Form 425

Filed by The Bank of New York Company, Inc.

Pursuant to Rule 425

under the Securities Act of 1933 and

deemed filed pursuant to Rule 14a-12 under

the Securities Exchange Act of 1934

Subject Companies: The Bank of New York Company, Inc. (Commission File No.: 1-06152)

Mellon Financial Corporation (Commission File No.: 1-07410)

The information presented below may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based upon our current beliefs and expectations and are subject to significant risks and uncertainties. The following risks, among others, could cause actual results to differ materially from the anticipated results or other expectations expressed in the forward-looking statements: (1) the businesses of The Bank of New York Company, Inc. and Mellon Financial Corporation may not be integrated successfully or the integration may be more difficult, time-consuming or costly than expected; (2) the combined company may not realize, to the extent or at the time we expect, revenue synergies and cost savings from the transaction; (3) revenues following the transaction may be lower than expected as a result of losses of customers or other reasons; (4) deposit attrition, operating costs, customer loss and business disruption following the transaction, including, without limitation, difficulties in maintaining relationships with employees, may be greater than expected; and (5) governmental or shareholder approvals of the transaction may not be obtained on the proposed terms or expected timeframe or at all. Additional factors that could cause The Bank of New York Company, Inc.’s and Mellon Financial Corporation’s results to differ materially from those described in the forward-looking statements can be found in The Bank of New York Company, Inc.’s and Mellon Financial Corporation’s reports (such as Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K) filed with the Securities and Exchange Commission.

Additional Information About this Transaction

The proposed transaction between The Bank of New York Company, Inc. and Mellon Financial Corporation will be submitted to The Bank of New York Company, Inc.’s and Mellon Financial Corporation’s shareholders for their consideration. Shareholders are urged to read the joint proxy statement/prospectus regarding the proposed transaction between The Bank of New York Company, Inc. and Mellon Financial Corporation because it will contain important information. Shareholders will be able to obtain a free copy of the joint proxy statement/prospectus, as well as other filings containing information about The Bank of New York Company, Inc. and Mellon Financial Corporation, without charge, at the SEC’s Internet site (http://www.sec.gov). Copies of the joint proxy statement/prospectus and other SEC filings that will be incorporated by reference in the joint proxy statement/prospectus will also be available, without charge, from Mellon Financial Corporation, Secretary of Mellon Financial Corporation, One Mellon Center, Pittsburgh, Pennsylvania 15258-0001 (800-205-7699), or from The Bank of New York Company, Inc., Investor Relations, One Wall Street, 31st Floor, New York, New York 10286 (212-635-1578).

Directors and executive officers of The Bank of New York Company, Inc. and Mellon Financial Corporation and other persons may be deemed to be participants in the solicitation of proxies from the shareholders of Mellon Financial Corporation and/or The Bank of New York Company, Inc. in respect of the proposed transaction. Information about the directors and executive officers of Mellon Financial Corporation is set forth in the proxy statement for Mellon Financial Corporation’s 2006 annual meeting of shareholders, as filed with the SEC on March 15, 2006. Information about the directors and executive officers of The Bank of New York Company, Inc. is set forth in the proxy statement for The Bank of New York Company, Inc.’s annual meeting of shareholders, as filed with the SEC on March 24, 2006. Additional information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the joint proxy statement/prospectus when it becomes available.

***

Below is a revised version of the investor presentation which was previously filed on December 4, 2006.


A Global Financial Services
Growth Company
December 4, 2006


1
Disclosure and Cautionary Statement
The proposed transaction between The Bank of New York Company, Inc. and Mellon Financial Corporation will be submitted to The Bank of New York Company,
Inc.'s
and
Mellon
Financial
Corporation's
shareholders
for
their
consideration.  Shareholders are urged to read the joint proxy statement/prospectus
regarding the proposed transaction between The Bank of New York Company, Inc. and Mellon Financial Corporation because it will contain
important information.
Shareholders will be able to obtain a free copy of the joint proxy statement/prospectus, as well as other filings containing
information about The Bank of New York Company, Inc. and Mellon Financial Corporation, without charge, at the SEC's Internet site (http://www.sec.gov). 
Copies of the joint proxy statement/prospectus and other SEC filings that will be incorporated by reference in the joint proxy statement/prospectus will also be
available, without charge, from Mellon Financial Corporation, Secretary of Mellon Financial Corporation, One Mellon Center, Pittsburgh, Pennsylvania 15258-
0001 (800-205-7699), or from The Bank of New York Company, Inc., Investor Relations, One Wall Street, 31st Floor, New York, New York 10286 (212-635-
1578).
Directors and executive
officers
of
The
Bank
of
New
York
Company,
Inc.
and
Mellon
Financial
Corporation
and
other
persons
may
be
deemed
to
be
participants
in the solicitation of proxies from the shareholders of Mellon Financial Corporation and/or The Bank of New York Company, Inc. in respect of the proposed
transaction.  Information about the directors and executive officers of Mellon Financial Corporation is set forth in the proxy statement for Mellon Financial
Corporation’s 2006 annual meeting of shareholders, as filed with the SEC on March 15, 2006.  Information about the directors and executive officers of The
Bank of New York Company, Inc. is set forth in the proxy statement for The Bank of New York Company, Inc.’s annual meeting of shareholders, as filed with
the SEC on March 24, 2006.  Additional information regarding the
participants in the proxy solicitation and a description of their direct and indirect interests,
by security holdings or otherwise, will be contained in the joint proxy statement/prospectus when it becomes available. 
The information herein contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including, without
limitation: (i)
statements
about
the
benefits
of
the
transaction
between
The
Bank
of
New
York
Company,
Inc.
and
Mellon
Financial
Corporation,
including
future
financial and operating results, cost savings, enhanced revenues, expected market position of the combined company, and the accretion or dilution to reported
earnings and to cash earnings that may be realized from the transaction; (ii) statements with respect to The Bank of New York Company, Inc.'s and Mellon
Financial Corporation's plans, objectives, expectations and intentions and other statements that are not historical facts; and (iii) other statements identified by
words such
as
"believes",
"expects",
"anticipates",
"estimates",
"intends",
"plans",
"targets",
"projects"
and
similar
expressions.
These
statements
are
based
upon the current beliefs and expectations of The Bank of New York Company, Inc.'s and Mellon Financial Corporation's management and are subject to
significant risks and uncertainties.  Actual results may differ from those set forth in the forward-looking statements.  We will not update these statements as a
result of changes in circumstances or new facts, or for any other reason. 
The following
risks,
among
others,
could
cause
actual
results
to
differ
materially
from
the
anticipated
results
or
other
expectations
expressed
in
the
forward-
looking statements: (1) the businesses of The Bank of New York Company, Inc. and Mellon Financial Corporation may not be integrated successfully or the
integration may be more difficult, time-consuming or costly than expected; (2) the combined company may not realize, to the extent or at the time we expect,
revenue synergies and cost savings from the transaction; (3) revenues following the transaction may be lower than expected as a result of losses of customers
or other reasons; (4) deposit attrition, operating costs, customer loss and business disruption following the transaction, including, without limitation, difficulties
in maintaining
relationships
with
employees,
may
be
greater
than
expected;
(5)
governmental
approvals
of
the
transaction
may
not
be
obtained
on
the
proposed terms or expected timeframe; (6) The Bank of New York Company, Inc.'s and Mellon Financial Corporation's shareholders may fail to approve the
transaction; (7) a weakening of the economies in which the combined company will conduct operations may adversely affect our operating results; (8) the U.S.
and foreign legal and regulatory framework could adversely affect the operating results of the combined company; and (9) fluctuations in interests rates,
currency exchange rates and securities prices may adversely affect the operating results of the combined company.  Additional factors that could cause The
Bank of New York Company, Inc.'s and Mellon Financial Corporation's results to differ materially from those described in the forward-looking statements can be
found in The Bank of New York Company, Inc.'s and Mellon Financial Corporation's reports (such as Annual Reports on Form 10-K, Quarterly Reports on Form
10-Q and Current Reports on Form 8-K) filed with the Securities and Exchange Commission and available at the SEC's Internet site (http://www.sec.gov).


2
Strategic
Financial
Operational
Integration
Global leadership in Securities Servicing and Asset
Management
Strongly accretive transaction
Excellent global growth opportunities
Highly complementary businesses with strong leadership
positions
Focused and experienced management team
Disciplined and thoughtful approach
Dedicated and experienced team with proven track record
The Bank of New York Mellon
Delivering superior shareholder value through accelerated growth


3
Compelling Strategic Attributes
Capitalizing on the growth of global financial markets
Strong Market
Positions in
High Growth
Businesses
#1
global custodian with over $16 trillion in AUC
Top 10
asset manager globally and
Top 5
in the U.S
., with more than
$1.0
trillion in AUM
#1
provider of all issuer services
—Corporate Trust,
Depositary
Receipts
and Stock Transfer
#1
provider of clearing services
Top 10
in wealth management with 81 offices in the U
.S.
and UK
Top 10
U.S.
cash management
and global payments
provider
Leading client service scores
in asset servicing, wealth management,
i
ssuer, clearing
,
and treasury services
Experienced, deep and well balanced management team
Business &
Geographic
Diversification
Focused
on high return businesses with strong organic growth track
records
and
enhanced
revenue opportunities
Balanced
synergistic
business mix
—no individual b
usiness
contributes
more than 35
% of pre-tax earnings
Operations in
37
countries worldwide
—approximately 25%
of revenue
derived from higher growth international operations
Reduced volatility through combination of comp
lementary, stable and
synergistic
revenue sources


4
Compelling Financial Rationale
Capitalizing on the growth of global financial markets
Financially
Compelling
Immediately accretive on a cash basis to all shareholders and on a GAAP
basis in 2008
Significant excess capital generation allows for meaningful reinvestment in
organic growth, share repurchases and attractive dividend payout ratio
Attractive IRR, materially exceeding cost of capital for all shareholders
Potential for multiple expansion over time
Potential for significant revenue synergies, not incorporated in financial
projections
Low Risk
Transaction
Disciplined and thoughtful approach to integration—three year process
managed by a dedicated and experienced integration team
Starting from a position of strength—both companies have significant
revenue and earnings momentum 
Combination further diversifies operating risk profile versus
stand alone entities
Best in breed systems with proven and scaleable operating platforms—
many legacy businesses not impacted


5
Transaction Summary
Name:
The Bank of New York Mellon
Overlapping businesses branded BNY Mellon
Exchange Ratio:
New holding company formed:
1:1 Mellon share, 0.9434:1 The Bank of New York share 
Relative Ownership:
63% The Bank of New York/37% Mellon
Board of Directors:
18 Directors—10 The Bank of New York/8 Mellon; includes two
executives from each party
Corporate Headquarters:
New York, NY
Pittsburgh:
HQ for key business units and a Center of Excellence for
Technology, Operations and Administration
Executive Management:
Senior management positions identified
Anticipated Closing:
Approximately July 1, 2007
Dividend:
Quarterly dividend of $0.235 per share
Cost Savings:
Approximately $700 million, phased-in over three years
Revenue Synergies:
Meaningful potential revenue synergies have been identified, but
have not been incorporated into the financial model
Restructuring Charge:
Approximately $1.3 billion, pre-tax
Due Diligence:
Completed


6
Steve Elliott
Co-Head, Integration
Don Monks
Co-Head, Integration
Lisa Peters
Human Resources
Mark Musi
Compliance
Jim Vallone *
Audit
Gerald Hassell
President
Management Depth and Experience
Senior management positions identified
Tom Renyi
Executive Chairman
Bob Kelly
CEO
Gerald Hassell
President
Bruce Van Saun
CFO
Ron O'Hanley
CEO, Asset Management
Todd Gibbons
CRO
Dave Lamere
CEO, Wealth Management
Jon Little
Asset Management
Carl Krasik
General Counsel
* Direct reporting line to Audit Committee of the Board
Note:
Tom Renyi to retire as Executive Chairman and from the Board of Directors 18 months following the close,
at
which
time
Bob
Kelly
will
succeed
him
as
Chairman
of
the
Board. 
Steve Elliott to resign from the Board in conjunction with Tom Renyi's retirement
Karen Peetz
Corporate Trust
Tim Keaney
Co-CEO, Asset Servicing
Jim Palermo
Co-CEO, Asset Servicing
Don Monks
CAO, Head of Operations & Technology
Kurt Woetzel
Chief Information Officer
Brian Rogan
Issuer & Treasury Services
Torry Berntsen
Client Management
Richard Brueckner
CEO, Pershing


