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Bank of New York Co Inc – ‘10-K’ for 12/31/99

On: Thursday, 3/30/00 · For: 12/31/99 · Accession #: 9626-0-16 · File #: 1-06152

  As Of                Filer                Filing    For·On·As Docs:Size

 3/30/00  Bank of New York Co Inc           10-K       12/31/99   10:273K

Annual Report — Form 10-K
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K        1999Form 10-K                                         28    182K 
 2: EX-10       Exhibit 10 (Gg)                                        2     11K 
 3: EX-10       Exhibit 10 (Kk)                                        1      6K 
 4: EX-10       Exhibit 10 (Nn)                                        5     19K 
 5: EX-10       Exhibit 10 (Yy)                                       18     59K 
 6: EX-12       Statement re: Computation of Ratios                    2±     9K 
 7: EX-13       Annual or Quarterly Report to Security Holders        50    252K 
 8: EX-21       Subsidiaries of the Registrant                         1      5K 
 9: EX-23       Exhibit 23.1                                           2±    11K 
10: EX-27       Financial Data Schedule                                2±    11K

10-K — 1999Form 10-K
Document Table of Contents

Page	(sequential)	\|	(alphabetic)	Top
			Alternative Formats (Word, et al.) Business Changes in and Disagreements With Accountants on Accounting and Financial Disclosure Company Fdicia Financial Statements and Supplementary Data Legal Proceedings Legislation and Regulation Management's Discussion and Analysis of Financial Condition and Results of Operations Market Risk Management Properties Quantitative and Qualitative Disclosures About Market Risk Selected Financial Data Submission of Matters to A Vote of Security Holders
1	1st Page - Filing Submission
2	Item 1. Business
3	Fdicia
11	Market Risk Management
17	Company
18	Item 2. Properties
"	Item 3. Legal Proceedings
"	Item 4. Submission of Matters to A Vote of Security Holders
19	Item 6. Selected Financial Data
"	Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations
20	Legislation and Regulation
"	Item 7A. Quantitative and Qualitative Disclosures About Market Risk
"	Item 8. Financial Statements and Supplementary Data
21	Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure

10-K 1st Page of 28 TOC ↑Top Previous Next ↓Bottom Just 1st
 
SECURITIES AND EXCHANGE COMMISSION  
Washington, D.C. 20549  

FORM 10-K 
(Mark One)                                                                      
[X]  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE                       
SECURITIES EXCHANGE ACT OF 1934                                       

For The Fiscal Year Ended December 31, 1999                                     

[ ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE                   
SECURITIES EXCHANGE ACT OF 1934                                       

Commission file number 1-6152   

THE BANK OF NEW YORK COMPANY, INC.  
(Exact name of registrant as specified in its charter)  
NEW YORK                                                   13-2614959           
(State or other jurisdiction of                           (I.R.S. employer      
incorporation or organization)                             identification no.)  

One Wall Street, New York, New York                        10286                
(Address of principal executive offices)                  (Zip code)            

Registrant's telephone number, including area code (212) 495-1784               

Securities registered pursuant to Section 12(b) of the Act:                     
                                                       Name of each exchange
        Title of each class                              on which registered
        -------------------                            ---------------------
Common Stock, $7.50 par value                          NEW YORK STOCK EXCHANGE  
Preferred Stock Purchase Rights                        NEW YORK STOCK EXCHANGE  
7.80% Trust Preferred Securities, Series C             NEW YORK STOCK EXCHANGE  
7.05% Preferred Securities, Series D                   NEW YORK STOCK EXCHANGE  
6.88% Trust Preferred Securities, Series E             NEW YORK STOCK EXCHANGE  

Securities registered pursuant to Section 12(g) of the Act:                     

Title of each class                                         
-------------------                                         
Class A, 7.75% Cumulative Convertible Preferred Stock                           
7.97% Capital Securities, Series B                                              

Indicate by check mark whether the registrant (1) has filed all reports         
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of   
1934 during the preceding 12 months (or for such shorter period that the        
registrant was required to file such reports), and (2) has been subject to      
such filing requirements for the past 90 days.                  Yes [X] No [ ]  

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405  
of Regulation S-K is not contained herein, and will not be contained to the     
best of registrant's knowledge, in definitive proxy or information statements   
incorporated by reference in Part III of this Form 10-K or any amendment to     
this Form 10-K.   [ ]                                                           

The aggregate market value of voting stock held by nonaffiliates of the         
registrant at February 29, 2000 consisted of:                                   

Common Stock ($7.50 par value)                                 $24,506,591,106  
                                                     (based on closing price
                                                 on New York Stock Exchange)

The number of shares outstanding of the registrant's Common Stock $7.50 par     
value was 737,040,334 shares on February 29, 2000.                              

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2
DOCUMENTS INCORPORATED BY REFERENCE   

Portions of the 1999 Annual Report to Shareholders are incorporated by          
reference into Parts I, II, and IV.                                             

Proxy Statement for the annual meeting of shareholders to be held May 9, 2000   
(other than information included in the proxy statement pursuant to Item 402    
(i), (k) and (l) of Regulation S-K is incorporated by reference into Part III.  

PART I                                                                          
------                                                                          

ITEM 1.  BUSINESS                                                               
-----------------                                                               

INTRODUCTION                                                                    

The business of The Bank of New York Company, Inc. (the "Company") and
its subsidiaries is described in the Company's 1999 Annual Report to            
Shareholders beginning under the heading "Securities Servicing and Cash         
Processing" and continuing through " Global Markets" which description is       
included in Exhibit 13 to this report and incorporated herein by reference.     
Also, the "Management's Discussion and Analysis" section included in Exhibit    
13 contains financial and statistical information on the operations of the      
Company.  Such information is herein incorporated by reference.                 

CERTAIN REGULATORY CONSIDERATIONS                                               

General                                                                         

 As a bank holding company, the Company is subject to the regulation and
supervision of the Federal Reserve Board under the Bank Holding Company Act of  
1956 ("BHC Act").  The Company is also subject to regulation by the New York    
State Banking Department.  Under the BHC Act, bank holding companies may not    
directly or indirectly acquire the ownership or control of more than 5% of the  
voting shares or substantially all of the assets of any company, including a    
bank, without the prior approval of the Federal Reserve Board.  In addition,    
bank holding companies are generally prohibited under the BHC Act from          
engaging in nonbanking activities, subject to certain exceptions.  Bank         
Holding Companies qualified and electing to be treated as Financial Holding     
Companies are entitled to engage in a broader range of activities.  See the     
discussion under the heading "Legislation and Regulation".                      

