NEW YORK, Oct. 19, 2017 /PRNewswire/ --

TOTAL REVENUE OF $4.02 BILLION, INCREASED 2% YEAR-OVER-YEAR


    --  Investment management and performance fees increased 5%
    --  Investment services fees increased 1%; Asset servicing fees increased 4%
    --  Net interest revenue increased 8%

CONTINUED FOCUS ON EXPENSE CONTROL


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

EXECUTING ON CAPITAL PLAN AND RETURNING VALUE TO COMMON SHAREHOLDERS


    --  Returned over $900 million to shareholders through share repurchases and
        dividends
    --  Return on common equity of 11%; Return on tangible common equity of 22%
        (a)
    --  SLR - transitional of 6.3%; SLR - fully phased-in of 6.1% (a)

The Bank of New York Mellon Corporation ("BNY Mellon") (NYSE: BK) today reported third quarter net income applicable to common shareholders of $983 million, or $0.94 per diluted common share. Net income applicable to common shareholders was $974 million, or $0.90 per diluted common share, in the third quarter of 2016, and $926 million, or $0.88 per diluted common share, in the second quarter of 2017.

"Since arriving in July, I have been spending time with clients, regulators, business leaders and employees, listening and learning. Based on what I have seen, I like our business model and what we do. While satisfied with our progress, our leadership team is not satisfied with our performance, as we see further opportunities to drive revenue growth and increase our efficiencies. We will do this while maintaining our strong capital position and continuing to deliver high returns to our shareholders," Charles W. Scharf, chief executive officer, said.

"Our third quarter performance was consistent with our expectation and some areas showed reasonable growth, such as asset servicing, clearing services and investment management. Other areas underperformed, such as depositary receipts, which also reduced foreign exchange trading revenue," Mr. Scharf continued.

"We want to be a consistently high-performing company. Our clients and shareholders expect as much. That will require disciplined management and execution. It will also require continued investment in our core technology platform, heightened focus on achieving platform integration and a reduction in the complexity of our operating environment. Client focus is at the core of our culture, and we have a big opportunity to do a better job delivering all of BNY Mellon to our clients," Mr. Scharf concluded.




    (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.

THIRD QUARTER 2017 FINANCIAL HIGHLIGHTS (a)
(comparisons are 3Q17 vs. 3Q16, unless otherwise stated)

Earnings


    --  Total revenue of $4.0 billion, increased 2%.
        --  Investment services fees increased 1% reflecting higher money market
            fees, higher equity market values and net new business, partially
            offset by a reduced amount of seasonal Depositary Receipts revenue.
        --  Investment management and performance fees increased 5% due to
            higher equity market values, money market fees and performance fees.
        --  Foreign exchange revenue decreased 10% reflecting lower volatility
            and lower Depositary Receipt-related foreign exchange activity
            offset by higher volumes.
        --  Investment and other income decreased $29 million reflecting lower
            other income driven by our investments in renewable energy and lower
            seed capital gains.
        --  Net interest revenue increased 8% driven by higher interest rates,
            offset by lower average deposits and loans.
    --  The provision for credit losses was a credit of $6 million.
    --  Noninterest expense of $2.7 billion, increased less than 1% reflecting
        higher software and professional, legal and other purchased services
        expenses, partially offset by lower litigation expense and bank
        assessment charges.
    --  Effective tax rate of 25.4% for 3Q17.
    --  Preferred stock dividends of $35 million in 3Q17.

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


    --  Record AUC/A of $32.2 trillion increased 6% reflecting higher market
        values, the favorable impact of a weaker U.S. dollar and net new
        business.
        --  Estimated new AUC/A wins in Asset Servicing of $166 billion in 3Q17.
    --  Record AUM of $1.82 trillion increased 6% reflecting higher market
        values, net inflows and the favorable impact of a weaker U.S. dollar
        (principally versus the British pound).
        --  Net long-term inflows of fixed income and multi-asset and
            alternative investments were offset by outflows of index, equity and
            liability-driven investments in 3Q17.
        --  Net short-term inflows of $10 billion in 3Q17 were a result of
            increased distribution through our liquidity portals.

Capital and liquidity


    --  Repurchased 12 million common shares for $650 million and paid $253
        million in dividends to common shareholders.
    --  Return on common equity of 11%; Adjusted return on tangible common
        equity of 22% (a).
    --  SLR - transitional of 6.3%; SLR - fully phased-in of 6.1% (a).
    --  Average LCR of 119%.



    (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                                                         3Q17 vs.
    thousands)
    ---------

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

    Revenue:

    Fee and other revenue                                                              $3,167                  $3,120                            $3,018                $2,954         $3,150 2% 1%

    Income from consolidated investment management funds                           10                10             33                        5                    17

    Net interest revenue                                                          839               826            792                      831                   774         2    8
    --------------------                                                          ---               ---            ---                      ---                   ---       ---  ---

    Total revenue - GAAP                                                        4,016             3,956          3,843                    3,790                 3,941         2    2

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

    Total revenue, as adjusted - Non-GAAP                                       4,013             3,953          3,825                    3,786                 3,932         2    2
    -------------------------------------                                       -----             -----          -----                    -----                 -----       ---  ---

    Provision for credit losses                                                   (6)              (7)           (5)                       7                  (19)

    Expense:

    Noninterest expense - GAAP                                                  2,654             2,655          2,642                    2,631                 2,643         -   -

    Less:  Amortization of intangible assets                                       52                53             52                       60                    61

    M&I, litigation and restructuring charges                                       6                12              8                        7                    18

    Total noninterest expense, as adjusted - Non-GAAP                           2,596             2,590          2,582                    2,564                 2,564         -   1
    -------------------------------------------------                           -----             -----          -----                    -----                 -----       --- ---

    Income:

    Income before income taxes                                                  1,368             1,308          1,206                    1,152                 1,317        5%  4%

    Provision for income taxes                                                    348               332            269                      280                   324
    --------------------------                                                    ---               ---            ---                      ---                   ---

    Net income                                                                         $1,020                    $976                              $937                  $872           $993

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

    Net income applicable to shareholders of The Bank of New                    1,018               975            922                      870                   987
       York Mellon Corporation

    Preferred stock dividends                                                    (35)             (49)          (42)                    (48)                 (13)
    -------------------------                                                     ---               ---            ---                      ---                   ---

    Net income applicable to common shareholders of The Bank                             $983                    $926                              $880                  $822           $974
       of New York Mellon Corporation
       ------------------------------


    Operating leverage (b)                                                                                                 156    bps              148  bps

    Adjusted operating leverage - Non-GAAP (b)(c)                                                                          129    bps               81  bps


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

    Pre-tax operating margin (c)                                                  34%              33%           31%                     30%                  33%

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


    Return on common equity (annualized)(c)                                     10.6%            10.4%         10.2%                    9.3%                10.8%

    Adjusted return on common equity (annualized) - Non-GAAP (c)                11.0%            10.8%         10.7%                    9.8%                11.3%


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

    Adjusted return on tangible common equity (annualized) - Non-               22.0%            22.1%         22.4%                   20.5%                23.6%
      GAAP (c)(d)


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


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


    Average common shares and equivalents outstanding:

    Basic                                                                   1,035,337         1,035,829      1,041,158                1,050,888             1,062,248

    Diluted                                                                 1,041,138         1,041,879      1,047,746                1,056,818             1,067,682


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

    Full-time employees                                                        52,900            52,800         52,600                   52,000                52,300

    Book value per common share - GAAP (d)                                             $36.11                  $35.26                            $34.23                $33.67         $34.19

    Tangible book value per common share - Non-GAAP (d)                                $18.19                  $17.53                            $16.65                $16.19         $16.67

    Cash dividends per common share                                                     $0.24                   $0.19                             $0.19                 $0.19          $0.19

    Common dividend payout ratio                                                  26%              22%           23%                     25%                  21%

    Closing stock price per common share                                               $53.02                  $51.02                            $47.23                $47.38         $39.88

    Market capitalization                                                             $54,294                 $52,712                           $49,113               $49,630        $42,167

    Common shares outstanding                                               1,024,022         1,033,156      1,039,877                1,047,488             1,057,337
    -------------------------                                               ---------         ---------      ---------                ---------             ---------


    (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                                                                                   3Q17 vs.