7
Enhanced Global Reach and Scale
Approximately 25% of combined revenue derived internationally
36 countries
54 cities
Serving clients in over
100 markets
International Presence
Capitalizing on the Growth
of Global Financial Markets
The Bank of New York Mellon


8
43
27
27
20
20
18
16
13
12
11
0
10
20
30
40
50
243
241
160
119
109
83
81
76
70
59
43
42
39
37
30
27
27
27
27
25
23
23
22
22
20
20
16
12
0
25
50
75
100
125
150
175
200
225
250
275
Scale Enhances Ability to Invest, Compete
and Outperform Globally
Top Trust & Asset Management Providers
by Market Capitalization¹
Notes: Pro forma for pending transactions
1
Market capitalization as of 12/1/06. Excludes insurers
2
Equal
to
combined
market
capitalizations
of
The
Bank
of
New
York
and
Mellon
as
of
12/1/06
3
Mellon currently ranks #28 and Northern Trust #36 among largest U.S. financial services institutions
Top 25 U.S. Financial Services Institutions
by Market Capitalization¹
#1
#11
#18
#28


9
Integration—Thorough and Thoughtful
Process
A True Merger—combination of best of both companies
“Lose no Customers”
philosophy
Commitment to maintaining our #1 customer service standards/levels
Continued emphasis on risk management and compliance
Open communication with all employees
Dedicated integration team led by key senior executives—minimizes
impact on day to day operations
Measured integration process—3 year integration timeframe
Detailed
integration
planning
Integration
complete
1H07
2H07
1H08
2H08
1H09
2H09
Transaction close
Integration of overlapping businesses and shared services
Applications / systems conversions and data center consolidations


10
Clearly Defined Operating Strategy
Focus on high-growth global businesses—Securities Servicing
and Asset Management
Maintain superior client service, investment performance and
the highest fiduciary standards
Achieve competitive margins in each business line
Deploy capital effectively to accelerate long-term growth
and returns
A Global Financial Services Growth Company


11
Business Line
($bn)
(%)
Asset Management &
Wealth Management
1.2
31
Asset Servicing
0.9
24
Issuer Services 
1.0
27
Treasury Services & 
Clearing Services
0.9
23
Other
(0.2)
(5)
Total
$3.8
100
Balanced & Complementary Business Lines
Pro Forma Revenue Mix¹
Pro Forma Pre-Tax Earnings Mix¹
High Return, Low Capital Intensive Business Model Allows
for Significant Reinvestment and Share Repurchases
Note:
1
Represents results through 9/30/06 annualized. The Bank of New York pro forma for Corporate Trust swap transaction
$4.5bn
with cost savings
Business Line
($bn)
(%)
Asset Management &
Wealth Management
3.6
29
Asset Servicing
3.5
28
Issuer Services 
2.2
18
Treasury Services &
Clearing Services
2.5
20
Other
0.7
5
Total
$12.5
100


12
BNY Mellon Asset Management
Combined global AUM of greater than $1.0 trillion as of 9/30/06
Global Asset
Management
1
Notes:
Revenue CAGR represents growth rate from 2003 through year to date 2006 annualized
1
Source: Pensions & Investments; data as of 12/31/05
2
Pro forma for acquisition of Mellon West LB and Walter Scott
3
Based on MLIM and BlackRock’s AUM; consolidated as of 12/31/05
Top ten global asset manager
(P&I, September 2006)
Top 5 U.S. asset manager
(Institutional Investor, July 2006)
A global leader…
…with strong
international
presence…
$176 billion in assets for non-U.S.
clients
1
7th largest asset manager in Europe
(Investments & Pensions Europe, June 2006)
Over $50 billion in alternative
assets
1
…an expertise
in alternatives…
46% of 50 largest global retirement plans
(P&I December 2005)
58% of top 50 U.S. corporate plans
(P&I December 2005)
46% of top 50 U.S. public plans
(P&I December 2005)
40% of top 20 U.S. endowments; 45% of
top 20 foundations
(P&I December 2005)
…and broad
client reach
Greater Opportunity to Drive Growth Globally
from Expanded Presence in Asset Servicing
3 Year Revenue
CAGR of 18%
Ranking
Manager
Assets
($bn)
1
UBS
2,016
2
Barclays GlobalInvestors
1,513
3
Allianz
Group
1,493
4
State Street Global
1,441
5
Fidelity
1,422
6
AXA Group
1,260
7
Capital Group
1,166
8
Credit Suisse
1,128
9
Deutsche Bank
1,027
10
BNY Mellon
2
1,011
11
BlackRock
3
991
12
Vanguard Group
958
13
Mellon
2
856
The Bank of New York
155