   The Company's subsidiary banks are subject to supervision and examination
by applicable federal and state banking agencies.  The Bank of New York         
("BNY"), the Company's principal banking subsidiary, is a New York chartered    
banking corporation, a member of the Federal Reserve System and is subject to   
regulation, supervision and examination by the Federal Reserve Board.  BNY is   
also subject to regulation, supervision and examination by the New York State   
Banking Department.                                                             

 Both federal and state laws extensively regulate various aspects of the
banking business, such as permissible types and amounts of loans and            
investments, permissible activities, and reserve requirements.  These           
regulations are intended primarily for the protection of depositors rather      
than the Company's stockholders.                                                

Capital Adequacy                                                                

The Federal bank regulators have adopted risk-based capital guidelines
for bank holding companies and banks.  The minimum ratio of qualifying total    
capital ("Total Capital") to risk-weighted assets (including certain off-       
balance sheet items) is 8%.  At least half of the total capital is to consist   
of common stock, retained earnings, noncumulative perpetual preferred stock,    
minority interests (including preferred trust securities) and, for bank         
holding companies, a limited amount of qualifying cumulative perpetual          
preferred stock, less most intangibles including goodwill ("Tier 1 Capital").   

10-K 3rd Page of 28 TOC 1st Previous Next ↓Bottom Just 3rd
3
The remainder ("Tier 2 Capital") may consist of other preferred stock, certain  
other instruments, and limited amounts of subordinated debt and the loan and    
lease allowance.  Not more than 25% of qualifying Tier 1 Capital may consist    
of preferred trust securities.                                                  

 In addition, the Federal Reserve Board has established minimum Leverage
Ratio (Tier 1 Capital to average total assets) guidelines for bank holding      
companies and banks.  The Federal Reserve Board's guidelines provide for a      
minimum Leverage Ratio of 3% for bank holding companies and banks that meet     
certain specified criteria, including those having the highest regulatory       
rating.  All other banking organizations will be required to maintain a         
Leverage Ratio of at least 3% plus an additional cushion of 100 to 200 basis    
points.  The guidelines also provide that banking organizations experiencing    
internal growth or making acquisitions will be expected to maintain strong      
capital positions substantially above the minimum supervisory levels, without   
significant reliance on intangible assets.  At December 31, 1999, the Federal   
Reserve Board has not advised the Company of any specific minimum Leverage      
Ratio applicable to it.  See "FDICIA" below.                                    

The Federal Reserve recently proposed regulations which would require 
Bank Holding Companies to deduct from Tier 1 capital 50% of the total carrying  
value of certain investments in non-financial companies, including merchant     
banking investments.  The Company is considering the possible impact of this    
proposal but does not believe that such changes would have a material effect    
on its capital position.                                                        

FDICIA                                                                          

The Federal Deposit Insurance Corporation Improvement Act of 1991     
("FDICIA") among other things, requires federal banking regulators to take      
prompt corrective action in respect of FDIC-insured depository institutions     
(such as BNY) that do not meet minimum capital requirements.  FDICIA            
establishes five capital tiers: "well capitalized", "adequately capitalized",   
"undercapitalized", "significantly undercapitalized", and "critically           
undercapitalized".  A depository institution's capital tier will depend upon    
how its capital levels compare to various relevant capital measures and         
certain other factors, as established by regulation.  Under applicable          
regulations, an FDIC-insured bank is deemed to be: (i) well capitalized if it   
maintains a Leverage Ratio of at least 5%, a Tier 1 Capital Ratio (Tier 1       
Capital to risk-weighted assets and certain off-balance sheet items) of at      
least 6% and a Total Capital Ratio of at least 10% and is not subject to an     
order, written agreement, capital directive, or prompt corrective action        
directive to meet and maintain a specific level for any capital measure; (ii)   
adequately capitalized if it maintains a Leverage Ratio of at least 4% (or a    
Leverage Ratio of at least 3% if it is rated Composite 1 in its most recent     
report of examination, subject to appropriate federal banking agency            
guidelines), a Tier 1 Capital Ratio of 4% and a Total Capital Ratio of at       
least 8% and is not defined to be well capitalized but meets all of its         
minimum capital requirements; (iii) undercapitalized if it has a Leverage       
Ratio of less than 4% (or a Leverage Ratio that is less than 3% if it is rated  
Composite 1 in its most recent report of examination, subject to appropriate    
federal banking agency guidelines), a Tier 1 Capital Ratio less than 4% and a   
Total Capital Ratio of less than 10% and it does not meet the definition of a   
significantly undercapitalized or critically undercapitalized institution;      
(iv) significantly undercapitalized if it has a Leverage Ratio of less than     
3%, a Tier 1 Capital Ratio less than 3% and a Total Capital Ratio of less than  
10% and it does not meet the definition of critically undercapitalized; and     
(v) critically undercapitalized if it maintains a level of tangible equity      
capital equal to or less than 2% of total assets. A bank may be deemed to be    
in a capitalization category that is lower than is indicated by its actual      
capital position if it receives an unsatisfactory examination rating.  FDICIA   
imposes progressively more restrictive constraints on operations, management    
and capital distributions, depending on the capital category in which an        
institution is classified.                                                      

FDICIA generally prohibits an FDIC-insured depository institution from
making any capital distribution (including payment of dividends) or paying any  
management fee to its holding company if the depository institution would       

10-K 4th Page of 28 TOC 1st Previous Next ↓Bottom Just 4th
4
thereafter be undercapitalized.  Undercapitalized depository institutions are   
subject to restrictions on borrowing from the Federal Reserve.  In addition,    
undercapitalized depository institutions are subject to growth limitations and  
are required to submit a capital restoration plan.  The federal banking         
agencies may not accept a capital plan without determining, among other         
things, that the plan is based on realistic assumptions and is likely to        
succeed in restoring the depository institution's capital.  In addition, for    
an undercapitalized depository institution's capital restoration plan to be     
acceptable, its holding company must guarantee the capital plan up to an        
amount equal to the lesser of 5% of the depository institution's assets at the  
time it became undercapitalized or the amount of the capital deficiency when    
the institution fails to comply with the plan.  In the event of the parent      
holding company's bankruptcy, such guarantee would take priority over the       
parent's general unsecured creditors.  If a depository institution fails to     
submit an acceptable plan, it is treated as if it is significantly              
undercapitalized.                                                               

  Significantly undercapitalized depository institutions may be subject to
a number of requirements and restrictions, including orders to sell sufficient  
voting stock to become adequately capitalized, requirements to reduce total     
assets and cessation of receipt of deposits from correspondent banks.           
Critically undercapitalized depository institutions are subject to appointment  
of a receiver or conservator.  A depository institution that is not well        
capitalized is subject to certain limitations on brokered deposits.             