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

    Standard & Poor's ("S&P") 500 Index (a)                          2519         2423         2363                    2239            2168      4%      16%

    S&P 500 Index - daily average                                    2467         2398         2326                    2185            2162       3        14

    FTSE 100 Index (a)                                               7373         7313         7323                    7143            6899       1         7

    FTSE 100 Index - daily average                                   7380         7391         7274                    6923            6765       -        9

    MSCI EAFE (a)                                                    1974         1883         1793                    1684            1702       5        16

    MSCI EAFE - daily average                                        1934         1856         1749                    1660            1677       4        15

    Barclays Capital Global Aggregate BondSM Index (a)(b)             480          471          459                     451             486       2       (1)

    NYSE and NASDAQ share volume (in billions)                        179          199          186                     189             186    (10)      (4)

    JPMorgan G7 Volatility Index - daily average (c)                 8.17         7.98        10.10                   10.24           10.19       2      (20)

    Average interest on excess reserves paid by the Federal Reserve 1.25%       1.04%       0.79%                  0.55%          0.50%     21    bps 75    bps

    Foreign exchange rates vs. U.S. dollar:

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

    British pound - average rate                                     1.31         1.28         1.24                    1.24            1.31       2         -

    Euro (a)                                                         1.18         1.14         1.07                    1.05            1.12       4         5

    Euro - average rate                                              1.17         1.10         1.07                    1.08            1.12       6         4
    -------------------                                              ----         ----         ----                    ----            ----     ---       ---


    (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                                                           3Q17 vs.

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

    Investment services fees:

    Asset servicing (a)                              $1,105            $1,085                         $1,063       $1,068                 $1,067  2% 4%

    Clearing services                            383          394          376                    355          349      (3)           10

    Issuer services                              288          241          251                    211          337       20          (15)

    Treasury services                            141          140          139                    140          137        1             3
                                                 ---          ---          ---                    ---          ---      ---           ---

    Total investment services fees             1,917        1,860        1,829                  1,774        1,890        3             1

    Investment management and performance fees   901          879          842                    848          860        3             5

    Foreign exchange and other trading revenue   173          165          164                    161          183        5           (5)

    Financing-related fees                        54           53           55                     50           58        2           (7)

    Distribution and servicing                    40           41           41                     41           43      (2)          (7)

    Investment and other income                   63          122           77                     70           92      N/M      N/M
    ---------------------------                                                                                    ---      ---

    Total fee revenue                          3,148        3,120        3,008                  2,944        3,126        1             1

    Net securities gains                          19            -          10                     10           24      N/M      N/M
    --------------------                         ---          ---         ---                    ---          ---      ---      ---

    Total fee and other revenue                      $3,167            $3,120                         $3,018       $2,954                 $3,150  2% 1%
    ---------------------------                      ------            ------                         ------       ------                 ------ --- ---


    (a)                Asset servicing fees
                       include securities lending
                       revenue of $47 million in
                       3Q17, $48 million in 2Q17,
                       $49 million in 1Q17,$54
                       million in 4Q16 and $51
                       million in 3Q16.

    N/M - Not meaningful.

KEY POINTS


    --  Asset servicing fees increased 4% year-over-year and 2% sequentially.
        The year-over-year increase primarily reflects higher equity market
        values and net new business, including growth in collateral management,
        partially offset by the impact of downsizing the retail UK transfer
        agency business. The sequential increase was primarily driven by the
        favorable impact of a weaker U.S. dollar and higher equity market
        values.
    --  Clearing services fees increased 10% year-over-year and decreased 3%
        sequentially. The year-over-year increase primarily reflects higher
        money market fees and growth in long-term mutual fund assets. The
        sequential decrease primarily reflects lower clearance volumes.
    --  Issuer services fees decreased 15% year-over-year primarily reflecting
        fewer corporate actions, lost business and lower fees due to a reduction
        in shares outstanding in certain Depositary Receipts programs, partially
        offset by higher Corporate Trust revenue. The 20% sequential increase
        primarily reflects seasonality in Depositary Receipts revenue and higher
        Corporate Trust revenue.
    --  Treasury services fees increased 3% year-over-year and 1% sequentially,
        primarily reflecting higher payment volumes, partially offset by higher
        compensating balance credits provided to clients, which reduce fee
        revenue and increase net interest revenue.
    --  Investment management and performance fees increased 5% year-over-year
        and 3% sequentially, primarily reflecting higher equity market values
        and money market fees. The year-over-year increase also reflects higher
        performance fees. The sequential increase also reflects the favorable
        impact of a weaker U.S. dollar. Changes in currency rates had an
        insignificant impact on the growth rate of investment management and
        performance fees on a year-over-year basis.


    -- Foreign exchange and other trading revenue

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

      Foreign exchange                                      $158             $151       $154     $175 $175

      Other trading revenue (loss)                       15         14          10 (14)       8
      ---------------------------                       ---        ---         ---  ---      ---

      Total foreign exchange and other trading revenue      $173             $165       $164     $161 $183
      ------------------------------------------------      ----             ----       ----     ---- ----

Foreign exchange revenue decreased 10% year-over-year and increased 5% sequentially. Year-over-year, lower volatility and lower Depositary Receipt-related foreign exchange activity were partially offset by higher volumes. The sequential increase reflects higher volumes. The year-over-year increase in other trading revenue primarily reflects higher fixed income trading revenue.


    --  Financing-related fees decreased 7% year-over-year primarily reflecting
        lower syndication fees. The sequential increase of 2% primarily reflects
        higher underwriting fees.


    -- Investment and other income

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

      Corporate/bank-owned life insurance             $37              $43       $30       $53 $34

      Expense reimbursements from joint venture   18         17          14   15        18

      Seed capital gains (a)                       6         10           9    6        16

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

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

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

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

      Total investment and other income               $63             $122       $77       $70 $92
      ---------------------------------               ---             ----       ---       --- ---


    (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
                      3Q17, $7 million in 2Q17, $15
                      million in 1Q17, $1 million in
                      4Q16 and $8 million in 3Q16.

The year-over-year decrease in investment and other income primarily reflects lower other income driven by our investments in renewable energy and lower seed capital gains. The sequential decrease in investment and other income primarily reflects lease-related gains recorded in 2Q17 and lower income from corporate/bank-owned life insurance.

NET INTEREST REVENUE


    Net interest revenue                                                                              3Q17 vs.

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

    Net interest revenue                                             $839                  $826                              $792               $831                       $774 2% 8%

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

    Net interest revenue (FTE) - Non-GAAP (a)                        $851                  $838                              $804               $843                       $786 2% 8%


    Net interest margin                                    1.15%           1.14%         1.13%                  1.16%             1.05%         1    bps      10    bps

    Net interest margin (FTE) - Non-GAAP (a)               1.16%           1.16%         1.14%                  1.17%             1.06%         -   bps      10    bps


    Selected average balances:

    Cash/interbank investments                                   $114,449              $111,021                          $106,069           $104,352                   $114,544 3%  - %

    Trading account securities                             2,359            2,455          2,254                   2,288              2,176        (4)             8

    Securities                                           119,089          117,227        114,786                 117,660            118,405          2              1

    Loans                                                 55,944           58,793         60,312                  63,647             61,578        (5)           (9)
    -----                                                 ------           ------         ------                  ------             ------        ---            ---

    Interest-earning assets                              291,841          289,496        283,421                 287,947            296,703          1            (2)

    Interest-bearing deposits                            142,490          142,336        139,820                 145,681            155,109          -           (8)

    Noninterest-bearing deposits                          70,168           73,886         73,555                  82,267             81,619        (5)          (14)

    Long-term debt                                        28,138           27,398         25,882                  24,986             23,930          3             18


    Selected average yields/rates: (b)

    Cash/interbank investments                             0.84%           0.67%         0.56%                  0.47%             0.43%

    Trading account securities                              2.26             2.85           3.12                    3.17               2.62

    Securities                                              1.80             1.72           1.71                    1.67               1.56

    Loans                                                   2.63             2.44           2.15                    1.92               1.84

    Interest-earning assets                                 1.59             1.47           1.38                    1.30               1.19

    Interest-bearing deposits                               0.16             0.09           0.03                  (0.01)            (0.02)

    Long-term debt                                          2.07             1.87           1.85                    1.36               1.54


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

    Average noninterest-bearing deposits as a percentage     24%             26%           26%                    29%               28%
      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 2% sequentially,
        primarily reflecting higher interest rates, partially offset by lower
        average deposits and loans. The sequential increase also reflects an
        additional interest-earning day during the quarter.

NONINTEREST EXPENSE



    Noninterest expense                                                                      3Q17 vs.

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

    Staff                                                          $1,469            $1,417                      $1,472         $1,395             $1,467  4%       - %

    Professional, legal and other purchased services           305          319          312                 325            292      (4)        4

    Software and equipment                                     233          232          223                 237            215        -        8

    Net occupancy                                              141          139          136                 153            143        1       (1)

    Distribution and servicing                                 109          104          100                  98            105        5         4

    Sub-custodian                                               62           65           64                  57             59      (5)        5

    Bank assessment charges                                     51           59           57                  53             61     (14)     (16)

    Business development                                        49           63           51                  71             52     (22)      (6)

    Other                                                      177          192          167                 175            170      (8)        4

    Amortization of intangible assets                           52           53           52                  60             61      (2)     (15)

    M&I, litigation and restructuring charges                    6           12            8                   7             18      N/M N/M
    -----------------------------------------                  ---          ---          ---                 ---            ---      --- ---

    Total noninterest expense - GAAP                               $2,654            $2,655                      $2,642         $2,631             $2,643   - %     - %
    --------------------------------                               ------            ------                      ------         ------             ------ --- --- --- ---


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


    Memo:
    -----

    Adjusted total noninterest expense excluding amortization      $2,596            $2,590                      $2,582         $2,564             $2,564   - %    1%
       of intangible assets and M&I, litigation and
       restructuring charges - Non-GAAP
       --------------------------------                                                                                                                                 ---

    N/M - Not meaningful.

KEY POINTS



    --  Total noninterest expense increased less than 1% year-over-year and
        decreased slightly sequentially. Adjusted total noninterest expense,
        excluding amortization of intangible assets and M&I, litigation and
        restructuring charges (Non-GAAP), increased 1% year-over-year and
        increased less than 1% sequentially.
    --  The year-over-year increase primarily reflects higher software and
        professional, legal and other purchased services expenses, partially
        offset by lower litigation expense and bank assessment charges.
    --  Sequentially, higher staff expense was offset by lower other,
        professional, legal and other purchases services, and business
        development expenses as well as lower bank assessment charges. The
        increase in staff expense was primarily driven by higher incentives
        expense reflecting stronger performance and the annual employee merit
        increase. The decrease in professional, legal and other purchases
        services was driven by lower consulting expense related to resolution
        planning.

INVESTMENT SECURITIES PORTFOLIO

At Sept. 30, 2017, the fair value of our investment securities portfolio totaled $119.7 billion. The net unrealized pre-tax gain on our total securities portfolio was $257 million at Sept. 30, 2017 compared with a pre-tax gain of $151 million at June 30, 2017. The increase in the net unrealized pre-tax gain was primarily driven by a decrease in long-term interest rates. At Sept. 30, 2017, the fair value of the held-to-maturity securities totaled $39.9 billion and represented 33% of the fair value of the total investment securities portfolio.

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


    Investment securities    June 30, 2017                        3Q17   Sept. 30, 2017       Fair value    Unrealized                       Ratings (b)
       portfolio
                                                             change in                         as a % of   gain (loss)
                                                                                               amortized
                                                            unrealized
                                                                                                cost (a)
                                                           gain (loss)
    ---                                                     ----------

                                                     BB+

                                                     and

                                                    lower
                                                    -----

    (dollars in millions)             Fair                   Amortized   Fair                                   AAA/   A+/      BBB+/       Not

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

    Agency RMBS                             $49,544                        $81                      $50,121                        $49,917                   100%       $(204)             100%    -   %  -   % -  % -  %

    U.S. Treasury                   25,325                          (5) 25,256          25,159                             100                    (97)            100           -            -    -      -

    Sovereign debt/sovereign        14,025                            6  13,951          14,102                             101                     151              72           6            21     1       -
       guaranteed

    Non-agency RMBS (c)              1,239                            9     885           1,185                              84                     300               -          1             3    87       9

    Non-agency RMBS                    627                            9     555             594                              97                      39               7           4            17    71       1

    European floating rate             523                          (1)    393             387                              98                     (6)             63          37             -    -      -
       notes

    Commercial MBS                  10,574                            5  11,051          11,033                             100                    (18)             99           1             -    -      -

    State and political              3,299                            1   3,109           3,141                             101                      32              80          17             -    -      3
       subdivisions

    Foreign covered bonds            2,471                            1   2,612           2,626                             101                      14             100           -            -    -      -

    Corporate bonds                  1,318                            4   1,262           1,275                             101                      13              17          69            14     -      -

    CLOs                             2,642                            1   2,542           2,550                             100                       8              99           -            -    1       -

    U.S. Government agencies         2,210                            2   2,480           2,496                             101                      16             100           -            -    -      -

    Consumer ABS                     1,330                            1   1,152           1,157                             100                       5              89           4             5     2       -

    Other (d)                        3,758                          (8)  4,118           4,122                             100                       4              81          17             -    -      2
                                     -----                          ---

    Total investment                       $118,885       (e)             $106                     $119,487                       $119,744               (e) 100%         $257      (e)(f)   93%   3%     3%    1%    -  %
       securities
       ----------


    (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 $700 million and $700
                       million and money market funds with
                       a fair value of $896 million and
                       $939 million at June 30, 2017 and
                       Sept. 30, 2017, respectively.

    (e)                Includes net unrealized losses on
                       derivatives hedging securities
                       available-for-sale of $251 million
                       at June 30, 2017 and $238 million at
                       Sept. 30, 2017.

    (f)                Unrealized gains of $324 million at
                       Sept. 30, 2017 related to available-
                       for-sale securities, net of hedges.

NONPERFORMING ASSETS



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

    Nonperforming loans:

    Other residential mortgages                                          $80                    $84   $91

    Wealth management loans and mortgages                         8                      10        8

    Financial institutions                                        2                       2        -

    Lease financing                                               -                      -       4

    Total nonperforming loans                                    90                      96      103

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

    Total nonperforming assets                                           $94                   $100  $107
    --------------------------                                           ---                   ----  ----

    Nonperforming assets ratio                                0.16%                  0.16%   0.17%

    Allowance for loan losses/nonperforming loans             178.9                   171.9    164.1

    Total allowance for credit losses/nonperforming loans     294.4                   281.3    272.8
    -----------------------------------------------------     -----                   -----    -----

Nonperforming assets decreased $6 million compared with June 30, 2017 and $13 million compared with Dec. 31, 2016. The decrease compared with June 30, 2017 primarily reflects lower other residential mortgages and wealth management loans and mortgages.

ALLOWANCE FOR CREDIT LOSSES, PROVISION AND NET CHARGE-OFFS


    Allowance for credit losses, provision and net recoveries Sept. 30, June 30,  Sept. 30,
                                                                   2017      2017        2016
    (in millions)
    ------------

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

    Provision for credit losses                                     (6)                 (7)   (19)

    Net recoveries:

    Other residential mortgages                                       1                    1       -

    Financial institutions                                            -                   -     13
    ----------------------                                          ---                 ---    ---

    Net recoveries                                                    1                    1      13
    --------------                                                  ---                  ---     ---

    Allowance for credit losses - end of period                             $265               $270  $274
    -------------------------------------------                             ----               ----  ----

    Allowance for loan losses                                               $161               $165  $148

    Allowance for lending-related commitments                       104                  105     126
    -----------------------------------------                       ---                  ---     ---

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                                                          Sept. 30, June 30,  December 31,
                                                                                 2017      2017           2016
    ---                                                                          ----      ----           ----

    Consolidated regulatory capital ratios: (a)

    Standardized Approach:

    CET1 ratio                                                                  12.3%                  12.0%   12.3%

    Tier 1 capital ratio                                                         14.6                    14.3     14.5

    Total (Tier 1 plus Tier 2) capital ratio                                     15.6                    14.8     15.2

    Advanced Approach:

    CET1 ratio                                                                   11.1                    10.8     10.6

    Tier 1 capital ratio                                                         13.2                    12.9     12.6

    Total (Tier 1 plus Tier 2) capital ratio                                     14.0                    13.2     13.0

