NEW YORK, July 20, 2017 /PRNewswire/ --

TOTAL REVENUE OF $3.96 BILLION, INCREASED 5% YEAR-OVER-YEAR


    --  Investment management and performance fees increased 6% on record assets
        under management
    --  Investment services fees increased 4% on record assets under custody
        and/or administration
    --  Net interest revenue increased 8%

CONTINUED FOCUS ON EXPENSE CONTROL


    --  Total noninterest expense up 1% year-over-year

EXECUTING ON CAPITAL PLAN AND RETURNING VALUE TO COMMON SHAREHOLDERS


    --  Returned over $700 million to shareholders through share repurchases and
        dividends
    --  Return on common equity of 10%;  Adjusted return on tangible common
        equity of 22% (a)
    --  SLR - transitional of 6.2%; SLR - fully phased-in of 6.0% (a)

BOARD APPROVED QUARTERLY COMMON STOCK DIVIDEND INCREASE OF 26% TO $0.24 PER SHARE AND THE REPURCHASE OF UP TO $3.1 BILLION OF COMMON STOCK

The Bank of New York Mellon Corporation ("BNY Mellon") (NYSE: BK) today reported second quarter net income applicable to common shareholders of $926 million, or $0.88 per diluted common share. Net income applicable to common shareholders was $825 million, or $0.75 per diluted common share, in the second quarter of 2016, and $880 million, or $0.83 per diluted common share, in the first quarter of 2017.

"During the second quarter, healthy revenue growth in both our investment management and investment services businesses and the more favorable rate environment helped us maintain double-digit earnings per share growth and drive substantial positive operating leverage on a year-over-year basis. We and our clients are just beginning to capitalize on the benefits of our strategy and investments in growth. We have distinctive capabilities in areas such as collateral management solutions, middle-office outsourcing and liability-driven investments, and made an early commitment to delivering an industry-leading digital investment platform. We believe we are well positioned to help our clients meet regulatory requirements and navigate today's financial marketplace while at the same time make it easier for them to access the insights and information they need," Gerald L. Hassell, chairman, said.

"The results of the 2017 annual stress tests proved the resilience of our capital position. Our business model has been consistently generating high levels of capital, enabling us to announce a capital plan that includes share repurchases of up to $3.1 billion and an approximately 26 percent increase in the quarterly dividend," Mr. Hassell concluded.

Charles W. Scharf, chief executive officer, added, "I am excited to join the company and I'm pleased to see Gerald and the team were able to deliver solid results in Gerald's last quarter as CEO. They have generated momentum, and we will work really hard to build on it by continuing to put our clients first and by maintaining our position as a strong, trusted and well-respected partner. We will not waver in our focus on continually becoming more efficient, improving our client experience, and growing our revenues by expanding our already great set of capabilities."

__________________________________________



    (a)                  These measures are considered to be
                         Non-GAAP.  See "Supplemental
                         information - Explanation of GAAP
                         and Non-GAAP financial measures"
                         beginning on page 22 for the
                         adjusted return on tangible common
                         equity reconciliation.  See
                         "Capital and Liquidity" beginning
                         on page 11 for the reconciliation
                         of the SLR.

SECOND QUARTER 2017 FINANCIAL HIGHLIGHTS (a)
(comparisons are 2Q17 vs. 2Q16, unless otherwise stated)

Earnings


    --  Total revenue of $4.0 billion, increased 5%.
        --  Investment services fees increased 4% reflecting growth in clearing
            services fees, net new business, including collateral management
            solutions, and higher equity market values, offset by the
            unfavorable impact of a stronger U.S. dollar.
        --  Investment management and performance fees increased 6% due to
            higher market values, money market fees and performance fees, offset
            by the unfavorable impact of a stronger U.S. dollar (principally
            versus the British pound).  On a constant currency basis, investment
            management and performance fees increased 9% (Non-GAAP) (a).
        --  Foreign exchange revenue decreased 9% reflecting lower volatility,
            offset by higher volumes.
        --  Investment and other income increased $48 million driven by
            lease-related gains.
        --  Net interest revenue increased 8% driven by interest rates and lower
            premium amortization, offset by lower interest-earning assets and
            higher average long-term debt.
    --  The provision for credit losses was a credit of $7 million.
    --  Noninterest expense of $2.7 billion, increased 1% reflecting higher
        professional, legal and other purchased services (related to regulatory
        and compliance costs, including the 2017 resolution plan), software and
        litigation expenses, offset by the favorable impact of a stronger U.S.
        dollar and lower net occupancy expense.
    --  Effective tax rate of 25.4% for 2Q17.
    --  Preferred stock dividends of $49 million in 2Q17.

Assets under custody and/or administration ("AUC/A") and Assets under management ("AUM")


    --  Record AUC/A of $31.1 trillion increased 5% reflecting higher market
        values.
        --  Estimated new AUC/A wins in Asset Servicing of $152 billion in 2Q17.
    --  Record AUM of $1.77 trillion increased 6% reflecting higher market
        values and net inflows, offset by the unfavorable impact of a stronger
        U.S. dollar (principally versus the British pound).
        --  Net long-term inflows of $3 billion in 2Q17 reflecting inflows of
            liability-driven and fixed income investments, partially offset by
            outflows of index investments.
        --  Net short-term inflows of $11 billion in 2Q17 were a result of
            increased distribution through our liquidity portals.

Capital and liquidity


    --  Repurchased 11 million common shares for $506 million and paid $199
        million in dividends to common shareholders.
    --  Return on common equity of 10%; Adjusted return on tangible common
        equity of 22% (a).
    --  SLR - transitional of 6.2%; SLR - fully phased-in of 6.0% (a).
    --  Average LCR of 116%.
    --  Board approved quarterly common stock dividend increase of 26% to $0.24
        per share and the repurchase of up to $3.1 billion of common stock,
        including the repurchase of $500 million of common stock contingent upon
        a preferred stock issuance, over the next four quarters.


    (a)                  See "Supplemental information -
                         Explanation of GAAP and Non-GAAP
                         financial measures" beginning on
                         page 22 for the reconciliation of
                         Non-GAAP measures.  In all
                         periods presented, Non-GAAP
                         information excludes the net
                         income attributable to
                         noncontrolling interests of
                         consolidated investment management
                         funds, amortization of intangible
                         assets and M&I, litigation and
                         restructuring charges.  See
                         "Capital and Liquidity" beginning
                         on page 11 for the reconciliation
                         of the SLR.

    Note:  Throughout this document, sequential growth
     rates are unannualized.

FINANCIAL SUMMARY



    (dollars in millions, except per share amounts; common shares in                                                               2Q17 vs.
    thousands)
    ---------

                                                                             2Q17  1Q17      4Q16    3Q16     2Q16  1Q17     2Q16
                                                                             ----  ----      ----    ----     ----  ----     ----

    Revenue:

    Fee and other revenue                                                                    $3,120                  $3,018                            $2,954                $3,150         $2,999 3% 4%

    Income from consolidated investment management funds                                 10                33              5                       17                    10

    Net interest revenue                                                                826               792            831                      774                   767         4    8
    --------------------                                                                ---               ---            ---                      ---                   ---       ---  ---

    Total revenue - GAAP                                                              3,956             3,843          3,790                    3,941                 3,776         3    5

    Less:  Net income attributable to noncontrolling interests related                    3                18              4                        9                     4
                to consolidated investment management funds
                -------------------------------------------

    Total revenue, as adjusted - Non-GAAP                                             3,953             3,825          3,786                    3,932                 3,772         3    5
    -------------------------------------                                             -----             -----          -----                    -----                 -----       ---  ---

    Provision for credit losses                                                         (7)              (5)             7                     (19)                  (9)

    Expense:

    Noninterest expense - GAAP                                                        2,655             2,642          2,631                    2,643                 2,620         -   1

    Less:  Amortization of intangible assets                                             53                52             60                       61                    59

    M&I, litigation and restructuring charges                                            12                 8              7                       18                     7

    Total noninterest expense, as adjusted - Non-GAAP                                 2,590             2,582          2,564                    2,564                 2,554         -   1
    -------------------------------------------------                                 -----             -----          -----                    -----                 -----       --- ---

    Income:

    Income before income taxes                                                        1,308             1,206          1,152                    1,317                 1,165        8% 12%

    Provision for income taxes                                                          332               269            280                      324                   290
    --------------------------                                                          ---               ---            ---                      ---                   ---

    Net income                                                                                 $976                    $937                              $872                  $993           $875

    Net (income) attributable to noncontrolling interests (a)                           (1)             (15)           (2)                     (6)                  (2)
    --------------------------------------------------------                            ---               ---            ---                      ---                   ---

    Net income applicable to shareholders of The Bank of New                            975               922            870                      987                   873
      York Mellon Corporation

    Preferred stock dividends                                                          (49)             (42)          (48)                    (13)                 (48)
    -------------------------                                                           ---               ---            ---                      ---                   ---

    Net income applicable to common shareholders of The Bank                                   $926                    $880                              $822                  $974           $825
      of New York Mellon Corporation
      ------------------------------


    Operating leverage (b)                                                                                                       245    bps              343  bps

    Adjusted operating leverage - Non-GAAP (b)(c)                                                                                304    bps              339  bps


    Key Metrics:
    ------------

    Pre-tax operating margin (c)                                                        33%              31%           30%                     33%                  31%

    Adjusted pre-tax operating margin - Non-GAAP (c)                                    35%              33%           32%                     35%                  33%


    Return on common equity (annualized) (c)                                          10.4%            10.2%          9.3%                   10.8%                 9.3%

    Adjusted return on common equity (annualized) - Non-GAAP (c)                      10.8%            10.7%          9.8%                   11.3%                 9.7%


    Return on tangible common equity (annualized) - Non-                              21.9%            22.2%         20.4%                   23.5%                20.4%

    GAAP (c)(d)

    Adjusted return on tangible common equity (annualized) - Non-GAAP (c)(d)          22.1%            22.4%         20.5%                   23.6%                20.5%


    Fee revenue as a percentage of total revenue                                        79%              78%           78%                     79%                  79%


    Percentage of non-U.S. total revenue                                                35%              34%           34%                     36%                  34%


    Average common shares and equivalents outstanding:

    Basic                                                                         1,035,829         1,041,158      1,050,888                1,062,248             1,072,583

    Diluted                                                                       1,041,879         1,047,746      1,056,818                1,067,682             1,078,271


    Period end:
    -----------

    Full-time employees                                                              52,800            52,600         52,000                   52,300                52,200

    Book value per common share - GAAP (d)                                                   $35.26                  $34.23                            $33.67                $34.19         $33.72

    Tangible book value per common share - Non-GAAP (d)                                      $17.53                  $16.65                            $16.19                $16.67         $16.25

    Cash dividends per common share                                                           $0.19                   $0.19                             $0.19                 $0.19          $0.17

    Common dividend payout ratio                                                        22%              23%           25%                     21%                  23%

    Closing stock price per common share                                                     $51.02                  $47.23                            $47.38                $39.88         $38.85

    Market capitalization                                                                   $52,712                 $49,113                           $49,630               $42,167        $41,479

    Common shares outstanding                                                     1,033,156         1,039,877      1,047,488                1,057,337             1,067,674
    -------------------------                                                     ---------         ---------      ---------                ---------             ---------


    (a)                 Primarily attributable to noncontrolling interests related to consolidated investment management funds.

    (b)                 Operating leverage is the rate of increase (decrease) in total revenue less the rate of increase (decrease) in total noninterest expense.  See "Supplemental information - Explanation of GAAP and Non-GAAP financial
                        measures" beginning on page 22 for the components of this measure.

    (c)                  Non-GAAP information for all periods presented excludes the net income attributable to noncontrolling interests related to consolidated investment management funds, amortization of intangible assets and M&I, litigation and restructuring charges.  Non-GAAP information for 3Q16 also excludes a recovery of the previously impaired loan to Sentinel Management Group, Inc. ("Sentinel"). See "Supplemental information - Explanation of GAAP
                         and Non-GAAP financial measures" beginning on page 22 for the reconciliation of Non-GAAP measures.

    (d)                 Tangible book value per common share - Non-GAAP and tangible common equity exclude goodwill and intangible assets, net of deferred tax liabilities.  See "Supplemental information - Explanation of GAAP and Non-GAAP financial measures" beginning on page 22 for the reconciliation of Non-GAAP measures.

    bps - basis points.

KEY MARKET METRICS

The following table presents key market metrics at period end and on an average basis.


    Key market metrics                                                                                       2Q17 vs.

                                                                    2Q17    1Q17  4Q16     3Q16 2Q16    1Q17         2Q16
                                                                    ----    ----  ----     ---- ----    ----         ----

    S&P 500 Index (a)                                                  2423           2363         2239                    2168            2099      3%      15%

    S&P 500 Index - daily average                                      2398           2326         2185                    2162            2075       3        16

    FTSE 100 Index (a)                                                 7313           7323         7143                    6899            6504       -       12

    FTSE 100 Index - daily average                                     7391           7274         6923                    6765            6204       2        19

    MSCI EAFE (a)                                                      1883           1793         1684                    1702            1608       5        17

    MSCI EAFE - daily average                                          1856           1749         1660                    1677            1648       6        13

    Barclays Capital Global Aggregate BondSM Index (a)(b)               471            459          451                     486             482       3       (2)

    NYSE and NASDAQ share volume (in billions)                          199            186          189                     186             203       7       (2)

    JPMorgan G7 Volatility Index - daily average (c)                   7.98          10.10        10.24                   10.19           11.12    (21)     (28)

    Average interest on excess reserves paid by the Federal Reserve   1.04%         0.79%       0.55%                  0.50%          0.50%     25    bps 54    bps

    Foreign exchange rates vs. U.S. dollar:

    British pound (a)                                                       $1.30                $1.25                          $1.23           $1.30              $1.34 4% (3)%

    British pound - average rate                                       1.28           1.24         1.24                    1.31            1.43       3      (10)

    Euro (a)                                                           1.14           1.07         1.05                    1.12            1.11       7         3

    Euro - average rate                                                1.10           1.07         1.08                    1.12            1.13       3       (3)
    -------------------                                                ----           ----         ----                    ----            ----     ---       ---


    (a)                Period end.

    (b)                 Unhedged in U.S. dollar
                        terms.

    (c)                 The JPMorgan G7 Volatility
                        Index is based on the
                        implied volatility in
                        3-month currency options.

    bps - basis points.

FEE AND OTHER REVENUE


    Fee and other revenue                                                          2Q17 vs.

    (dollars in millions)                      2Q17     1Q17  4Q16    3Q16 2Q16       1Q17  2Q16
    --------------------                       ----     ----  ----    ---- ----       ----  ----

    Investment services fees:

    Asset servicing (a)                                $1,085              $1,063                      $1,068       $1,067                 $1,069  2% 1%

    Clearing services                              394            376          355                 349          350        5            13

    Issuer services                                241            251          211                 337          234      (4)            3

    Treasury services                              140            139          140                 137          139        1             1
                                                   ---            ---          ---                 ---          ---      ---           ---

    Total investment services fees               1,860          1,829        1,774               1,890        1,792        2             4

    Investment management and performance fees     879            842          848                 860          830        4             6

    Foreign exchange and other trading revenue     165            164          161                 183          182        1           (9)

    Financing-related fees                          53             55           50                  58           57      (4)          (7)

    Distribution and servicing                      41             41           41                  43           43        -          (5)

    Investment and other income                    122             77           70                  92           74      N/M      N/M
    ---------------------------                                                                                     ---      ---

    Total fee revenue                            3,120          3,008        2,944               3,126        2,978        4             5

    Net securities gains                             -            10           10                  24           21      N/M      N/M
    --------------------                           ---           ---          ---                 ---          ---      ---      ---

    Total fee and other revenue                        $3,120              $3,018                      $2,954       $3,150                 $2,999  3% 4%
    ---------------------------                        ------              ------                      ------       ------                 ------ --- ---


    (a)                 Asset servicing fees include securities lending revenue of $48 million in 2Q17, $49 million in 1Q17, $54 million in 4Q16, $51 million in 3Q16 and $52 million in
                        2Q16.

    N/M - Not meaningful.

KEY POINTS


    --  Asset servicing fees increased 1% year-over-year and 2% sequentially,
        primarily reflecting net new business, including growth of collateral
        management solutions, and higher equity market values.  The
        year-over-year increase was partially offset by the unfavorable impact
        of a stronger U.S. dollar and the impact of downsizing the retail UK
        transfer agency business.
    --  Clearing services fees increased 13% year-over-year and 5% sequentially,
        primarily driven by higher money market fees and growth in long-term
        mutual fund assets.
    --  Issuer services fees increased 3% year-over-year and decreased 4%
        sequentially.  The year-over-year increase primarily reflects higher
        Depositary Receipts revenue.  The sequential decrease primarily reflects
        seasonality in Depositary Receipts revenue.
    --  Treasury services fees increased 1% both year-over-year and
        sequentially, primarily reflecting higher payment volumes, partially
        offset by higher compensating balance credits provided to clients, which
        reduces fee revenue and increases net interest revenue.
    --  Investment management and performance fees increased 6% year-over-year
        and 4% sequentially, primarily reflecting higher market values, money
        market fees and performance fees.  The year-over-year increase was
        partially offset by the unfavorable impact of a stronger U.S. dollar
        (principally versus the British pound).  On a constant currency basis,
        investment management and performance fees increased 9% (Non-GAAP)
        year-over-year.


    -- Foreign exchange and other trading revenue

      (in millions)                                    2Q17    1Q17  4Q16    3Q16 2Q16
      ------------                                     ----    ----  ----    ---- ----

      Foreign exchange                                          $151                $154      $175     $175 $166

      Other trading revenue (loss)                          14            10         (14)  8       16
      ---------------------------                          ---           ---          --- ---      ---

      Total foreign exchange and other trading revenue          $165                $164      $161     $183 $182
      ------------------------------------------------          ----                ----      ----     ---- ----

Foreign exchange revenue decreased 9% year-over-year and 2% sequentially, primarily reflecting lower volatility, partially offset by higher volumes.


    --  Financing-related fees decreased 7% year-over-year and 4% sequentially,
        primarily reflecting lower underwriting fees.


    -- Investment and other income

      (in millions)                             2Q17    1Q17  4Q16    3Q16 2Q16
      ------------                              ----    ----  ----    ---- ----

      Lease-related gains (losses)                        $51                  $1       $(6)       $  -  $ -

      Corporate/bank-owned life insurance            43            30           53   34         31

      Expense reimbursements from joint venture      17            14           15   18         17

      Seed capital gains (a)                         10             9            6   16         11

      Equity investment income (loss)                 7            26          (2) (1)       (4)

      Asset-related (losses) gains                  (5)            3            1    8          1

      Other (loss) income                           (1)          (6)           3   17         18
                                                    ---           ---          ---  ---        ---

      Total investment and other income                  $122                 $77        $70         $92   $74
      ---------------------------------                  ----                 ---        ---         ---   ---


    (a) Excludes the gain (loss) on seed capital investments in consolidated investment management funds which are reflected in
        operations of consolidated investment management funds, net of noncontrolling interests.  The gain on seed capital
        investments in consolidated investment management funds was $7 million in 2Q17, $15 million in 1Q17, $1 million in 4Q16,
                                                                                                                                 $8 million in 3Q16 and $6 million in 2Q16.

Both the year-over-year and sequential increases in investment and other income primarily reflect lease-related gains and higher income from corporate/bank-owned life insurance. The year-over-year increase was partially offset by the negative impact of foreign exchange translation and lower other income driven by our investments in renewable energy. The sequential increase was partially offset by a net gain related to an equity investment recorded in 1Q17.

NET INTEREST REVENUE


    Net interest revenue                                                                               2Q17 vs.

    (dollars in millions)                                2Q17      1Q17   4Q16     3Q16  2Q16     1Q17         2Q16
    --------------------                                 ----      ----   ----     ----  ----     ----         ----

    Net interest revenue - GAAP                                      $826                   $792                              $831               $774                      $767 4%    8%

    Tax equivalent adjustment                                 12                12             12                      12                 13        N/M   N/M
    -------------------------                                ---               ---            ---                     ---                ---        ---   ---

    Net interest revenue (FTE) - Non-GAAP (a)                        $838                   $804                              $843               $786                      $780 4%    7%


    Net interest margin - GAAP                             1.14%            1.13%         1.16%                  1.05%             0.97%         1    bps     17    bps

    Net interest margin (FTE) - Non-GAAP (a)               1.16%            1.14%         1.17%                  1.06%             0.98%         2    bps     18    bps


    Selected average balances:

    Cash/interbank investments                                   $111,021               $106,069                          $104,352           $114,544                  $137,995 5% (20)%

    Trading account securities                             2,455             2,254          2,288                   2,176              2,152          9            14

    Securities                                           117,227           114,786        117,660                 118,405            118,002          2           (1)

    Loans                                                 58,793            60,312         63,647                  61,578             60,284        (3)          (2)
    -----                                                 ------            ------         ------                  ------             ------        ---           ---

    Interest-earning assets                              289,496           283,421        287,947                 296,703            318,433          2           (9)

    Interest-bearing deposits                            142,336           139,820        145,681                 155,109            165,122          2          (14)

    Noninterest-bearing deposits                          73,886            73,555         82,267                  81,619             84,033          -         (12)

    Long-term debt                                        27,398            25,882         24,986                  23,930             22,838          6            20


    Selected average yields/rates: (b)

    Cash/interbank investments                             0.67%            0.56%         0.47%                  0.43%             0.44%

    Trading account securities                              2.85              3.12           3.17                    2.62               2.45

    Securities                                              1.72              1.71           1.67                    1.56               1.56

    Loans                                                   2.44              2.15           1.92                    1.84               1.85

    Interest-earning assets                                 1.47              1.38           1.30                    1.19               1.14

    Interest-bearing deposits                               0.09              0.03         (0.01)                 (0.02)              0.03

    Long-term debt                                          1.87              1.85           1.36                    1.54               1.54


    Average cash/interbank investments as a percentage       38%              37%           36%                    39%               43%
      of average interest-earning assets

    Average noninterest-bearing deposits as a percentage     26%              26%           29%                    28%               26%
      of average interest-earning assets
      ----------------------------------


    (a)                 Net interest revenue (FTE) - Non-GAAP and net interest margin (FTE) - Non-GAAP include the tax equivalent adjustments on tax-exempt income which allows for comparisons 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.

    (b)                 Yields/rates include the impact of interest rate hedging activities.

    FTE - fully taxable equivalent.

    N/M - Not meaningful.

    bps - basis points.

KEY POINTS


    --  Net interest revenue increased 8% year-over-year and 4% sequentially,
        primarily reflecting higher interest rates.  The year-over-year increase
        also reflects lower premium amortization, partially offset by lower
        interest-earning assets and higher average long-term debt.  The
        sequential increase also reflects an additional interest-earning day and
        higher interest-earning assets.

NONINTEREST EXPENSE


    Noninterest expense                                                                              2Q17 vs.

    (dollars in millions)                                     2Q17     1Q17   4Q16     3Q16 2Q16       1Q17   2Q16
    --------------------                                      ----     ----   ----     ---- ----       ----   ----

    Staff                                                              $1,417                $1,472                       $1,395         $1,467            $1,412 (4)%    - %

    Professional, legal and other purchased services               319             312           325                  292            290        2       10

    Software and equipment                                         232             223           237                  215            223        4        4

    Net occupancy                                                  139             136           153                  143            152        2      (9)

    Distribution and servicing                                     104             100            98                  105            102        4        2

    Sub-custodian                                                   65              64            57                   59             70        2      (7)

    Bank assessment charges                                         59              57            53                   61             52        4       13

    Business development                                            63              51            71                   52             65       24      (3)

    Other                                                          192             167           175                  170            188       15        2

    Amortization of intangible assets                               53              52            60                   61             59        2     (10)

    M&I, litigation and restructuring charges                       12               8             7                   18              7      N/M N/M
    -----------------------------------------                      ---             ---           ---                  ---            ---      --- ---

    Total noninterest expense - GAAP                                   $2,655                $2,642                       $2,631         $2,643            $2,620    - % 1%


    Staff expense as a percentage of total revenue                 36%            38%          37%                 37%           37%


    Memo:
    -----

    Total noninterest expense excluding amortization of                $2,590                $2,582                       $2,564         $2,564            $2,554    - % 1%
      intangible assets and M&I, litigation and restructuring
      charges - Non-GAAP
      ------------------


    N/M - Not meaningful.

KEY POINTS


    --  Total noninterest expense increased 1% year-over-year and less than 1%
        sequentially.  Total noninterest expense, excluding amortization of
        intangible assets and M&I, litigation and restructuring charges
        (Non-GAAP), increased 1% year-over-year and less than 1% sequentially.
    --  The year-over-year increase primarily reflects higher professional,
        legal and other purchased services, software and litigation expenses,
        partially offset by the favorable impact of a stronger U.S. dollar and
        lower net occupancy expense.  The increase in professional, legal and
        other purchased services primarily reflects expenses related to
        regulatory and compliance costs, including the 2017 resolution plan. 
        Net occupancy expense decreased as we continued to benefit from the
        savings generated by the business improvement process.
    --  Sequentially, lower staff expense was primarily offset by higher other,
        business development and software expenses.  The decrease in staff
        expense was primarily driven by the impact of vesting of long-term stock
        awards for retirement eligible employees recorded in 1Q17.

INVESTMENT SECURITIES PORTFOLIO

At June 30, 2017, the fair value of our investment securities portfolio totaled $118.9 billion. The net unrealized pre-tax gain on our total securities portfolio was $151 million at June 30, 2017 compared with a pre-tax loss of $23 million at March 31, 2017. The improvement in the net unrealized pre-tax gain was primarily driven by a decrease in market interest rates. At June 30, 2017, the fair value of the held-to-maturity securities totaled $40.9 billion and represented 34% of the fair value of the total investment securities portfolio.

The following table shows the distribution of our investment securities portfolio.



    Investment securities                     March 31, 2017                 2Q17          June 30, 2017              Fair value   Unrealized           Ratings (b)
     portfolio
                                                                        change in                                     as a % of    gain (loss)
                                                                                                                      amortized
                                                                       unrealized
                                                                                                                       cost (a)
                                                                      gain (loss)
    (dollars in millions)
    --------------------

                                                                          BB+

                                                                          and

                                                                         lower
                                                                         -----

                                         Fair   Amortized      Fair                          AAA/        A+/    BBB+/      Not

                                        value      cost       value                           AA-        A-      BBB-     rated
                                        -----      ----       -----                           ---        ---     ----     -----

    Agency RMBS                                               $47,680                                      $79                            $49,829       $49,544               99%      $(285)             100%   -   % -   % -   %  -  %

    U.S. Treasury                                     26,149                            47               25,417               25,325               100              (92)          100           -            -   -     -

    Sovereign debt/sovereign guaranteed               13,885                          (14)              13,880               14,025               101               145            74           6            19    1      -

    Non-agency RMBS (c)                                1,298                             9                  948                1,239                82               291             -          1             3   87      9

    Non-agency RMBS                                      670                             8                  597                  627                96                30             7           4            15   73      1

    European floating rate notes                         639                             3                  528                  523                98               (5)           70          30             -   -     -

    Commercial MBS                                     8,796                            20               10,597               10,574               100              (23)           99           1             -   -     -

    State and political subdivisions                   3,322                            21                3,268                3,299               101                31            81          16             -   -     3

    Foreign covered bonds                              2,144                           (4)               2,458                2,471               101                13           100           -            -   -     -

    Corporate bonds                                    1,366                             4                1,309                1,318               101                 9            17          70            13    -     -

    CLOs                                               2,569                           (1)               2,635                2,642               100                 7            99           -            -   -     1

    U.S. Government agencies                           1,985                             -               2,196                2,210               101                14           100           -            -   -     -

    Consumer ABS                                       1,456                             2                1,326                1,330               100                 4            90           4             4    2      -

    Other (d)                                          3,553                             -               3,746                3,758               100                12            79          19             -   -     2
                                                       -----                           ---

    Total investment securities                              $115,512             (e)                     $174                           $118,734      $118,885          (e) 100%        $151      (e)(f)   93%  3%    3%    1%      -  %
    ---------------------------                              --------             ---                     ----                           --------      --------          ---  ---         ----      -----    ---  ---    ---    ---    --- ---


    (a) Amortized cost before impairments.

    (b) Represents ratings by S&P, or the equivalent.

    (c) These RMBS were included in the former Grantor Trust and were marked-to-market in 2009.  We believe these RMBS would receive higher credit ratings if these ratings incorporated, as additional credit enhancements, the
        difference between the written-down amortized cost and the current face amount of each of these securities.

    (d) Includes commercial paper with a fair value of $701 million and $700 million and money market funds with a fair value of $853 million and $896 million at March 31, 2017 and June 30, 2017, respectively.

    (e) Includes net unrealized losses on derivatives hedging securities available-for-sale of $134 million at March 31, 2017 and $251 million at June 30, 2017.

    (f) Unrealized gains of $275 million at June 30, 2017 related to available-for-sale securities, net of hedges.

NONPERFORMING ASSETS


    Nonperforming assets                                  June 30,  March 31,  December 31,
                                                               2017       2017           2016
    (dollars in millions)
    --------------------

    Nonperforming loans:

    Other residential mortgages                                           $84                    $88   $91

    Wealth management loans and mortgages                        10                       10        8

    Financial institutions                                        2                        -       -

    Lease financing                                               -                       -       4

    Total nonperforming loans                                    96                       98      103

    Other assets owned                                            4                        9        4
                                                                                        ---      ---

    Total nonperforming assets                                           $100                   $107  $107
    --------------------------                                           ----                   ----  ----

    Nonperforming assets ratio                                0.16%                   0.18%   0.17%

    Allowance for loan losses/nonperforming loans             171.9                    167.3    164.1

    Total allowance for credit losses/nonperforming loans     281.3                    281.6    272.8
    -----------------------------------------------------     -----                    -----    -----

Nonperforming assets decreased $7 million compared with March 31, 2017 and Dec. 31, 2016. The decrease compared with March 31, 2017 primarily reflects lower other assets owned and other residential mortgages.

ALLOWANCE FOR CREDIT LOSSES, PROVISION AND NET CHARGE-OFFS


    Allowance for credit losses, provision and net charge-offs June 30,  March 31,  June 30,
                                                                    2017       2017        2016
    (in millions)
    ------------

    Allowance for credit losses - beginning of period                         $276              $281  $287

    Provision for credit losses                                      (7)                  (5)   (9)

    Net recoveries (charge-offs):

    Other residential mortgages                                        1                     -     1

    Foreign                                                            -                    -     1
    -------                                                          ---                  ---   ---

    Net recoveries (charge-offs)                                       1                     -     2
    ---------------------------                                      ---                   ---   ---

    Allowance for credit losses - end of period                               $270              $276  $280
    -------------------------------------------                               ----              ----  ----

    Allowance for loan losses                                                 $165              $164  $158

    Allowance for lending-related commitments                        105                   112    122
    -----------------------------------------                        ---                   ---    ---

CAPITAL AND LIQUIDITY

Our consolidated capital ratios are shown in the following table. The common equity Tier 1 ("CET1"), Tier 1 and Total risk-based regulatory capital ratios in the first section of the table below are based on Basel III components of capital, as phased-in (referred to as "Transitional ratios").


    Capital ratios                                                          June 30, March 31,      December 31,
                                                                                2017           2017           2016
    ---                                                                         ----           ----           ----

    Consolidated regulatory capital ratios: (a)

    Standardized Approach:

    CET1 ratio                                                                 11.8%                       12.0%   12.3%

    Tier 1 capital ratio                                                        14.1                         14.4     14.5

    Total (Tier 1 plus Tier 2) capital ratio                                    14.6                         14.9     15.2

    Advanced Approach:

    CET1 ratio                                                                  10.8                         10.4     10.6

    Tier 1 capital ratio                                                        12.8                         12.5     12.6

    Total (Tier 1 plus Tier 2) capital ratio                                    13.2                         12.8     13.0

    Leverage capital ratio (b)                                                   6.7                          6.6      6.6

    Supplementary leverage ratio ("SLR")                                         6.2                          6.1      6.0
    -----------------------------------                                          ---                          ---      ---

    BNY Mellon shareholders' equity to total assets ratio                       11.3                         11.6     11.6

    BNY Mellon common shareholders' equity to total assets ratio                10.3                         10.5     10.6


    Selected regulatory capital ratios - fully phased-in - Non-GAAP: (a)(c)

    CET1 ratio:

    Standardized Approach                                                      11.4%                       11.5%   11.3%

    Advanced Approach                                                           10.4                         10.0      9.7

    SLR                                                                          6.0                          5.9      5.6
    ---                                                                          ---                          ---      ---


    (a)                   Regulatory capital ratios for
                          June 30, 2017 are preliminary.
                          For our CET1, Tier 1 capital and
                          Total capital ratios, our
                          effective capital ratios under
                          the U.S. capital rules are the
                          lower of the ratios as
                          calculated under the
                          Standardized and Advanced
                          Approaches.

    (b)                   The leverage capital ratio is
                          based on Tier 1 capital, as
                          phased-in and quarterly average
                          total assets.

    (c)                  Estimated.


    CET1 generation in 2Q17 - preliminary                                                          Transitional     Fully

                                                                                                    basis (b)   phased-in -

                                                                                                                Non-GAAP (c)
                                                                                                                -----------


    (in millions)

    CET1 - Beginning of period                                                                                       $17,606        $16,835

    Net income applicable to common shareholders of The Bank of New York Mellon Corporation - GAAP          926                 926

    Goodwill and intangible assets, net of related deferred tax liabilities                                (47)               (40)
    -----------------------------------------------------------------------                                 ---                 ---

    Gross CET1 generated                                                                                    879                 886

    Capital deployed:

    Dividends                                                                                             (199)              (199)

    Common stock repurchased                                                                              (506)              (506)
    ------------------------                                                                               ----                ----

    Total capital deployed                                                                                (705)              (705)

    Other comprehensive income                                                                              410                 431

    Additional paid-in capital (a)                                                                          184                 184

    Other                                                                                                   (3)                (2)

    Total other additions                                                                                   591                 613
    ---------------------                                                                                   ---                 ---

    Net CET1 generated                                                                                      765                 794
                                                                                                            ---                 ---

    CET1 - End of period                                                                                             $18,371        $17,629
    --------------------                                                                                             -------        -------


    (a)                   Primarily related to stock
                          awards, the exercise of stock
                          options and stock issued for
                          employee benefit plans.

    (b)                   Reflects transitional
                          adjustments to CET1 required
                          under the U.S. capital rules.

    (c)                  Estimated.

The table presented below compares the fully phased-in Basel III capital components and risk-based ratios to those capital components and ratios determined on a transitional basis.


    Basel III capital components and ratios               June 30, 2017 (a)                                March 31, 2017                                    December 31, 2016
                                                                                                           --------------                                    -----------------

    (dollars in millions)                        Transitional       Fully              Transitional     Fully                   Transitional     Fully
                                                  basis (b)     phased-in -
                                                                Non-GAAP (c)            basis (b)   phased-in -                   basis (b)  phased-in -

                                                                                                    Non-GAAP (c)                             Non-GAAP (c)
    ---                                                                                             -----------                              -----------

    CET1:

    Common shareholders' equity                                      $36,652                              $36,432                                               $35,837                      $35,596               35,794          35,269

    Goodwill and intangible assets                   (17,843)                (18,326)                                (17,796)                    (18,286)                      (17,314)              (18,312)

    Net pension fund assets                              (72)                    (90)                                    (72)                        (90)                          (55)                  (90)

    Equity method investments                           (325)                   (339)                                   (326)                       (341)                         (313)                 (344)

    Deferred tax assets                                  (29)                    (37)                                    (27)                        (34)                          (19)                  (32)

    Other                                                (12)                    (11)                                    (10)                        (10)                             -                   (1)
    -----                                                 ---                      ---                                      ---                          ---                            ---                   ---

    Total CET1                                         18,371                   17,629                                   17,606                       16,835                         18,093                 16,490

    Other Tier 1 capital:

    Preferred stock                                     3,542                    3,542                                    3,542                        3,542                          3,542                  3,542

    Deferred tax assets                                   (8)                       -                                     (7)                           -                          (13)                     -

    Net pension fund assets                              (18)                       -                                    (18)                           -                          (36)                     -

    Other                                                (18)                    (19)                                    (14)                        (14)                         (121)                 (121)
    -----                                                 ---                      ---                                      ---                          ---                           ----                   ----

    Total Tier 1 capital                               21,869                   21,152                                   21,109                       20,363                         21,465                 19,911


    Tier 2 capital:

    Trust preferred securities                              -                       -                                       -                           -                           148                      -

    Subordinated debt                                     550                      550                                      550                          550                            550                    550

    Allowance for credit losses                           270                      270                                      276                          276                            281                    281

    Other                                                 (2)                     (2)                                     (2)                         (2)                          (12)                  (11)
    -----                                                 ---                      ---                                      ---                          ---                            ---                    ---

    Total Tier 2 capital - Standardized Approach          818                      818                                      824                          824                            967                    820

    Excess of expected credit losses                       55                       55                                       51                           51                             50                     50

    Less: Allowance for credit losses                     270                      270                                      276                          276                            281                    281
    ---------------------------------                     ---                      ---                                      ---                          ---                            ---                    ---

    Total Tier 2 capital - Advanced Approach                            $603                                 $603                                                  $599                         $599                          $736            $589
    ----------------------------------------                            ----                                 ----                                                  ----                         ----                          ----            ----


    Total capital:

    Standardized Approach                                            $22,687                              $21,970                                               $21,933                      $21,187                       $22,432         $20,731

    Advanced Approach                                                $22,472                              $21,755                                               $21,708                      $20,962                       $22,201         $20,500


    Risk-weighted assets:

    Standardized Approach                                           $155,313                             $154,779                                              $146,747                     $146,122                      $147,671        $146,475

    Advanced Approach                                               $170,445                             $169,879                                              $169,195                     $168,534                      $170,495        $169,227


    Standardized Approach:

    CET1 ratio                                          11.8%                   11.4%                                   12.0%                       11.5%                         12.3%                 11.3%

    Tier 1 capital ratio                                 14.1                     13.7                                     14.4                         13.9                           14.5                   13.6

    Total (Tier 1 plus Tier 2) capital ratio             14.6                     14.2                                     14.9                         14.5                           15.2                   14.2

    Advanced Approach:

    CET1 ratio                                          10.8%                   10.4%                                   10.4%                       10.0%                         10.6%                  9.7%

    Tier 1 capital ratio                                 12.8                     12.5                                     12.5                         12.1                           12.6                   11.8

    Total (Tier 1 plus Tier 2) capital ratio             13.2                     12.8                                     12.8                         12.4                           13.0                   12.1
    ----------------------------------------             ----                     ----                                     ----                         ----                           ----                   ----


    (a)                  Preliminary.

    (b)                   Reflects transitional
                          adjustments to CET1, Tier 1
                          capital and Tier 2 capital
                          required under the U.S.
                          capital rules.

    (c)                  Estimated.

BNY Mellon has presented its estimated fully phased-in CET1 and other risk-based capital ratios and the fully phased-in SLR based on its interpretation of the U.S. capital rules, which are being gradually phased-in over a multi-year period, and on the application of such rules to BNY Mellon's businesses as currently conducted. Management views the estimated fully phased-in CET1 and other risk-based capital ratios and fully phased-in SLR as key measures in monitoring BNY Mellon's capital position and progress against future regulatory capital standards. Additionally, the presentation of the estimated fully phased-in CET1 and other risk-based capital ratios and fully phased-in SLR are intended to allow investors to compare these ratios with estimates presented by other companies.

Our capital and liquidity ratios are necessarily subject to, among other things, BNY Mellon's further review of applicable rules, anticipated compliance with all necessary enhancements to model calibration, approval by regulators of certain models used as part of RWA calculations, other refinements, further implementation guidance from regulators, market practices and standards and any changes BNY Mellon may make to its businesses. Consequently, our capital and liquidity ratios remain subject to ongoing review and revision and may change based on these factors.

Supplementary Leverage Ratio

The following table presents the SLR on both the transitional and fully phased-in Basel III basis for BNY Mellon and our largest bank subsidiary, The Bank of New York Mellon.


    SLR                                                     June 30, 2017 (a)                           March 31, 2017                             December 31, 2016

    (dollars in millions)                         Transitional       Fully            Transitional     Fully                   Transitional           Fully
                                                      basis      phased-in -              basis    phased-in -                     basis
                                                                 Non-GAAP (b)                      Non-GAAP (b)                                   phased-in -

                                                                                                                                                  Non-GAAP (b)
    ---                                                                                                                                           -----------

    Consolidated:

    Tier 1 capital                                                    $21,869                            $21,152                                        $21,109                  $20,363             $21,465  $19,911


    Total leverage exposure:

    Quarterly average total assets                                   $342,515                           $342,515                                       $336,200                 $336,200            $344,142 $344,142

    Less: Amounts deducted from Tier 1 capital          18,070                 18,809                                   18,016             18,763                        17,333              18,887
    ------------------------------------------          ------                 ------                                   ------             ------                        ------              ------

    Total on-balance sheet assets                      324,445                323,706                                  318,184            317,437                       326,809             325,255

    Off-balance sheet exposures:

    Potential future exposure for derivative             6,013                  6,013                                    5,898              5,898                         6,021               6,021
      contracts (plus certain other items)

    Repo-style transaction exposures                       598                    598                                      536                536                           533                 533

    Credit-equivalent amount of other off-balance       22,092                 22,092                                   22,901             22,901                        23,274              23,274
      sheet exposures (less SLR exclusions)


    Total off-balance sheet exposures                   28,703                 28,703                                   29,335             29,335                        29,828              29,828
                                                                                                                                                                     ------              ------

    Total leverage exposure                                          $353,148                           $352,409                                       $347,519                 $346,772            $356,637 $355,083


    SLR - Consolidated (c)                                6.2%                  6.0%                                    6.1%              5.9%                         6.0%               5.6%


    The Bank of New York Mellon, our largest
      bank subsidiary:

    Tier 1 capital                                                    $19,897                            $19,125                                        $19,320                  $18,523             $19,011  $17,708

    Total leverage exposure                                          $286,972                           $286,604                                       $281,114                 $280,741            $291,022 $290,230


    SLR - The Bank of New York Mellon (c)                 6.9%                  6.7%                                    6.9%              6.6%                         6.5%               6.1%
    ------------------------------------                   ---                    ---                                      ---                ---                           ---                 ---


    (a)                  Preliminary.

    (b)                  Estimated.

    (c)                   The estimated fully phased-in
                          SLR (Non-GAAP) is based on our
                          interpretation of the U.S.
                          capital rules.  When the SLR is
                          fully phased-in in 2018 as a
                          required minimum ratio, we
                          expect to maintain an SLR of
                          over 5%.  The minimum required
                          SLR is 3% and there is a 2%
                          buffer, in addition to the
                          minimum, that is applicable to
                          U.S. G-SIBs.  The insured
                          depository institution
                          subsidiaries of the U.S. G-
                          SIBs, including those of BNY
                          Mellon, must maintain a 6% SLR
                          to be considered "well
                          capitalized."

Liquidity Coverage Ratio ("LCR")

The U.S. LCR rules became fully phased-in on Jan. 1, 2017 and require BNY Mellon to meet an LCR of 100%. On a consolidated basis, our average LCR was 116% for 2Q17. High-quality liquid assets ("HQLA"), before haircuts and trapped liquidity, totaled $174 billion at June 30, 2017 and averaged $166 billion for 2Q17.

INVESTMENT MANAGEMENT provides investment management services to institutional and retail investors, as well as investment management, wealth and estate planning and private banking solutions to high net worth individuals and families, and foundations and endowments.


    (dollars in millions, unless otherwise noted)                                                                          2Q17 vs.
    --------------------------------------------

                                                                2Q17 1Q17      4Q16       3Q16     2Q16      1Q17 2Q16
                                                                ---- ----      ----       ----     ----      ---- ----

    Revenue:

    Investment management fees:

    Mutual funds                                                                 $314                                $299                      $297             $309                     $304   5%   3%

    Institutional clients                                                 362                            348           340              362              344         4              5

    Wealth management                                                     169                            167           164              166              160         1              6
    -----------------                                                     ---                            ---           ---              ---              ---       ---            ---

    Investment management fees (a)                                        845                            814           801              837              808         4              5

    Performance fees                                                       17                             12            32                8                9       N/M      N/M
                                                                                                        ---           ---              ---                                ---

    Investment management and performance fees                            862                            826           833              845              817         4              6

    Distribution and servicing                                             53                             52            48               49               49         2              8

    Other (a)                                                            (16)                           (1)          (1)            (18)            (10)      N/M      N/M
    --------                                                              ---                            ---           ---              ---              ---

    Total fee and other revenue (a)                                       899                            877           880              876              856         3              5

    Net interest revenue                                                   87                             86            80               82               82         1              6
    --------------------                                                  ---                            ---           ---              ---              ---       ---            ---

    Total revenue                                                         986                            963           960              958              938         2              5

    Provision for credit losses                                             -                             3             6                -               1       N/M      N/M

    Noninterest expense (ex. amortization of intangible assets)           683                            668           672              680              684         2              -

    Amortization of intangible assets                                      15                             15            22               22               19         -          (21)
    ---------------------------------                                     ---                            ---           ---              ---              ---       ---           ---

    Total noninterest expense                                             698                            683           694              702              703         2            (1)
    -------------------------                                             ---                            ---           ---              ---              ---       ---            ---

    Income before taxes                                                          $288                                $277                      $260             $256                     $234   4%  23%
    -------------------                                                          ----                                ----                      ----             ----                     ----  ---   ---

    Income before taxes (ex. amortization of intangible                          $303                                $292                      $282             $278                     $253   4%  20%
      assets) - Non-GAAP
      ------------------

    Pre-tax operating margin                                              29%                           29%          27%             27%             25%

    Adjusted pre-tax operating margin - Non-GAAP (b)                      34%                           34%          33%             33%             30%


    Changes in AUM (in billions): (c)

    Beginning balance of AUM                                                   $1,727                              $1,648                    $1,715           $1,664                   $1,639

    Net inflows (outflows):

    Long-term strategies:

    Equity                                                                (2)                           (4)          (5)             (6)             (2)

    Fixed income                                                            2                              2           (1)             (1)             (3)

    Liability-driven investments (d)                                       15                             14           (7)               4               15

    Multi-asset and alternative investments                                 1                              2             3                7                2
    ---------------------------------------                               ---                            ---           ---              ---              ---

    Total long-term active strategies inflows (outflows)                   16                             14          (10)               4               12

    Index                                                                (13)                             -          (1)             (3)            (17)

    Total long-term strategies inflows (outflows)                           3                             14          (11)               1              (5)

    Short term strategies:

    Cash                                                                   11                             13           (3)             (1)               4
    ----                                                                  ---                            ---           ---              ---              ---

    Total net inflows (outflows)                                           14                             27          (14)               -             (1)

    Net market impact/other                                                 1                             41          (11)              80               71

    Net currency impact                                                    29                             11          (42)            (29)            (47)

    Acquisition                                                             -                             -            -               -               2
                                                                          ---                           ---          ---             ---             ---

    Ending balance of AUM                                                      $1,771          (e)                 $1,727                    $1,648           $1,715                   $1,664   3%   6%


    AUM at period end, by product type: (c)

    Equity                                                                 9%                            9%           9%              9%              9%

    Fixed income                                                           11                             11            11               11               12

    Index                                                                  18                             19            19               18               18

    Liability-driven investments (d)                                       35                             34            34               35               34

    Multi-asset and alternative investments                                11                             11            11               11               11

    Cash                                                                   16                             16            16               16               16
                                                                          ---                            ---           ---              ---              ---

    Total AUM                                                            100%         (e)              100%         100%            100%            100%


    Average balances:

    Average loans                                                             $16,560                             $16,153                   $15,673          $15,308                  $14,795   3%  12%

    Average deposits                                                          $14,866                             $15,781                   $15,511          $15,600                  $15,518 (6)% (4)%
    ----------------                                                          -------                             -------                   -------          -------                  -------  ---   ---


    (a)                  Total fee and other revenue includes the impact of the consolidated investment management funds, net of noncontrolling interests.  See page 25 for a breakdown of the revenue line items in the
                         Investment Management business impacted by the consolidated investment management funds.  Additionally, other revenue includes asset servicing, treasury services, foreign exchange and other
                         trading revenue and investment and other income.

    (b)                  Excludes amortization of intangible assets, provision for credit losses and distribution and servicing expense.  See "Supplemental information - Explanation of GAAP and Non-GAAP financial measures" beginning on page 22 for the reconciliation of this Non-GAAP measure.

    (c)                  Excludes securities lending cash management assets and assets managed in the Investment Services business.

    (d)                  Includes currency overlay assets under management.

    (e)                  Preliminary.

    N/M - Not meaningful.

INVESTMENT MANAGEMENT KEY POINTS


    --  Income before taxes totaled $288 million in 2Q17, an increase of 23%
        year-over-year and 4% sequentially.  Income before taxes, excluding
        amortization of intangible assets (Non-GAAP), totaled $303 million in
        2Q17, an increase of 20% year-over-year and 4% sequentially.
        --  Pre-tax operating margin of 29% in 2Q17 increased 438 bps
            year-over-year and 48 bps sequentially.
        --  Adjusted pre-tax operating margin (Non-GAAP) of 34% in 2Q17
            increased 397 bps year-over-year and 11 bps sequentially.
    --  Total revenue was $986 million, an increase of 5% year-over-year
        primarily reflecting higher market values, performance fees and net
        interest revenue.  The sequential increase of 2% primarily reflects
        higher market values and performance fees, partially offset by lower
        seed capital gains.
        --  40% non-U.S. revenue in 2Q17 and 2Q16.
    --  Investment management fees increased 5% year-over-year and 4%
        sequentially, primarily reflecting higher market values and money market
        fees.  The year-over-year increase was partially offset by the
        unfavorable impact of a stronger U.S. dollar (principally versus the
        British pound).  On a constant currency basis, investment management
        fees increased 8% (Non-GAAP) year-over-year.
        --  Net long-term inflows of $3 billion in 2Q17 reflect inflows of
            liability-driven and fixed income investments, partially offset by
            outflows of index investments.
        --  Net short-term inflows of $11 billion in 2Q17 were a result of
            increased distribution through our liquidity portals.
    --  Performance fees increased year-over-year primarily reflecting
        liability-driven investment strategies.
    --  Other revenue declined year-over-year primarily reflecting higher
        payments to Investment Services related to higher money market fees. 
        The sequential decline in other revenue was driven by lower seed capital
        gains.
    --  Net interest revenue increased 6% year-over-year and 1% sequentially,
        primarily reflecting higher interest rates on lower average deposit
        levels.
        --  Average loans increased 12% year-over-year and 3% sequentially. 
            Record average loans were driven by extending banking solutions to
            high net worth clients.
        --  Average deposits decreased 4% year-over-year and 6% sequentially.
    --  Total noninterest expense (excluding amortization of intangible assets)
        decreased slightly year-over-year, primarily reflecting the favorable
        impact of a stronger U.S. dollar (principally versus the British pound)
        and lower professional, legal and other purchased services, partially
        offset by higher incentive expense.  The 2% sequential increase
        primarily reflects higher business development and distribution and
        servicing expenses.

INVESTMENT SERVICES provides business and technology solutions to financial institutions, corporations, public funds and government agencies, including: asset servicing (custody, foreign exchange, fund services, broker-dealer services, securities finance, collateral and liquidity services), clearing services, issuer services (depositary receipts and corporate trust) and treasury services (global payments, trade finance and cash management).


    (dollars in millions, unless otherwise noted)                                                                        2Q17 vs.
    --------------------------------------------

                                                                2Q17 1Q17      4Q16    3Q16     2Q16      1Q17 2Q16
                                                                ---- ----      ----    ----     ----      ---- ----

    Revenue:

    Investment services fees:

    Asset servicing                                                             $1,061                           $1,038                     $1,043           $1,039               $1,043   2%    2%

    Clearing services                                                     393                         375            354              347              350          5        12

    Issuer services                                                       241                         250            211              336              233        (4)        3

    Treasury services                                                     139                         139            139              136              137          -        1
                                                                          ---                         ---            ---              ---              ---        ---      ---

    Total investment services fees                                      1,834                       1,802          1,747            1,858            1,763          2         4

    Foreign exchange and other trading revenue                            145                         153            157              177              161        (5)     (10)

    Other (a)                                                             136                         129            128              148              130          5         5
                                                                          ---                         ---            ---              ---              ---        ---       ---

    Total fee and other revenue                                         2,115                       2,084          2,032            2,183            2,054          1         3

    Net interest revenue                                                  761                         707            713              715              690          8        10
                                                                          ---                         ---            ---              ---              ---        ---       ---

    Total revenue                                                       2,876                       2,791          2,745            2,898            2,744          3         5

    Provision for credit losses                                           (3)                          -             -               1              (7)       N/M     N/M

    Noninterest expense (ex. amortization of intangible assets)         1,889                       1,812          1,786            1,812            1,819          4         4

    Amortization of intangible assets                                      38                          37             38               39               40          3       (5)
    ---------------------------------                                     ---                         ---            ---              ---              ---        ---       ---

    Total noninterest expense                                           1,927                       1,849          1,824            1,851            1,859          4         4
    -------------------------                                           -----                       -----          -----            -----            -----        ---       ---

    Income before taxes                                                           $952                             $942                       $921           $1,046                 $892   1%    7%
                                                                                  ----                             ----                       ----           ------                 ----  ---    ---

    Income before taxes (ex. amortization of intangible                           $990                             $979                       $959           $1,085                 $932   1%    6%
      assets) - Non-GAAP
      ------------------


    Pre-tax operating margin                                              33%                        34%           34%             36%             33%

    Adjusted pre-tax operating margin (ex. provision for credit           34%                        35%           35%             37%             34%
      losses and amortization of intangible assets) - Non-GAAP


    Investment services fees as a percentage of noninterest               97%                        99%           98%            103%             97%
      expense (ex. amortization of intangible assets)


    Securities lending revenue                                                     $42                              $40                        $44              $42                  $42   5%     -  %


    Metrics:
    --------

    Average loans                                                              $40,931                          $42,818                    $45,832          $44,329              $43,786 (4)%  (7)%

    Average deposits                                                          $200,417                         $197,690                   $213,531         $220,316             $221,998   1% (10)%


    AUC/A at period end (in trillions) (b)                                       $31.1      (c)                   $30.6                      $29.9            $30.5                $29.5   2%    5%

    Market value of securities on loan at period end                              $336                             $314                       $296             $288                 $278   7%   21%

    (in billions) (d)


    Asset servicing:
    ----------------

    Estimated new business wins (AUC/A) (in billions)                             $152      (c)                    $109                       $141             $150                 $167


    Depositary Receipts:
    --------------------

    Number of sponsored programs                                        1,025                       1,050          1,062            1,094            1,112       (2)%     (8)%


    Clearing services:
    ------------------

    Average active clearing accounts (U.S. platform)                    6,159                       6,058          5,960            5,942            5,946         2%       4%

    (in thousands)

    Average long-term mutual fund assets (U.S. platform)                      $480,532                         $460,977                   $438,460         $443,112             $431,150   4%   11%

    Average investor margin loans (U.S. platform)                               $9,812                          $10,740                    $10,562          $10,834              $10,633 (9)%  (8)%


    Broker-Dealer:
    --------------

    Average tri-party repo balances (in billions)                               $2,498                           $2,373                     $2,307           $2,212               $2,108   5%   19%
    --------------------------------------------                                ------                           ------                     ------           ------               ------  ---    ---


    (a)                  Other revenue includes investment management fees, financing-related fees, distribution and servicing revenue and investment and other income.

    (b)                  Includes the AUC/A of CIBC Mellon Global Securities Services Company ("CIBC Mellon"), a joint venture with the Canadian Imperial Bank of Commerce, of $1.2 trillion at June 30, 2017, March 31, 2017,
                         Dec. 31, 2016 and Sept. 30, 2016 and $1.1 trillion at June 30, 2016.

    (c)                  Preliminary.

    (d)                  Represents the total amount of securities on loan in our agency securities lending program managed by the Investment Services business.  Excludes securities for which BNY Mellon acts as agent on behalf of CIBC Mellon clients, which totaled $66 billion at June 30, 2017, $65 billion at March 31, 2017, $63 billion at Dec. 31, 2016, $64 billion at Sept. 30, 2016 and $56 billion at June 30, 2016.

    N/M - Not meaningful.

INVESTMENT SERVICES KEY POINTS


    --  Income before taxes totaled $952 million in 2Q17.  Income before taxes,
        excluding amortization of intangible assets (Non-GAAP), totaled $990
        million in 2Q17.
        --  The pre-tax operating margin was 33% in 2Q17.  The pre-tax operating
            margin, excluding the provision for credit losses and amortization
            of intangible assets (Non-GAAP), was 34% in 2Q17.
        --  Investment services fees as a percentage of noninterest expense
            (excluding amortization of intangible assets) was 97% in 2Q17.
    --  Investment services fees increased 4% year-over-year and 2%
        sequentially.
        --  Asset servicing fees increased 2% year-over-year and sequentially,
            primarily reflecting net new business, including growth of
            collateral management solutions, and higher equity market values. 
            The year-over-year increase was partially offset by the unfavorable
            impact of a stronger U.S. dollar and the impact of downsizing the
            retail UK transfer agency business.
        --  Clearing services fees increased 12% year-over-year and 5%
            sequentially, primarily driven by higher money market fees and
            growth in long-term mutual fund assets.
        --  Issuer services fees increased 3% year-over-year, primarily
            reflecting higher Depositary Receipts revenue.  The 4% sequential
            decrease primarily reflects seasonality in Depositary Receipts
            revenue.
        --  Treasury services fees increased 1% year-over-year, primarily
            reflecting higher payment volumes, partially offset by higher
            compensating balance credits provided to clients, which reduces fee
            revenue and increases net interest revenue.
    --  Foreign exchange and other trading revenue decreased 10% year-over-year
        and 5% sequentially, primarily reflecting lower volatility, partially
        offset by higher volumes.
    --  Other revenue increased 5% both year-over-year and sequentially,
        primarily reflecting higher payments from Investment Management related
        to higher money market fees, partially offset by certain fees paid to
        introducing brokers.
    --  Net interest revenue increased 10% year-over-year primarily reflecting
        the impact of the higher interest rates, partially offset by lower
        deposits.  The 8% sequential increase primarily reflects higher rates.
    --  Noninterest expense (excluding amortization of intangible assets)
        increased 4% year-over-year, primarily reflecting higher expenses from
        regulatory and compliance costs and additional technology investments,
        partially offset by the favorable impact of a stronger U.S. dollar.  The
        4% sequential increase primarily reflects additional technology
        investments, the unfavorable impact of a weaker U.S. dollar, higher
        business development expense and increased volume-related clearing and
        sub-custodian expenses.

OTHER SEGMENT primarily includes leasing operations, certain corporate treasury activities, derivatives, global markets, business exits and other corporate revenue and expense items.



    (in millions)                                                             2Q17     1Q17  4Q16    3Q16 2Q16
    ------------                                                              ----     ----  ----    ---- ----

    Revenue:

    Fee and other revenue                                                               $113                 $72            $42          $100    $95

    Net interest (expense) revenue                                               (22)           (1)          38   (23)          (5)
    ------------------------------                                                ---            ---          ---    ---           ---

    Total revenue                                                                  91             71           80     77            90

    Provision for credit losses                                                   (4)           (8)           1   (20)          (3)

    Noninterest expense (ex. M&I and restructuring charges)                        28            106          108     88            53

    M&I and restructuring charges                                                   -             1            2      -            3
    -----------------------------                                                 ---           ---          ---    ---          ---

    Total noninterest expense                                                      28            107          110     88            56
    -------------------------                                                     ---            ---          ---    ---           ---

    Income (loss) before taxes                                                           $67               $(28)         $(31)           $9    $37
                                                                                         ---                ----           ----           ---    ---

    Income (loss) before taxes (ex. M&I and restructuring charges) - Non-GAAP            $67               $(27)         $(29)           $9    $40
    -------------------------------------------------------------------------            ---                ----           ----           ---    ---


    Average loans and leases                                                          $1,302              $1,341         $2,142        $1,941 $1,703
    ------------------------                                                          ------              ------         ------        ------ ------

KEY POINTS


    --  Total fee and other revenue increased $18 million compared with 2Q16 and
        $41 million compared with 1Q17.  Both increases primarily reflect
        lease-related gains and higher income from corporate/bank-owned life
        insurance.  The year-over-year increase was partially offset by the
        negative impact of foreign exchange translation and lower other income
        driven by our investments in renewable energy.  The sequential increase
        was partially offset by a net gain related to an equity investment
        recorded in 1Q17.
    --  Net interest revenue decreased $17 million compared with 2Q16 and $21
        million compared with 1Q17.  Both decreases primarily reflect the impact
        of higher crediting rates to the businesses.
    --  Noninterest expense (excluding M&I and restructuring charges) decreased
        $25 million compared with 2Q16 and $78 million compared with 1Q17.  Both
        decreases are primarily driven by lower staff expense.

THE BANK OF NEW YORK MELLON CORPORATION
Condensed Consolidated Income Statement


    (in millions)                                                                                                                                                           Quarter ended                               Year-to-date
    ------------                                                                                                                                                                                                        ------------

                                                                               June 30,                                                                        March 31,  June 30,              June 30,    June 30,
                                                                                 2017                                                                                2017      2016                    2017        2016
                                                                                 ----                                                                                ----      ----                    ----        ----


    Fee and other revenue

    Investment services fees:

    Asset servicing                                                                                                                                                         $1,085                             $1,063                $1,069           $2,148 $2,109

    Clearing services                                                                                                                                                 394                   376                    350                   770      700

    Issuer services                                                                                                                                                   241                   251                    234                   492      478

    Treasury services                                                                                                                                                 140                   139                    139                   279      270
    -----------------                                                                                                                                                 ---                   ---                    ---                   ---      ---

    Total investment services fees                                                                                                                                  1,860                 1,829                  1,792                 3,689    3,557

    Investment management and performance fees                                                                                                                        879                   842                    830                 1,721    1,642

    Foreign exchange and other trading revenue                                                                                                                        165                   164                    182                   329      357

    Financing-related fees                                                                                                                                             53                    55                     57                   108      111

    Distribution and servicing                                                                                                                                         41                    41                     43                    82       82

    Investment and other income                                                                                                                                       122                    77                     74                   199      179
    ---------------------------                                                                                                                                       ---                   ---                    ---                   ---      ---

    Total fee revenue                                                                                                                                               3,120                 3,008                  2,978                 6,128    5,928

    Net securities gains                                                                                                                                                -                   10                     21                    10       41
    --------------------                                                                                                                                              ---                  ---                    ---                   ---      ---

    Total fee and other revenue                                                                                                                                     3,120                 3,018                  2,999                 6,138    5,969

    Operations of consolidated investment management funds

    Investment income                                                                                                                                                  10                    37                     10                    47        7

    Interest of investment management fund note holders                                                                                                                 -                    4                      -                    4        3
    ---------------------------------------------------                                                                                                               ---                  ---                    ---                  ---      ---

    Income from consolidated investment management funds                                                                                                               10                    33                     10                    43        4

    Net interest revenue

    Interest revenue                                                                                                                                                1,052                   960                    890                 2,012    1,773

    Interest expense                                                                                                                                                  226                   168                    123                   394      240
    ----------------                                                                                                                                                  ---                   ---                    ---                   ---      ---

    Net interest revenue                                                                                                                                              826                   792                    767                 1,618    1,533
    --------------------

    Total revenue                                                                                                                                                   3,956                 3,843                  3,776                 7,799    7,506

    Provision for credit losses                                                                                                                                       (7)                  (5)                   (9)                 (12)       1

    Noninterest expense

    Staff                                                                                                                                                           1,417                 1,472                  1,412                 2,889    2,871

    Professional, legal and other purchased services                                                                                                                  319                   312                    290                   631      568

    Software and equipment                                                                                                                                            232                   223                    223                   455      442

    Net occupancy                                                                                                                                                     139                   136                    152                   275      294

    Distribution and servicing                                                                                                                                        104                   100                    102                   204      202

    Sub-custodian                                                                                                                                                      65                    64                     70                   129      129

    Bank assessment charges (a)                                                                                                                                        59                    57                     52                   116      105

    Business development                                                                                                                                               63                    51                     65                   114      122

    Other (a)                                                                                                                                                         192                   167                    188                   359      376

    Amortization of intangible assets                                                                                                                                  53                    52                     59                   105      116

    M&I, litigation and restructuring charges                                                                                                                          12                     8                      7                    20       24
                                                                                                                                                                      ---                   ---                                         ---

    Total noninterest expense                                                                                                                                       2,655                 2,642                  2,620                 5,297    5,249
    -------------------------                                                                                                                                       -----                 -----                  -----                 -----    -----

    Income

    Income before income taxes                                                                                                                                      1,308                 1,206                  1,165                 2,514    2,256

    Provision for income taxes                                                                                                                                        332                   269                    290                   601      573
    --------------------------                                                                                                                                        ---                   ---                    ---                   ---      ---

    Net income                                                                                                                                                        976                   937                    875                 1,913    1,683

    Net (income) loss attributable to noncontrolling interests (includes $(3),                                                                                        (1)                 (15)                   (2)                 (16)       7
                                                                                        $(18),$(4), $(21) and $3 related to consolidated investment management
     funds, respectively)
     -------------------

    Net income applicable to shareholders of The Bank of New York Mellon                                                                                              975                   922                    873                 1,897    1,690
     Corporation

    Preferred stock dividends                                                                                                                                        (49)                 (42)                  (48)                 (91)    (61)
    -------------------------                                                                                                                                         ---                   ---                    ---                   ---      ---

    Net income applicable to common shareholders of The Bank of New York                                                                                                      $926                               $880                  $825           $1,806 $1,629
      Mellon Corporation
      ------------------


    (a) In the first quarter of 2017, we began disclosing bank assessment charges on a quarterly basis. The bank assessment charges were previously included in other expense.

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


    Net income applicable to common shareholders of The Bank of New                                Quarter ended                          Year-to-date
     York Mellon Corporation used for the earnings per share calculation


                                                                               June 30, March 31, June 30,          June 30,      June 30,
                                                                                 2017        2017      2016                2017           2016

    (in millions)

    Net income applicable to common shareholders of The Bank of New York                              $926                      $880                   $825     $1,806 $1,629

     Mellon Corporation

    Less:  Earnings allocated to participating securities                                      13                14                13                     27 24

    Net income applicable to the common shareholders of The Bank of New                               $913                      $866                   $812     $1,779 $1,605
     York Mellon Corporation after required adjustments for the calculation of
     basic and diluted earnings per common share
     -------------------------------------------



    Average common shares and equivalents outstanding of The Bank of New                              Quarter ended                                      Year-to-date
     York Mellon Corporation


                                                                         June 30, 2017 March 31,
                                                                                          2017   June 30, 2016              June 30, 2017 June 30, 2016

    (in thousands)

    Basic                                                                              1,035,829                  1,041,158                    1,072,583              1,038,479 1,076,112

    Diluted                                                                            1,041,879                  1,047,746                    1,078,271              1,044,809 1,081,847
    -------                                                                            ---------                  ---------                    ---------              --------- ---------



    Earnings per share applicable to the common shareholders of The Bank of New                                   Quarter ended                             Year-to-date
     York Mellon Corporation


                                                                                June 30, 2017 March 31,
                                                                                                 2017   June 30, 2016           June 30, 2017 June 30, 2016

    (in dollars)

    Basic                                                                                                      $0.88                                  $0.83              $0.76 $1.71 $1.49

    Diluted                                                                                                    $0.88                                  $0.83              $0.75 $1.70 $1.48
    -------                                                                                                    -----                                  -----              ----- ----- -----

THE BANK OF NEW YORK MELLON CORPORATION
Consolidated Balance Sheet


    (dollars in
     millions,
     except per
     share
     amounts)         June 30,    March 31,  December 31,
                             2017       2017           2016
    ---                      ----       ----           ----


    Assets

    Cash and due
     from:

    Banks                            $4,725                   $5,366    $4,822

    Interest-
     bearing
     deposits with
     the Federal
     Reserve and
     other central
     banks                 74,130                   65,086     58,041

    Interest-
     bearing
     deposits with
     banks                 13,601                   14,554     15,086

    Federal funds
     sold and
     securities
     purchased
     under resale
     agreements            27,440                   25,776     25,801

    Securities:

    Held-to-
     maturity
     (fair value
     of $40,862,
     $40,066 and
     $40,669)              40,986                   40,254     40,905

    Available-
     for-sale              78,274                   75,580     73,822
    ----------             ------                             ------

    Total
     securities           119,260                  115,834    114,727

    Trading assets          5,279                    4,912      5,733

    Loans                  61,673                   60,868     64,458

    Allowance for
     loan losses            (165)                   (164)     (169)
    -------------            ----                               ----

    Net loans              61,508                   60,704     64,289

    Premises and
     equipment              1,640                    1,307      1,303

    Accrued
     interest
     receivable               567                      551        568

    Goodwill               17,457                   17,355     17,316

    Intangible
     assets                 3,506                    3,549      3,598

    Other assets           25,000                   21,515     20,954
    ------------           ------                             ------

    Subtotal
     assets of
     operations           354,113                  336,509    332,238

    Assets of
     consolidated
     investment
     management
     funds, at
     fair value               702                    1,027      1,231
                                                    -----      -----

    Total assets                   $354,815                 $337,536  $333,469
    ------------                   --------                 --------  --------

    Liabilities

    Deposits:

    Noninterest-
     bearing
     (principally
     U.S. offices)                  $89,063                  $79,771   $78,342

    Interest-
     bearing
     deposits in
     U.S. offices          48,798                   50,991     52,049

    Interest-
     bearing
     deposits in
     Non-U.S.
     offices               97,816                   90,529     91,099
    ------------           ------                             ------

    Total deposits        235,677                  221,291    221,490

    Federal funds
     purchased and
     securities
     sold under
     repurchase
     agreements            10,934                   11,149      9,989

    Trading
     liabilities            4,100                    2,816      4,389

    Payables to
     customers and
     broker-
     dealers               21,622                   21,306     20,987

    Commercial
     paper                    876                    2,543          -

    Other borrowed
     funds                  1,338                    1,022        754

    Accrued taxes
     and other
     expenses               5,670                    5,290      5,867

    Other
     liabilities
     (includes
     allowance for
     lending-
     related
     commitments
     of $105, $112
     and $112)              6,379                    5,733      5,635

    Long-term debt         27,699                   26,346     24,463
    --------------         ------                             ------

    Subtotal
     liabilities
     of operations        314,295                  297,496    293,574

    Liabilities of
     consolidated
     investment
     management
     funds, at
     fair value                22                      209        315
                                                      ---        ---

    Total
     liabilities          314,317                  297,705    293,889

    Temporary
     equity

    Redeemable
     noncontrolling
     interests                181                      159        151

    Permanent
     equity

    Preferred
     stock - par
     value $0.01
     per share;
     authorized
     100,000,000
     shares;
     issued
     35,826,
     35,826 and
     35,826 shares          3,542                    3,542      3,542

    Common stock -
     par value      1,333,706,427
     $0.01 per      shares
     share;
     authorized
     3,500,000,000
     shares;
     issued
     1,349,181,914,
     1,345,247,459
     and                       13                       13         13

    Additional
     paid-in
     capital               26,432                   26,248     25,962

    Retained
     earnings              24,027                   23,300     22,621

    Accumulated
     other
     comprehensive
     loss, net of
     tax                  (3,093)                 (3,524)   (3,765)

    Less:
     Treasury
     stock of
     316,025,713,
     305,370,439
     and
     286,218,126
     common
     shares, at
     cost                (10,947)                (10,441)   (9,562)
    -------------         -------                             ------

    Total The Bank
     of New York
     Mellon
     Corporation
     shareholders'
     equity                39,974                   39,138     38,811

    Nonredeemable
     noncontrolling
     interests of
     consolidated
     investment
     management
     funds                    343                      534        618
    ---------------           ---                                ---

    Total
     permanent
     equity                40,317                   39,672     39,429
    ----------             ------                   ------     ------

    Total
     liabilities,
     temporary
     equity and
     permanent
     equity                        $354,815                 $337,536  $333,469
    -------------                  --------                 --------  --------

SUPPLEMENTAL INFORMATION - EXPLANATION OF GAAP AND NON-GAAP FINANCIAL MEASURES

BNY Mellon has included in this Earnings Release certain Non-GAAP financial measures based on estimated fully phased-in CET1 and other risk-based capital ratios, the estimated fully phased-in SLR and tangible common shareholders' equity. BNY Mellon believes that the CET1 and other risk-based capital ratios, on a fully phased-in basis, and the SLR, on a fully phased-in basis, are measures of capital strength that provide additional useful information to investors, supplementing the capital ratios which are, or were, required by regulatory authorities. The tangible common shareholders' equity ratio, which excludes goodwill and intangible assets, net of deferred tax liabilities, includes changes in investment securities valuations which are reflected in total shareholders' equity. In addition, this ratio is expressed as a percentage of the actual book value of assets. BNY Mellon believes that the return on tangible common equity measure is an additional useful measure for investors because it presents a measure of those assets that can generate income. BNY Mellon has provided a measure of tangible book value per common share, which it believes provides additional useful information as to the level of tangible assets in relation to shares of common stock outstanding.

BNY Mellon has presented revenue measures, which exclude the effect of noncontrolling interests related to consolidated investment management funds, and expense measures, which exclude amortization of intangible assets and M&I, litigation and restructuring charges.

Operating margin, operating leverage and return on equity measures, which exclude some or all of these items, as well as the recovery related to Sentinel, are also presented. Operating margin measures may also exclude the provision for credit losses and distribution and servicing expense. BNY Mellon believes that these measures are useful to investors because they permit a focus on period-to-period comparisons, which relate to the ability of BNY Mellon to enhance revenues and limit expenses in circumstances where such matters are within BNY Mellon's control. M&I expenses primarily relate to acquisitions and generally continue for approximately three years after the transaction. Litigation charges represent accruals for loss contingencies that are both probable and reasonably estimable, but exclude standard business-related legal fees. Restructuring charges relate to our streamlining actions and Operational Excellence Initiatives. Excluding the charges mentioned above permits investors to view expenses on a basis consistent with how management views the business.

The presentation of revenue growth on a constant currency basis permits investors to assess the significance of changes in foreign currency exchange rates. Growth rates on a constant currency basis were determined by applying the current period foreign currency exchange rates to the prior period revenue. BNY Mellon believes that this presentation, as a supplement to GAAP information, gives investors a clearer picture of the related revenue results without the variability caused by fluctuations in foreign currency exchange rates.

The presentation of income from consolidated investment management funds, net of net income attributable to noncontrolling interests related to the consolidation of certain investment management funds, permits investors to view revenue on a basis consistent with how management views the business. BNY Mellon believes that these presentations, as a supplement to GAAP information, give investors a clearer picture of the results of its primary businesses.

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

The following table presents the reconciliation of the pre-tax operating margin ratio.


    Reconciliation of income before income taxes - pre-tax operating margin

    (dollars in millions)                                                                                  2Q17     1Q17  4Q16     3Q16 2Q16
    --------------------                                                                                   ----     ----  ----     ---- ----

    Income before income taxes - GAAP                                                                              $1,308               $1,206          $1,152         $1,317 $1,165

    Less:  Net income attributable to noncontrolling interests of consolidated investment management funds       3              18            4       9              4

    Add:  Amortization of intangible assets                                                                     53              52           60      61             59

    M&I, litigation and restructuring charges                                                                   12               8            7      18              7

    Recovery related to Sentinel                                                                                 -              -           -   (13)             -
                                                                                                                              ---         ---    ---            ---

    Income before income taxes, as adjusted - Non-GAAP (a)                                                         $1,370               $1,248          $1,215         $1,374 $1,227


    Fee and other revenue - GAAP                                                                                   $3,120               $3,018          $2,954         $3,150 $2,999

    Income from consolidated investment management funds - GAAP                                                 10              33            5      17             10

    Net interest revenue - GAAP                                                                                826             792          831     774            767
    ---------------------------                                                                                ---             ---          ---     ---            ---

    Total revenue - GAAP                                                                                     3,956           3,843        3,790   3,941          3,776

    Less:  Net income attributable to noncontrolling interests of consolidated investment management funds       3              18            4       9              4

    Total revenue, as adjusted - Non-GAAP (a)                                                                      $3,953               $3,825          $3,786         $3,932 $3,772


    Pre-tax operating margin - GAAP (b)(c)                                                                     33%            31%         30%    33%           31%

    Adjusted pre-tax operating margin - Non-GAAP (a)(b)(c)                                                     35%            33%         32%    35%           33%
    -----------------------------------------------------                                                      ---             ---          ---     ---            ---


    (a) Non-GAAP information for all periods presented excludes net income attributable to noncontrolling interests of consolidated investment management funds, amortization of intangible assets and
        M&I, litigation and restructuring charges.  Non-GAAP information for 3Q16 also excludes a recovery of the previously impaired Sentinel loan.

    (b) Income before taxes divided by total revenue.

    (c)  Our GAAP earnings include tax-advantaged investments such as low income housing, renewable energy, bank-owned life insurance and tax-exempt securities.  The benefits of these investments are primarily reflected in tax expense. If reported on a tax-equivalent basis, these investments would increase revenue and income before taxes by $106 million for 2Q17, $101 million for 1Q17, $92
         million for 4Q16 and $74 million for 3Q16 and 2Q16 and would increase our pre-tax operating margin by approximately 1.8% for 2Q17 and 1Q17, 1.7% for 4Q16, 1.2% for 3Q16 and 1.3% for 2Q16.

The following table presents the reconciliation of the operating leverage.


    Operating leverage                                                                                     2Q17 vs.

    (dollars in millions)                                                      2Q17    1Q17  2Q16   1Q17      2Q16
    --------------------                                                       ----    ----  ----   ----      ----

    Total revenue - GAAP                                                              $3,956                  $3,843         $3,776 2.94% 4.77%

    Less:  Net income attributable to noncontrolling interests of consolidated      3            18                 4
      investment management funds

    Total revenue, as adjusted - Non-GAAP                                             $3,953                  $3,825         $3,772 3.35% 4.80%


    Total noninterest expense - GAAP                                                  $2,655                  $2,642         $2,620 0.49% 1.34%

    Less:  Amortization of intangible assets                                       53            52                59

    M&I, litigation and restructuring charges                                      12             8                 7

    Total noninterest expense, as adjusted - Non-GAAP                                 $2,590                  $2,582         $2,554 0.31% 1.41%


    Operating leverage - GAAP (a)                                                                      245   bps      343 bps

    Adjusted operating leverage - Non-GAAP (a)(b)                                                      304   bps      339 bps
    --------------------------------------------                                                       ---   ---      --- ---


    (a)                 Operating leverage is the rate of increase (decrease) in total revenue less the rate of increase (decrease) in total noninterest expense.

    (b)                 Non-GAAP operating leverage for all periods presented excludes net income attributable to noncontrolling interests of consolidated investment management funds, amortization of intangible assets and M&I, litigation and restructuring charges.

    bps - basis points.

The following table presents the reconciliation of the returns on common equity and tangible common equity.


