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As filed with the Securities and Exchange Commission on February 15, 1995
Registration No. 33-48486
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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POST-EFFECTIVE AMENDMENT NO. 2
TO
FORM S-3
REGISTRATION STATEMENT
Under The Securities Act of 1933
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MELLON BANK CORPORATION
(Exact name of registrant as specified in its charter)
Pennsylvania 25-1233834
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
One Mellon Bank Center
500 Grant Street
Pittsburgh, Pennsylvania 15258
412-234-5000
(Address, including zip code, and telephone number, including
area code, of registrant's principal executive offices)
James M. Gockley, Esq.
Assistant General Counsel
Mellon Bank Corporation
One Mellon Bank Center
500 Grant Street
Pittsburgh, Pennsylvania 15258
412-234-5222
(Name, address, including zip code, and telephone number,
including area code, of agent for service)
Approximate date of commencement of proposed sale to the public:
As soon as practicable after the Amendment becomes effective.
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If the only securities being registered on this Form are being offered
pursuant to dividend or interest reinvestment plans, please check the following
box. [X]
If any of the securities being registered on this Form are to be offered on a
delayed or continuous basis pursuant to Rule 415 under the Securities Act of
1933, other than securities offered only in connection with dividend or
interest reinvestment plans, check the following box. [_]
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On November 15, 1994, Mellon Bank Corporation effected a three-for-two split
with respect to its common stock ($0.50 par value) (the "Common Stock"). This
Post-Effective Amendment No. 2 is filed pursuant to paragraph (b) of Rule 416
under the Securities Act of 1933 to reflect a change in the amount of securities
registered hereunder. As a result of the split, an additional 328,609 shares of
Common Stock are registered hereunder, bringing the total number of shares
registered hereunder to 2,328,609.
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SIGNATURES
MELLON BANK CORPORATION
Pursuant to the requirements of the Securities Act of 1933, Mellon Bank
Corporation certifies that it has reasonable grounds to believe that it meets
all the requirements for filing on Form S-3 and has duly caused this Post-
Effective Amendment No. 2 to be signed on its behalf by the undersigned,
thereunto duly authorized, in the City of Pittsburgh, Commonwealth of
Pennsylvania, on the 15th day of February, 1995.
Mellon Bank Corporation
By
/s/ Frank V. Cahouet
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Frank V. Cahouet
Chairman, President and
Chief Executive Officer
Pursuant to the requirements of the Securities Act of 1933, this Post-
Effective Amendment No. 2 has been signed below by the following persons in the
capacities indicated on the 15th day of February, 1995.
By
/s/ Steven G. Elliott
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Steven G. Elliott
Principal Financial Officer
and Principal Accounting
Officer
FRANK V. CAHOUET, Director and Principal Executive Officer, BURTON C. BORGELT,
Director; J. W. CONNOLLY, Director; CHARLES A. CORRY, Director; C. FREDERICK
FETTEROLF, Director; IRA J. GUMBERG, Director; PEMBERTON HUTCHINSON, Director;
ANDREW W. MATHIESON, Director; SEWARD PROSSER MELLON, Director; DAVID S.
SHAPIRA, Director; W. KEITH SMITH, Director; WESLEY W. von SCHACK, Director;
WILLIAM J. YOUNG, Director.
By
/s/ James M. Gockley
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James M. Gockley
Attorney-in-fact
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