SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Turner Mervyn
(Last) (First) (Middle)
ONE MERCK DRIVE
(Street)
WHITEHOUSE STATION NJ 08889-0100
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Merck & Co. Inc. [ MRK ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Strategy Officer
3. Date of Earliest Transaction (Month/Day/Year)
11/03/2009
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
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. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction 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 - 401(k) Plan 11/03/2009 J 1,221.8905 A $0(1) 1,221.8905 I By 401(k)
Common Stock 11/03/2009 D 64 D $0(2) 86 I By Spouse
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction 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 (Month/Day/Year) 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: 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
Restricted Stock Unit $0(3) 11/03/2009 A 4,650 02/28/2011 02/28/2011 Common Stock 4,650 $0 4,650 D
Restricted Stock Unit $0(3) 11/03/2009 A 16,722 09/01/2011 09/01/2011 Common Stock 16,722 $0 16,722 D
Restricted Stock Unit $0(3) 11/03/2009 A 4,650 04/24/2012 04/24/2012 Common Stock 4,650 $0 4,650 D
Stock Option (right to buy) $58.91 11/03/2009 A 18,989 03/01/2003 02/29/2012 Common Stock 18,989 $0(4) 18,989 D
Stock Option (right to buy) $49.96 11/03/2009 A 26,374 02/28/2004 02/27/2013 Common Stock 26,374 $0(4) 26,374 D
Stock Option (right to buy) $62.09 11/03/2009 A 25,319 02/22/2005 02/21/2010 Common Stock 25,319 $0(5) 25,319 D
Stock Option (right to buy) $48.24 11/03/2009 A 17,500 02/27/2005 02/26/2014 Common Stock 17,500 $0(4) 17,500 D
Stock Option (right to buy) $47.39 11/03/2009 A 7,500 05/03/2005 05/02/2014 Common Stock 7,500 $0(4) 7,500 D
Stock Option (right to buy) $28.9 11/03/2009 A 3,334 11/01/2005 10/31/2014 Common Stock 3,334 $0(4) 3,334 D
Stock Option (right to buy) $31.84 11/03/2009 A 5,834 02/25/2006 02/24/2015 Common Stock 5,834 $0(4) 5,834 D
Stock Option (right to buy) $75.76 11/03/2009 A 21,099 03/02/2006 03/01/2011 Common Stock 21,099 $0(5) 21,099 D
Stock Option (right to buy) $34.47 11/03/2009 A 3,334 02/01/2007 01/31/2016 Common Stock 3,334 $0(4) 3,334 D
Stock Option (right to buy) $35.09 11/03/2009 A 13,334 03/03/2007 03/02/2016 Common Stock 13,334 $0(4) 13,334 D
Stock Option (right to buy) $44.19 11/03/2009 A 35,000 03/03/2008 03/01/2017 Common Stock 35,000 $0(4) 35,000 D
Stock Option (right to buy) $44.3 11/03/2009 A 24,800 02/28/2009 02/28/2018 Common Stock 24,800 $0(4) 24,800 D
Stock Option (right to buy) $23.45 11/03/2009 A 24,800 04/24/2010 04/23/2019 Common Stock 24,800 $0(4) 24,800 D
Explanation of Responses:
1. Received as part of the Transactions in exchange for an equivalent number of shares of Merck Sharp & Dohme Corp. ("MSD") common stock held under the MSD 401(k) plan.
2. Pursuant to the Agreement and Plan of Merger ("Merger Agreement") by and among, inter alia, Merck & Co., Inc., formerly Schering-Plough Corporation, ("New Merck") and Merck Sharp & Dohme Corp., formerly Merck & Co., Inc., and upon the completion of the transactions contemplated therein (the "Transactions"), each common share of Schering-Plough Corporation common stock was converted into 0.5767 shares of New Merck common stock and $10.50 in cash. Any fractional share holdings were paid in cash pursuant to a formula in the Merger Agreement.
3. Each restricted stock unit represents a contingent right to receive one share of Merck & Co., Inc. Common Stock which was assumed and converted from a restricted stock unit to receive an equivalent number of shares of MSD common stock prior to the Transactions.
4. This option, which vests in three equal annual installments beginning one year from date of grant, was assumed in the Transaction and continued on the same terms and conditions for an option to purchase an equivalent number of shares of MSD common stock at the same exercise price as applied prior to the merger.
5. This option, which vesting on the exercisable date, was assumed in the Transaction and continued on the same terms and conditions for an option to purchase an equivalent number of shares of MSD common stock at the same exercise price as applied prior to the merger.
Remarks:
Debra A. Bollwage as Attorney-in-Fact for Mervyn Turner 11/06/2009
** 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).
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