MELLON BANK CORP
8-K, 1995-09-21
NATIONAL COMMERCIAL BANKS
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<PAGE>
 
                     SECURITIES  AND  EXCHANGE  COMMISSION

                            Washington, D.C. 20549



                                   FORM 8-K

                                CURRENT REPORT



    Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

     Date of Report (Date of earliest event reported) -September 20, 1995



                           MELLON  BANK  CORPORATION
              (Exact name of registrant as specified in charter)



        Pennsylvania                    1-7410                   25-1233834
(State or other jurisdiction          (Commission             (I.R.S. Employer
     of incorporation)                File Number            Identification No.)
 

                            One Mellon Bank Center
                               500 Grant Street
                           Pittsburgh, Pennsylvania                 15258
                   (Address of principal executive offices)       (Zip code)



      Registrant's telephone number, including area code - (412) 234-5000
<PAGE>
 
ITEM 5.  OTHER EVENT

         On September 20, 1995, Mellon Bank Corporation (the "Corporation")
         announced that its board of directors has unanimously approved the
         extension of the employment contract of Frank V. Cahouet, Chairman,
         President and Chief Executive Officer, through the end of December
         1998.
 

ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS


Exhibit
Number   Description

99.1     Mellon Bank Corporation Press Release, dated September 20, 1995
         announcing that the employment contract for Frank V. Cahouet has been
         extended to the end of December 1998.


Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.


                                       MELLON BANK CORPORATION



Date:  September 21, 1995         By:  JAMES M. GOCKLEY
                                       James M. Gockley
                                       Assistant General Counsel &
                                       Secretary
 
<PAGE>
 
                                 EXHIBIT INDEX



Number   Description                              Method of Filing

99.1     Press Release dated September 20, 1995   Filed herewith

<PAGE>
 
                                                                         EX-99.1
[LOGO OF MELLON]                                      News Release
             ANALYSTS:             MEDIA:
             ---------             ------
             Donald J. MacLeod     Magaret Kirch Cohen
   Contact:  (412) 234-5601        (412) 234-0850     Corporate Affairs
                                                      One Mellon Bank  Center
                                                      Pittsburgh, PA  15258-0001
             David T. Lamar
             (412) 234-4633

--------------------------------------------------------------------------------


FOR IMMEDIATE RELEASE


MELLON BOARD EXTENDS CAHOUET'S CONTRACT THROUGH 1998
----------------------------------------------------


PITTSBURGH, Sept. 20 1995 -- Mellon Bank Corporation today announced that its 
board of directors has unanimously approved the extension of the employment 
contract of Frank V. Cahouet, chairman, president and chief executive officer, 
through the end of December 1998. Cahouet, who is 63, is expected to retire at 
that time.

     "We are delighted that Frank Cahouet has agreed to serve as Mellon's 
chairman for three more years," said Andrew W. "Drew" Mathieson, chairman of the
human resources committee of Mellon's board of directors. "Frank Cahouet is a 
builder. If you look at Mellon's progress during the past eight years, it's 
clear that he has positioned Mellon to be a leader in the financial services 
industry of the future.

     "Mellon is fortunate to have a strong team of highly talented senior 
managers who have successfully executed Mellon's strategy of balance and 
growth," he added. "Although it is entirely too early to discuss a successor, we
expect Mr. Cahouet's replacement to come from within Mellon."

     With balance sheet assets of approximately $40 billion and assets under 
management or administration of approximately $910 billion, Mellon Bank 
Corporation is a major financial services company headquartered in Pittsburgh; 
its primary subsidiary is Mellon Bank, N.A. The Corporation provides a full 
range of banking and investment products and services to individuals and small, 
midsize and large businesses and institutions.

                                      ###




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