0001193125-16-455804 Sample Contracts

THE BANK OF NEW YORK MELLON CORPORATION Senior Medium-Term Notes Series I Senior Subordinated Medium-Term Notes Series J DISTRIBUTION AGREEMENT February [ ], 2016
Distribution Agreement • February 10th, 2016 • Bank of New York Mellon Corp • State commercial banks • New York

The Company has filed a Registration Statement with respect to the Notes with the SEC and has filed the MTN Prospectus with respect to the offering of Notes under the Program with the SEC pursuant to Rule 424(b) of the 1933 Act Regulations. The MTN Prospectus, including all applicable amendments or supplements thereto, and the pricing supplement relating to the offering of any applicable tranche of Notes under the Program (each, a “Pricing Supplement”), in the form first furnished to the applicable Agent(s) for use in connection with the offering of such Notes, are referred to herein as the “Prospectus.”

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