13
BNY Mellon Wealth Management
Greater than $150 billion in client assets
Over 350 years combined experience
serving financially successful families
…and a shared
heritage
Industry leading retention and client
satisfaction
…with
outstanding
reputation for
client service…
Broad institutional asset class
expertise brought to all clients
…with deep
and broad
capabilities…
Top Ten U.S. Wealth Manager with
over $150 billion in client assets
81 offices—77 domestic and
4 international
Complementary geography
represented in large metropolitan
wealth markets including NYC
A national
leader…
High Growth, High Margin
Business with Expanded Opportunities
Notes:
Fee revenue CAGR represents growth rate from 2003 through year to date 2006 annualized
1   Source: Barron’s; data as of 6/30/06
2   Pro forma for Bank of America’s announced acquisition of U.S. Trust
Ranking
Manager
Assets ($bn)
1
Merrill Lynch
879
2
Citigroup
825
3
Bank of America²
507
4
UBS
378
5
Morgan Stanley
350
6
Wachovia
324
7
Fidelity
299
8
J.P. Morgan
237
9
BNY Mellon
152
10
Goldman Sachs
148
17
Mellon
92
20
The Bank of New York
60
Top U.S. Wealth Managers¹
3 Year Fee Revenue
CAGR of 7%


14
BNY Mellon Asset Servicing
$16.6 trillion AUC as of 9/30/06
Broad Product Capabilities
Global Custody
Global Fund Services
Foreign Exchange
Securities Lending
Global Liquidity Services
Transfer Agency
Transition Management
Trustee/Depot Bank Services
Offshore Fund Administration
Benefit Disbursements
Performance Analytics
Hedge Fund Administration
Scale and Market Leadership
$16.6 trillion of assets under custody¹
$1.7 trillion in mutual funds under custody²
Largest global provider of performance and analytics
16% of exchange-traded funds²
Largest lender of U.S. Treasury securities and depository
receipts²
#1 ranked for service quality and technology
#1 ranked provider of FX globally
Leading offshore fund administrator
Global Custody Ranking¹
Ranking
Provider
Assets Under
Custody 
($tn)
BNY Mellon
16.6
1
JPMorgan
12.9
2
The Bank of New York
12.2
3
State Street
11.3
4
Citigroup
9.6
5
Mellon
4.4
6
BNP Paribas
4.3
7
Northern Trust
3.3
8
HSBC
3.0²
9
UBS
2.8²
10
U.S. Bancorp
2.3²
Notes:
Revenue CAGR represents growth rate from 2003 through year to date 2006 annualized
1   Data as of 9/30/06
2   Data as of 6/30/06
Increased Scale and Market Leadership Leading to
Greater Growth and Efficiency Globally
3 Year Revenue
CAGR of 13%


15
BNY Mellon Asset Servicing
Highly complementary businesses
The Bank of New York Strengths
Mellon Strengths
Combining Best of Breed Resulting in
Greater Growth and Efficiency Globally
Culture of Quality Service & Delivery
Culture of Disciplined Cost Management
Financial Institution Relationships
Pension Relationships
Custody
Accounting, Performance
& Risk Analytics
Low Cost Locations: Syracuse
& Manchester
Low Cost Locations: Pittsburgh & India
Real-time Global Technology
Client Information Front End
FX, Securities Lending, &
Execution Services
Asset Management Offerings
Hedge Fund Administration
Hedge Fund Administration


16
BNY Mellon Asset Servicing
Complementary client bases
Market Segment Leadership
The Bank of 
New York
Mellon
Combined
Corporate Pensions
Endowments & Foundations
U.S. Public Funds
Mutual Funds
Central Banks
ETFs/UITs
Broker Dealers
Hedge Funds
Increased Scale and Market Leadership Leading to
Greater Growth and Efficiency Globally