    Leverage capital ratio (b)                                                    6.8                     6.7      6.6

    Supplementary leverage ratio ("SLR")                                          6.3                     6.2      6.0
    -----------------------------------                                           ---                     ---      ---

    BNY Mellon shareholders' equity to total assets ratio                        11.4                    11.3     11.6

    BNY Mellon common shareholders' equity to total assets ratio                 10.4                    10.3     10.6


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

    CET1 ratio:

    Standardized Approach                                                       11.9%                  11.5%   11.3%

    Advanced Approach                                                            10.7                    10.4      9.7

    SLR                                                                           6.1                     6.0      5.6
    ---                                                                           ---                     ---      ---


    (a)                Regulatory capital ratios for
                       Sept. 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 3Q17 - preliminary                                                          Transitional        Fully

                                                                                                      basis (b)  phased-in -

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


    (in millions)

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

    Net income applicable to common shareholders of The Bank of New York Mellon Corporation - GAAP          983                 983

    Goodwill and intangible assets, net of related deferred tax liabilities                                (33)               (26)
    -----------------------------------------------------------------------                                 ---

    Gross CET1 generated                                                                                    950                 957

    Capital deployed:

    Dividends                                                                                             (253)              (253)

    Common stock repurchased                                                                              (650)              (650)
    ------------------------                                                                               ----                ----

    Total capital deployed                                                                                (903)              (903)

    Other comprehensive income                                                                              306                 312

    Additional paid-in capital (a)                                                                          156                 156

    Other                                                                                                  (10)               (10)

    Total other additions                                                                                   452                 458
    ---------------------                                                                                   ---                 ---

    Net CET1 generated                                                                                      499                 512
                                                                                                            ---                 ---

    CET1 - End of period                                                                                             $18,870        $18,141
    --------------------                                                                                             -------        -------


    (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               Sept. 30, 2017 (a)                                June 30, 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                                     $37,195                               $36,981                                               $36,652                      $36,432                $35,794  $35,269

    Goodwill and intangible assets                   (17,876)                (18,351)                                (17,843)                    (18,325)                      (17,314)              (18,312)

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

    Equity method investments                           (334)                   (348)                                   (325)                       (340)                         (313)                 (344)

    Deferred tax assets                                  (31)                    (39)                                    (30)                        (37)                          (19)                  (32)

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

    Total CET1                                         18,870                   18,141                                   18,371                       17,629                         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                              (19)                       -                                    (18)                           -                          (36)                     -

    Other                                                (34)                    (34)                                    (24)                        (24)                         (121)                 (121)
    -----                                                 ---                      ---                                      ---                          ---                           ----                   ----

    Total Tier 1 capital                               22,351                   21,649                                   21,864                       21,147                         21,465                 19,911


    Tier 2 capital:

    Subordinated debt                                   1,300                    1,250                                      550                          550                            550                    550

    Allowance for credit losses                           265                      265                                      270                          270                            281                    281

    Trust preferred securities                              -                       -                                       -                           -                           148                      -

    Other                                                 (7)                     (7)                                     (7)                         (7)                          (12)                  (11)
    -----                                                 ---                      ---                                      ---                          ---                            ---                    ---

    Total Tier 2 capital - Standardized Approach        1,558                    1,508                                      813                          813                            967                    820

    Excess of expected credit losses                       49                       49                                       59                           59                             50                     50

    Less: Allowance for credit losses                     265                      265                                      270                          270                            281                    281
    ---------------------------------                     ---                      ---                                      ---                          ---                            ---                    ---

    Total Tier 2 capital - Advanced Approach                         $1,342                                $1,292                                                  $602                         $602                   $736     $589
    ----------------------------------------                         ------                                ------                                                  ----                         ----                   ----     ----


    Total capital:

    Standardized Approach                                           $23,909                               $23,157                                               $22,677                      $21,960                $22,432  $20,731

    Advanced Approach                                               $23,693                               $22,941                                               $22,466                      $21,749                $22,201  $20,500


    Risk-weighted assets:

    Standardized Approach                                          $153,063                              $152,564                                              $153,179                     $152,645               $147,671 $146,475

    Advanced Approach                                              $169,794                              $169,265                                              $170,043                     $169,478               $170,495 $169,227


    Standardized Approach:

    CET1 ratio                                          12.3%                   11.9%                                   12.0%                       11.5%                         12.3%                 11.3%

    Tier 1 capital ratio                                 14.6                     14.2                                     14.3                         13.9                           14.5                   13.6

    Total (Tier 1 plus Tier 2) capital ratio             15.6                     15.2                                     14.8                         14.4                           15.2                   14.2

    Advanced Approach:

    CET1 ratio                                          11.1%                   10.7%                                   10.8%                       10.4%                         10.6%                  9.7%

    Tier 1 capital ratio                                 13.2                     12.8                                     12.9                         12.5                           12.6                   11.8

    Total (Tier 1 plus Tier 2) capital ratio             14.0                     13.6                                     13.2                         12.8                           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                                                    Sept. 30, 2017 (a)                            June 30, 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                                                    $22,351                            $21,649                                    $21,864                  $21,147             $21,465  $19,911


    Total leverage exposure:

    Quarterly average total assets                                   $345,709                           $345,709                                   $342,515                 $342,515            $344,142 $344,142

    Less: Amounts deducted from Tier 1 capital          18,148                 18,856                                   18,092         18,810                        17,333              18,887
    ------------------------------------------          ------                 ------                                   ------         ------                        ------              ------

    Total on-balance sheet assets, as adjusted         327,561                326,853                                  324,423        323,705                       326,809             325,255

    Off-balance sheet exposures:

    Potential future exposure for derivative             6,209                  6,209                                    6,014          6,014                         6,021               6,021
      contracts (plus certain other items)

    Repo-style transaction exposures                     1,034                  1,034                                      631            631                           533                 533

    Credit-equivalent amount of other off-balance       21,954                 21,954                                   22,098         22,098                        23,274              23,274
      sheet exposures (less SLR exclusions)


    Total off-balance sheet exposures                   29,197                 29,197                                   28,743         28,743                        29,828              29,828
                                                                                                                                                                 ------              ------

    Total leverage exposure                                          $356,758                           $356,050                                   $353,166                 $352,448            $356,637 $355,083
    -----------------------                                          --------                           --------                                   --------                 --------            -------- --------


    SLR - Consolidated (c)                                6.3%                  6.1%                                    6.2%          6.0%                         6.0%               5.6%


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

    Tier 1 capital                                                    $20,718                            $19,955                                    $19,897                  $19,125             $19,011  $17,708

    Total leverage exposure                                          $292,859                           $292,513                                   $286,983                 $286,634            $291,022 $290,230


    SLR - The Bank of New York Mellon (c)                 7.1%                  6.8%                                    6.9%          6.7%                         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 119% for 3Q17. High-quality liquid assets ("HQLA"), before haircuts and trapped liquidity, totaled $175 billion at Sept. 30, 2017 and averaged $162 billion for 3Q17.

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)                                                                   3Q17 vs.
    --------------------------------------------

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

    Revenue:

    Investment management fees:

    Mutual funds                                                              $332                            $314                      $299             $297                     $309    6%    7%

    Institutional clients                                              367                        362           348              340              362         1              1

    Wealth management                                                  172                        169           167              164              166         2              4
    -----------------                                                  ---                        ---           ---              ---              ---       ---            ---

    Investment management fees (a)                                     871                        845           814              801              837         3              4

    Performance fees                                                    15                         17            12               32                8       N/M       88
                                                                                                 ---           ---              ---

    Investment management and performance fees                         886                        862           826              833              845         3              5

    Distribution and servicing                                          51                         53            52               48               49       (4)             4

    Other (a)                                                         (19)                      (16)          (1)             (1)            (18)      N/M      N/M
    --------                                                           ---                        ---           ---              ---              ---

    Total fee and other revenue (a)                                    918                        899           877              880              876         2              5

    Net interest revenue                                                82                         87            86               80               82       (6)             -
    --------------------                                               ---                        ---           ---              ---              ---       ---            ---

    Total revenue                                                    1,000                        986           963              960              958         1              4

    Provision for credit losses                                        (2)                         -            3                6                -      N/M      N/M

    Noninterest expense (ex. amortization of intangible assets)        687                        683           668              672              680         1              1

    Amortization of intangible assets                                   15                         15            15               22               22         -          (32)
    ---------------------------------                                  ---                        ---           ---              ---              ---       ---           ---

    Total noninterest expense                                          702                        698           683              694              702         1              -
    -------------------------                                          ---                        ---           ---              ---              ---       ---            ---

    Income before taxes                                                       $300                            $288                      $277             $260                     $256    4%   17%
    -------------------                                                       ----                            ----                      ----             ----                     ----   ---    ---

    Income before taxes (ex. amortization of intangible                       $315                            $303                      $292             $282                     $278    4%   13%
      assets) - Non-GAAP
      ------------------


    Pre-tax operating margin                                           30%                       29%          29%             27%             27%

    Adjusted pre-tax operating margin - Non-GAAP (b)                   35%                       34%          34%             33%             33%


    Changes in AUM (in billions): (c)

    Beginning balance of AUM                                                $1,771                          $1,727                    $1,648           $1,715                   $1,664

    Net inflows (outflows):

    Long-term strategies:

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

    Fixed income                                                         4                          2             2              (1)             (1)

    Liability-driven investments (d)                                   (2)                        15            14              (7)               4

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

    Total long-term active strategies inflows (outflows)                 3                         16            14             (10)               4

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

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

    Short term strategies:

    Cash                                                                10                         11            13              (3)             (1)
    ----                                                               ---                        ---           ---              ---              ---

    Total net inflows (outflows)                                        10                         14            27             (14)               -

    Net market impact/other                                             17                          1            41             (11)              80

    Net currency impact                                                 26                         29            11             (42)            (29)
    -------------------                                                ---                        ---           ---              ---              ---

    Ending balance of AUM                                                   $1,824          (e)             $1,771                    $1,727           $1,648                   $1,715    3%    6%


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

    Equity                                                              9%                        9%           9%              9%              9%

    Fixed income                                                        11                         11            11               11               11

    Index                                                               18                         18            19               19               18

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

    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                                                          $16,724                         $16,560                   $16,153          $15,673                  $15,308    1%    9%

    Average deposits                                                       $12,374                         $14,866                   $15,781          $15,511                  $15,600 (17)% (21)%
    ----------------                                                       -------                         -------                   -------          -------                  -------  ----   ----


    (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 $300 million in 3Q17, an increase of 17%
        year-over-year and 4% sequentially. Income before taxes, excluding
        amortization of intangible assets (Non-GAAP), totaled $315 million in
        3Q17, an increase of 13% year-over-year and 4% sequentially.
        --  Pre-tax operating margin of 30% in 3Q17 increased 329 bps
            year-over-year and 75 bps sequentially.
        --  Adjusted pre-tax operating margin (Non-GAAP) of 35% in 3Q17
            increased 265 bps year-over-year and 90 bps sequentially.
    --  Total revenue was $1.0 billion, an increase of 4% year-over-year and 1%
        sequentially, primarily reflecting higher investment management and
        performance fees.
        --  41% non-U.S. revenue in 3Q17 and 40% in 3Q16.
    --  Investment management fees increased 4% year-over-year and 3%
        sequentially, primarily reflecting higher equity market values and money
        market fees. The sequential increase also reflects the favorable impact
        of a weaker U.S. dollar.
        --  Net long-term inflows of fixed income and multi-asset and
            alternative investments were offset by outflows of index, equity and
            liability-driven investments in 3Q17.
        --  Net short-term inflows of $10 billion in 3Q17 were a result of
            increased distribution through our liquidity portals.
    --  Other revenue declined year-over-year primarily reflecting higher
        payments to Investment Services related to higher money market fees.
    --  Net interest revenue was unchanged year-over-year and decreased 6%
        sequentially. The sequential decrease primarily reflects lower average
        deposits.
        --  Average loans increased 9% year-over-year and 1% sequentially.
        --  Average deposits decreased 21% year-over-year and 17% sequentially.
    --  Total noninterest expense (excluding amortization of intangible assets)
        increased 1% year-over-year, primarily reflecting higher other and
        distribution and servicing expenses, partially offset by lower severance
        expense. The 1% sequential increase primarily reflects higher
        distribution and servicing expense.

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)                                                                 3Q17 vs.
    --------------------------------------------

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

    Revenue:

    Investment services fees:

    Asset servicing                                                          $1,081                       $1,061                    $1,038            $1,043                $1,039   2%    4%

    Clearing services                                                  381                     393            375             354               347        (3)        10

    Issuer services                                                    288                     241            250             211               336         20       (14)

    Treasury services                                                  141                     139            139             139               136          1          4
                                                                       ---                     ---            ---             ---               ---        ---        ---

    Total investment services fees                                   1,891                   1,834          1,802           1,747             1,858          3          2

    Foreign exchange and other trading revenue                         154                     145            153             157               177          6       (13)

    Other (a)                                                          142                     136            129             128               148          4        (4)
                                                                       ---                     ---            ---             ---               ---        ---        ---

    Total fee and other revenue                                      2,187                   2,115          2,084           2,032             2,183          3          -

    Net interest revenue                                               777                     761            707             713               715          2          9
                                                                       ---                     ---            ---             ---               ---        ---        ---

    Total revenue                                                    2,964                   2,876          2,791           2,745             2,898          3          2

    Provision for credit losses                                        (2)                    (3)             -              -                1        N/M     N/M

    Noninterest expense (ex. amortization of intangible assets)      1,837                   1,889          1,812           1,786             1,812        (3)         1

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

    Total noninterest expense                                        1,874                   1,927          1,849           1,824             1,851        (3)         1
    -------------------------                                        -----                   -----          -----           -----             -----        ---        ---

    Income before taxes                                                      $1,092                         $952                      $942              $921                $1,046  15%    4%
                                                                             ------                         ----                      ----              ----                ------  ---    ---

    Income before taxes (ex. amortization of intangible                      $1,129                         $990                      $979              $959                $1,085  14%    4%
       assets) - Non-GAAP
       ------------------


    Pre-tax operating margin                                           37%                    33%           34%            34%              36%

    Adjusted pre-tax operating margin (ex. provision for credit        38%                    34%           35%            35%              37%
       losses and amortization of intangible assets) - Non-GAAP


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


    Securities lending revenue                                                  $41                          $42                       $40               $44                   $42 (2)%  (2)%


    Metrics:
    --------

    Average loans                                                           $38,038                      $40,931                   $42,818           $45,832               $44,329 (7)% (14)%

    Average deposits                                                       $198,299                     $200,417                  $197,690          $213,531              $220,316 (1)% (10)%


    AUC/A at period end (in trillions) (b)                                    $32.2      (c)               $31.1                     $30.6             $29.9                 $30.5   4%    6%

    Market value of securities on loan at period end                           $382                         $336                      $314              $296                  $288  14%   33%
      (in billions) (d)


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

    Estimated new business wins (AUC/A) (in billions)                          $166      (c)                $152                      $109              $141                  $150


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

    Average active clearing accounts (U.S. platform)                 6,203                   6,159          6,058           5,960             5,942         1%        4%
      (in thousands)

    Average long-term mutual fund assets (U.S. platform)                   $500,998                     $480,532                  $460,977          $438,460              $443,112   4%   13%

    Average investor margin loans (U.S. platform)                            $8,886                       $9,812                   $10,740           $10,562               $10,834 (9)% (18)%


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

    Number of sponsored programs                                       938                   1,025          1,050           1,062             1,094       (8)%     (14)%


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

    Average tri-party repo balances (in billions)                            $2,534                       $2,498                    $2,373            $2,307                $2,212   1%   15%
    --------------------------------------------                             ------                       ------                    ------            ------                ------  ---    ---


    (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
                       $1.3 trillion at Sept. 30, 2017
                       and $1.2 trillion at June 30,
                       2017, March 31, 2017,Dec. 31,
                       2016 and Sept. 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
                       $68 billion at Sept. 30, 2017,
                       $66 billion at June 30, 2017,
                       $65 billion at March 31, 2017,
                       $63 billion at Dec. 31, 2016 and
                       $64 billion at Sept. 30, 2016.

    N/M - Not meaningful.