A discussion of the Company's capital position and capital adequacy is
incorporated by reference from "Capital Resources" in the "Management's         
Discussion and Analysis" Section and Note 10 to the Consolidated Financial      
Statements of Exhibit 13.                                                       

A discussion of the Gramm-Leach-Bliley Financial Modernization Act of 
1999 appears herein under the heading "Legislation and Regulation".             

  As of December 31, 1999 and 1998, capital ratios for the Company and BNY
were categorized as well capitalized as set forth in the table below.           

  December 31, 1999        December 31, 1998
  -----------------        -----------------
                                                                  Well
                                                                 Capitalized
                  Company      BNY         Company      BNY       Guidelines
                  -------      ---         -------      ---      -----------

Tier I                7.51%     7.14%          7.89%     7.39%           6%     
Total Capital        11.67     10.50          11.90     10.72           10      
Leverage              7.20      6.85           7.46      6.95            5      
Tangible Common                                                                 
Equity               4.79      6.36           6.25      7.43                  

   At December 31, 1999, the amounts of capital by which the Company and BNY
exceed the well capitalized guidelines are as follows:                          

(in millions)                                 Company               BNY         
                                     -------               ---

Tier 1                                         $  999            $  726         
Total Capital                                   1,102               316         
Leverage                                        1,518             1,223         

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 The following table presents the components of the Company's risk-based
capital at December 31, 1999 and 1998:                                          

(in millions)                                    1999              1998         
                                        ----              ----

Common Stock                                  $ 5,142           $ 5,447         
Preferred Stock                                     1                 1         
Minority Interest - Preferred Securities        1,500             1,300         
Adjustments: Intangibles                       (1,624)           (1,558)        
     Securities Valuation Allowance       (58)             (340)
                                      --------          --------
Tier 1 Capital                                  4,961             4,850         
Qualifying Unrealized Equity Security Gains        74               181         
Qualifying Long-term Debt                       2,089             1,655         
Qualifying Allowance for Loan Losses              581               633         
                                      --------          --------
Tier 2 Capital                                  2,744             2,469         
                                      --------           -------
Total Risk-based Capital                      $ 7,705           $ 7,319         
                                      ========           =======

The following table presents the components of the Company's risk     
adjusted assets at December 31, 1999 and 1998:                                  

                                                                [Download Table]

                                              1999                    1998         
                                     --------------------------------------------- 
                                      Balance                  Balance             
                                       sheet/         Risk      sheet/      Risk   
                                     notional     adjusted    notional    adjusted 
(in millions)                          amount      balance      amount     balance 
                                     --------     --------    --------    -------- 
                                                                                   
Assets                                                                             
------                                                                             
Cash, Due From Banks and Interest-                                                 
  Bearing Deposits in Banks          $ 10,126      $ 1,727    $  8,503     $ 1,347 
Securities                              6,899        2,481       6,415       1,832 
Trading Assets                          8,715            -       1,637           - 
Fed Funds Sold and Securities                                                      
  Purchased Under Resale Agreements     5,383          957       3,281         345 
Loans                                  37,547       32,901      38,386      33,246 
Allowance for Credit Losses              (595)           -        (636)          - 
Other Assets                            6,681        4,612       5,917       3,732 
                                     ---------     -------    ---------    ------- 
Total Assets                         $ 74,756       42,678    $ 63,503      40,502 
                                     =========     -------    =========    ------- 
Off-Balance Sheet Exposures                                                        
---------------------------                                                        
Commitments to Extend Credit         $ 51,574       13,484    $ 44,767      13,497 
Securities Lending Indemnifications    61,378            -      47,839           - 
Standby Letters of Credit and                                                      
  Other Guarantees                     10,399        8,397       8,738       6,404 
Interest Rate Contracts               213,653          535     142,454         235 
Foreign Exchange Contracts            102,950            -     132,129           1 
                                     ---------     -------    ---------     -------
Total Off-Balance Sheet Exposures    $439,954       22,416    $375,927      20,137 
                                     =========     -------    =========     -------
Market Risk Equivalent Assets                          887                     683 
Unrealized Equity Security Gains                                                   
  Qualifying as Risk Based Capital                      74                     181 
                                                   -------                 ------- 
Risk Adjusted Assets                               $66,055                 $61,503 
                                                   =======                 ======= 

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FDIC Insurance Assessments                                                      

BNY is subject to FDIC deposit insurance assessments.  As required by 
FDICIA, the FDIC adopted a risk-based premium schedule to determine the         
assessment rates for most FDIC-insured depository institutions.  Effective      
January 1, 1997, under the schedule, the premiums range from zero to $.27 for   
every $100 of deposits.  Each financial institution is assigned to one of nine  
categories based on the institutions capital ratios and supervisory             
evaluations, and the premium paid by the institution is based on the category.  
Under the present schedule institutions in the highest of the three capital     
categories and the highest of three supervisory categories pay no premium and   
institutions in the lowest of these categories pay $.27 per $100 of deposits.   
BNY paid no FDIC insurance premiums in 1999.  In addition, the Deposit          
Insurance Funds Act provides for assessments at all insured depository          
institutions to pay for the cost of the Financing Corporation (a governmental   
agency) funding.  The assessment will be based on deposit levels and will be    
approximately 1.19 basis points.                                                

The FDIC is authorized to raise insurance premiums in certain         
circumstances.  Any increase in premiums would have an adverse effect on the    
Company's earnings.                                                             

Under the FDICIA, insurance of deposits may be terminated by the FDIC 
upon a finding that the institution has engaged in unsafe and unsound           
practices, is in an unsafe or unsound condition to continue operations or has   
violated any applicable law, regulation, rule, order, or condition imposed by   
a bank's federal regulatory agency.                                             

Depositor Preference                                                            

The Omnibus Budget Reconciliation Act of 1993 provides for a domestic 
depositor preference on amounts realized from the liquidation or other          
resolution of any depository institution insured by the FDIC.                   

