The Bank of New York Mellon Corporation Reports Second Quarter Continuing EPS of $0.23 Impacted by: - $0.23 - TARP redemption premium/dividends and FDIC special assessment, - $0.05 - Investment write-downs and M&I expenses offset by the benefit of tax set


FEE REVENUE INCREASED 3% SEQUENTIALLY; TOTAL REVENUE STABLE

STRENGTHENED CAPITAL RATIOS Tier 1 12.5% (Ex. TARP), Tier 1 Common 11.1%

NEW YORK, July 22, 2009 — The Bank of New York Mellon Corporation (NYSE: BK) today reported second quarter income from continuing operations applicable to common shareholders of $267 million, or $0.23 per common share, compared with $303 million, or $0.26 per common share, in the second quarter of 2008 and $363 million, or $0.31 per common share, in the first quarter of 2009.

"Overall, revenue has stabilized, we continue to gain market share, remain profitable, and have among the best capital levels in our industry. However, investment losses remain stubbornly high primarily due to continued deterioration in the residential housing market. We will continue to focus on maintaining exceptional client service levels and reducing risk and expenses," said Robert P. Kelly, chairman and chief executive officer of The Bank of New York Mellon Corporation.

On June 30, 2009, we adopted discontinued operations accounting for Mellon United National Bank located in Florida. Accordingly, all income statements in this release have been restated.

Net income applicable to common shareholders, including discontinued operations, totaled $176 million, or $0.15 per common share, in the second quarter of 2009, compared with $309 million, or $0.27 per common share in the second quarter of 2008 and $322 million, or $0.28 per common share in the first quarter of 2009.

Second Quarter Highlights Unless otherwise noted, all comments begin with the results of the second quarter of 2009 and are compared to the second quarter of 2008. Please refer to the Quarterly Earnings Review for detailed business segment information.

Total revenue was $2.957 billion, comprised of $2.257 billion of fee and other revenue and $700 million of net interest revenue. Total revenue included a pre-tax charge for the write-down of investment securities ($256 million) in fee and other revenue.

    ----------------------------------------------------------------------
    Reconciliation of total revenue                             2Q09 vs.
                                                              ------------
    (dollar amounts in millions)    2Q09     1Q09     2Q08    2Q08    1Q09
    ----------------------------------------------------------------------
    Fee and other revenue - GAAP  $2,257   $2,136   $2,989    (24)%     6%
    Investment write-downs           256      295      152    N/M     N/M
    ----------------------------------------------------------------------
      Total fee revenue - GAAP     2,513    2,431    3,141    (20)      3
    Net interest revenue - GAAP      700      775      388     80     (10)
    SILO charge                        -        -      377    N/M     N/M
    ----------------------------------------------------------------------
      Total revenue excluding
       investment write-downs
       and SILO charge -
       Non-GAAP                   $3,213   $3,206   $3,906    (18)%     -%
    ----------------------------------------------------------------------
    N/M - Not meaningful.

  • Assets under custody and administration amounted to $20.7 trillion at June 30, 2009, a decrease of 10% compared with the prior year and an increase of 6% sequentially. The year-over-year decrease reflects the impact of new business converted which was more than offset by lower market values, while the sequential increase primarily reflects the impact of new business converted and higher market values. Assets under management, excluding securities lending assets, amounted to $926 billion at quarter end. This represents a decrease of 17% compared with the prior year, and a 5% sequential increase. Net asset outflows in the second quarter totaled $19 billion, primarily reflecting an outflow of $14 billion related to the termination of a unique and very low fee relationship (less than 1 basis point annually), as well as money market outflows. Securities lending assets were $290 billion at June 30, 2009, a decrease of 1% sequentially and 51% compared with the prior year.
     
  • Securities servicing fees totaled $1.293 billion, a decrease of 18% year-over-year and an increase of 5% (unannualized) sequentially. Continued strong new business wins in the securities services businesses were more than offset by the impact of lower volumes and spreads associated with securities lending, lower market values, and lower levels of fixed income issuances globally. The increase sequentially primarily resulted from new business, improved market values and higher transaction volumes. Securities lending fee revenue totaled $97 million in the second quarter of 2009 compared with $202 million in the prior year period and $90 million sequentially.
     
  • Asset and wealth management fees, including performance fees, totaled $637 million, a decline of 26% compared with the prior year and an increase of 3% (unannualized) sequentially. The year-over-year decrease reflects the global weakness in market values partially offset by higher performance fees. The sequential increase reflects improved market values and higher performance fees. Both periods were impacted by lower fees related to money market and alternative asset classes. Performance fees totaled $26 million in the second quarter of 2009 compared with $17 million in the prior year period and $7 million in the first quarter of 2009.
     
  • Foreign exchange and other trading activities totaled $237 million, a decrease of 23% compared with $308 million in the prior year and a decrease of 23% (unannualized) compared with $307 million in the first quarter of 2009. The decrease compared with both periods reflects lower trading revenue primarily due to the lower valuation of credit derivatives used to hedge the loan portfolio. The year-over-year comparison also reflects lower foreign exchange revenue driven by lower volumes, partially offset by higher volatility, while sequentially, foreign exchange fees increased driven by higher volumes.
     
  • Net interest revenue (FTE) totaled $704 million with a net interest margin of 1.80% compared with $779 million and 1.87% sequentially. The net interest margin stabilized despite very low rates reflecting our strategy to reduce cash held at central banks and invest in securities issued by government-sponsored and guaranteed entities with a duration of 2-4 years. The sequential decline in revenue resulted primarily from a lower level of average interest-earning assets as the balance sheet returned to expected levels, as well as a lower value and level of interest-free funds.
     
  • Securities portfolio losses totaled $256 million. This compares with a loss of $152 million in the second quarter of 2008 and a loss of $295 million in the first quarter of 2009. Write-downs recorded in the second quarter of 2009 primarily reflect continued deterioration in the credit quality of residential mortgage-backed securities. Further information on the investment portfolio is detailed in the Quarterly Earnings Review on page 9.
     