17
The Bank of New York Mellon Issuer Services
Global Corporate Trust
#1 Overall Global Trustee and #1 Trustee in nearly all
domestic and international debt categories
Over $8 trillion in outstanding debt and over 90,000
clients worldwide
Well positioned for continued growth of global debt
markets and structured products
Corporate Trust swap transaction closed on 10/1/06
Depositary Receipts
Market leader with over 1,200 sponsored programs
from 900 issuers in 60 countries
#1 market share by all DR programs, trading value,
capital raisings, and successorships
Well positioned to benefit from continued market
growth in all geographies and industries
Leadership in High Growth,
High Margin Businesses
3 Year Revenue
CAGR of 14%
3 Year Revenue
CAGR of 28%
Note:
Revenue
CAGR
represents
growth
rate
from
2003
through
year
to
date
2006
annualized.
Global
Corporate
Trust
revenue
CAGR
excludes
revenues
from
Corporate
Trust
swap transaction


18
The Bank of New York Mellon Clearing Services
Pershing
Leading provider of clearing and financial advisory
solutions to IBDs and RIAs
Over $825 billion in client assets
Well positioned to grow RIA market share through
Pershing Advisor Solutions
#1 ranked provider of correspondent securities clearing
Broker-Dealer Services
One of two U.S. securities clearing agents
#1 ranked provider of global collateral management
products
Well positioned to benefit from continued growth in
global securities trading
3 Year Revenue
CAGR of 11%
3 Year Fee Revenue
CAGR of 14%
Leadership in High Growth,
High Margin Businesses
Note:
Revenue CAGR represents growth rate from 2003 through year to date 2006 annualized. For Pershing, 2003 amount equal to annualized revenue from date of ownership


19
Transaction Close:
July 1, 2007
Consideration Mix:
100% stock
Structure:
New Holdco formed; 1:1 Mellon share, 0.9434:1 The Bank of New York share
EPS Estimates:
The Bank of New York 
I/B/E/S median EPS estimate of $2.40 for 2007; thereafter, EPS grown at long-term growth rate of 10.8%
Mellon
I/B/E/S median EPS estimate of $2.44 for 2007; thereafter, EPS grown at long-term growth rate of 10.8%
Share Repurchases:
Share repurchases assumed with capital in excess of 5% TCE/TA
Represents share repurchases of approximately $1.0 billion in 2008 and $2.1 billion in 2009
Cost Savings:
$700 million, phased-in 15% in 2007, 50% in 2008, 85% in 2009 and 100% thereafter
Revenue Synergies:
No net revenue synergies or attrition assumed
Restructuring Charge:
$1.3 billion, which equates to 185% of one year fully phased-in cost savings
85% or $1.1 billion is cash related and funded at 5.25% (pre-tax)
$600 million capitalized at close, remaining $700 million incurred over 3 year period
Identified Intangibles:
Identified intangibles of $2.7 billion created
Amortized utilizing straight-line methodology over 10 years
Incremental Tax Rate:
38% 
Financial Assumptions


20
Realistic, Deliverable Expense Synergies
Synergies in-line with precedent financial services transactions
Represents approximately 8.5%
of the combined estimated 2006 expenses
Approximately 3,900 FTEs
Disciplined Integration Process:
15% realized in ’07, 50% in ’08 and 85% in ‘09
Date
Transaction
% of
Combined
05/25/2006
Regions/AmSouth
10.0
02/15/2006
BlackRock/MLIM
6.8
01/23/2004
Regions/Union Planters
7.0
01/14/2004
JPMorgan/Bank One
7.4
04/15/2001
First Union/Wachovia
8.5
10/04/2000
Firstar/US Bancorp
5.4
03/20/2000
National Commerce/CCB
12.6
03/15/1999
Fleet/BankBoston
8.3
07/01/1998
Star Banc/Firstar
15.0
06/08/1998
Norwest/Wells Fargo
7.7
04/13/1998
NationsBank/BofA
10.0
04/13/1998
Banc One/First Chicago
10.1
 
Average
9.1%
Business Line
Cost Savings
($mm)
Asset & Wealth Management
50
Securities Servicing
290
Total Direct Expenses
340
Technology
240
Shared Services & Other¹
120
Total
700
Note:  
1
Includes other allocated expenses


