MERRILL LYNCH & CO INC
8-A12B, 2000-08-01
SECURITY BROKERS, DEALERS & FLOTATION COMPANIES
Previous: MERRILL LYNCH & CO INC, 424B3, 2000-08-01
Next: MERRILL LYNCH & CO INC, 8-A12B, EX-99.B, 2000-08-01



<PAGE>

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                _______________

                                    FORM 8-A

               FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
                   PURSUANT TO SECTION 12(b) OR 12(g) OF THE
                        SECURITIES EXCHANGE ACT OF 1934

                           Merrill Lynch & Co., Inc.
                         -----------------------------
             (Exact name of registrant as specified in its charter)



               Delaware                                 13-2740599
-------------------------------------------             ----------
 (State of incorporation or organization)            (I.R.S. Employer
                                                    Identification No.)

         4 World Financial Center
            New York, New York                             10080
-------------------------------------------              ----------
  (Address of principal executive offices)               (Zip Code)


<TABLE>
<S>                                               <C>
 If this form relates to the                      If this form relates to the registration
 registration of a class of securities            of a class of securities pursuant to
 pursuant to Section 12(b) of the                 Section 12(g) of the Exchange Act and is
 Exchange Act and is effective pursuant           effective pursuant to General
 to General Instruction A.(c), please             Instruction A.(d), please check the
 check the following box. [x]                     following box. [_]
</TABLE>

<TABLE>
<S>                                                                               <C>
Securities Act registration statement file number to which this form relates:      333-38792
                                                                                   ---------

Securities to be registered pursuant to Section 12(b) of the Act:

     Title of each class                                 Name of each exchange on which
     to be so registered                                 each class is to be registered
     -------------------                                 ------------------------------

Callable Market Index Target-Term
Securities(R) due August 3, 2007 based upon
Biotech HOLDRS                                           American Stock Exchange
</TABLE>

Securities to be registered pursuant to Section 12(g) of the Act:

                                     None
--------------------------------------------------------------------------------
                               (Title of class)

"Market Index Target-Term Securities" and "MITTS" are registered service marks
owned by Merrill Lynch & Co., Inc.
<PAGE>

Item 1.   Description of Registrant's Notes to be Registered.
          --------------------------------------------------


          The description of the general terms and provisions of the Callable
Market Index Target-Term Securities ("MITTS(R)") due August 3, 2007 based upon
Biotech HOLDRS to be issued by Merrill Lynch & Co., Inc. (the "Notes") set forth
in the Preliminary Prospectus Supplement dated June 30, 2000, and the Prospectus
dated June 15, 2000, attached hereto as Exhibit 99(A) are hereby incorporated by
reference and contain certain proposed terms and provisions.  The description of
the Notes contained in the Prospectus Supplement to be filed pursuant to Rule
424(b) under the Securities Act of 1933, as amended, under Registration
Statement Number 333-38792 which will contain the final terms and provisions of
the Notes, including the maturity date of the Notes, is hereby deemed to be
incorporated by reference into this Registration Statement and to be a part
hereof.

Item 2.   Exhibits.
          --------

       99 (A)  Preliminary Prospectus Supplement dated June 30, 2000, and
               Prospectus dated June 15, 2000, (incorporated by reference to
               registrant's filing pursuant to Rule 424 (b)).

       99 (B)  Form of Note.

       99 (C)  Copy of Indenture between Merrill Lynch & Co., Inc. and The Chase
               Manhattan Bank, formerly Chemical Bank (successor by merger to
               Manufacturers Hanover Trust Company), dated as of April 1, 1983,
               as amended and restated.*

          Other securities issued by Merrill Lynch & Co., Inc. are listed on the
American Stock Exchange.



*    Exhibit 99 (C) is incorporated by reference from Exhibit (3) to
     Registrant's Registration Statement on Form 8-A dated July 20, 1992.


                                       2
<PAGE>

                                   SIGNATURE

          Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, the registrant has caused this registration statement to be signed
on its behalf by the undersigned, thereto duly authorized.

                                        MERRILL LYNCH & CO., INC.

                                        By:       /s/ Andrea L. Dulberg
                                            ---------------------------
                                                      Andrea L. Dulberg
                                                         Secretary

Date: August 1, 2000


                                       3
<PAGE>

                       SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C.  20549

                           MERRILL LYNCH & CO., INC.

                                    EXHIBITS
                                       TO
                         FORM 8-A DATED AUGUST 1, 2000
<PAGE>

                               INDEX TO EXHIBITS
                               -----------------

Exhibit No.
----------

99 (A)         Preliminary Prospectus Supplement dated
               June 30, 2000, and Prospectus dated
               June 15, 2000 (incorporated by reference to
               registrant's filing pursuant to Rule 424 (b)).

99 (B)         Form of Note.

99 (C)         Copy of Indenture between Merrill Lynch & Co.,
               Inc. and The Chase Manhattan Bank, formerly
               Chemical Bank (successor by merger to
               Manufacturers Hanover Trust Company),
               dated as of April 1, 1983, as amended and restated.*



*    Exhibit 99 (C) is incorporated by reference from Exhibit (3) to
     Registrant's Registration Statement on Form 8-A dated July 20, 1992.


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission