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) – June 28, 2007

MELLON FINANCIAL CORPORATION

(Exact name of registrant as specified in charter)

Pennsylvania	1-7410	25-1233834
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)
	One Mellon Center 500 Grant Street Pittsburgh, Pennsylvania	15258
	(Address of principal executive offices)	(Zip code)

Registrant’s telephone number, including area code – (412) 234-5000

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 8.01. OTHER EVENTS.

By press release dated June 28, 2007, Mellon Financial Corporation announced that its subsidiary, Mellon Bank, N.A., has entered into an agreement with the United States Department of Justice whereby Mellon will pay the United States government $16.5 million and the Department of Justice will release Mellon from any civil or administrative monetary claims under the False Claims Act in connection with the April 2001 incident in Mellon’s Pittsburgh IRS Processing Unit.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

(d) EXHIBITS.

Exhibit Number	Description
99.1	Press Release dated June 28, 2007, announcing the matter referenced in Item 8.01 above.

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 FINANCIAL CORPORATION
Date: June 29, 2007	By:	/s/ Michael A. Bryson
		Michael A. Bryson
		Chief Financial Officer

EXHIBIT INDEX

Number	Description	Method of Filing
99.1	Press Release dated June 28, 2007.	Filed herewith

EX-99.1

Exhibit 99.1

News Release

Contacts:	Media:	Ron Gruendl	Ron Sommer
		(412) 234-7157	(412) 236-0082
		gruendl.rr@mellon.com	sommer.rw@mellon.com
	Analysts:	Steve Lackey	Andy Clark
		(412) 234-5601	(412) 234-4633
		lackey.s@mellon.com	clark.aj@mellon.com

FOR IMMEDIATE RELEASE

MELLON BANK SIGNS SETTLEMENT AGREEMENT

WITH U.S. DEPARTMENT OF JUSTICE REGARDING 2001 IRS INCIDENT

PITTSBURGH, June 28, 2007 — Mellon Financial Corporation today announced that its subsidiary, Mellon Bank, N.A., has entered into an agreement with the United States Department of Justice whereby Mellon will pay the U.S. government $16.5 million and the Department of Justice will release Mellon from any civil or administrative monetary claims under the False Claims Act in connection with the April 2001 incident in Mellon’s Pittsburgh IRS Processing Unit.

Claims under the False Claims Act were excluded from the settlement that Mellon reached with the U.S. government in October 2002. Under that earlier agreement, Mellon reimbursed the Department of the Treasury for costs and expenses incurred by the government in connection with the IRS returns processing matter. Today’s settlement and the 2002 agreement with the FMS eliminate any further exposure on Mellon’s part to civil claims arising from the IRS incident. Under a settlement reached last August with the U.S. Attorney for Western Pennsylvania, the U.S. Attorney agreed to not prosecute Mellon if Mellon complies with the terms of the agreement, and Mellon agreed to have an independent third-party monitor compliance with the settlement for a three-year period.

Mellon Financial Corporation is a global financial services company. Headquartered in Pittsburgh, Mellon is one of the world’s leading providers of financial services for institutions, corporations and high net worth individuals, providing asset management, wealth management, asset servicing, issuer services and treasury services.

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