21
Merger Related Costs—$1.3 Billion Pre-tax
(Dollars in millions)
Total
Personnel-Related
625
Technology & Facilities
350
Transaction Fees
100
Other¹
225
Total Pre-tax
1,300
Total After-tax
805
Phase-in
Total
2007
725
2008
400
2009
175
Total Pre-tax
1,300
Total After-tax
805
Note:  
1
Other primarily includes asset write-offs, vendor contract modifications and rebranding


22
Pro Forma Impact—EPS
Strongly accretive transaction
Notes:
Operating EPS represents EPS before merger related expenses. Operating cash EPS is equal to operating EPS plus after-tax per share impact of
intangible amortization
1    Assumes transaction close on 7/1/07
2    Assumes 100% of cost savings are phased-in
Financial Rationale is Compelling
Year Ended,
2007/2009
Illustrative
2007
1
2008
2009
CAGR (%)
2009
2
EPS Impact to The Bank of New York
The Bank of New YorkOperating
EPS
$2.40
$2.66
$2.94
10.8
$2.94
Pro Forma Operating
EPS
2.37
2.70
3.17
15.6
3.23
Operating
EPS Accretion/(Dilution) (%)
(1.0)
1.4
7.7
9.8
Pro Forma Operating Cash EPS
$2.52
$2.90
$3.38
15.8
$3.44
Operating Cash EPS Accretion
(%)
1.1
5.3
11.3
13.3
EPS Impact to Mellon
Mellon
Operating
EPS
$2.44
$2.70
$2.99
10.8
$2.99
Pro forma Operating
EPS
2.47
2.86
3.36
16.8
3.43
Operating
EPS Accretion (%)
1.0
5.7
12.3
14.5
Pro Forma Operating Cash EPS
$2.59
$3.07
$3.58
17.5
$3.65
Operating Cash EPS Accretion (%)
4.5
11.9
18.0
20.2
Memo:
Average FD Shares Outstanding
924
1,121
1,091
1,091


23
Meaningful Revenue Synergy Opportunities
(not
assumed in financial model)
Accelerates Revenue Growth
and Enhances Operating Leverage
Breadth of Mellon’s asset management products and services to
The Bank of New York’s securities servicing clients
Breadth of The Bank of New York’s global markets products to
Mellon’s asset servicing and wealth management clients
Breadth of Mellon’s risk services to The Bank of New York’s
servicing clients
Leverage Pershing’s distribution platform to deliver Mellon’s asset
and wealth management products
Leverage The Bank of New York’s credit relationships to distribute
Mellon’s domestic cash management services and stock transfer
Enhanced Income Realization from Existing Client Base


24
The Bank of New York Mellon
Delivering superior shareholder value through accelerated growth
The Bank of New York Mellon
A Global Financial Services Growth Company
Strategic
Financial
Operational
Integration
Global leadership in Securities Servicing and Asset
Management
Strongly accretive transaction
Excellent global growth opportunities
Highly complementary businesses with strong leadership
positions
Focused and experienced management team
Disciplined and thoughtful approach
Dedicated and experienced team with proven track record


25
Appendix
THE BANK


26
Timeline
Time Period
Agenda
January
File S-4 with SEC
Late February/Early March
SEC review completed, estimated 6-8 weeks after filing of S-4
Mid-March
Proxy mailed to shareholders
Second Quarter
Shareholder/regulatory approvals
July 1
st
Estimated Transaction close


27
Combined Balance Sheet
Source:   Publicly available financial statements
Note:  
1
Includes
discontinued
operation
in
“Other
Assets”
and
“Other
Liabilities”
2
Does not include purchase accounting adjustments
As of September 30, 2006
(Dollars in billions)
The Bank
of New York¹
Mellon
Combined²
Cash and Investment Securities
$49.2
$27.2
$76.4
Loans
33.6
5.9
39.5
Goodwill and Intangibles
4.7
2.3
7.0
Other Assets
19.1
7.2
26.3
Total Assets
106.6
42.7
149.3
Deposits
55.0
29.0
83.9
Borrowings
10.6
6.3
16.9
Other Liabilities
30.6
2.9
33.6
Total Liabilities
96.2
38.2
134.3
Total Equity
10.5
4.5
15.0
Total Liabilities and Equity
$106.6
$42.7
$149.3