The provision for credit losses was $61 million in the second quarter of 2009 compared with $13 million in the second quarter of 2008 and $59 million in the first quarter of 2009. During the second quarter of 2009, the total allowance for credit losses decreased $33 million as net charge-offs totaled $54 million and $40 million of the allowance for credit losses was transferred to discontinued operations.

Total noninterest expense was $2.383 billion. This compares with total noninterest expense of $2.743 billion in the second quarter of 2008 and $2.280 billion in the first quarter of 2009.

    ----------------------------------------------------------------------
    Reconciliation of noninterest                               2Q09 vs.
     expense                                                  ------------
    (dollar amounts in millions)    2Q09     1Q09     2Q08    2Q08    1Q09
    ----------------------------------------------------------------------
    Noninterest expense - GAAP    $2,383   $2,280   $2,743    (13)%     5%
    FDIC special assessment           61        -        -    N/M     N/M
    M&I expenses                      59       68      149    (60)    (13)
    Intangible amortization          108      107      123    (12)      1
    ----------------------------------------------------------------------
      Total noninterest expense,
       excluding FDIC special
       assessment, M&I expenses
       and intangible
       amortization - Non-GAAP    $2,155   $2,105   $2,471    (13)%     2%
    ----------------------------------------------------------------------
    N/M - Not meaningful.

  • In 2Q09, we recorded a charge of $61 million related to an FDIC special emergency deposit assessment for all depository institutions. This special assessment reflects a charge of 5 basis points on total assets, minus Tier 1 capital at June 30, 2009 subject to a cap of 10 basis points of average assessable domestic deposits for the second quarter of 2009.
     
  • Total noninterest expense (excluding FDIC special assessment, M&I expenses and intangible amortization) decreased 13% compared with the prior year and increased 2% (unannualized) sequentially. The year-over-year decline reflects lower staff expense, including lower incentives, as well as continued strong overall expense control. The sequential increase primarily reflects higher sub-custodian and clearing expenses, software expenses and reserves for remediation of withholding tax documentation, partially offset by lower staff expenses.
     

The effective tax rate, on a continuing operations basis, was 2.2% in the second quarter of 2009. In the second quarter of 2009, the Company recognized $134 million of tax benefits primarily attributable to the final LILO/SILO tax settlement agreement at an amount less than originally recorded. Excluding the impact of the FDIC special assessment, M&I expenses, investment write-downs and the benefit of tax settlements recorded in the second quarter of 2009, the effective tax rate was 32.4% (Non-GAAP) in the second quarter of 2009.

Results in the second quarter of 2009 included an after-tax redemption charge of $196.5 million related to the repurchase of preferred stock issued to the U.S. Treasury as part of the TARP Capital Purchase Program and $39.8 million for the final dividend on the Series B preferred stock. The redemption premium/dividends and the FDIC special assessment decreased EPS by $0.23 per share in the second quarter of 2009.

The unrealized net of tax loss on our securities portfolio was $4.4 billion at June 30, 2009 compared with a net of tax loss of $4.5 billion at March 31, 2009. Further information on the investment portfolio is detailed in the Quarterly Earnings Review on page 9.

On June 30, 2009, the Company submitted to the U.S. Treasury notice of our intention to repurchase the warrant which we issued to the Treasury in connection with the TARP Capital Purchase Program. The Company and the Treasury are currently discussing the terms of the proposed repurchase of the warrant.

    -------------------------------------------------------------------------
    Capital ratios - preliminary (a)        June 30,   March 31,     June 30,
                                               2009        2009         2008
    -------------------------------------------------------------------------
    Tier 1 capital ratio                       12.5%       13.8% (b)     9.3%
    Tier 1 common equity to risk weighted
     assets ratio (c)                          11.1        10.0          7.9
    Total (Tier 1 plus Tier 2) capital ratio   16.0        17.5         12.9
    Leverage capital ratio                      7.7         7.8          6.4
    Common shareholders' equity to assets
     ratio                                     13.4        12.5         14.2
    Tangible common equity to tangible
     assets ratio - Non-GAAP (c)                4.8         4.2          4.6
    -------------------------------------------------------------------------
    (a) Includes discontinued operations.
    (b) The Tier 1 capital ratio, excluding the TARP preferred stock, was
        11.2% at March 31, 2009.
    (c) See the Supplemental information section beginning on page 9 for a
        calculation of this ratio.

On June 30, 2009, we adopted discontinued operations accounting for Mellon United National Bank located in Florida. Accordingly, the income statements for all periods in this release have been restated. The restatement resulted in a reduction to previously reported levels of net interest revenue and the net interest margin; a slight reduction in both treasury services and other fee revenue; a reduction in the provision for credit losses; a reduction in noninterest expense and a change in continuing earnings per share.

Also on July 22, 2009, The Bank of New York Mellon Corporation declared a quarterly common stock dividend of 9 cents per common share. This cash dividend is payable on Aug. 11, 2009 to shareholders of record as of the close of business on Aug. 3, 2009.

The Bank of New York Mellon Corporation is a global financial services company focused on helping clients manage and service their financial assets, operating in 34 countries and serving more than 100 markets. The company is a leading provider of financial services for institutions, corporations and high-net-worth individuals, providing superior asset management and wealth management, asset servicing, issuer services, clearing services and treasury services through a worldwide client-focused team. It has $20.7 trillion in assets under custody and administration, $926 billion in assets under management, services $11.8 trillion in outstanding debt and processes global payments averaging $1.8 trillion per day. Additional information is available at www.bnymellon.com.

Earnings Release Format

Throughout this Earnings Release, all information is reported on a continuing operations basis unless otherwise noted. Quarterly returns are annualized.

Supplemental Financial Information

The Quarterly Earnings Review and supplemental financial trends for The Bank of New York Mellon Corporation have been updated through June 30, 2009 and are available at www.bnymellon.com (Investor Relations - financial reports). The Quarterly Earnings Review and supplemental financial trends have been restated for discontinued operations.

Conference Call Data

Robert P. Kelly, chairman and chief executive officer; Gerald L. Hassell, president; and Thomas P. Gibbons, chief financial officer, along with other members of executive management from The Bank of New York Mellon Corporation, will host a conference call and simultaneous live audio webcast at 8:00 a.m. EDT on July 22, 2009. This conference call and audio webcast will include forward-looking statements and may include other material information. Persons wishing to access the conference call and audio webcast may do so by dialing (888) 677-5383 (U.S.) and (210) 838-9221 (International) Passcode: Earnings, or by logging on to www.bnymellon.com. The Earnings Release, together with the Quarterly Earnings Review and supplemental financial trends, will be available at www.bnymellon.com beginning at approximately 6:30 a.m. EDT on July 22, 2009. Replays of the conference call and audio webcast will be available beginning July 22, 2009 at approximately 2:00 p.m. EDT through Aug. 5, 2009 by dialing (866) 442-1776 (U.S.) or (203) 369-1076 (International). The archived version of the conference call and audio webcast will also be available at www.bnymellon.com for the same time period.

                      THE BANK OF NEW YORK MELLON CORPORATION
                               Financial Highlights

    --------------------------------------------------------------------------
    (dollar amounts in
    millions, except
    per common share
    amounts and unless           Quarter ended              Year to date
    otherwise noted;    ------------------------------   -------------------
    common shares in    June 30,   March 31,  June 30,   June 30,   June 30,
    thousands)            2009       2009       2008       2009       2008
    --------------------------------------------------------------------------
    Continuing Operations
    ---------------------
    Return on common
     equity
     (annualized) -
     GAAP                  4.0%       5.8%       4.3%       4.9%       7.2%
      Non-GAAP
       adjusted (a)        6.5%      10.5%      13.2%       8.5%      13.0%

    Return on tangible
     common equity
     (annualized) -
     Non-GAAP (a)         18.4%      28.8%      18.5%      23.2%      27.5%
      Non-GAAP
       adjusted (a)       23.8%      43.9%      45.9%      33.0%      43.1%

    Fee and other
     revenue as
     a percent of total
     revenue (FTE)          76%        73%        88%        75%        84%
      Non-GAAP
       adjusted (a)         78%        76%        80%        77%        80%

    Annualized fee
     revenue per
     employee (based on
     average headcount)
     (in thousands)       $241       $234       $298       $238       $294

    Percent of non-U.S.
     fee and net
     interest
     revenue (FTE)          29%        28%        37%(b)     29%        35%(b)

    Pre-tax operating
     margin (FTE)           18%        20%        19%        19%        25%
      Non-GAAP
       adjusted (a)         31%        33%        37%        32%        37%

    Net interest
     margin (FTE) (c)     1.80%      1.87%      1.11%(b)   1.84%      1.61%(b)

    Selected average
     balances:
      Interest-earning
       assets (d)     $157,265   $167,427   $142,032   $162,318   $142,448
      Total assets    $208,533   $220,119   $195,997   $214,294   $198,394
      Interest-bearing
       deposits (d)    $98,896   $101,983    $93,932   $100,430    $92,969
      Noninterest-
       bearing
       deposits (d)    $32,852    $43,051    $24,300    $37,924    $25,013
      Total
       shareholders'
       equity          $28,934    $27,978    $28,507    $28,458    $29,029

    Average common
     shares
     and equivalents
     outstanding:
      Basic          1,171,081  1,146,070  1,135,153  1,158,649  1,134,710
      Diluted        1,174,466  1,146,943  1,142,936  1,160,620  1,143,312

    Period-end data
    ---------------
    Assets under
     custody and
     administration
     at period end
     (in trillions)      $20.7      $19.5      $23.0      $20.7      $23.0
      Cross-border
       assets at
       period end
       (in trillions)     $7.8       $7.3      $10.3       $7.8      $10.3
    Market value of
     securities on
     loan at period
     end (in
     billions) (e)        $290       $293       $588       $290       $588
    Assets under
     management at
     period end (in
     billions)            $926       $881     $1,113       $926     $1,113

    Employees           41,800     41,700     42,700     41,800     42,700

    Book value per
     common share -
     GAAP               $22.68     $22.03     $24.93     $22.68     $24.93
    Tangible book
     value per
     common share -
     Non-GAAP (a)        $6.60      $5.48      $7.19      $6.60      $7.19
    Dividend per
     common share        $0.09      $0.24      $0.24      $0.33      $0.48
    Closing common
     stock price
     per common
     share              $29.31     $28.25     $37.83     $29.31     $37.83
    Market
     capitalization    $35,255    $32,585    $43,356    $35,255    $43,356
    --------------------------------------------------------------------------
    (a) See Supplemental information beginning on page 9 for a calculation
        of these ratios.
    (b) Excluding the SILO charge, the percent of non-U.S. fee and net
        interest revenue was 33% for both the quarter and six months ended
        June 30, 2008, respectively, and the net interest margin was 2.17%
        and 2.13% for the quarter and six months ended June 30, 2008,
        respectively.
    (c) Prior periods calculated on a continuing operations basis even
        though the balance sheet, in accordance with GAAP, is not restated
        for discontinued operations.
    (d) Excludes the impact of discontinued operations.
    (e) Represents the securities on loan, both cash and non-cash, managed
        by the Asset Servicing segment.



