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BNY Mellon Announces Public Offering of Depositary Shares Representing Interests in Preferred Stock

Sep 12, 2012

NEW YORK, September 12, 2012 — BNY Mellon today announced an underwritten public offering of depositary shares, each representing a 1/4,000th interest in a share of its Series C Noncumulative Perpetual Preferred Stock, with a liquidation preference of $100,000 per share (equivalent to $25 per depositary share). BofA Merrill Lynch, Citigroup, Goldman, Sachs & Co., J.P. Morgan and BNY Mellon Capital Markets, LLC will serve as joint book-running managers for the offering.

The Company expects to grant the underwriters a 30-day option to purchase additional depositary shares solely to cover over-allotments.

The Company intends to use any net proceeds that it receives from the sale of the depositary shares for general corporate purposes and may contribute some portion of the net proceeds to the capital of its subsidiaries, which will use any such amount for their general corporate purposes.

BNY Mellon has filed a shelf registration statement (including a prospectus) and a preliminary prospectus supplement relating to this offering with the Securities and Exchange Commission (the "SEC").  Prospective investors should read the registration statement (including the base prospectus), the preliminary prospectus supplement and other documents the Company has filed and will file with the SEC that are incorporated by reference into the Registration Statement for more complete information about the Company and the offering, including the risks associated with the securities and the offering.  This press release does not constitute an offer to sell or the solicitation of any offer to buy securities of the Company, nor shall there be any offer or sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.  The offering will be made only by means of a prospectus supplement and accompanying base prospectus.  Copies of the registration statement, the preliminary prospectus supplement and other documents that the Company has filed with the SEC that are incorporated by reference into the Registration Statement are available at no charge by visiting EDGAR on the SEC website at www.sec.gov.  Alternatively, a copy of the prospectus supplement and accompanying base prospectus relating to these securities can be obtained by contacting: BofA Merrill Lynch, by calling 1-800-294-1322, or by mail at 222 Broadway, 7th Floor, New York, NY 10038, attention: Prospectus Department, or by e-mail at dg.prospectus_requests@baml.com; Citigroup, by calling 1-877-858-5407, or by mail at Brooklyn Army Terminal, Attention: Prospectus Department, 140 58th Street, 8th Floor, Brooklyn, NY 11220; Goldman, Sachs & Co., Prospectus Department, 200 West Street, New York, NY 10282, telephone: 866-471-2526, facsimile: 212-902-9316, or by e-mailing prospectus-ny@ny.email.gs.com; J.P. Morgan, by calling 1-212-834-4533, or by mail at 383 Madison Avenue, New York, New York 10179, attention: Investment Grade Syndicate Desk - 3rd floor; or BNY Mellon Capital Markets, LLC, by calling 1-800-269-6864, by mail at 32 Old Slip, 16th Floor, New York, NY 10286, attention: Debt Capital Markets, or by e-mail at dan.klinger@bnymellon.com.

BNY Mellon is a global financial services company focused on helping clients manage and service their financial assets, operating in 36 countries and serving more than 100 markets.  BNY Mellon is a leading provider of financial services for institutions, corporations and high-net-worth individuals, offering superior investment management and investment services through a worldwide client-focused team.  As of June 30, 2012, it had $27.1 trillion in assets under custody and administration and $1.3 trillion in assets under management, serviced $11.5 trillion in outstanding debt and processed global payments averaging $1.4 trillion per day.  BNY Mellon is the corporate brand of The Bank of New York Mellon Corporation (NYSE: BK). 

The information presented in this press release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.  These statements may be expressed in a variety of ways, including the use of future or present tense language, and relate to, among other things, the Company's expectations with respect to the proposed offering.  These statements are based upon current beliefs and expectations and are subject to significant risks and uncertainties (some of which are beyond the Company's control).  Factors that could cause the Company's results to differ materially can be found in the risk factors set forth in the Company's Annual Report on Form 10-K for the year ended December 31, 2011, the Company's Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2012 and the Company's other filings with the SEC.  Such forward-looking statements speak only as of the date of this press release.  The Company expressly disclaims any obligation to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in its expectations with regard thereto or change in events, conditions or circumstances on which any statement is based.