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*
Scalet J Chris
(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)
Exe. VP, Global Services & CIO
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 11/03/2009 A 26,167.8585 A $0.0000(1) 0.0000 D
Common Stock - 401(k) Plan 11/03/2009 J 2,608.7358 A $0.0000(2) 0.0000 I By 401(k)
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 (3) 11/03/2009 A 7,650 03/02/2010(3) 03/02/2010(3) Common Stock 7,650 $0 0.0000 D
Restricted Stock Unit (3) 11/03/2009 A 9,750 02/28/2011(3) 02/28/2011(3) Common Stock 9,750 $0 0.0000 D
Restricted Stock Unit (3) 11/03/2009 A 11,700 04/24/2012(3) 04/24/2012(3) Common Stock 11,700 $0 0.0000 D
RSU - Leader Shares (3) 11/03/2009 A 15,000 04/24/2012(3) 04/24/2012(3) Common Stock 15,000 $0 0.0000 D
Stock Option (right to buy) $52.2849 11/03/2009 A 31,650 03/25/2004(4) 03/24/2013 Common Stock 31,650 $0(4) 0.0000 D
Stock Option (right to buy) $54.9958 11/03/2009 A 42,200 05/01/2004(4) 04/30/2013 Common Stock 42,200 $0(4) 0.0000 D
Stock Option (right to buy) $48.24 11/03/2009 A 21,750 02/27/2005(4) 02/26/2014 Common Stock 21,750 $0(4) 0.0000 D
Stock Option (right to buy) $31.84 11/03/2009 A 25,000 02/25/2006(4) 02/24/2015 Common Stock 25,000 $0(4) 0.0000 D
Stock Option (right to buy) $35.09 11/03/2009 A 36,000 03/03/2007(4) 03/02/2016 Common Stock 36,000 $0(4) 0.0000 D
Stock Option (right to buy) $44.19 11/03/2009 A 40,800 03/02/2008(4) 03/01/2017 Common Stock 40,800 $0(4) 0.0000 D
Stock Option (right to buy) $44.3 11/03/2009 A 52,000 02/28/2009(4) 02/28/2018 Common Stock 52,000 $0(4) 0.0000 D
Stock Option (right to buy) $23.45 11/03/2009 A 62,400 04/24/2010(4) 04/23/2019 Common Stock 62,400 $0(4) 0.0000 D
Explanation of Responses:
1. Received in exchange for an equivalent number of shares of Merck Sharp & Dohme Corp. (formerly Merck & Co., Inc.) ("MSD") common stock in connection with the completion of transactions contemplated by the Agreement and Plan of Merger by and among, inter alia, MSD and Merck & Co., Inc. (formerly Schering-Plough Corporation) (the "Transactions").
2. Received as part of the Transactions in exchange for an equivalent number of shares of MSD common stock held under the MSD 401(k) plan.
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. The restricted stock units described herein vest upon the same vesting schedule.
4. This option 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.
Debra A. Bollwage as Attorney-in-Fact for J. Chris Scalet 11/05/2009
** 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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