                         THE BANK OF NEW YORK MELLON CORPORATION
                         Condensed Consolidated Income Statement

    --------------------------------------------------------------------------
                                     Quarter ended             Year to date
                              ----------------------------  ------------------
    (in millions, except per  June 30, March 31,  June 30,  June 30,  June 30,
    common share amounts)       2009      2009      2008      2009      2008

    Fee and other revenue
    Securities servicing fees:
      Asset servicing (a)       $671      $609      $873    $1,280    $1,776
      Issuer services            372       364       444       736       820
      Clearing services          250       253       264       503       527
    --------------------------------------------------------------------------
        Total securities
         servicing fees        1,293     1,226     1,581     2,519     3,123
    Asset and wealth
     management fees             637       616       860     1,253     1,722
    Foreign exchange and
     other trading activities    237       307       308       544       567
    Treasury services            132       125       129       257       253
    Distribution and servicing   107       111       110       218       208
    Financing-related fees        54        48        51       102        98
    Investment income             44      (17)        74        27       115
    Other                          9        15        28        24       110
    --------------------------------------------------------------------------
        Total fee revenue      2,513     2,431     3,141     4,944     6,196
    Net securities gains
     (losses)                   (256)     (295)     (152)     (551)     (225)
    --------------------------------------------------------------------------
        Total fee and other
         revenue               2,257     2,136     2,989     4,393     5,971
    Net interest revenue
    Interest revenue             845       979     1,065     1,824     2,687
    Interest expense             145       204       677       349     1,556
    --------------------------------------------------------------------------
        Net interest revenue     700       775       388     1,475     1,131
    Provision for credit
     losses                       61        59        13       120        27
    --------------------------------------------------------------------------
        Net interest revenue
         after provision for
         credit losses           639       716       375     1,355     1,104
    Noninterest expense
    Staff (b)                  1,153     1,169     1,403     2,322     2,761
    Professional, legal
     and other purchased
     services (b)                237       237       259       474       497
    Net occupancy                142       139       138       281       266
    Distribution and
     servicing                   106       107       131       213       261
    Software                      93        81        88       174       167
    Sub-custodian and
     clearing (a)                 91        66        93       157       167
    Furniture and equipment       76        77        78       153       157
    Business development          49        44        75        93       140
    Other                        263(c)    175       206       438(c)    412
    --------------------------------------------------------------------------
        Subtotal               2,210     2,095     2,471     4,305     4,828
    Amortization of
     intangible assets           108       107       123       215       242
    Restructuring charges          6        10         -        16         -
    Merger and integration
     expenses:
      The Bank of New York
       Mellon Corporation         59        68       146       127       267
      Acquired Corporate
       Trust Business              -         -         3         -         8
    --------------------------------------------------------------------------
        Total noninterest
         expense               2,383     2,280     2,743     4,663     5,345
    --------------------------------------------------------------------------
    Income
    Income from continuing
     operations before
     income taxes                513       572       621     1,085     1,730
    Provision for income
     taxes                        12       161       312       173       670
    --------------------------------------------------------------------------
        Income from continuing
         operations              501       411       309       912     1,060
    Discontinued operations:
      Income (loss) from
       discontinued
       operations               (144)      (65)       14      (209)       20
      Provision (benefit)
       for income taxes          (53)      (24)        8       (77)       10
    --------------------------------------------------------------------------
        Income (loss) from
         discontinued
         operations, net of
         tax                     (91)      (41)        6      (132)       10
    --------------------------------------------------------------------------
        Net income               410       370       315       780     1,070
    Net (income) loss
     attributable to
     noncontrolling
     interests, net of tax         2        (1)       (6)        1       (15)
    Redemption charge and
     preferred dividends        (236)      (47)        -      (283)        -
    --------------------------------------------------------------------------
        Net income
         applicable to
         common shareholders
         of The Bank of New
         York Mellon
         Corporation            $176      $322      $309      $498    $1,055
    --------------------------------------------------------------------------
    (a) In the second quarter of 2009, global sub-custodian out-of-pocket
        expense related to client reimbursements was reclassified from
        sub-custodian expense to asset servicing revenue.  This
        reclassification was $- million in the first quarter of 2009, $10
        million in the second quarter of 2008 and $14 million in the first
        six months of 2008.
    (b) In the second quarter of 2009, certain temporary/consulting expenses
        were reclassified from professional, legal and other purchased
        services to staff expense.  The reclassification totaled $24
        million in the first quarter of 2009, $19 million in the second
        quarter of 2008 and $32 million in the first six months of 2008.
    (c) Includes the FDIC special assessment of $61 million recorded in
        the second quarter of 2009.



                        THE BANK OF NEW YORK MELLON CORPORATION
                  Condensed Consolidated Income Statement - continued

    --------------------------------------------------------------------------
                                     Quarter ended             Year to date
                             -----------------------------  ------------------
    (in millions, except     June 30,  March 31,  June 30,  June 30,  June 30,
    per common share amounts)  2009       2009      2008      2009      2008
    --------------------------------------------------------------------------
    Earnings per share
     attributable to the
     common shareholders
     of The Bank of New York
     Mellon Corporation:
    Basic:
      Income from continuing
       operations             $0.23      $0.31     $0.26     $0.54     $0.91
      Income (loss) from
       discontinued
       operations,
       net of tax             (0.08)     (0.04)        -     (0.11)     0.01
    --------------------------------------------------------------------------
        Net income
         applicable to
         common stock         $0.15      $0.28(a)  $0.27(a)  $0.43     $0.92
    --------------------------------------------------------------------------
    Diluted:
      Income from continuing
       operations             $0.23      $0.31     $0.26     $0.54     $0.91
      Income (loss) from
       discontinued
       operations,
       net of tax             (0.08)     (0.04)        -     (0.11)     0.01
    --------------------------------------------------------------------------
        Net income
         applicable to
         common stock         $0.15      $0.28(a)  $0.27(a)  $0.43     $0.92
    --------------------------------------------------------------------------
    (a)Does not foot due to rounding.


