MERRILL LYNCH & CO INC
8-K, 2000-09-13
SECURITY BROKERS, DEALERS & FLOTATION COMPANIES
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<PAGE>

                       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):  September 13, 2000
                                                   ------------------

                           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.)
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Item 5.  Other Events
-------  -------------

     Exhibits are filed herewith in connection with the Registration Statements
on Form S-3 (File Nos. 333-68747 and 333-38792) 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 The Chase Manhattan
Bank (as so amended, the "Indenture"). The Company will issue $35,000,000
aggregate principal amount of Callable Market Index Target-Term Securities due
September 13, 2007 based upon Broadband HOLDRSSM  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 Callable Market
                         Index Target-Term Securities due September 13, 2007
                         based upon Broadband HOLDRS(SM).

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

                         Opinion of Brown & Wood LLP relating to the Callable
                         Market Index Target-Term Securities due September 13,
                         2007 based upon Broadband HOLDRS(SM) (including consent
                         for inclusion of such opinion in this report and in
                         Merrill Lynch & Co., Inc.'s Registration Statements
                         relating to such Securities).

                                       2
<PAGE>

                                   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:  September 13, 2000

                                       3
<PAGE>

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549




                           MERRILL LYNCH & CO., INC.




                         EXHIBITS TO CURRENT REPORT ON
                       FORM 8-K DATED SEPTEMBER 13, 2000



                                                 Commission File Number 1-7182
<PAGE>

                                 Exhibit Index

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

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

                    Form of Merrill Lynch & Co., Inc.'s Callable Market Index
                    Target-Term Securities(R) due September 13, 2007 based upon
                    Broadband HOLDRS(SM).

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

                    Opinion of Brown & Wood LLP relating to the Callable Market
                    Index Target-Term Securities(R) due September 13, 2007 based
                    upon Broadband HOLDRS(SM) (including consent for inclusion
                    of such opinion in this report and in Merrill Lynch & Co.,
                    Inc.'s Registration Statements relating to such Securities).

                                       2


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