    Return on common equity and tangible common equity

    (dollars in millions)                                                                          2Q17     1Q17   4Q16     3Q16 2Q16
    --------------------                                                                           ----     ----   ----     ---- ----

    Net income applicable to common shareholders of The Bank of New York Mellon Corporation - GAAP            $926                  $880              $822              $974    $825

    Add:  Amortization of intangible assets                                                             53               52            60       61                59

    Less:  Tax impact of amortization of intangible assets                                              19               18            19       21                21
    ------------------------------------------------------

    Net income applicable to common shareholders of The Bank of New York Mellon Corporation            960              914           863    1,014               863
     excluding amortization of intangible assets - Non-GAAP

    Add:  M&I, litigation and restructuring charges                                                     12                8             7       18                 7

     Recovery related to Sentinel                                                                        -               -            -    (13)                -

    Less:  Tax impact of M&I, litigation and restructuring charges                                       3                2             3        5                 2

     Tax impact of recovery related to Sentinel                                                          -               -            -     (5)                -
     ------------------------------------------                                                        ---             ---          ---     ---               ---

    Net income applicable to common shareholders of The Bank of New York Mellon Corporation,                  $969                  $920              $867            $1,019    $868
     as adjusted - Non-GAAP (a)


    Average common shareholders' equity                                                                    $35,862               $34,965           $35,171           $35,767 $35,827

    Less:  Average goodwill                                                                         17,408           17,338        17,344   17,463            17,622

    Average intangible assets                                                                        3,532            3,578         3,638    3,711             3,789

    Add:  Deferred tax liability - tax deductible goodwill (b)                                       1,542            1,518         1,497    1,477             1,452

    Deferred tax liability - intangible assets (b)                                                   1,095            1,100         1,105    1,116             1,129
    ---------------------------------------------                                                    -----            -----         -----    -----             -----

    Average tangible common shareholders' equity - Non-GAAP                                                $17,559               $16,667           $16,791           $17,186 $16,997


    Return on common equity - GAAP (c)                                                               10.4%           10.2%         9.3%   10.8%             9.3%

    Adjusted return on common equity - Non-GAAP (a)(c)                                               10.8%           10.7%         9.8%   11.3%             9.7%


    Return on tangible common equity - Non-GAAP (c)                                                  21.9%           22.2%        20.4%   23.5%            20.4%

    Adjusted return on tangible common equity - Non-GAAP (a)(c)                                      22.1%           22.4%        20.5%   23.6%            20.5%
    ----------------------------------------------------------                                        ----             ----          ----     ----              ----


    (a) Non-GAAP information for all periods presented excludes amortization of intangible assets and M&I, litigation and restructuring charges. Non-GAAP information for 3Q16 also excludes a recovery of
        the previously impaired Sentinel loan.

    (b) Deferred tax liabilities are based on fully phased-in Basel III capital rules.

    (c) Quarterly returns are annualized.

The following table presents the reconciliation of the book value per common share.


    Book value per common share                                 June 30,  March 31,  Dec. 31,    Sept. 30,   June 30,
                                                                     2017       2017        2016         2016         2016
                                                                     ----       ----        ----         ----         ----

    (dollars in millions, unless otherwise noted)
    --------------------------------------------

    BNY Mellon shareholders' equity at period end - GAAP                    $39,974                             $39,138              $38,811           $39,695 $38,559

    Less:  Preferred stock                                          3,542                 3,542                    3,542       3,542             2,552
    ----------------------                                          -----                 -----                    -----       -----             -----

    BNY Mellon common shareholders' equity at period end - GAAP    36,432                35,596                   35,269      36,153            36,007

    Less:  Goodwill                                                17,457                17,355                   17,316      17,449            17,501

    Intangible assets                                               3,506                 3,549                    3,598       3,671             3,738

    Add:  Deferred tax liability - tax deductible goodwill (a)      1,542                 1,518                    1,497       1,477             1,452

    Deferred tax liability - intangible assets (a)                  1,095                 1,100                    1,105       1,116             1,129
    ---------------------------------------------                   -----                 -----                    -----       -----             -----

    BNY Mellon tangible common shareholders' equity at period               $18,106                             $17,310              $16,957           $17,626 $17,349
      end - Non-GAAP


    Period-end common shares outstanding (in thousands)         1,033,156             1,039,877                1,047,488   1,057,337         1,067,674


    Book value per common share - GAAP                                       $35.26                              $34.23               $33.67            $34.19  $33.72

    Tangible book value per common share - Non-GAAP                          $17.53                              $16.65               $16.19            $16.67  $16.25
    -----------------------------------------------                          ------                              ------               ------            ------  ------


    (a)               Deferred tax liabilities
                      are based on fully
                      phased-in Basel III
                      capital rules.

The following table presents the impact of changes in foreign currency exchange rates on our consolidated investment management and performance fees.


    Investment management and performance fees - Consolidated                       2Q17 vs.

    (dollars in millions)                                              2Q17   2Q16     2Q16
    --------------------                                               ----   ----     ----

    Investment management and performance fees - GAAP                          $879           $830  6%

    Impact of changes in foreign currency exchange rates                    -            (26)

    Investment management and performance fees, as adjusted - Non-GAAP         $879           $804  9%
    ------------------------------------------------------------------         ----           ---- ---

The following table presents income from consolidated investment management funds, net of noncontrolling interests.


    Income from consolidated investment management funds, net of noncontrolling interests

    (in millions)                                                                                          2Q17   1Q17 4Q16   3Q16 2Q16
    ------------                                                                                           ----   ---- ----   ---- ----

    Income from consolidated investment management funds                                                           $10               $33       $5     $17 $10

    Less:  Net income attributable to noncontrolling interests of consolidated investment management funds      3          18           4   9       4
                                                                                                              ---         ---         --- ---     ---

    Income from consolidated investment management funds, net of noncontrolling interests                           $7               $15       $1      $8  $6
    -------------------------------------------------------------------------------------                          ---               ---      ---     --- ---

The following table presents the impact of changes in foreign currency exchange rates on investment management fees reported in the Investment Management business.


    Investment management fees - Investment Management business              2Q17 vs.

    (dollars in millions)                                       2Q17   2Q16     2Q16
    --------------------                                        ----   ----     ----

    Investment management fees - GAAP                                   $845           $808  5%

    Impact of changes in foreign currency exchange rates             -            (25)
                                                                                   ---

    Investment management fees, as adjusted - Non-GAAP                  $845           $783  8%
    --------------------------------------------------                  ----           ---- ---

The following table presents the revenue line items in the Investment Management business impacted by the consolidated investment management funds.


    Income (loss) from consolidated investment management funds, net of noncontrolling interests - Investment Management business

    (in millions)                                                                                                                 2Q17    1Q17 4Q16    3Q16 2Q16
    ------------                                                                                                                  ----    ---- ----    ---- ----

    Investment management fees                                                                                                              $2                  $2       $4      $2  $3

    Other (Investment income (loss))                                                                                                    5           13          (3)  6       3
    -------------------------------                                                                                                   ---          ---          --- ---     ---

    Income from consolidated investment management funds, net of noncontrolling interests                                                   $7                 $15       $1      $8  $6
    -------------------------------------------------------------------------------------                                                  ---                 ---      ---     --- ---

The following table presents the reconciliation of the pre-tax operating margin for the Investment Management business.


    Pre-tax operating margin - Investment Management business

    (dollars in millions)                                                               2Q17   1Q17  4Q16     3Q16 2Q16
    --------------------                                                                ----   ----  ----     ---- ----

    Income before income taxes - GAAP                                                           $288                 $277         $260         $256 $234

    Add:  Amortization of intangible assets                                                 15             15           22     22           19

    Provision for credit losses                                                              -             3            6      -           1
    ---------------------------                                                            ---           ---          ---    ---         ---

    Adjusted income before income taxes, excluding amortization of intangible assets            $303                 $295         $288         $278 $254
      and provision for credit losses - Non-GAAP


    Total revenue - GAAP                                                                        $986                 $963         $960         $958 $938

    Less:  Distribution and servicing expense                                              104            101           98    104          102
    -----------------------------------------                                              ---            ---          ---    ---          ---

    Adjusted total revenue, net of distribution and servicing expense - Non-GAAP                $882                 $862         $862         $854 $836


    Pre-tax operating margin - GAAP (a)                                                    29%           29%         27%   27%         25%

    Adjusted pre-tax operating margin, excluding amortization of intangible assets,        34%           34%         33%   33%         30%
      provision for credit losses and distribution and servicing expense - Non-GAAP (a)
      --------------------------------------------------------------------------------


    (a)               Income before taxes
                      divided by total
                      revenue.

DIVIDENDS

Common - On July 20, 2017, The Bank of New York Mellon Corporation declared a quarterly common stock dividend of $0.24 per share, an increase from the prior dividend amount of $0.19 per common share. This cash dividend is payable on Aug. 11, 2017 to shareholders of record as of the close of business on Aug. 1, 2017.

Preferred - On July 20, 2017, The Bank of New York Mellon Corporation declared the following dividends for the noncumulative perpetual preferred stock, liquidation preference $100,000 per share, for the dividend period ending in September 2017, in each case payable on Sept. 20, 2017 to holders of record as of the close of business on Sept. 5, 2017:


    --  $1,022.22 per share on the Series A Preferred Stock (equivalent to
        $10.2222 per Normal Preferred Capital Security of Mellon Capital IV,
        each representing a 1/100th interest in a share of the Series A
        Preferred Stock);
    --  $1,300.00 per share on the Series C Preferred Stock (equivalent to
        $0.3250 per depositary share, each representing a 1/4,000th interest in
        a share of the Series C Preferred Stock); and
    --  $2,312.50 per share on the Series F Preferred Stock (equivalent to
        $23.1250 per depositary share, each representing a 1/100th interest in a
        share of the Series F Preferred Stock).

CAUTIONARY STATEMENT

A number of statements (i) in this Earnings Release, (ii) in our presentations and (iii) in the responses to questions on our conference call discussing our quarterly results and other public events may contain "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 including our estimated capital ratios and expectations relating to those ratios, preliminary business metrics and statements regarding our strategy, growth, positioning and focus. These statements may be expressed in a variety of ways, including the use of future or present tense language. Words such as "estimate," "forecast," "project," "anticipate," "likely," "target," "expect," "intend," "continue," "seek," "believe," "plan," "goal," "could," "should," "may," "will," "strategy," "opportunities," "trends" and words of similar meaning signify forward-looking statements. These statements and other forward-looking statements contained in other public disclosures of The Bank of New York Mellon Corporation 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 BNY Mellon's control). Actual results may differ materially from those expressed or implied as a result of these risks and uncertainties, including, but not limited to, the risk factors and other uncertainties set forth in BNY Mellon's Annual Report on Form 10-K for the year ended Dec. 31, 2016, the Quarterly Report on Form 10-Q for the period ended March 31, 2017 and BNY Mellon's other filings with the Securities and Exchange Commission. All forward-looking statements in this Earnings Release speak only as of July 20, 2017, and BNY Mellon 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.

ABOUT BNY MELLON

BNY Mellon is a global investments company dedicated to helping its clients manage and service their financial assets throughout the investment lifecycle. Whether providing financial services for institutions, corporations or individual investors, BNY Mellon delivers informed investment management and investment services in 35 countries and more than 100 markets. As of June 30, 2017, BNY Mellon had $31.1 trillion in assets under custody and/or administration, and $1.8 trillion in assets under management. BNY Mellon can act as a single point of contact for clients looking to create, trade, hold, manage, service, distribute or restructure investments. BNY Mellon is the corporate brand of The Bank of New York Mellon Corporation (NYSE: BK). Additional information is available on www.bnymellon.com. Follow us on Twitter @BNYMellon or visit our newsroom at www.bnymellon.com/newsroom for the latest company news.

CONFERENCE CALL INFORMATION

Gerald L. Hassell, chairman, Thomas P. Gibbons, vice chairman and chief financial officer, and Charles W. Scharf, chief executive officer, along with other members of the executive management team from BNY Mellon, will host a conference call and simultaneous live audio webcast at 8:00 a.m. EDT on July 20, 2017. This conference call and audio webcast will include forward-looking statements and may include other material information.

Investors and analysts wishing to access the conference call and audio webcast may do so by dialing (800) 390-5696 (U.S.) or (719) 325-2110 (International), and using the passcode: 445371, or by logging on to www.bnymellon.com/investorrelations. Earnings materials will be available at www.bnymellon.com/investorrelations beginning at approximately 6:30 a.m. EDT on July 20, 2017. Replays of the conference call and audio webcast will be available beginning July 20, 2017 at approximately 2 p.m. EDT through Aug. 20, 2017 by dialing (888) 203-1112 (U.S.) or (719) 457-0820 (International), and using the passcode: 6203153. The archived version of the conference call and audio webcast will also be available at www.bnymellon.com/investorrelations for the same time period.

Media Relations:
Eva Radtke
(212) 635-1504

Investor Relations:
Valerie Haertel
(212) 635-8529

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SOURCE BNY Mellon