Acquisitions                                                                    

The BHC Act generally limits acquisitions by the Company to commercial
banks and companies engaged in activities that the Federal Reserve Board has    
determined to be so closely related to banking as to be a proper incident       
thereto.  The Company's direct activities are generally limited to furnishing   
services to its subsidiaries and activities that qualify under the "closely     
related" and "proper incident" tests.  Prior Federal Reserve Board approval is  
required under the BHC Act for new activities and acquisitions of most          
nonbanking companies.                                                           

The BHC Act, the Federal Bank Merger Act, and the New York Banking Law
regulate the acquisition of commercial banks.  The BHC Act requires the prior   
approval of the Federal Reserve Board for the direct or indirect acquisition    
of more than 5% of the voting shares of a commercial bank.                      

 The Riegle-Neal Interstate Banking and Branching Efficiency Act of 1994
("IBBEA") permits bank holding companies, with Federal Reserve Board approval,  
to acquire banks located in states other than the bank holding company's home   
state without regard to whether the transaction is permitted under state law.   
In addition, IBBEA provides that national banks and state banks with different  
home states are permitted to merge across state lines, with the approval of     
the appropriate federal banking agency, unless the home state of a              
participating bank passed legislation between the date of enactment of IBBEA    
and May 31, 1997 expressly prohibiting interstate mergers.  Most states,        
including New York, New Jersey and Connecticut have not passed legislation      
prohibiting interstate mergers.  A bank may also establish and operate a de     
novo branch in a state in which the bank does not maintain a branch if that     
state expressly permits de novo branching.  Once a bank has established         
branches in a state through an interstate merger transaction, the bank may      
establish and acquire additional branches at any location in the state where    
any bank involved in the interstate merger transaction could have established   
or acquired branches under applicable federal or state law.  A bank that has    
established a branch in a state through de novo branching may establish and     

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acquire additional branches in such state in the same manner and to the same    
extent as a bank having a branch in such state as a result of an interstate     
merger.                                                                         

The merger of BNY with another bank would require the approval of the 
Federal Reserve Board or other federal bank regulatory authority and, if the    
surviving bank is a New York state bank, the New York Superintendent of Banks.  

In reviewing bank acquisition and merger applications, the bank       
regulatory authorities will consider, among other things, the competitive       
effect of the transaction, financial and managerial issues including the        
capital position of the combined organization, and convenience and needs        
factors, including the applicant's record under the Community Reinvestment      
Act.                                                                            

 Under Federal Reserve Board policy, the Company is expected to act as a
source of financial strength to its banks and to commit resources to support    
such banks in circumstances where it might not do so absent such policy.  In    
addition, any loans by the Company to its banks would be subordinate in right   
of payment to depositors and to certain other indebtedness of its banks.        

Restrictions on Transfer of Funds                                               

  Restrictions on the transfer of funds to the Company and subsidiary bank
dividend limitations are discussed in Note 10 to the Consolidated Financial     
Statements included in Exhibit 13.  Such discussion is incorporated herein by   
reference.                                                                      

Cross Guarantees                                                                

 Under FDICIA, a financial institution insured by the FDIC that is under
common control with a failed or failing FDIC-insured institution can be         
required to indemnify the FDIC for losses resulting from the insolvency of the  
failed institution, even if this causes the affiliated institution also to      
become insolvent.  Any obligation or liability owed by a subsidiary depository  
institution to its parent company is subordinate to the subsidiary's cross-     
guarantee liability with respect to commonly controlled insured depository      
institutions and to the rights of depositors.                                   

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ADDITIONAL FINANCIAL INFORMATION                                                
--------------------------------                                                

                                                        [Enlarge/Download Table]

Average Balances and Rates on a Taxable Equivalent Basis (dollars in millions)                          
------------------------------------------------------------------------------                          

                                   1999                       1998                       1997           
                        -------------------------  -------------------------   ------------------------ 
                        Average           Average  Average           Average   Average          Average 
                        Balance  Interest   Rate   Balance  Interest   Rate    Balance  Interest  Rate  
                        -------------------------  -------------------------   ------------------------ 
                                                                                                        

Assets                                                                                                  
------                                                                                                  
Interest-Bearing                                                                                        
 Deposits in Banks                                                                                      
 (Primarily Foreign)    $ 5,500   $  247   4.49%   $ 3,437   $  184    5.35%   $ 3,277   $  188    5.75%
Federal Funds Sold                                                                                      
  and Securities                                                                                        
  Purchased Under                                                                                       
  Resale Agreements       4,236      205   4.83      3,880      203    5.24      2,964      162    5.46 
Loans                                                                                                   
 Domestic Offices                                                                                       
  Credit Card                 -        -      -          -        -       -      3,329      496   14.90 
  Other Consumer          3,292      270   8.21      3,366      282    8.36      3,503      291    8.31 
  Commercial             16,415    1,148   6.99     16,407    1,229    7.49     14,744    1,143    7.75 
 Foreign Offices         19,174    1,219   6.36     18,567    1,264    6.81     15,001      984    6.56 
                        --------  ------           --------  ------            --------  ------         
 Total Loans             38,881    2,637*  6.78     38,340    2,775*   7.24     36,577    2,914*   7.97 
                        --------  ------           --------  ------            --------  ------         
Securities                                                                                              
 U.S. Government                                                                                        
  Obligations             3,373      202   5.98      3,638      213    5.85      3,225     189     5.86 
 Obligations of                                                                                         
  States and                                                                                            
  Political                                                                                             
  Subdivisions              588       46   7.86        672       54    7.98        652      56     8.57 
 Other Securities,                                                                                      
   including Trading                                                                                    
   Securities                                                                                           
  Domestic Offices        1,882       85   4.51      2,051      108    5.23      1,360      52     3.81 
  Foreign Offices         1,702       95   5.56        793       31    3.93        485      34     6.92 
                        --------  ------           --------  ------            --------  ------         
   Total Other                                                                                          
   Securities             3,584      180   5.01      2,844      139    4.87      1,845      86     4.63 
                        --------  ------           --------  ------            --------  ------         
 Total Securities         7,545      428   5.67      7,154      406    5.66      5,722     331     5.77 
                        --------  ------           --------  ------            --------  ------         
Total Interest-Earning                                                                                  
 Assets                  56,162   $3,517   6.26%    52,811   $3,568    6.76%    48,540   $3,595    7.40%
                                  ======                     ======                      ======         
Allowance for Credit                                                                                    
  Losses                   (613)                      (643)                       (784)                 
Cash and Due from                                                                                       
  Banks                   3,174                      3,237                       3,798                  
Other Assets              8,054                      7,736                       7,688                  
                        --------                   --------                    --------                 
Total Assets            $66,777                    $63,141                     $59,242                  
                        ========                   ========                    ========                 
Assets Attributable                                                                                     
to Foreign Offices **     41.39%                     38.79%                      33.35%                 
                          =====                      =====                       =====                  

