8-K

 
                     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) - January 8, 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

 
ITEM 5.  OTHER EVENTS

         By press release dated January 8, 1997, Mellon Bank Corporation (the
         Corporation) announced that all outstanding shares of its 8.50% Series
         J Preferred Stock will be redeemed on February 18, 1997, at a
         redemption price of $25.00, plus accrued and unpaid dividends.

ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS

Exhibit
Number   Description

99.1     Mellon Bank Corporation Press Release, dated January 8, 1997,
         announcing the matter referenced in Item 5 above.

                                             MELLON BANK CORPORATION


Date:  January 8, 1997                       By:  /s/ CARL KRASIK
                                                  Carl Krasik
                                                  Associate General Counsel &
                                                  Secretary

 
                                 EXHIBIT INDEX


Number   Description                                  Method of Filing


99.1      Press Release dated January 8, 1997        Filed herewith

EX-99.1

                                                                   EXHIBIT 99.1 

[LOGO OF MELLON BANK CORPORATION]                         News Release


Contact:    Media                 Analysts             Corporate Affairs
            -----                 --------             One Mellon Bank Center
            Stephen K. Dishart    Donald J. MacLeod    Pittsburgh, PA 15258-0001
            (412) 234-0850        (412) 234-5601

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


FOR IMMEDIATE RELEASE


                       MELLON BANK CORPORATION TO REDEEM
                       ---------------------------------
                           SERIES J PREFERRED STOCK
                           ------------------------


PITTSBURGH, Jan. 8, 1997-Mellon Bank Corporation today announced that its Series
J preferred stock (NYSE:  MEL Pr J) will be redeemed at a price of $25 per share
plus accrued dividends.  The $100 million of outstanding Series J preferred
stock carries an annual fixed dividend of $2.125 per share until its redemption
date of Feb. 18, 1997.  The redemption is subject to Federal Reserve Board
approval.

          With balance sheet assets of more than $43 billion and assets under
management or administration of more than $1.1 trillion, Mellon Bank Corporation
is a major financial services company headquartered in Pittsburgh; its primary
subsidiary is Mellon Bank, N.A.  Mellon provides a full range of banking,
investment and trust products and services to individuals and small, midsize and
large businesses and institutions.  Its principal mutual fund business is The
Dreyfus Corporation.

          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.

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