company beneficially owned by Merrill Lynch, Pierce, Fenner
& Smith Incorporated ("MLPF&S").

ITEM V. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS

          Not Applicable.

ITEM VI. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON

          Not Applicable.

ITEM VII. IDENTIFICATION AND CLASSIFICATION OF THE  SUBSIDIARY WHICH ACQUIRED
          THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY

          MLPF&S, a  wholly-owned subsidiary  of ML&Co.,  is a  broker-dealer
registered under Section 15 of the Exchange Act, and is the  beneficial owner
of 20.6% of the Common Stock.  MLPF&S has the power to receive, and to direct
the receipt of, dividends  from, or the proceeds from the sale of, the Common
Stock.

ITEM VIII. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP

          Not Applicable.

ITEM IX. NOTICE OF DISSOLUTION OF GROUP

          Not Applicable.

ITEM X. CERTIFICATION

          By  signing below I certify that,  to the best of my knowledge
     and belief, the  securities referred to above were  acquired in the
     ordinary course of  business and were not acquired  for the purpose
     of  and  do not  have the  effect  of changing  or  influencing the
     control of the  issuer of such securities and were  not acquired in
     connection with or as a  participant in any transaction having such
     purposes or effect.


                                  SIGNATURE

          After reasonable inquiry  and to the best of  my knowledge and
     belief, I certify that the  information set forth in this statement
     is true, complete and correct.

Date: July 1, 1997



                                   Merrill Lynch & Co., Inc.


                                   /s/ Richard B. Alsop
                                   ------------------------------
                                   Richard B. Alsop*
                                   Attorney-In-Fact


          * Signed pursuant to a power of attorney, dated November  17, 1995,
     included as Exhibit  B to the Schedule 13G filed by Merrill Lynch & Co.,
     Inc. for Walden Residential Properties, Inc. and  incorporated herein by
     reference.


                                   Merrill Lynch, Pierce, Fenner & Smith    
                                               Incorporated


                                   /s/ Richard B. Alsop
                                   ------------------------------
                                   Richard B. Alsop**
                                   Attorney-In-Fact

          ** Signed pursuant to a power of  attorney, dated January 12, 1996,
     included  as Exhibit  3  to the  Schedule  13D filed  by Merrill  Lynch,
     Pierce,  Fenner  &  Smith  Incorporated  for  MK  Rail  Corporation  and
     incorporated herein by reference.




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