    --------------------------------------------------------------------------
    Reconciliation of net income
    from continuing operations
    attributable to the common
    shareholders of The              Quarter ended             Year to date
    Bank of New York Mellon  -----------------------------  ------------------
    Corporation:             June 30,  March 31,  June 30,  June 30,  June 30,
    (in millions)              2009      2009      2008      2009      2008
    --------------------------------------------------------------------------
    Income from continuing
     operations                $501      $411      $309      $912    $1,060
    Net (income) loss
     attributable to
     noncontrolling interests,
     net of tax                   2        (1)       (6)        1       (15)
    Redemption charge and
     preferred dividends       (236)      (47)        -      (283)        -
    --------------------------------------------------------------------------
      Income from continuing
       operations applicable
       to common shareholders
       of The Bank of New
       York Mellon
       Corporation, net of
       tax                      267       363       303       630     1,045
    Income (loss) from
     discontinued operations,
     net of tax                 (91)      (41)        6      (132)       10
    --------------------------------------------------------------------------
      Net income applicable
       to the common
       shareholders of The
       Bank of New York
       Mellon Corporation      $176      $322      $309      $498    $1,055
    --------------------------------------------------------------------------



                        THE BANK OF NEW YORK MELLON CORPORATION
                              Consolidated Balance Sheet

    -----------------------------------------------------------------------
    (dollar amounts in millions, except per      June 30,          Dec. 31,
    share amounts)                                 2009              2008
    -----------------------------------------------------------------------
    Assets
    Cash and due from:
      Banks                                      $3,783            $4,881
      Federal Reserve and other central
       banks (includes $16,438 and $53,270
       of interest-bearing deposits)             16,494            53,278
    Other short-term investments - U.S.
     government-backed commercial paper, at
     fair value                                       -             5,629
    Interest-bearing deposits with banks         43,369            39,126
    Federal funds sold and securities
     purchased under resale agreements            3,688             2,000
    Securities:
      Held-to-maturity (fair value of
       $6,105 and $6,333)                         6,812             7,371
      Available-for-sale                         42,126            32,064
    -----------------------------------------------------------------------
        Total securities                         48,938            39,435
    Trading assets                                7,611            11,102
    Loans                                        38,234            43,394
    Allowance for loan losses                      (434)             (415)
    -----------------------------------------------------------------------
        Net loans                                37,800            42,979
    Premises and equipment                        1,685             1,686
    Accrued interest receivable                     529               619
    Goodwill                                     16,040            15,898
    Intangible assets                             5,677             5,856
    Other assets                                 15,261            15,023
    Assets of discontinued operations             2,137                 -
    -----------------------------------------------------------------------
        Total assets                           $203,012          $237,512
    -----------------------------------------------------------------------

    Liabilities
    Deposits:
      Noninterest-bearing (principally
       domestic offices)                        $36,055           $55,816
      Interest-bearing deposits in
       domestic offices                          24,633            32,386
      Interest-bearing deposits in
       foreign offices                           69,901            71,471
    -----------------------------------------------------------------------
        Total deposits                          130,589           159,673
    Borrowing from Federal Reserve related
     to asset-backed commercial paper, at
     fair value                                       -             5,591
    Federal funds purchased and securities
     sold under repurchase agreements             2,058             1,372
    Trading liabilities                           6,889             8,085
    Payables to customers and broker-dealers      8,492             9,274
    Commercial paper                                272               138
    Other borrowed funds                          1,345               755
    Accrued taxes and other expenses              2,790             4,052
    Other liabilities (including allowance
     for lending related commitments of $92
     and $114)                                    4,303             4,618
    Long-term debt                               17,363            15,865
    Liabilities of discontinued operations        1,607                 -
    -----------------------------------------------------------------------
        Total liabilities                       175,708           209,423
    Equity
    Preferred stock - par value $0.01 per
     share; authorized 100,000,000 shares;
     issued - shares and 3,000,000 shares             -             2,786
    Common stock - par value $0.01 per common
     share; authorized 3,500,000,000
     common shares; issued 1,203,651,558
     and 1,148,507,561 common shares                 12                11
    Additional paid-in capital                   21,867            20,432
    Retained earnings                            11,028            10,250
    Accumulated other comprehensive loss,
     net of tax                                  (5,608)           (5,426)
    Less:  Treasury stock of 823,823 and
            40,262 common shares, at cost           (23)               (3)
    -----------------------------------------------------------------------
      Total The Bank of New York Mellon
       Corporation shareholders' equity          27,276            28,050
    Noncontrolling interest                          28                39
    -----------------------------------------------------------------------
      Total equity                               27,304            28,089
    -----------------------------------------------------------------------
        Total liabilities and equity           $203,012          $237,512
    -----------------------------------------------------------------------

Discontinued operations

On June 30, 2009, we adopted discontinued operations accounting for Mellon United National Bank located in Florida. It was determined that this business no longer fits our strategic focus on our asset management and securities servicing businesses. The business was formerly included in the Other segment. In the second quarter of 2009, we recorded an after-tax loss on discontinued operation of $91 million primarily related to the write-down of goodwill and an increase in the provision for credit losses. The after-tax loss of $41 million in the first quarter of 2009 primarily resulted from a goodwill impairment charge.

The income statements for all periods in this Earnings Release have been restated. The restatement resulted in a reduction to previously reported levels of net interest revenue and the net interest margin; a slight reduction in both treasury services and other fee revenue; a reduction in the provision for credit losses; a reduction in noninterest expense; and a change in continuing earnings per share.

Supplemental information - Explanation of Non-GAAP financial measures

The Company has included in this release certain Non-GAAP financial measures based upon tangible common shareholders' equity. The Company believes that the ratio of tangible common shareholders' equity to tangible assets is a measure of capital strength that adds additional useful information to investors supplementing the Tier 1 capital ratio which is utilized by regulatory authorities. Unlike the Tier 1 ratio, the tangible common shareholders' equity ratio fully incorporates those changes in securities valuations which are reflected in shareholders' equity. In addition, this ratio is expressed as a percentage of the actual book value of assets, as opposed to a percentage of a risk-based reduced value established in accordance with regulatory requirements, although the Company in its calculation has excluded certain assets which are given a zero percent risk weighting for regulatory purposes. This ratio is also informative to investors in the Company's common stock because, unlike the Tier 1 capital ratio, it excludes preferred stock and trust preferred securities issued by the Company. Further, the Company believes that the return on tangible common equity measure, which excludes goodwill and intangible assets net of deferred tax liability, is a useful additional measure for investors because it presents a measure of the Company's performance in reference to those assets which are productive in generating income.