<FN>                                                                                                    
*Includes fees of $130 million in 1999, $120 million in 1998, and $154 million in 1997.                 
 Nonaccrual loans are included in the average loan balance; the associated income, recognized           
 on the cash basis, is included in interest.                                                            

Taxable equivalent adjustments were $44 million in 1999, $58 million in 1998, and $34 million in        
1997 and are based on the federal statutory tax rate (35%) and applicable state and local taxes.        

**Includes Cayman Islands branch office.                                                                

</FN>                                                                                                   

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Average Balances and Rates on a Taxable Equivalent Basis (dollars in millions)                                  
------------------------------------------------------------------------------                                  


                                         1999                         1998                        1997          
                              ---------------------------  --------------------------  -------------------------
                              Average             Average  Average            Average  Average           Average
                              Balance   Interest    Rate   Balance   Interest   Rate   Balance  Interest   Rate 
                              ---------------------------  --------------------------  -------------------------
                                                                                                                

Liabilities and                                                                                                 
Shareholders' Equity                                                                                            
--------------------                                                                                            
Interest-Bearing Deposits                                                                                       
  Domestic Offices                                                                                              
   Money Market Rate                                                                                            
    Accounts                  $ 5,142    $  221     4.30% $ 4,998     $  232    4.65%  $ 4,326    $  196   4.54%
   Savings                      7,757       177     2.28    7,682        193    2.51     7,921       202   2.55 
   Certificates of                                                                                              
    Deposit of $100,000                                                                                         
    or More                       526        26     5.03      687         37    5.41       675        37   5.48 
   Other Time Deposits          2,238        99     4.42    2,299        110    4.80     2,514       124   4.92 
                              -------    ------           -------     ------           -------    ------        
   Total Domestic Offices      15,663       523     3.34   15,666        572    3.65    15,436       559   3.62 
                              -------    ------           -------     ------           -------    ------        
  Foreign Offices                                                                                               
   Banks in Foreign Countries   6,402       264     4.12    5,422        246    4.53     5,304       225   4.25 
   Government and                                                                                               
    Official Institutions       1,178        55     4.67    1,205         65    5.39     1,290        69   5.33 
   Other Time and Saving       12,613       521     4.13    9,784        491    5.02     8,308       437   5.27 
                              -------    ------           -------     ------           -------    ------        
   Total Foreign Offices       20,193       840     4.16   16,411        802    4.88    14,902       731   4.91 
                              -------    ------           -------     ------           -------    ------        
   Total Interest-                                                                                              
    Bearing Deposits           35,856     1,363     3.80   32,077      1,374    4.28    30,338     1,290   4.25 
                              -------    ------           -------     ------           -------    ------        
Federal Funds Purchased                                                                                         
 and Securities Sold                                                                                            
 Under Repurchase                                                                                               
 Agreements                     2,940       131     4.45    3,147        145    4.60     2,410       121   5.00 
 Other Borrowed Funds           2,362       126     5.36    3,761        204    5.42     3,177       168   5.27 
Long-Term Debt                  2,306       152     6.57    1,972        136    6.90     1,815       126   6.92 
                              -------    ------           -------     ------           -------    ------        
      Total Interest-Bearing                                                                                    
        Liabilities            43,464    $1,772     4.07%  40,957     $1,859    4.54%   37,740    $1,705   4.52%
                                         ======                       ======                      ======        
Noninterest-Bearing Deposits                                                                                    
  Domestic Offices             10,613                      10,109                        9,423                  
  Foreign Offices                  95                          76                          149                  
                              -------                     -------                      -------                  
    Total Noninterest-                                                                                          
     Bearing Deposits          10,708                      10,185                        9,572                  
                              -------                     -------                      -------                  
Other Liabilities               6,004                       5,850                        6,050                  
Minority Interest - Preferred                                                                                   
 Securities                     1,487                       1,233                          830                  
Preferred Stock                     1                           1                          103                  
Common Shareholders' Equity     5,113                       4,915                        4,947                  
                              -------                     -------                      -------                  
Total Liabilities                                                                                               
  and Shareholders' Equity    $66,777                     $63,141                      $59,242                  
                              =======                     =======                      =======                  
Net Interest Earnings and                                                                                       
     Interest Rate Spread                $1,745     2.19%             $1,709    2.22%             $1,890   2.88%
                                         ======                       ======                      ======        
Net Yield on                                                                                                    
Interest-Earning Assets                             3.11%                       3.24%                      3.89%
                                                    =====                       =====                      =====
Liabilities Attributable                                                                                        
     to Foreign Offices         35.77%                      31.53%                      30.00%                  
                                ======                      ======                      ======                  

10-K 10th Page of 28 TOC 1st Previous Next ↓Bottom Just 10th
10
                                                        [Enlarge/Download Table]
Rate/Volume Analysis on a Taxable Equivalent Basis (in millions)                                               
----------------------------------------------------------------                                               


                                               1999 vs. 1998                             1998 vs. 1997         
                                  -------------------------------------      ----------------------------------

                                    Increase (Decrease)                      Increase (Decrease)               
                                     due to change in:                        due to change in:                
                                  ---------------------                      -------------------               
                                                               Total                                   Total   
                                  Average       Average       Increase       Average     Average      Increase 
                                  Balance        Rate        (Decrease)      Balance      Rate       (Decrease)
                                  -------       -------      ----------      -------     -------     ----------
                                                                                                               