INVESTMENT SERVICES KEY POINTS


    --  Income before taxes totaled $1.09 billion in 3Q17. Income before taxes,
        excluding amortization of intangible assets (Non-GAAP), totaled $1.13
        billion in 3Q17.
        --  The pre-tax operating margin was 37% in 3Q17. The pre-tax operating
            margin, excluding the provision for credit losses and amortization
            of intangible assets (Non-GAAP), was 38% in 3Q17.
        --  Investment services fees as a percentage of noninterest expense
            (excluding amortization of intangible assets) was 103% in 3Q17.
    --  Investment services fees increased 2% year-over-year and 3%
        sequentially.
        --  Asset servicing fees increased 4% year-over-year and 2%
            sequentially. The year-over-year increase primarily reflects higher
            equity market values and net new business, including growth in
            collateral management, partially offset by the impact of downsizing
            the retail UK transfer agency business. The sequential increase was
            primarily driven by the favorable impact of a weaker U.S. dollar and
            higher equity market values.
        --  Clearing services fees increased 10% year-over-year primarily driven
            by higher money market fees and growth in long-term mutual fund
            assets. The 3% sequential decrease primarily reflects lower
            clearance volumes.
        --  Issuer services fees decreased 14% year-over-year and increased 20%
            sequentially. The year-over-year decrease primarily reflects fewer
            corporate actions, lost business and lower fees due to a reduction
            in shares outstanding in certain Depositary Receipts programs,
            partially offset by higher Corporate Trust revenue. The sequential
            increase primarily reflects seasonality in Depositary Receipts
            revenue and higher Corporate Trust revenue.
        --  Treasury services fees increased 4% year-over-year and 1%
            sequentially, primarily reflecting higher payment volumes, partially
            offset by higher compensating balance credits provided to clients,
            which reduce fee revenue and increase net interest revenue.
    --  Foreign exchange and other trading revenue decreased 13% year-over-year
        and increased 6% sequentially. Year-over year, lower volatility and
        lower Depositary Receipt-related foreign exchange activity were
        partially offset by higher volumes. The sequential increase reflects
        higher volumes.
    --  Other revenue decreased 4% year-over-year and increased 4% sequentially.
        The year-over-year results include termination fees related to the
        clearing services business recorded in 3Q16. Both comparisons reflect
        higher payments from Investment Management related to higher money
        market fees.
    --  Net interest revenue increased 9% year-over-year primarily reflecting
        the impact of the higher interest rates, partially offset by lower
        deposits and loans. The 2% sequential increase primarily reflects higher
        rates.
    --  Noninterest expense (excluding amortization of intangible assets)
        increased 1% year-over-year, primarily reflecting additional technology
        related-costs, partially offset by lower staff expense. The 3%
        sequential decrease primarily reflects lower consulting expense,
        volume-related clearing and sub-custodian expenses and lower business
        development.

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



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

    Revenue:

    Fee and other revenue                                                         $69              $113           $72             $42   $100

    Net interest (expense) revenue                                        (20)        (22)         (1)   38           (23)
    ------------------------------                                         ---          ---          ---   ---            ---

    Total revenue                                                           49           91           71    80             77

    Provision for credit losses                                            (2)         (4)         (8)    1           (20)

    Noninterest expense (ex. M&I and restructuring charges)                 77           28          106   108             88

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

    Total noninterest expense                                               77           28          107   110             88
    -------------------------                                              ---          ---          ---   ---            ---

    (Loss) income before taxes                                                  $(26)              $67         $(28)          $(31)    $9
                                                                                 ----               ---          ----            ----    ---

    (Loss) income before taxes (ex. M&I and restructuring charges) - Non-       $(26)              $67         $(27)          $(29)    $9
      GAAP
      ----


    Average loans and leases                                                   $1,182            $1,302        $1,341          $2,142 $1,941
    ------------------------                                                   ------            ------        ------          ------ ------

KEY POINTS


    --  Total fee and other revenue decreased $31 million compared with 3Q16 and
        $44 million compared with 2Q17. The year-over-year decrease primarily
        reflects lower other income, driven by our investments in renewable
        energy, and lower asset-related and net securities gains. The sequential
        decrease primarily reflects lease-related gains recorded in 2Q17 and
        lower income from corporate/bank-owned life insurance, partially offset
        by higher net securities gains.
    --  Net interest revenue increased $3 million compared with 3Q16 and $2
        million compared with 2Q17, primarily reflecting higher interest rates.
    --  Noninterest expense (excluding M&I and restructuring charges) decreased
        $11 million compared with 3Q16 and increased $49 million compared with
        2Q17. The year-over-year decrease was primarily driven by lower
        litigation and other expenses. The sequential increase was primarily
        driven by higher staff expense resulting from a methodology change in
        2Q17 for allocating employee benefits expense to the business segments
        with no impact to consolidated results. The sequential increase was
        partially offset by lower other and professional, legal and other
        purchased services expenses.


                                                                                                                                THE BANK OF NEW YORK MELLON CORPORATION

                                                                                                                                Condensed Consolidated Income Statement



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

                                                                                                                                 Sept. 30,        June 30,   Sept. 30,              Sept. 30,   Sept. 30,
                                                                                                                                      2017            2017         2016                    2017         2016
                                                                                                                                      ----            ----         ----                    ----         ----


    Fee and other revenue

    Investment services fees:

    Asset servicing                                                                                                                                             $1,105                              $1,085              $1,067           $3,253 $3,176

    Clearing services                                                                                                                                  383                      394                     349               1,153    1,049

    Issuer services                                                                                                                                    288                      241                     337                 780      815

    Treasury services                                                                                                                                  141                      140                     137                 420      407
    -----------------                                                                                                                                  ---                      ---                     ---                 ---      ---

      Total investment services fees                                                                                                                 1,917                    1,860                   1,890               5,606    5,447

    Investment management and performance fees                                                                                                         901                      879                     860               2,622    2,502

    Foreign exchange and other trading revenue                                                                                                         173                      165                     183                 502      540

    Financing-related fees                                                                                                                              54                       53                      58                 162      169

    Distribution and servicing                                                                                                                          40                       41                      43                 122      125

    Investment and other income                                                                                                                         63                      122                      92                 262      271
    ---------------------------                                                                                                                        ---                      ---                     ---                 ---      ---

      Total fee revenue                                                                                                                              3,148                    3,120                   3,126               9,276    9,054

    Net securities gains                                                                                                                                19                        -                     24                  29       65
    --------------------                                                                                                                               ---                      ---                    ---                 ---      ---

      Total fee and other revenue                                                                                                                    3,167                    3,120                   3,150               9,305    9,119

    Operations of consolidated investment management funds

    Investment income                                                                                                                                   10                       10                      20                  57       27

    Interest of investment management fund note holders                                                                                                  -                       -                      3                   4        6
    ---------------------------------------------------                                                                                                ---                     ---                    ---                 ---      ---

      Income from consolidated investment management funds                                                                                              10                       10                      17                  53       21

    Net interest revenue

    Interest revenue                                                                                                                                 1,151                    1,052                     874               3,163    2,647

    Interest expense                                                                                                                                   312                      226                     100                 706      340
    ----------------                                                                                                                                   ---                      ---                     ---                 ---      ---

    Net interest revenue                                                                                                                               839                      826                     774               2,457    2,307
    --------------------

    Total revenue                                                                                                                                    4,016                    3,956                   3,941              11,815   11,447

    Provision for credit losses                                                                                                                        (6)                     (7)                   (19)               (18)    (18)

    Noninterest expense

    Staff                                                                                                                                            1,469                    1,417                   1,467               4,358    4,338

    Professional, legal and other purchased services                                                                                                   305                      319                     292                 936      860

    Software and equipment                                                                                                                             233                      232                     215                 688      657

    Net occupancy                                                                                                                                      141                      139                     143                 416      437

    Distribution and servicing                                                                                                                         109                      104                     105                 313      307

    Sub-custodian                                                                                                                                       62                       65                      59                 191      188

    Bank assessment charges (a)                                                                                                                         51                       59                      61                 167      166

    Business development                                                                                                                                49                       63                      52                 163      174

    Other (a)                                                                                                                                          177                      192                     170                 536      546

    Amortization of intangible assets                                                                                                                   52                       53                      61                 157      177

    M&I, litigation and restructuring charges                                                                                                            6                       12                      18                  26       42
                                                                                                                                                       ---                      ---                                        ---

