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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) - December 11, 1997
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
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ITEM 5. OTHER EVENTS
On December 11, 1997, Mellon Bank Corporation ("Mellon") and Founders Asset
Management, Inc. announced a definitive agreement under which Mellon will
acquire Founders.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
Exhibit Description
Number
99.1 Mellon Bank Corporation Press Release, dated December 11, 1997
regarding above matter.
SIGNATURES
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: December 12, 1997 By: /s/ STEVEN G. ELLIOTT
Steven G. Elliott
Vice Chairman, Chief Financial Officer
and Treasurer
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EXHIBIT INDEX
Number Description Method of Filing
99.1 Press Release dated Filed herewith
December 11, 1997
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Exhibit 99_1
CONTACTS:
Mellon Dreyfus Founders
Media: Stephen K. Dishart Patrice M. Kozlowski Steven Shapiro
(412) 234-0850 (212) 922-6030 (303) 394-7833
Analysts: Donald J. MacLeod
(412) 234-5601
FOR IMMEDIATE RELEASE
MELLON TO ACQUIRE FOUNDERS ASSET MANAGEMENT
--Combines Dreyfus equity offerings with Founders' successful growth funds--
NEW YORK and DENVER, Dec. 11, 1997--Mellon Bank Corporation (NYSE: MEL) and
Founders Asset Management, Inc. today announced a definitive agreement under
which Mellon will acquire Founders, a manager of growth-oriented no-load equity
mutual funds and other investment portfolios. Adding Founders' growth-oriented
funds to Dreyfus' existing equity funds means Mellon can offer its customers
access to a comprehensive lineup of 48 equity funds, with a total of more than
$28 billion in equity assets under management. Terms of the transaction were
not disclosed.
"Founders is `growth, plain and simple,' and that's the ideal
enhancement to the equity offerings at Dreyfus," said Christopher M. "Kip"
Condron, Mellon vice chairman, and president and chief executive officer of The
Dreyfus Corporation. "Founders offers our clients and shareholders a
historically strong-performing, highly regarded family of growth equity funds
that broadens Dreyfus' offerings and appeal. In addition, both Dreyfus and
Founders have well-established brand names and powerful distribution networks.
Clearly, the companies complement one another."
Founders, which will remain headquartered in Denver, offers 11 no-load
mutual funds, including nine growth-oriented equity mutual funds, with $4.8
billion in assets among total assets under management of $6.7 billion. With
the inclusion of Founders equity funds, the Dreyfus/Founders family of funds
will increase its percentage of equity assets under management from 23 percent
to 27 percent, with a total of more than $28 billion in 48 equity funds. The
combined mutual fund assets will be approximately $100 billion.
-more-
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Mellon Acquires Founders
Dec. 11, 1997
Page 2
"We are excited about our affiliation with Mellon and Dreyfus," said
Jon Zeschin, Founders president, "particularly the prospect of enhancing the
quality investment products and services we offer Founders Funds shareholders.
As Mellon's growth equity management company, we look forward to continuing our
focus on managing growth stock funds in our unique bottom-up style."
Founders will become a subsidiary of Mellon Bank, N.A. alongside
Dreyfus. In addition, Zeschin, who will be chief executive officer, Portfolio
Managers Rob Ammann, Mike Gerding, Michael Haines, Ed Keely, Brian Kelly and
Doug Loeffler, as well as Head of Institutional Marketing Greg Contillo, all
have signed long-term employment contracts and will continue with the company in
their current capacity. Bjorn K. "Erik" Borgen, Founders chairman and chief
executive officer, will remain a director of the Founders Funds and has entered
into a consulting agreement with Mellon.
"We carefully explored our options for a strategic partnership that
would ensure Founders' continued growth while maintaining the heritage of
Founders' highly regarded mutual funds and tradition of quality service," said
Borgen. "We believe Mellon is the best strategic fit for Founders and the
shareholders in the Founders Funds over the long term."
Bolstering its investment management capabilities in the past two
years, Dreyfus has hired more than 25 mid- to senior-level investment
professionals and introduced 28 new funds, 18 of which are equity funds.
Currently, new money is coming into Dreyfus equity funds at a rate of nearly
three times Dreyfus' current market share.
The Founders Funds family of 11 no-load funds includes aggressive
growth, growth, international and growth-and-income offerings. The funds are
managed by Denver-based Founders Asset Management, Inc., which currently has
$6.7 billion in total assets under management.
A broad-based financial services company with a bank at its core,
Mellon Bank Corporation ranks among the nation's largest bank holding companies
in market capitalization. With approximately $1.8 trillion of assets under
management or administration, Mellon provides a full range of banking,
investment and trust products and services to individuals and small, midsize and
large businesses and institutions. Its mutual fund company, The Dreyfus
Corporation, places Mellon as the leading bank manager of mutual funds.
Headquartered in Pittsburgh, Mellon's principal subsidiary is Mellon Bank, N.A.
-more-
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Mellon Acquires Founders
Dec. 11, 1997
Page 3
Press releases and other information about Mellon Bank Corporation and
its products and services are available at http://www.mellon.com on the
Internet. For Mellon press releases by fax, call 1 800 758-5804, identification
number 552187.
Editor's Note: Securities and Exchange Commission regulations require
the following statement in this press release: For more information about the
Founders Funds, including management fees and expenses, please call Founders
Asset Management, Inc. at 1 800 525-2440 for a prospectus. Please read the
prospectus carefully before you invest or send money. Founders Asset Management,
Inc., distributor of the Founders Funds.
For more information about the Dreyfus Funds, including management
fees and expenses, please call Dreyfus at 1 800 645-6561 for a prospectus.
Please read the prospectus carefully before you invest or send money. Premier
Mutual Fund Services, Inc., distributor of the Dreyfus Funds.
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