Interest Income                                                                                                
---------------                                                                                                
Interest-Bearing Deposits                                                                                      
 in Banks                           $ 96         $ (33)         $  63          $   9       $(13)       $  (4)  
Federal Funds Sold and Securities                                                                              
 Purchased Under Resale Agreements    18           (16)             2             48         (7)          41   
Loans                                                                                                          
  Domestic Offices                                                                                             
    Credit Card                        -             -              -           (496)         -         (496)  
    Other Consumer                    (7)           (5)           (12)           (11)         2           (9)  
    Commercial                         1           (82)           (81)           125        (39)          86   
  Foreign Offices                     40           (85)           (45)           238         42          280   
                                    -----        ------         ------         ------      -----       ------  
    Total Loans                       34          (172)          (138)          (144)         5         (139)  
Securities                                                                                                     
 U.S. Government Obligations         (15)            4            (11)            24          -           24   
 Obligations of States and                                                                                     
  Political Subdivisions              (7)           (1)            (8)             2         (4)          (2)  
 Other Securities, including                                                                                   
  Trading Assets                                                                                               
  Domestic Offices                    (8)          (15)           (23)            32         24           56   
  Foreign Offices                     43            21             64             16        (19)          (3)  
                                    -----        ------         ------         ------      -----       ------  
    Total Other Securities            35             6             41             48          5           53   
                                    -----        ------         ------         ------      -----       ------  
    Total Securities                  13             9             22             74          1           75   
                                    -----        ------         ------         ------      -----       ------  
      Total Interest Income          161          (212)           (51)           (13)       (14)         (27)  
                                    -----        ------         ------         ------      -----       ------  
Interest Expense                                                                                               
----------------                                                                                               
Interest-Bearing Deposits                                                                                      
 Domestic Offices                                                                                              
  Money Market Rate Accounts           7           (18)           (11)            31          5           36   
  Savings                              2           (18)           (16)            (6)        (3)          (9)  
  Certificate of Deposits of                                                                                   
   $100,000 or More                   (9)           (2)           (11)             1         (1)           -   
  Other Time Deposits                 (3)           (8)           (11)           (10)        (4)         (14)  
                                    -----        ------         ------         ------      -----       ------  
  Total Domestic Offices              (3)          (46)           (49)            16         (3)          13   
                                    -----        ------         ------         ------      -----       ------  
 Foreign Offices                                                                                               
  Banks in Foreign Countries          42           (24)            18              6         15           21   
Government and Official                                                                                        
   Institutions                       (1)           (9)           (10)            (5)         1           (4)  
  Other Time and Savings             126           (96)            30             75        (21)          54   
                                    -----        ------         ------         ------      -----       ------  
  Total Foreign Offices              167          (129)            38             76         (5)          71   
                                    -----        ------         ------         ------      -----       ------  
      Total Interest-Bearing                                                                                   
       Deposits                      164          (175)           (11)            92         (8)          84   
Federal Funds Purchased and                                                                                    
   Securities Sold Under                                                                                       
   Repurchase Agreements              (9)           (5)           (14)            34        (10)          24   
Other Borrowed Funds                 (76)           (2)           (78)            31          5           36   
Long-Term Debt                        22            (6)            16             11         (1)          10   
                                    -----        ------         ------         ------      -----       ------  
      Total Interest Expense         101          (188)           (87)           168        (14)         154   
                                    -----        ------         ------         ------      -----       ------  
Change in Net Interest Income       $ 60         $ (24)         $  36          $(181)      $  -        $(181)  
                                    =====        ======         ======         ======      =====       ======  

<FN>                                                                                                           
Changes which are not solely due to balance changes or rate changes are allocated to such                      
categories on the basis of the respective percentage changes in average balances and average                   
rates.                                                                                                         
</FN>                                                                                                          

10-K 11th Page of 28 TOC 1st Previous Next ↓Bottom Just 11th
11
Market Risk Management                                                          
----------------------                                                          

 Market risk is the risk of loss due to adverse changes in the financial
markets.  Market risk arises from derivative financial instruments, such as     
futures, forwards, swaps and options, and other financial instruments, such as  
loans, securities, deposits and other borrowings.  The Company's market risks   
are primarily interest rate and foreign exchange risk, as well as credit risk.  
Market risk associated with the Company's trading activities and                
asset/liability management activities is managed and controlled as discussed    
under "Market Risk Management", "Trading Activities and Risk Management" and,   
"Asset/Liability Management" in the "Management's Discussion and Analysis"      
section of Exhibit 13.  Such discussion is incorporated herein by reference.    

The information presented with respect to market risk is forward looking
information.  As such it is subject to risks and uncertainties that could       
cause actual results to differ materially from projected results discussed in   
this Report.  These include adverse changes in market conditions and the        
actions that management could take in response to these changes.                

Credit Risk Management                                                          
----------------------                                                          

Credit risk represents the possibility that the Company would suffer a
loss if a borrower or other counterparty were to default on its obligations to  
the Company.  Credit risk exposure arises primarily from lending activities,    
as well as from interest rate, foreign exchange, and securities processing      
products.  For derivative financial instruments, total credit exposure          
consists of current and potential exposure.  Current credit exposure            
represents the replacement cost of the transaction.  Potential credit exposure  
is a statistically based estimate of the future replacement cost of the         
transaction.  The Company has established policies and procedures to manage     
the level and composition of its credit risk on both a transaction and a        
portfolio basis.  In managing the aggregate credit extension to individual      
customers, the Company measures the amount at risk on derivative financial      
instruments as the total of current and potential credit exposure.              

  The Risk Management Sector is responsible for developing and maintaining
credit risk policies, as well as for overseeing and reviewing credit            
guidelines.  After development, credit risk policies are reviewed and approved  
by the Board of Directors.  Through the use of a credit approval process and    
established credit limits, the Company evaluates the credit quality of          
counterparties, industries, products, and countries.  The Company seeks to      
reduce both on and off-balance-sheet credit risk through portfolio              
diversification, loan participations, syndications, asset sales, credit         
enhancements, risk reduction arrangements, and netting agreements.              

Although the Company attempts to minimize its exposure to credit risk,
this risk is inherent in the banking industry and can increase as a result of   
general economic developments.                                                  

Provision and Allowance for Credit Losses                                       
-----------------------------------------                                       

The provision for credit losses was $135 million in 1999, compared with $20     
million in 1998 and $280 million in 1997. The increase in the provision         
compared with 1998 was primarily due to the decision to accelerate the          
disposition of certain loans, some of which were nonperforming, as well as      
higher charge-offs in the Company's asset based lending businesses.             