      Total noninterest expense                                                                                                                      2,654                    2,655                   2,643               7,951    7,892
      -------------------------                                                                                                                      -----                    -----                   -----               -----    -----

    Income

    Income before income taxes                                                                                                                       1,368                    1,308                   1,317               3,882    3,573

    Provision for income taxes                                                                                                                         348                      332                     324                 949      897
    --------------------------                                                                                                                         ---                      ---                     ---                 ---      ---

      Net income                                                                                                                                     1,020                      976                     993               2,933    2,676

    Net (income) loss attributable to noncontrolling interests (includes $(3),                                                                         (2)                     (1)                    (6)               (18)       1
                                                                               $(3), $(9), $(24) and $(6) related to consolidated investment management
       funds, respectively)
       -------------------

    Net income applicable to shareholders of The Bank of New York Mellon                                                                             1,018                      975                     987               2,915    2,677
       Corporation

    Preferred stock dividends                                                                                                                         (35)                    (49)                   (13)              (126)    (74)
    -------------------------                                                                                                                          ---                      ---                     ---                ----      ---

    Net income applicable to common shareholders of The Bank of New                                                                                               $983                                $926                $974           $2,789 $2,603
       York 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


                                                                                 Sept. 30, June 30, Sept. 30,         Sept. 30,        Sept. 30,
                                                                                      2017     2017       2016               2017           2016

    (in millions)

    Net income applicable to common shareholders of The Bank of New York                                 $983                     $926                  $974     $2,789 $2,603
       Mellon Corporation

    Less:  Earnings allocated to participating securities (a)                                     8                13                15                    35 39

    Net income applicable to the common shareholders of The Bank of New                                  $975                     $913                  $959     $2,754 $2,564
       York Mellon Corporation after required adjustments for the calculation of
       basic and diluted earnings per common share
       -------------------------------------------


    (a)               Beginning in 3Q17, vested stock
                       awards to retirement eligible
                       employees are included in common
                       shares outstanding for earnings
                       per share purposes.  This change
                       increased both average basic and
                       average diluted shares outstanding
                       by approximately 6 million and
                       reduced earnings allocated to
                       participating securities by $6
                       million for the quarter, which
                       resulted in a de minimis impact to
                       both basic and diluted earnings
                       per share.



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


                                                                     Sept. 30,  June 30, Sept. 30,               Sept. 30,   Sept. 30,
                                                                          2017      2017       2016                     2017         2016

    (in thousands)

    Basic                                                                      1,035,337               1,035,829               1,062,248               1,037,431 1,071,457

    Diluted                                                                    1,041,138               1,041,879               1,067,682               1,043,585 1,077,150
    -------                                                                    ---------               ---------               ---------               --------- ---------


    (a)               Beginning in 3Q17, vested stock
                      awards to retirement eligible
                      employees are included in common
                      shares outstanding for earnings per
                      share purposes.  This change
                      increased both average basic and
                      average diluted shares outstanding
                      by approximately 6 million and
                      reduced earnings allocated to
                      participating securities by $6
                      million for the quarter, which
                      resulted in a de minimis impact to
                      both basic and diluted earnings per
                      share.



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


                                                                         Sept. 30, June 30, Sept. 30,          Sept. 30,   Sept. 30,
                                                                              2017     2017       2016                2017         2016

    (in dollars)

    Basic                                                                                       $0.94                           $0.88                $0.90 $2.66 $2.39

    Diluted                                                                                     $0.94                           $0.88                $0.90 $2.64 $2.38
    -------                                                                                     -----                           -----                ----- ----- -----




                                                                                                          THE BANK OF NEW YORK MELLON CORPORATION

                                                                                                                 Consolidated Balance Sheet



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


    Assets

    Cash and due from:

    Banks                                                                                                                                                     $5,557                   $4,725    $4,822

    Interest-bearing deposits with the Federal Reserve and other central banks                                                                       75,808                  74,130     58,041

    Interest-bearing deposits with banks                                                                                                             15,256                  13,601     15,086

    Federal funds sold and securities purchased under resale agreements                                                                              27,883                  27,440     25,801

    Securities:

    Held-to-maturity (fair value of $39,928, $40,862 and $40,669)                                                                                    39,995                  40,986     40,905

    Available-for-sale                                                                                                                               80,054                  78,274     73,822
    ------------------                                                                                                                               ------                            ------

      Total securities                                                                                                                              120,049                 119,260    114,727

    Trading assets                                                                                                                                    4,666                   5,279      5,733

    Loans                                                                                                                                            59,068                  61,673     64,458

    Allowance for loan losses                                                                                                                         (161)                  (165)     (169)
    -------------------------                                                                                                                          ----                              ----

      Net loans                                                                                                                                      58,907                  61,508     64,289

    Premises and equipment                                                                                                                            1,631                   1,640      1,303

    Accrued interest receivable                                                                                                                         547                     567        568

    Goodwill                                                                                                                                         17,543                  17,457     17,316

    Intangible assets                                                                                                                                 3,461                   3,506      3,598

    Other assets                                                                                                                                     22,287                  25,000     20,954
    ------------                                                                                                                                     ------                            ------

    Subtotal assets of operations                                                                                                                   353,595                 354,113    332,238

    Assets of consolidated investment management funds, at fair value                                                                                   802                     702      1,231


    Total assets                                                                                                                                            $354,397                 $354,815  $333,469
    ------------                                                                                                                                            --------                 --------  --------

    Liabilities

    Deposits:

    Noninterest-bearing (principally U.S. offices)                                                                                                           $80,380                  $89,063   $78,342

    Interest-bearing deposits in U.S. offices                                                                                                        46,023                  48,798     52,049

    Interest-bearing deposits in Non-U.S. offices                                                                                                   104,593                  97,816     91,099
    ---------------------------------------------                                                                                                   -------                            ------

      Total deposits                                                                                                                                230,996                 235,677    221,490

    Federal funds purchased and securities sold under repurchase agreements                                                                          10,314                  10,934      9,989

    Trading liabilities                                                                                                                               3,253                   4,100      4,389

    Payables to customers and broker-dealers                                                                                                         21,176                  21,622     20,987

    Commercial paper                                                                                                                                  2,501                     876          -

    Other borrowed funds                                                                                                                              3,353                   1,338        754

    Accrued taxes and other expenses                                                                                                                  6,070                   5,670      5,867

    Other liabilities (includes allowance for lending-related commitments of $104, $105 and $112)                                                     7,195                   6,379      5,635

    Long-term debt                                                                                                                                   28,408                  27,699     24,463
    --------------                                                                                                                                   ------                            ------

    Subtotal liabilities of operations                                                                                                              313,266                 314,295    293,574

    Liabilities of consolidated investment management funds, at fair value                                                                               27                      22        315


    Total liabilities                                                                                                                               313,293                 314,317    293,889

    Temporary equity

    Redeemable noncontrolling interests                                                                                                                 197                     181        151

    Permanent equity

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

    Common stock - par value $0.01 per share; authorized 3,500,000,000 shares; issued 1,352,363,932,                                                     14                      13         13
       1,349,181,914 and 1,333,706,427 shares

    Additional paid-in capital                                                                                                                       26,588                  26,432     25,962

    Retained earnings                                                                                                                                24,757                  24,027     22,621

    Accumulated other comprehensive loss, net of tax                                                                                                (2,781)                (3,093)   (3,765)

    Less:  Treasury stock of 328,341,579, 316,025,713 and 286,218,126 common shares, at cost                                                       (11,597)               (10,947)   (9,562)
    ----------------------------------------------------------------------------------------                                                        -------                            ------

    Total The Bank of New York Mellon Corporation shareholders' equity                                                                               40,523                  39,974     38,811

    Nonredeemable noncontrolling interests of consolidated investment management funds                                                                  384                     343        618
    ----------------------------------------------------------------------------------                                                                  ---                               ---

    Total permanent equity                                                                                                                           40,907                  40,317     39,429
    ----------------------                                                                                                                           ------                  ------     ------

    Total liabilities, temporary equity and permanent equity                                                                                                $354,397                 $354,815  $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 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)                                                       3Q17   2Q17 1Q17  4Q16  3Q16
    --------------------                                                        ----   ---- ----  ----  ----

    Income before income taxes - GAAP                                                $1,368            $1,308         $1,206          $1,152 $1,317

