Prospectus excerpt:   Each of the 60,000,000 depositary shares offered hereby represents a 1/1200th ownership interest in a share of perpetual Floating Rate Non-Cumulative Preferred Stock, Series 5 (the ÙOffered Preferred Stockˆ), $30,000 liquidation preference per share, of Merrill Lynch & Co., Inc. (ÙML&Co.ˆ), deposited with The Bank of New York, as depositary. Each depositary share entitles the holder, through the depositary, to all proportional rights and preferences of the Offered Preferred Stock represented thereby. The Offered Preferred Stock has a $1.00 par value and will have no voting rights except in the limited circumstances described under ÙDescription of the Offered Preferred Stock?Voting Rightsˆ in product supplement no. PS-1. The depositary shares are evidenced by depositary receipts.

Non-cumulative dividends, payable quarterly in arrears, at a floating rate per annum equal to three-month U.S. dollar LIBOR plus .50%; but such dividends, if declared, will be payable at a rate of not less than 4.00% per annum. For the first dividend period from and including March 20, 2007 to but excluding May 21, 2007, the per annum rate for the initial dividend, if declared, will be equal to 5.85%. Because dividends will be non-cumulative, if for any reason our board of directors does not declare a dividend on the Offered Preferred Stock for a Dividend Period, we will not pay a dividend for that Dividend Period on the quarterly payment date or at any future time, whether or not our board of directors declares dividends on the Offered Preferred Stock for any future Dividend Period.

As of the date hereof, our Floating Rate Non-Cumulative Preferred Stock, Series 1, 2 and 4, and our 6.375% Non-Cumulative Preferred Stock, Series 3 are the only issued and outstanding series of preferred stock that will rank on a parity with the Offered Preferred Stock. See ÙDescription of the Offered Preferred Stock?Rankingˆ in product supplement no. PS-1 for further information as to the ranking of the Offered Preferred Stock.

February 21, May 21, August 21 and November 21 of each year, beginning May 21, 2007, when, as and if declared by our board of directors in its sole discretion.

The Offered Preferred Stock is not redeemable prior to May 21, 2012. On and after that date, the Offered Preferred Stock will be redeemable at our option, in whole at any time or in part from time to time, upon not less than 30 or more than 60 days notice, at a redemption price equal to $30,000 per share (equivalent to $25 per depositary share), plus declared and unpaid dividends, without accumulation of any undeclared dividends. Holders of the Offered Preferred Stock will have no right to require the redemption of the Preferred Stock.