Subject to Completion
Preliminary Pricing Supplement dated May 18, 2006
PRICING SUPPLEMENT
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(To MTN Prospectus Supplement, general Prospectus Supplement and
Prospectus dated March 31, 2006)
Pricing Supplement Number:
Merrill Lynch & Co., Inc.
Medium-Term Notes, Series C
Due Nine Months or More from Date of Issue
Fixed Rate Notes
Principal Amount:
Issue Price: The Notes will be offered at varying prices related to prevailing market
prices.
Denominations: $1,000 and integral multiples thereof
Purchase Price
to Underwriter: %
CUSIP Number:
Interest Rate: %, calculated on the basis of a 360 day year of twelve 30 day
months (unadjusted).
Original Issue Date: May , 2006
Stated Maturity Date: May , 2036
Interest Payment Dates: May 30th and November 30th of each year, commencing November 30, 2006
subject to the following Business Day convention.
Repayment at the Option
of the Holder: The Notes cannot be repaid at the option of the holder prior to the Stated
Maturity Date.
Redemption at the Option
of the Company: On and after May 30, 2011, the Notes will be subject to redemption at the
option of Merrill Lynch & Co., Inc. (the "Company") in whole or in part on
each Interest Payment Date upon 5 days' notice at a price equal to 100% of
the principal amount per Note plus accrued and unpaid interest.
Form: The Notes will be issued in fully registered book-entry form. As described
in the accompanying prospectus supplement, upon issuance, all of the Notes
will be represented by one or more fully registered global Notes. Each
global Note will be deposited with, or on behalf of, The Depository Trust
Company, otherwise known as DTC, or any successor to it (the "depository"),
as depositary, and registered in the name of Cede & Co., DTC's partnership
nominee.
Investors may elect to hold interests in the global Notes through either the
depository, in the United States, or Clearstream Banking, societe anonyme
("Clearstream, Luxembourg"), or Euroclear Bank S.A./N.V., as operator of the
Euroclear System ("Euroclear"), if they are participants in these systems,
or indirectly through organizations which are participants in these systems.
Clearstream, Luxembourg and Euroclear will hold interests on behalf of their
participants through customers' securities accounts in Clearstream,
Luxembourg's and Euroclear's names on the books of their respective
depositaries, which in turn will hold interests in customers'
securities accounts in the depositaries' names on the books of the
depository. At the present time, Citibank, N.A. acts as U.S. depositary
for Clearstream, Luxembourg and JPMorgan Chase Bank, N.A. acts as U.S.
depositary for Euroclear (the "U.S. Depositaries"). Beneficial interests
in the global securities will be held in denominations of $1,000 and
integral multiples thereof. Except as set forth below or in the
accompanying prospectus supplement, the global securities may be
transferred, in whole but not in part, only to another nominee of the
depositary or to a successor of the depository or its nominee.
Trustee: JPMorgan Chase Bank, N.A.
Underwriter: Merrill Lynch, Pierce, Fenner & Smith Incorporated ("MLPF&S")
Risk Factor: The Company may redeem the Notes on any Interest Payment Date on or after
May 30, 2011 upon 5 days' notice. In the event that the Company redeems the
Notes prior to the Stated Maturity Date, investors will receive only the
principal amount of the Notes plus accrued and unpaid interest to but
excluding the early redemption date, and investors will not receive the
benefit of any future interest payments. The Notes are less likely to become
subject to early redemption during periods when interest is accruing on the
Notes at a rate below prevailing interest rates, and more likely to become
subject to early redemption during periods when interest is accruing on the
Notes at a rate above prevailing interest rates.
Business Day: Any day other than a Saturday or Sunday that is neither a legal holiday nor
a day on which banking institutions in The City of New York are authorized
or required by law, regulation or executive order to close.
Dated: May , 2006