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): December 6, 2000
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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)
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
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(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 Statement on
Form S-3 (File No. 333-38792) filed by Merrill Lynch & Co., Inc. ("ML&Co.")
with the Securities and Exchange Commission covering Senior Debt Securities
issuable under the Warrant Agreement dated as of December 6, 2000 between
ML&Co. and Citibank, N.A. as Warrant Agent (the "Warrant Agreement"). ML&Co.
will issue 1,600,000 Euro Currency Warrants, Expiring February 28, 2002, under
the Warrant Agreement. The exhibits consist of the form of the Warrant
Agreement (including a form of Warrant) 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 Warrant Agreement dated as
of December 6, 2000, including a
form of the Warrant.
(5) & (23) Opinion re: legality; consent of counsel.
Opinion of Brown & Wood LLP
relating to the Euro Currency
Warrants, Expiring February 28,
2002 (including consent for
inclusion of such opinion in this
report and in Merrill Lynch & Co.,
Inc.'s Registration Statement
relating to such Warrants).
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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: December 6, 2000
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EXHIBITS TO CURRENT REPORT ON
FORM 8-K DATED DECEMBER 6, 2000
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 Warrant Agreement dated as of
December 6, 2000, including a form of the
Warrant.
(5) & (23) Opinion re: legality; consent of counsel.
Opinion of Brown & Wood LLP relating to the Euro Currency
Warrants, Expiring February 28, 2002 (including consent for
inclusion of such opinion in this report and in Merrill
Lynch & Co., Inc.'s Registration Statement relating to
such Warrant