Filed pursuant to Rule 433

Registration Statement No.: 333-189568

THE BANK OF NEW YORK MELLON CORPORATION

$500,000,000 3.400% SENIOR NOTES DUE 2024

MAY 2, 2014

ISSUER: THE BANK OF NEW YORK MELLON CORPORATION

SECURITIES: SENIOR MEDIUM-TERM NOTES, SERIES G

EXPECTED RATINGS*: A1 / A+ / AA- / AAL (STABLE/NEGATIVE/STABLE/STABLE)

LEGAL FORMAT: SEC-REGISTERED

MATURITY DATE: MAY 15, 2024

TRADE DATE: MAY 2, 2014

SETTLEMENT DATE: MAY 7, 2014 (T+3)

REDEMPTION COMMENCEMENT DATE: APRIL 15, 2024

COUPON: 3.400% PER ANNUM

COUPON FREQUENCY: SEMI-ANNUALLY

INTEREST PAYMENT DATES: INTEREST PAYS SEMI-ANNUALLY ON EACH MAY 15 AND NOVEMBER 15, COMMENCING ON NOVEMBER 15, 2014 AND ENDING ON THE MATURITY DATE

REDEMPTION PRICE: THE PRINCIPAL AMOUNT OF THE NOTES REDEEMED

REDEMPTION TERMS: REDEEMABLE IN WHOLE OR IN PART AT THE OPTION OF THE ISSUER ON OR AFTER THE REDEMPTION COMMENCEMENT DATE AT THE REDEMPTION PRICE, PLUS ACCRUED AND UNPAID INTEREST THEREON TO THE DATE OF REDEMPTION. THE BANK OF NEW YORK MELLON CORPORATION SHALL PROVIDE AT LEAST 10 AND NOT MORE THAN 60 CALENDAR DAYS NOTICE OF REDEMPTION TO THE REGISTERED HOLDER OF THE NOTE.

DAY COUNT CONVENTION: 30/360

PRINCIPAL AMOUNT: $500,000,000

ISSUE PRICE: 99.949% OF PRINCIPAL AMOUNT

PROCEEDS TO ISSUER: $498,995,000

PRICING BENCHMARK: UST 2.750% DUE FEBUARY 15 2024

BENCHMARK YIELD: 2.586%

SPREAD TO BENCHMARK: +82 BASIS POINTS

RE-OFFER YIELD: 3.406%

DENOMINATIONS: $1,000 X $1,000

LISTING: NONE

CUSIP/ISIN: 06406HCV9 / US06406HCV96

 

BOOKRUNNERS:		DEUTSCHE BANK SECURITIES INC.
		GOLDMAN, SACHS & CO.
		RBS SECURITIES INC.
		BNY MELLON CAPITAL MARKETS, LLC
CO-MANAGERS:		HSBC SECURITIES (USA) INC.
		LLOYDS SECURITIES INC.
		NATIXIS SECURITIES AMERICAS LLC
		NOMURA SECURITIES INTERNATIONAL, INC.
		BLAYLOCK BEAL VAN, LLC
		SAMUEL A. RAMIREZ & COMPANY, INC.
		THE WILLIAMS CAPITAL GROUP, L.P.

The notes are not deposits or other obligations of a bank and are not insured or guaranteed by the Federal Deposit Insurance Corporation or any other governmental agency.

The issuer has filed a registration statement (including a prospectus and a prospectus supplement) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement, and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC web site at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling Deutsche Bank Securities Inc. at 1-800-503-4611, Goldman, Sachs & Co. at 1-866-471-2526, RBS Securities Inc. at 1-866-884-2071 and BNY Mellon Capital Markets, LLC at 1-800-269-6864.

 

*	A security rating is not a recommendation to buy, sell or hold securities, and may be subject to revision or withdrawal at any time by the assigning rating organization. Each rating should be evaluated independently of any other rating.