Exhibit 32.2



                       CERTIFICATION PURSUANT TO
                         18 U.S.C. SECTION 1350,
                         AS ADOPTED PURSUANT TO
               SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Annual Report on Form 10-K of Merrill Lynch Preferred
Capital Trust III and Merrill Lynch Preferred Funding III, L.P.
(the "Partnership") for the period ended December 28, 2007 as filed with the
Securities and Exchange Commission on the date hereof (the "Report"),
I, Gary Carlin, Controller of Merrill Lynch & Co., Inc., the General Partner of
the Partnership, certify, pursuant to 18 U.S.C. section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

    (1)        The Report fully complies with the requirements of Section 13(a)
               or 15(d) of the Securities Exchange Act of 1934; and

    (2)        The information contained in the Report fairly presents, in all
               material respects, the financial condition and results of
               operations of the Partners

                       MERRILL LYNCH PREFERRED FUNDING III, L.P.

                       By:     MERRILL LYNCH & CO., INC., as General Partner


                       By:     /s/ GARY CARLIN
                              -----------------------------------------
                           Name:   Gary Carlin*
                           Title:  Controller, Merrill Lynch & Co., Inc.



Dated: March 25, 2008
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* Gary Carlin functions as the equivalent of the Chief Executive Officer and
Chief Financial Officer of the Partnership for purposes of Section 906 of the
Sarbanes-Oxley Act of 2002.