Nonperforming assets declined by 18% to $158 million at December 31,  
1999. The decrease in nonperforming assets during 1999 is attributable to       
charge-offs and writedowns of $126 million and paydowns, sales, and returns to  
accrual status of $163 million. The decrease was partially offset by $254       
million of loans placed on nonperforming status.                                

10-K 12th Page of 28 TOC 1st Previous Next ↓Bottom Just 12th
12
A summary of nonperforming assets is presented in the following table.          

                                                                [Download Table]


(in millions)                                     December 31,                   
                             ----------------------------------------------------
                              1999        1998        1997        1996       1995
                              ----        ----        ----        ----       ----
                                                                                 
Nonaccrual                                                                       
----------                                                                       
  Domestic                    $ 83        $126        $159        $175       $184
  Foreign                       63          53          34          38         41
                              ----        ----        ----        ----       ----
                               146         179         193         213        225
                              ----        ----        ----        ----       ----
                               146         179         193         213        225

Real Estate Acquired                                                             
in Satisfaction of Loans        12          14          15          41         72
------------------------      ----        ----        ----        ----       ----
                              $158        $193        $208        $254       $297
                              ====        ====        ====        ====       ====
Past Due 90 Days or More                                                         
and Still Accruing Interest                                                      
---------------------------                                                      
Domestic:                                                                        
  Credit Card                 $  -        $  -        $  1        $215       $214
  Other Consumer                 3           3           2           2          5
  Commercial                    13          26          75          30         51
                              ----        ----        ----        ----       ----
                                16          29          78         247        270
Foreign:                                                                         
  Banks                          3           -           -           -          -
                              ----        ----        ----        ----       ----
                              $ 19        $ 29        $ 78        $247       $270
                              ====        ====        ====        ====       ====


                                    1999      1998
                                    ----      ----
Nonperforming Asset Ratio                           0.4%      0.5%              
Allowance/Nonperforming Loans                     407.7     355.5               
Allowance/Nonperforming Assets                    376.9     328.9               

  Net charge-offs were $137 million in 1999, $29 million in 1998, and $354
million in 1997. In 1999, net charge-offs were primarily related to the         
decision to accelerate the disposition of certain loans, as well as higher      
charge-offs in the Company's asset based lending businesses. Net charge-offs    
in 1998 were mainly related to commercial loans, while net charge-offs were     
primarily attributable to credit card loans in 1997. The total allowance for    
credit losses was $595 million and $636 million at year-end 1999 and 1998. The  
ratio of the total allowance for credit losses to year-end loans was 1.58% and  
1.66% at December 31, 1999 and 1998.                                            

  In 1999 as part of its continuing strategy to align credit products with
fiduciary and servicing businesses, the Company reviewed its credit portfolio   
and decided to accelerate the disposition of certain loans based on, in part,   
cross sell potential and overall profitability. As a result, in 1999 the        
Company categorized over $1 billion of loans as available for sale and          
recorded a liquidity charge of $124 million. At December 31, 1999, the          
remaining credit exposures available for sale totaled $538 million with         
outstandings of $318 million.                                                   

10-K 13th Page of 28 TOC 1st Previous Next ↓Bottom Just 13th
13
                                                        [Enlarge/Download Table]
The following table details changes in the Company's allowance for credit losses                  
for the last five years.                                                                          


(dollars in millions)                1999          1998          1997          1996          1995 
                                     ----          ----          ----          ----          ---- 
                                                                                                  
Loans Outstanding, December 31,   $37,547       $38,386       $35,127       $37,006       $37,687 
Average Loans Outstanding          38,881        38,340        36,577        36,698        35,421 

Allowance for Loan Losses                                                                         
-------------------------                                                                         
Balance, January 1                                                                                
    Domestic                        $ 498         $ 441         $ 670         $ 515         $ 509 
    Foreign                            69            44            38            82           155 
    Unallocated                        69           156           193           159           128 
                                    ------        ------        ------        ------        ------
Total, January 1                      636           641           901           756           792 
                                    ------        ------        ------        ------        ------
Allocations and Acquisitions (1)      (39)            4          (186)            -            11 

Charge-Offs                                                                                       
  Domestic                                                                                        
    Commercial and Industrial        (104)          (34)          (89)          (46)          (56)
    Real Estate & Construction         (5)            -             -           (11)          (19)
    Consumer                           (8)          (10)          (13)          (16)          (15)
    Credit Card                         -             -          (298)         (503)         (294)
Foreign                               (37)           (7)           (3)           (4)          (48)
                                    ------        ------        ------        ------        ------
     Total                           (154)          (51)         (403)         (580)         (432)
                                    ------        ------        ------        ------        ------
Recoveries                                                                                        
  Domestic                                                                                        
    Commercial and Industrial          10             7             9            15            14 
    Real Estate & Construction          2             7             3             -             3 
    Consumer                            4             5             8             7            10 
    Credit Card                         -             -            23            62            27 

  Foreign                               1             3             6            41             1 
                                    ------        ------        ------        ------        ------
     Total                             17            22            49           125            55 
Net Charge-Offs                      (137)          (29)         (354)         (455)         (377)
                                    ------        ------        ------        ------        ------

Provision                             135            20           280           600           330 

Balance, December 31,                                                                             
  Domestic                            485           498           441           670           515 
  Foreign                              71            69            44            38            82 
  Unallocated                          39            69           156           193           159 
                                    ------        ------        ------        ------        ------
     Total, December 31,            $ 595         $ 636         $ 641         $ 901         $ 756 
                                    ======        ======        ======        ======        ======
Ratios                                                                                            
------                                                                                            
Net Charge-Offs to Average Loans                                                                  
 Outstandings                        0.35%         0.08%         0.97%         1.24%         1.06%
                                    ======        ======        ======        ======        ======
Net Charge-Offs to Total Allowance  23.03%         4.56%        55.23%        50.50%        49.87%
                                    ======        ======        ======        ======        ======
Total Allowance to Year-End Loans                                                                 
 Outstanding                         1.58%         1.66%         1.82%         2.44%         2.01%
                                     =====         =====         =====         =====         =====

<FN>                                                                                              
(1)  In 1999, $39 million was allocated to BNYFC loans sold. In 1997, $186 million of the         
allowance was allocated to credit card loans sold in 1997.                                        
</FN>                                                                                             

At December 31, 1999 and 1998, the Company's nonperforming real estate
loans and real estate acquired in satisfaction of loans aggregated $12 million  
and $40 million, respectively.  Real estate loan net charge-offs were $3        
million in 1999 with net recoveries of $7 million in 1998.  In addition, other  
real estate expenses were $1 million and $2 million in 1999 and 1998.           

