FORM 4
[ X ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

TEMASEK HOLDINGS (PRIVATE) LTD
2. Issuer Name and Ticker or Trading Symbol

MERRILL LYNCH & CO., INC. [ MER ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      __ X __ 10% Owner
_____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle)

60B ORCHARD ROAD, #06-18, TOWER 2 THE ATRIUM@ORCHARD
3. Date of Earliest Transaction (MM/DD/YYYY)

1/1/2009
(Street)

SINGAPORE 238891
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

___ Form filed by One Reporting Person
_ X _ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock   1/1/2009     J (1)    219695826   D   (2) 0   I   Held through Fullerton Management Pte Ltd   (3) (4)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Explanation of Responses:
( 1)  Pursuant to a merger in which each share of Merrill Lynch common stock indirectly held by Temasek Holdings (Private) Limited was converted into the right to receive 0.8595 of a share of Bank of America common stock.
( 2)  Each share of Merrill Lynch common stock will be converted into 0.8595 shares of Bank of America common stock.
( 3)  Fullerton Management Pte Ltd ("Fullerton") may be deemed to beneficially own 219,695,826 shares through its wholly-owned subsidiaries, including Fullerton's direct wholly-owned subsidiary Cairnhill Investments (Mauritius) Pte Ltd ("Cairnhill"), which indirectly beneficially owns 214,529,160 shares through its wholly-owned subsidiaries. Except for Cairnhill, each of these subsidiaries beneficially owns less than 10% of the outstanding shares. Fullerton is a wholly-owned subsidiary of Temasek Holdings (Private) Ltd ("Temasek"), so Temasek may be deemed to beneficially own 219,695,826 shares.
( 4)  The filing of this statement shall not be deemed an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, any of the Reporting Persons is the beneficial owner of all such equity securities covered by this statement.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
TEMASEK HOLDINGS (PRIVATE) LTD
60B ORCHARD ROAD, #06-18
TOWER 2 THE ATRIUM@ORCHARD
SINGAPORE 238891

X

Fullerton Management Pte Ltd
60B ORCHARD ROAD, #06-18
TOWER 2 THE ATRIUM@ORCHARD
SINGAPORE 238891

X

Cairnhill Investments (Mauritius) Pte Ltd
LES CASCADES BUILDING
EDITH CAVELL STREET
PORT LOUIS, MAURITIUS 

X


Signatures
/s/ Chua Su Li, Company Secretary, Temasek Holdings (Private) Limited 1/5/2009
** Signature of Reporting Person Date

/s/ Lim Fung Jen, Director, Cairnhill Investments (Mauritius) Pte Ltd 1/5/2009
** Signature of Reporting Person Date

/s/ Leong Wai Leng, Director, Fullerton Management Pte Ltd 1/5/2009
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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