The Securities and Exchange Commission has not necessarily reviewed the information in this filing and has not determined if it is accurate and complete.
The reader should not assume that the information is accurate and complete.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 13F

FORM 13F COVER PAGE
OMB APPROVAL
OMB Number: 3235-0006
Estimated average burden
hours per response: 23.8
Report for the Calendar Year or Quarter Ended: 09-30-2013
Check here if Amendment X Amendment Number: 1
This Amendment (Check only one.):    is a restatement.
X adds new holdings entries.
Institutional Investment Manager Filing this Report:
Name: Bank of New York Mellon Corp
Address: ONE WALL STREET, 31ST FLOOR
NEW YORK, NY  10286
Form 13F File Number: 028-12592

The institutional investment manager filing this report and the person by whom it is signed hereby represent that the person signing the report is authorized to submit it, that all information contained herein is true, correct and complete, and that it is understood that all required items, statements, schedules, lists, and tables, are considered integral parts of this form.

Person Signing this Report on Behalf of Reporting Manager:
Name: Nicholas R. Darrow
Title: Senior Vice President
Phone: 412-236-7733
Signature, Place, and Date of Signing:
Nicholas R. Darrow Pittsburgh,  X1 11-14-2013
[Signature] [City, State] [Date]
1) BNY Mellon has initiated the process necessary to obtain 13F File Numbers for 5 of the Other Included Managers within this 13F Report. 2) Certain Section 13 (f) securities have been omitted from this report because those securities are subject to the Lehman bankruptcy proceeding. Accordingly, none of the institutional investment managers represented on this Form 13F ("BNY Mellon") have investment discretion over those securities. BNY Mellon will include such securities on future Form 13F filings once investment discretion is regained.
Report Type (Check only one.):
   13F HOLDINGS REPORT. (Check here if all holdings of this reporting manager are reported in this report.)
   13F NOTICE. (Check here if no holdings reported are in this report, and all holdings are reported by other reporting manager(s).)
X 13F COMBINATION REPORT. (Check here if a portion of the holdings for this reporting manager are reported in this report and a portion are reported by other reporting manager(s).)
List of Other Managers Reporting for this Manager:
[If there are no entries in this list, omit this section.]
Form 13F File Number Name
028-15333 KELLOGG W K FOUNDATION TRUST
028-11685 GCIC Ltd.
028-05210 JOHNSTON ASSET MANAGEMENT CORP
028-01204 WHV Investment Management, Inc.
Form 13F Summary Page
Report Summary:
Number of Other Included Managers: 32
Form 13F Information Table Entry Total: 22,775
Form 13F Information Table Value Total: 335,139,297
(thousands)
List of Other Included Managers:
Provide a numbered list of the name(s) and Form 13F file number(s) of all institutional investment managers with respect to which this report is filed, other than the manager filing this report.
[If there are no entries in this list, state “NONE” and omit the column headings and list entries.]
No. Form 13F File Number Name
3 028-00242 The Boston Company Asset Management, LLC
4   BNY Mellon Trust of Delaware
15 028-02900 Mellon Capital Management Corporation
22 028-00127 The Dreyfus Corporation
38   Newton Capital Management Limited
40 028-04797 Newton Investment Management Limited
45 028-04303 Standish Mellon Asset Management Company LLC
47 028-11850 The Bank of New York Mellon Trust Company, NA
48 028-02009 The Bank of New York Mellon
49 028-00620 BNY Mellon, NA
51   Walter Scott & Partners Limited
57 028-05577 CenterSquare Investment Management, Inc.
59 028-11769 Lockwood Advisors, Inc.
64   BNY Mellon Service Kapitalanlage-Gesellschaft mbH
66 028-14511 American Beacon Advisors, Inc.
68 028-12766 Cupps Capital Management, LLC
69 028-14070 EAM Investors, LLC
70 028-10991 Fayez Sarofim & Co.
71 028-03935 Geneva Capital Management, LTD
72 028-13658 Hamon Asian Advisors Limited
73 028-06008 Iridian Asset Management, LLC
74 028-05792 Kayne Anderson Rudnick Investment Management, LLC
75 028-01717 King Investment Advisors, Inc.
76 028-03157 Lombardia Capital Partners, LLC
77 028-13574 Neuberger Berman Management, LLC
78 028-12426 Nicholas Investment Partners, L.P.
79 028-05655 Riverbridge Partners, LLC
80 028-12484 Robeco Investment Management, Inc.
81 028-04041 Thompson, Siegel & Walmsley, LLC
82 028-15045 Vulcan Value Partners, LLC
83 028-13672 Walthausen & Co., LLC
84   Meriten Investment Management GmbH