The Company has also provided a measure of tangible book value per share which it believes provides additional useful information as to the level of such assets in relation to shares of common stock outstanding. The Company has presented revenue measures which exclude the effect of investment write-downs and a SILO charge; expense measures which exclude an FDIC special assessment, M&I expenses and intangible amortization expenses; and measures which utilize net income excluding tax items such as the benefit of tax settlements. Return on equity measures and operating margin measures which exclude some or all of these items are also presented. The Company believes that these measures are useful to investors because they permit a focus on period to period comparisons which relate to the ability of the Company to enhance revenues and limit expenses in circumstances where such matters are within the Company's control. The excluded items in general relate to situations where accounting rules require certain ongoing charges as a result of prior transactions, or where valuation or other accounting/regulatory requirements require charges unrelated to operational initiatives. The SILO charge relates to a one-time settlement with the IRS of tax structured lease transactions in 2008. We also present earnings information including the TARP dividend and redemption premium, so as to provide investors with a better understanding of operational results. In this earnings release, certain amounts are presented on an FTE basis. We believe that this presentation provides comparability of amounts arising from both taxable and tax exempt sources, and is consistent with industry practice. The adjustment to an FTE basis has no impact on net income.

Each of these measures as described above is used by management to monitor financial performance, both on a Company-wide and on a business segment basis.

    -------------------------------------------------------------------------
    Reconciliation of net
    income and EPS -              2Q09            1Q09            2Q08
    GAAP to Non-GAAP         ------------    ------------    ------------
    (in millions, except per   Net             Net             Net
    common share amounts)    income   EPS    income   EPS    income   EPS
    -------------------------------------------------------------------------
    Net income applicable
     to common
     shareholders of The
     Bank of New York
     Mellon Corporation -
     GAAP                     $176   $0.15    $322   $0.28    $309   $0.27
    Discontinued
     operations income
     (loss)                    (91)  (0.08)    (41)  (0.04)      6       -
    -------------------------------------------------------------------------
      Continuing
       operations -
       GAAP                    267    0.23     363    0.31(a)  303    0.26(a)
    TARP redemption
     premium/dividend          236    0.20      47    0.04       -       -
    FDIC special
     assessment                 36    0.03       -       -       -       -
                              ----   -----    ----   -----    ----   -----
      Subtotal                 272    0.23      47    0.04       -       -
    M&I expenses                36    0.03      41    0.04      89    0.08
    Investment
     write-downs               161    0.14     183    0.16      91    0.08
    Benefit of tax
     settlements              (134)  (0.11)      -       -       -       -
    SILO charge                  -       -       -       -     380    0.33
                              ----   -----    ----   -----    ----   -----
      Subtotal                  63    0.05(a)  224    0.20     560    0.49
    -------------------------------------------------------------------------
      Net income from
       continuing
       operations
       applicable to
       common
       shareholders
       excluding the
       TARP redemption
       premium/dividend,
       FDIC special
       assessment, M&I
       expenses,
       investment
       write-downs,
       benefit of
       tax settlements
       and SILO charge
       - Non-GAAP            602    0.51     634    0.55     863    0.75
    Intangible amortization   67    0.06      66    0.06      75    0.07
    -------------------------------------------------------------------------
      Net income from
       continuing
       operations
       applicable to
       common
       shareholders
       excluding the
       TARP redemption
       premium/dividend,
       FDIC special
       assessment, M&I
       expenses,
       investment
       write-downs,
       benefit of
       tax settlements,
       SILO charge and
       intangible
       amortization -
       Non-GAAP             $669   $0.57    $700    0.61    $938    0.82
    -------------------------------------------------------------------------
    (a) Does not foot due to rounding.



    -------------------------------------------------------------------------
    Reconciliation of fee and other revenue
     as percent of total revenue (FTE)
    (dollars in millions)                       2Q09        1Q09        2Q08
    -------------------------------------------------------------------------
    Fee and other revenue - GAAP              $2,257      $2,136      $2,989
      Add:  FTE increment - Fee revenue            8           8          11
    -------------------------------------------------------------------------
    Total fee and other revenue (FTE)          2,265       2,144       3,000
      Add:  Investment write-downs               256         295         152
    -------------------------------------------------------------------------
    Fee and other revenue excluding
     investment write-downs- Non-GAAP          2,521       2,439       3,152

    Net interest revenue - GAAP                  700         775         388
      Add:  FTE increment - Net interest
             revenue                               4           4           4
    -------------------------------------------------------------------------
    Net interest revenue (FTE)                   704         779         392
      Add:  SILO charge                            -           -         377
    -------------------------------------------------------------------------
    Net interest revenue (FTE) excluding
     SILO charge - Non-GAAP                      704         779         769
    -------------------------------------------------------------------------
    Total revenue (FTE)                       $2,969      $2,923      $3,392
    Total revenue (FTE) excluding
     investment write-downs and SILO
     charge - Non-GAAP                        $3,225      $3,218      $3,921

    Fee and other revenue as a percentage
     of total revenue (FTE)                       76%         73%         88%
    Fee and other revenue as a percentage
     of total revenue excluding investment
     write-downs and SILO charge - Non-GAAP       78%         76%         80%
    -------------------------------------------------------------------------



    ----------------------------------------------------------------------
    Reconciliation of fee and other revenue
     as percent of total revenue (FTE)
    (dollars in millions)                         YTD09             YTD08
    ----------------------------------------------------------------------
    Fee and other revenue - GAAP                 $4,393            $5,971
      Add:  FTE increment - Fee revenue              16                20
    ----------------------------------------------------------------------
    Total fee and other revenue (FTE)             4,409             5,991
      Add:  Investment write-downs                  551               225
    ----------------------------------------------------------------------
    Fee and other revenue excluding
     investment write-downs- Non-GAAP             4,960             6,216

    Net interest revenue - GAAP                   1,475             1,131
      Add:  FTE increment - Net interest
             revenue                                  8                10
    ----------------------------------------------------------------------
    Net interest revenue (FTE)                    1,483             1,141
      Add:  SILO charge                               -               377
    ----------------------------------------------------------------------
    Net interest revenue (FTE) excluding
     SILO charge - Non-GAAP                       1,483             1,518
    ----------------------------------------------------------------------
    Total revenue (FTE)                          $5,892            $7,132
    Total revenue (FTE) excluding
     investment write-downs and SILO
     charge - Non-GAAP                           $6,443            $7,734