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

    Add:  Amortization of intangible assets                                       52           53           52     60              61

    M&I, litigation and restructuring charges                                      6           12            8      7              18

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

    Income before income taxes, as adjusted - Non-GAAP (a)                           $1,423            $1,370         $1,248          $1,215 $1,374


    Fee and other revenue - GAAP                                                     $3,167            $3,120         $3,018          $2,954 $3,150

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

    Net interest revenue - GAAP                                                  839          826          792    831             774
    ---------------------------                                                  ---          ---          ---    ---             ---

    Total revenue - GAAP                                                       4,016        3,956        3,843  3,790           3,941

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


    Total revenue, as adjusted - Non-GAAP (a)                                        $4,013            $3,953         $3,825          $3,786 $3,932


    Pre-tax operating margin - GAAP (b)(c)                                       34%         33%         31%   30%            33%

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


    (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,
                       corporate/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 $102 million for 3Q17, $106
                       million for 2Q17, $101 million for
                       1Q17, $92 million for 4Q16 and $74
                       million for 3Q16 and would increase
                       our pre-tax operating margin by
                       approximately 1.6% for 3Q17, 1.8% for
                       2Q17 and 1Q17, 1.7% for 4Q16  and
                       1.2% for 3Q16.

The following table presents the reconciliation of the operating leverage.



    Operating leverage                                                                               3Q17 vs.

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

    Total revenue - GAAP                                                            $4,016                   $3,956          $3,941   1.52% 1.90%

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

    Total revenue, as adjusted - Non-GAAP                                           $4,013                   $3,953          $3,932   1.52% 2.06%


    Total noninterest expense - GAAP                                                $2,654                   $2,655          $2,643 (0.04)% 0.42%

    Less:  Amortization of intangible assets                                     52           53                  61

    M&I, litigation and restructuring charges                                     6           12                  18

    Total noninterest expense, as adjusted - Non-GAAP                               $2,596                   $2,590          $2,564   0.23% 1.25%


    Operating leverage - GAAP (a)                                                                    156    bps      148 bps

    Adjusted operating leverage - Non-GAAP (a)(b)                                                    129    bps       81 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)                                                  3Q17    2Q17  1Q17  4Q16   3Q16
    --------------------                                                   ----    ----  ----  ----   ----

    Net income applicable to common shareholders of The Bank of New York           $983                $926              $880              $822    $974
       Mellon Corporation - GAAP

    Add:  Amortization of intangible assets                                  52             53            52       60                61

    Less:  Tax impact of amortization of intangible assets                   17             19            18       19                21
    ------------------------------------------------------

    Adjusted net income applicable to common shareholders of The Bank of  1,018            960           914      863             1,014
       New York Mellon Corporation excluding amortization of intangible
       assets - Non-GAAP

    Add:  M&I, litigation and restructuring charges                           6             12             8        7                18

     Recovery related to Sentinel                                             -             -            -       -             (13)

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

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

    Adjusted net income applicable to common shareholders of The Bank of         $1,024                $969              $920              $867  $1,019
       New York Mellon Corporation, as adjusted - Non-GAAP (a)


    Average common shareholders' equity                                         $36,780             $35,862           $34,965           $35,171 $35,767

    Less: Average goodwill                                               17,497         17,408        17,338   17,344            17,463

    Average intangible assets                                             3,487          3,532         3,578    3,638             3,711

    Add:  Deferred tax liability - tax deductible goodwill (b)            1,561          1,542         1,518    1,497             1,477

    Deferred tax liability - intangible assets (b)                        1,092          1,095         1,100    1,105             1,116
    ---------------------------------------------                         -----          -----         -----    -----             -----

    Average tangible common shareholders' equity - Non-GAAP                     $18,449             $17,559           $16,667           $16,791 $17,186


    Return on common equity - GAAP (c)                                    10.6%         10.4%        10.2%    9.3%            10.8%

    Adjusted return on common equity - Non-GAAP (a)(c)                    11.0%         10.8%        10.7%    9.8%            11.3%


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

    Adjusted return on tangible common equity - Non-GAAP (a)(c)           22.0%         22.1%        22.4%   20.5%            23.6%
    ----------------------------------------------------------             ----           ----          ----     ----              ----


    (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                                 Sept. 30, June 30,  March 31,   Dec. 31,   Sept. 30,
                                                                     2017      2017        2017        2016         2016
                                                                     ----      ----        ----        ----

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

    BNY Mellon shareholders' equity at period end - GAAP                   $40,523                            $39,974              $39,138           $38,811 $39,695

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

    BNY Mellon common shareholders' equity at period end - GAAP    36,981               36,432                  35,596      35,269            36,153

    Less:  Goodwill                                                17,543               17,457                  17,355      17,316            17,449

      Intangible assets                                             3,461                3,506                   3,549       3,598             3,671

    Add:  Deferred tax liability - tax deductible goodwill (a)      1,561                1,542                   1,518       1,497             1,477

    Deferred tax liability - intangible assets (a)                  1,092                1,095                   1,100       1,105             1,116
    ---------------------------------------------                   -----                -----                   -----       -----             -----

    BNY Mellon tangible common shareholders' equity at period              $18,630                            $18,106              $17,310           $16,957 $17,626
      end - Non-GAAP


    Period-end common shares outstanding (in thousands)         1,024,022            1,033,156               1,039,877   1,047,488         1,057,337


    Book value per common share - GAAP                                      $36.11                             $35.26               $34.23            $33.67  $34.19

    Tangible book value per common share - Non-GAAP                         $18.19                             $17.53               $16.65            $16.19  $16.67
    -----------------------------------------------                         ------                             ------               ------            ------  ------


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

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

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

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


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

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

    Investment management fees                                                                                                           $1               $2       $2     $4 $2

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

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

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

    Income before income taxes - GAAP                                                           $300             $288         $277         $260 $256

    Add:  Amortization of intangible assets                                                15           15          15     22           22

    Provision for credit losses                                                           (2)           -          3      6            -
    ---------------------------                                                           ---          ---        ---    ---          ---

    Adjusted income before income taxes, excluding amortization of intangible assets            $313             $303         $295         $288 $278
       and provision for credit losses - Non-GAAP


    Total revenue - GAAP                                                                      $1,000             $986         $963         $960 $958

    Less:  Distribution and servicing expense                                             110          104         101     98          104
    -----------------------------------------                                             ---          ---         ---    ---          ---

    Adjusted total revenue, net of distribution and servicing expense - Non-GAAP                $890             $882         $862         $862 $854


    Pre-tax operating margin - GAAP (a)                                                   30%         29%        29%   27%         27%

    Adjusted pre-tax operating margin, excluding amortization of intangible assets,       35%         34%        34%   33%         33%
       provision for credit losses and distribution and servicing expense - Non-GAAP (a)
       --------------------------------------------------------------------------------


    (a)               Income before taxes
                      divided by total
                      revenue.

DIVIDENDS

Common - On Oct. 19, 2017, The Bank of New York Mellon Corporation declared a quarterly common stock dividend of $0.24 per share. This cash dividend is payable on Nov. 9, 2017 to shareholders of record as of the close of business on Oct. 31, 2017.

Preferred - On Oct. 19, 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 December 2017, in each case payable on Dec. 20, 2017 to holders of record as of the close of business on Dec. 5, 2017:


    --  $1,011.11 per share on the Series A Preferred Stock (equivalent to
        $10.1111 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);
    --  $2,250.00 per share on the Series D Preferred Stock (equivalent to
        $22.5000 per depositary share, each representing a 1/100th interest in a
        share of the Series D Preferred Stock); and
    --  $2,475.00 per share on the Series E Preferred Stock (equivalent to
        $24.7500 per depositary share, each representing a 1/100th interest in a
        share of the Series E 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 goals, growth, investments 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 Reports on Form 10-Q for the periods ended March 31, 2017 and June 30, 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 Oct. 19, 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 Sept. 30, 2017, BNY Mellon had $32.2 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

Charles W. Scharf, chief executive officer, and Thomas P. Gibbons, vice chairman and chief financial 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 Oct. 19, 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 Oct. 19, 2017. Replays of the conference call and audio webcast will be available beginning Oct. 19, 2017 at approximately 2 p.m. EDT through Nov. 19, 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