Exhibit 25.2

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM T-1

STATEMENT OF ELIGIBILITY UNDER

THE TRUST INDENTURE ACT OF 1939 OF A

CORPORATION DESIGNATED TO ACT AS TRUSTEE

Check if an Application to Determine Eligibility of

a Trustee Pursuant to Section 305(b)(2)

UNION BANK OF CALIFORNIA, NATIONAL ASSOCIATION

(Exact name of Trustee as specified in its charter)

94-0304228

I.R.S. Employer Identification No.

400 California Street San Francisco, California	94104
(Address of principal executive offices)	(Zip Code)

Douglas J. Schlafer

Union Bank of California, N.A.

350 California Street, 11th Floor

San Francisco, CA 94104

(415) 273-2518

(Name, address and telephone number of agent for service)

Mellon Funding Corporation Mellon Financial Corporation

(Issuer with respect to the Securities)

25-1387025	25-1233834
(I.R.S. Employer Identification No.)	(I.R.S. Employer Identification No.)
Pennsylvania	Pennsylvania
(State or other jurisdiction of incorporation or organization)	(State or other jurisdiction of incorporation or organization)
One Mellon Center 500 Grant Street Pittsburgh, PA	15258-0001
(Address of Principal Executive Offices)	(Zip Code)

Subordinated Debt Securities

Mellon Financial Corporation Guarantee of Subordinated Debt Securities of Mellon Funding Corporation

FORM T-1

Item 1. GENERAL INFORMATION. Furnish the following information as to the Trustee.

a) Name and address of each examining or supervising authority to which it is subject.

Comptroller of the Currency

Washington, D.C.

b) Whether it is authorized to exercise corporate trust powers.

Trustee is authorized to exercise corporate trust powers.

Item 2. AFFILIATIONS WITH OBLIGOR. If the obligor is an affiliate of the Trustee, describe each such affiliation.

None

In answering this item, the trustee has relied, in part, upon information furnished by the obligor and the underwriters, and the trustee disclaims responsibility for the accuracy or completeness of such information. The trustee has also examined its own books and records for the purpose of answering this item.

Items 3-15 Items 3-15 are not applicable because to the best of the Trustee’s knowledge, the obligor is not in default under any Indenture for which the Trustee acts as Trustee.

Item 16. LIST OF EXHIBITS: List below all exhibits filed as a part of this statement of eligibility and qualification.

1. A copy of the Articles of Association of the Trustee.*

2. A copy of the certificate of authority of the Trustee to commence business.*

3. A copy of the certificate of authority of the Trustee to exercise corporate trust powers.*

4. A copy of the existing bylaws of the Trustee.*

5. A copy of each Indenture referred to in Item 4. Not applicable.

6. The consent of the Trustee required by Section 321(b) of the Trust Indenture Act of 1939. Attached as Exhibit 6.

7. A copy of the latest report of condition of the trustee published pursuant to law or the requirements of its supervising or examining authority. Attached as Exhibit 7.

* Exhibits 1 through 3 are incorporated by reference to T-1 as presented on S-4 Registration No. 333-103873 filed with the SEC.

NOTE

The answers to this statement insofar as such answers relate to what persons have been underwriters for any securities of the obligors within three years prior to the date of filing this statement, or what persons are owners of 10% or more of the voting securities of the obligors, or affiliates, are based upon information furnished to the Trustee by the obligors. While the Trustee has no reason to doubt the accuracy of any such information, it cannot accept any responsibility therefor.

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SIGNATURE

Pursuant to the requirements of the Trust Indenture Act of 1939, as amended, the Trustee, Union Bank of California, National Association, a national banking association organized and existing under the laws of the United States of America, has duly caused this statement of eligibility and qualification to be signed on its behalf by the undersigned, thereunto duly authorized, all in the City of San Francisco, State of California on the 19th day of July, 2004.

Union Bank of California, N.A.
By:	/s/ Douglas J. Schlafer
	Vice President

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EXHIBIT 6

CONSENT OF THE TRUSTEE

REQUIRED BY SECTION 321(b) OF THE ACT

July 19, 2006

Securities and Exchange Commission

Washington, D.C. 20549

Ladies and Gentlemen:

In connection with the qualification of an indenture for subordinated indebtedness among Mellon Funding Corporation (the “Company”), Mellon Financial Corporation, as guarantor, and Union Bank of California, N.A. (the “Trustee”) and various supplemental indentures thereto, the undersigned, in accordance with Section 321(b) of the Trust Indenture Act of 1939, as amended, hereby consents that reports of examinations of the undersigned by federal, state, territorial, or district authorities authorized to make such examinations may be furnished by such authorities to the Securities and Exchange Commission upon request therefor.

Sincerely,
Union Bank of California, N.A.
By:	/s/ Douglas J. Schlafer
	Corporate Trust Vice President

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Exhibit 7

Page 1

Consolidated Report of Condition of

Union Bank of California, National Association

of San Francisco in the State of California, at the close of business March 31, 2006, published in response to call made by the Comptroller of the Currency, under Title 12, United States Code, Section 161. Charter 21541

BALANCE SHEET

	Dollar Amounts In Thousands
ASSETS
Cash and balances due from depository institutions:
Noninterest-bearing balances and currency and coin	$	2,143,824
Interest-bearing balances		180,755
Securities:
Held-to-maturity securities		0
Available-for-sale securities		8,494,756
Federal funds sold and securities purchased under agreements to resell:
Federal funds sold in domestic offices		513,777
Securities purchased under agreements to resell		0
Loans and lease financing receivables:
Loans and leases held for sale		2,401
Loans and leases, net of unearned income		32,980,111
LESS: Allowance for loan and lease losses		323,698
Loans and leases, net of unearned income and allowance		32,656,413
Trading assets		339,152
Premises and fixed assets		499,266
Other real estate owned		257
Investments in unconsolidated subsidiaries and associated companies		117
Customers’ liability to this bank on acceptances outstanding		0
Intangible assets:
Goodwill		453,489
Other intangible assets		39,879
Other assets		2,731,048
Total assets		48,055,134

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Exhibit 7

Page 2

LIABILITIES
Deposits:
In domestic offices	38,705,375
Noninterest-bearing	18,130,429
Interest-bearing	20,574,946
In foreign offices, Edge and Agreement subsidiaries, and IBFs	2,220,092
Noninterest-bearing	120,780
Interest-bearing	2,099,312
Federal funds purchased and securities sold under agreements to repurchase:
Federal funds purchased in domestic offices	204,875
Securities sold under agreements to repurchase	87,883
Trading liabilities	233,852
Other borrowed money	51,524
Bank’s liability on acceptances executed and outstanding	0
Subordinated notes and debentures	100,000
Other liabilities	1,730,990
Total liabilities	43,334,591
Minority interest in consolidated subsidiaries	0
EQUITY CAPITAL
Perpetual preferred stock and related surplus	0
Common stock	604,577
Surplus	1,505,334
Retained earnings	2,770,609
Accumulated other comprehensive income	-159,977
Other equity capital components	0
Total equity capital	4,720,543
Total liabilities, minority interest, and equity capital	48,055,134

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