28
Pro Forma Income Statement
Notes:   Operating net income represents net income before merger related expenses. Operating cash net income is equal to operating net income plus
after-tax impact of intangible amortization
1
Reflects pro forma earnings for six months of The Bank of New York Mellon, assuming transaction close on 7/1/07
2
Assumes 100% of cost savings phased-in
3
Includes restructuring charge funding, share repurchase funding and addback of Mellon’s existing identified intangible amortization
4
Excludes accounting impact of future merger related expenses realized through income statement
Year Ended,
Illustrative
(Dollars in millions)
2007
1
2008
2009
2009
2
The Bank of New York
Stand Alone Net Income
$912
$2,020
$2,237
$2,237
Mellon
Stand Alone Net Income
507
1,122
1,243
1,243
Pro Forma
Net Income—Before Adjustments
1,418
3,142
3,480
3,480
After-tax Adjustments:
Cost Savings
67
230
403
474
Transaction Identified Intangible Amortization
(85)
(169)
(169)
(169)
Other
3
9
0
(47)
(47)
Total After-tax Adjustments
4
(9)
61
187
258
Pro Forma Operating
Net Income
$1,409
$3,203
$3,666
$3,738
Pro Forma Operating
Cash Net Income
$1,529
$3,443
$3,906
$3,978


29
Pro Forma Operating Metrics
Notes:  
1
Pro forma figures reflect purchase accounting adjustments. Adjustments to the income statement are detailed on page 28
2
Pro
forma
for
recent
The
Bank
of
New
York
acquisitions.
Adjusted
for
fully
phased-in
cost
savings
and
restructuring
charge
and
share
repurchase
funding
costs
3
Includes estimated share repurchases of approximately $1.0 billion in 2008
(%)
The Bank
of New York
Mellon
Pro Forma
Combined¹
2008 Estimated
Return on Common Equity
16.1
20.7
11.4
Cash Return on Tangible Common Equity
33.7
43.1
49.2
Last Twelve Months
2
Fee Income Ratio
76.9
90.5
83.0
Pre-tax Margin
36.2
25.3
36.8
Pro Forma Capital
TCE/TA at 9/30/07
nm
nm
4.20
TCE/TA
at 12/31/07
nm
nm
4.50
TCE/TA
at 12/31/08
nm
nm
5.00³


30
$1,290
$1,490
$1,680
$2,130
$560¹
$770¹
4.50%
5.65%
7.00%
0.00
1.00
2.00
3.00
4.00
5.00
6.00
7.00
8.00
12/31/07
12/31/08
12/31/09
0
500
1,000
1,500
2,000
2,500
3,000
3,500
4,000
4,500
5,000
Dividends²
Incremental Annual Retained Earnings³
TCE/TA
Pro Forma Capital Generation
Notes:  
1
For the six months ended 12/31/07
2
Assumes 40% dividend payout ratio
3
Assumes no share repurchases
4    TCE/TA ratios as of year-end
4


31
(Dollars in millions)
At Close
2007
2008
2009
2010
2011
Combined Value¹
(45,210)
Combined Cash Net Income
1,460
3,230
3,570
3,940
4,360
After-tax Cost Savings
67
230
403
488
503
After-tax Cash Restructuring Costs²
(382)
(211)
(92)
Capital Requirements, Net of Funding Costs³
(140)
(300)
(360)
(430)
(500)
Terminal Value (15.4x 1-year Forward GAAP)
4
76,270
Net Cash Flows
(45,210)
1,005
2,949
3,521
3,998
80,633
Internal Rate of Return
Materially exceeds cost of capital
19% Internal Rate of Return
Notes:  
1
Based on closing stock prices as of 12/1/06
2
Assumes 85% of merger related and restructuring costs are cash related
3
Assumes
5%
asset
growth
per
annum
and
target
TCE/TA
of
5.00%
net
of
funding
benefit/(cost)
from
restructuring
charge,
cost
savings
and
change
in
capital
assuming
5.25%
pre-tax rate
4
Based on blended GAAP P/E multiple using I/B/E/S median EPS estimates for 2007 applied to 2012 estimated GAAP net income adjusted for net funding costs


32
The bank