    Fee and other revenue as a percentage
     of total revenue (FTE)                          75%               84%
    Fee and other revenue as a percentage
     of total revenue excluding investment
     write-downs and SILO charge - Non-GAAP          77%               80%
    ----------------------------------------------------------------------



    -------------------------------------------------------------------------
    Reconciliation of income from continuing
     operations before income taxes - pre-tax
     operating margin (FTE)
    (dollars in millions)                       2Q09        1Q09        2Q08
    -------------------------------------------------------------------------
    Income from continuing operations
     before income taxes - GAAP                 $513        $572        $621
    FTE increment                                 12          12          15
    -------------------------------------------------------------------------
      Income from continuing operations
       before income taxes (FTE)                 525         584         636
    FDIC special assessment                       61           -           -
    M&I expenses                                  59          68         149
    Investment write-downs                       256         295         152
    SILO charge                                    -           -         377
    Intangible amortization                      108         107         123
    -------------------------------------------------------------------------
      Income from continuing operations
       before income taxes (FTE) excluding
       FDIC special assessment, M&I
       expenses, investment write-downs,
       SILO charge and intangible
       amortization - Non-GAAP                $1,009      $1,054      $1,437

    Fee and other revenue - GAAP              $2,257      $2,136      $2,989
      Add:  FTE increment - Fee revenue            8           8          11
    Net interest revenue - GAAP                  700         775         388
      Add:  FTE increment - Net interest
             revenue                               4           4           4
    -------------------------------------------------------------------------
      Total revenue (FTE) - Non-GAAP           2,969       2,923       3,392
      Add:  Investment write-downs               256         295         152
            SILO charge                            -           -         377
    -------------------------------------------------------------------------
        Total revenue (FTE) excluding
         investment write-downs and SILO
         charge - Non-GAAP                    $3,225      $3,218      $3,921

    Pre-tax operating margin (FTE) (a)            18%         20%         19%
    Pre-tax operating margin (FTE)
     excluding FDIC special assessment,
     M&I expenses, investment write-downs,
     SILO charge, and intangible
     amortization - Non-GAAP (a)                  31%         33%         37%
    -------------------------------------------------------------------------
    (a) Income before taxes divided by total revenue (FTE).



    ----------------------------------------------------------------------
    Reconciliation of income from continuing
     operations before income taxes - pre-tax
     operating margin (FTE)
    (dollars in millions)                         YTD09             YTD08
    ----------------------------------------------------------------------
    Income from continuing operations before
     income taxes - GAAP                         $1,085            $1,730
    FTE increment                                    24                30
    ----------------------------------------------------------------------
      Income from continuing operations before
       income taxes (FTE)                         1,109             1,760
    FDIC special assessment                          61                 -
    M&I expenses                                    127               275
    Investment write-downs                          551               225
    SILO charge                                       -               377
    Intangible amortization                         215               242
    ----------------------------------------------------------------------
      Income from continuing operations before
       income taxes (FTE) excluding FDIC
       special assessment, M&I expenses,
       investment write-downs, SILO charge
       and intangible amortization - Non-GAAP    $2,063            $2,879

    Fee and other revenue - GAAP                 $4,393            $5,971
      Add:  FTE increment - Fee revenue              16                20
    Net interest revenue - GAAP                   1,475             1,131
      Add:  FTE increment - Net interest revenue      8                10
    ----------------------------------------------------------------------
      Total revenue (FTE) - Non-GAAP              5,892             7,132
      Add:  Investment write-downs                  551               225
            SILO charge                               -               377
    ----------------------------------------------------------------------
        Total revenue (FTE) excluding investment
         write-downs and SILO charge - Non-GAAP  $6,443            $7,734

    Pre-tax operating margin (FTE) (a)               19%               25%
    Pre-tax operating margin (FTE) excluding
     FDIC special assessment, M&I expenses,
     investment write-downs, SILO charge and
     intangible amortization - Non-GAAP (a)          32%               37%
    ----------------------------------------------------------------------
    (a) Income before taxes divided by total revenue (FTE).



    -------------------------------------------------------------------------
    Return on common equity and tangible
     common equity - continuing operations
    (dollars in millions)                       2Q09        1Q09        2Q08
    -------------------------------------------------------------------------
    Net income applicable to common
     shareholders of The Bank of New York
     Mellon Corporation - GAAP                  $176        $322        $309
    Discontinued operations income (loss),
     net of tax                                  (91)        (41)          6
    -------------------------------------------------------------------------
      Net income from continuing operations
       applicable to common shareholders of
       The Bank of New York Mellon Corporation   267         363         303
    Add:  Intangible amortization                 67          66          75
    -------------------------------------------------------------------------
      Net income from continuing operations
       applicable to common shareholders of
       The Bank of New York Mellon Corporation
       excluding intangible amortization -
       Non-GAAP                                  334         429         378
    Add:  FDIC special assessment                 36           -           -
          M&I expenses                            36          41          89
          Investment write-downs                 161         183          91
          Benefit of tax settlements            (134)          -           -
          SILO charge                              -           -         380
    -------------------------------------------------------------------------
    Net income from continuing operations
     excluding FDIC special assessment, M&I
     expenses, investment write-downs, benefit
     of tax settlements, SILO charge and
     intangible amortization- Non-GAAP          $433        $653        $938

    Average common shareholders' equity      $26,566     $25,189     $28,507
    Less:  Average goodwill                   15,989      15,837      16,758
           Average intangible assets           5,673       5,752       6,042
    Add:  Deferred tax liability - tax
           deductible goodwill                   643         624         548
          Deferred tax liability - non-tax
           deductible intangible assets        1,743       1,808       1,959
    -------------------------------------------------------------------------
    Average tangible common shareholders'
     equity - Non-GAAP                        $7,290      $6,032      $8,214

    Return on common equity - GAAP (a)           4.0%        5.8%        4.3%
    Return on common equity excluding
     FDIC special assessment, M&I expenses,
     investment write-downs, benefit of tax
     settlements, SILO charge and intangible
     amortization - Non-GAAP (a)                 6.5%       10.5%       13.2%

    Return on tangible common equity -
     Non-GAAP (a)                               18.4%       28.8%       18.5%
    Return on tangible common equity
     excluding FDIC special assessment,
     M&I expenses, investment write-downs,
     benefit of tax settlements and SILO
     charge - Non-GAAP (a)                      23.8%       43.9%       45.9%
    -------------------------------------------------------------------------
    (a) Annualized.



    ----------------------------------------------------------------------
    Return on common equity and tangible common
     equity - continuing operations
    (dollars in millions)                         YTD09             YTD08
    ----------------------------------------------------------------------
    Net income applicable to common shareholders
     of The Bank of New York Mellon
     Corporation - GAAP                            $498            $1,055
    Discontinued operations income (loss),
     net of tax                                    (132)               10
    ----------------------------------------------------------------------
      Net income from continuing operations
       applicable to common shareholders of
       The Bank of New York Mellon Corporation      630             1,045
    Add:  Intangible amortization                   133               149
    ----------------------------------------------------------------------
      Net income from continuing operations
       applicable to common shareholders of
       The Bank of New York Mellon Corporation
       excluding intangible amortization -
       Non-GAAP                                     763             1,194
    Add:  FDIC special assessment                    36                 -
          M&I expenses                               77               164
          Investment write-downs                    344               135
          Benefit of tax settlements               (134)                -
          SILO charge                                 -               380
    ----------------------------------------------------------------------
    Net income from continuing operations
     excluding FDIC special assessment, M&I
     expenses, investment write-downs,
     benefit of tax settlements, SILO charge
     and intangible amortization- Non-GAAP       $1,086            $1,873

    Average common shareholders' equity         $25,881           $29,029
    Less:  Average goodwill                      15,913            16,670
           Average intangible assets              5,713             6,134
    Add:  Deferred tax liability - tax
           deductible goodwill                      643               548
          Deferred tax liability - non-tax
           deductible intangible assets           1,743             1,959
    ----------------------------------------------------------------------
    Average tangible common shareholders'
     equity - Non-GAAP                           $6,641            $8,732

    Return on common equity- GAAP (a)               4.9%              7.2%
    Return on common equity excluding FDIC
     special assessment, M&I expenses,
     investment write-downs, benefit of tax
     settlements, SILO charge and intangible
     amortization- Non-GAAP (a)                     8.5%             13.0%

    Return on tangible common equity -
     Non-GAAP (a)                                  23.2%             27.5%
    Return on tangible common equity
     excluding FDIC special assessment,
     M&I expenses, investment write-downs,
     benefit of tax settlements and SILO
     charge - Non-GAAP (a)                         33.0%             43.1%
    ----------------------------------------------------------------------
    (a) Annualized.



    -------------------------------------------------------------------------
    Equity to assets and book value per
     common share
    (dollars in millions, unless             June 30,   March 31,    June 30,
    otherwise noted)                           2009       2009         2008
    -------------------------------------------------------------------------
    Common shareholders' equity at
     period end - GAAP                       $27,276     $25,415     $28,569
    Less:  Goodwill                           16,040      15,805      16,565
           Intangible assets                   5,677       5,717       6,273
    Add:  Deferred tax liability - tax
           deductible goodwill                   643         624         548
          Deferred tax liability - non-tax
           deductible intangible assets        1,743       1,808       1,959
    -------------------------------------------------------------------------
    Tangible common shareholders' equity
     at period end - Non-GAAP                 $7,945      $6,325      $8,238

    Total assets at period end - GAAP       $203,012    $203,478    $201,225
    Less:  Goodwill                           16,040      15,805      16,565
           Intangible assets                   5,677       5,717       6,273
           Cash on deposit with the
            Federal Reserve and other
            central banks (a)                 16,458      29,679           -
    -------------------------------------------------------------------------
    Tangible total assets at period
     end - Non-GAAP                         $164,837    $152,277    $178,387
    Common shareholders' equity to
     assets - GAAP                              13.4%       12.5%       14.2%
    Tangible common shareholders' equity
     to tangible assets - Non-GAAP               4.8%        4.2%        4.6%

    Period end common shares outstanding
     (in thousands)                        1,202,828   1,153,450   1,146,070

    Book value per common share               $22.68      $22.03      $24.93
    Tangible book value per common
     share - Non-GAAP                          $6.60       $5.48       $7.19
    -------------------------------------------------------------------------
    (a) Assigned a zero percent risk weighting by the regulators.



    -------------------------------------------------------------------------
    Calculation of the Tier 1 common equity
     to risk-weighted assets ratio (a)
    (dollars in millions)                       2Q09        1Q09        2Q08
    -------------------------------------------------------------------------
    Total Tier 1 capital                     $15,044     $16,242     $11,354
    Less:  Series B preferred stock                -       2,795           -
           Trust preferred securities          1,691       1,648       1,733
    -------------------------------------------------------------------------
    Total Tier 1 common equity               $13,353     $11,799      $9,621

    Total risk-weighted assets              $120,498    $117,412    $121,758

    Tier 1 common equity to risk-weighted
     assets ratio                               11.1%       10.0%        7.9%
    -------------------------------------------------------------------------
    (a) On a regulatory basis.

Cautionary Statement

The information presented in this Earnings Release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements, which 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 proposed repurchase of the warrant issued to the U.S. Treasury, the state of the economy, including the residential housing market, our strategic focus with regard to Mellon United National Bank and the Company's ability to manage its business through the global recession. These statements and other forward-looking statements contained in other public disclosures of The Bank of New York Mellon Corporation (the "Company") which make reference to the cautionary factors described in this earnings release, 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 from those described in the forward-looking statements can be found in the risk factors set forth in the Company's Annual Report on Form 10-K for the year ended Dec. 31, 2008 and the Company's other filings with the Securities and Exchange Commission. All forward-looking statements in this earnings release speak only as of July 22, 2009 and the Company undertakes no obligation to update any forward-looking statement to reflect events or circumstances after that date or to reflect the occurrence of unanticipated events.