  At December 31, 1999, the Company's emerging markets exposures consisted
of $111 million in medium-term loans (and no material commitments), $1,393      
million in short-term loans, primarily trade related, and $254 million in       
investments.  The Company expects to complete the sale of an investment in      
Brazil ($44 million carrying value) in the second quarter of 2000 with a small  
gain.  In addition, the Company has $308 million of debt securities of          
emerging market countries, including $256 million (book value) of bonds whose   
principal payments are collateralized by U.S. Treasury zero coupon obligations  
and whose interest payments are partially collateralized.  Emerging market      

10-K 14th Page of 28 TOC 1st Previous Next ↓Bottom Just 14th
14
countries where the Company has exposure include Argentina, Brazil, Bulgaria,   
China, Colombia, Costa Rica, Dominican Republic, Ecuador, Egypt, Honduras,      
Indonesia, Iraq, Jamaica, Malaysia, Mexico, Morocco, Panama, Peru,              
Philippines, Russia, Thailand, Uruguay, Venezuela, and Vietnam.                 

 The Company's consumer loan portfolio is comprised principally of other
installment and residential loans.  Residential and auto loans are              
collateralized, thereby reducing the risk.                                      

 The Company's loans to the energy industry primarily consist of credits
with investor-owned electric and gas utilities, and oil, gas and mining         
companies.  There were no nonperforming loans to borrowers in this industry at  
December 31, 1999 and 1998. There were no charge-offs in this industry in 1999  
and 1998.                                                                       

The Company's loans to the media and telecommunications industries    
primarily consist of credits with cable television operators, broadcasters,     
magazine and newspaper publishers, motion picture theaters and regional         
telephone companies.  Nonperforming loans to borrowers in these industries      
were $7 million and zero at December 31, 1999 and 1998.  Charge-offs were $15   
million and zero in 1999 and 1998.                                              

   The Company's portfolio of loans for purchasing or carrying securities is
comprised largely of overnight loans which are fully collateralized, with       
appropriate margins, by marketable securities.  Throughout its many years of    
experience in this area, the Company has rarely experienced a loss.             

  The Company makes loans to mortgage bankers to fund their operations and
mortgages to be sold to investors.  Frequently these loans are collateralized   
by the mortgages sold to investors.  Nonperforming loans were $10 million and   
zero at December 31, 1999 and  1998.  Charge-offs were $44 million and zero in  
1999 and 1998.                                                                  

Based on an evaluation of individual credits, historical credit losses and      
global economic factors, the Company has allocated its allowance for credit     
losses as follows:                                                              

[CAPTION]                                                                       

                        1999       1998        1997        1996       1995
                        ----       ----        ----        ----       ----
[S]                        [C]        [C]         [C]         [C]        [C]    

Real Estate                   4%         3%          4%          5%         7%  
Domestic Commercial                                                             
And Industrial             78         74          64          40         36 
Consumer                      -          1           1           1          2   
Credit Card                   -          -           -          29         23   
Foreign                      12         11           7           4         11   
Unallocated                   6         11          24          21         21   
                        ----       ----        ----        ----       ----
                          100%       100%        100%        100%       100%
                        ====       ====        ====        ====       ====

10-K 15th Page of 28 TOC 1st Previous Next ↓Bottom Just 15th
15
Securities                                                                      
----------                                                                      

                                                        [Enlarge/Download Table]

The following table shows the maturity distribution by carrying amount and yield                                
(not on a taxable equivalent basis) of the Company's securities portfolio at                                    
December 31, 1999.                                                                                              

                                          U.S.            States and      Other Bonds,    Asset-Backed          
                          U.S.            Government      Political       Notes and       and Equity            
                          Government      Agency          Subdivisions    Debentures      Securities            
                          -------------   -------------   -------------   -------------   -------------         
(dollars in millions)     Amount  Yield*  Amount  Yield*  Amount  Yield*  Amount  Yield*  Amount  Yield*   Total
                          ------  -----   ------  -----   ------  -----   ------  -----   ------  -----    -----
                                                                                                                
Securities Held-                                                                                                
----------------                                                                                                
 to-Maturity                                                                                                    
------------                                                                                                    
One Year or Less          $    9  4.82%    $   3   6.89%  $  191   5.72%   $ 80    6.59%   $    -     -%  $  283
Over 1 through 5 Years         3  6.18         1   8.00       32   5.61     111    4.01         -     -      147
Over 5 through 10 Years        -     -         -      -       29   6.61     206    6.60         -     -      235
Over 10 years                  -     -         -      -       23   6.73      69    6.06         -     -       92
Asset-Backed Securities        -     -       114   7.25        -      -       -       -         -     -      114
                          ------           -----          ------           ----            ------         ------
                          $   12  5.19%    $ 118   7.04%  $  275   5.88%   $466    5.90%   $    -     -   $  871
                          ======           =====          ======           ====            ======         ======
Securities Available-                                                                                           
---------------------                                                                                           
 for-Sale                                                                                                       
---------                                                                                                       
One Year or Less          $  679  5.74%    $  50   5.56%  $    4   5.66%   $604    4.78%   $    -     -%  $1,337
Over 1 through 5 Years     1,754  5.85        65   5.94       44   5.08     184    5.31         -     -    2,047
Over 5 through 10 Years      185  5.97       401   6.72       61   5.24      20    6.54         -     -      667
Over 10 years                 99  6.33       216   6.51      208   5.54      36    5.86         -     -      559
Asset-Backed Securities        -     -         -      -        -      -       -       -       354  6.04      354
Equity Securities              -     -         -      -        -      -       -       -     1,064  2.07    1,064
                           -----           -----          ------           ----            ------         ------
                          $2,717  5.85%    $ 732   6.51%  $  317   5.42%   $844    4.98%   $1,418  3.07%  $6,028
                          ======           =====          ======           ====            ======         ======
<FN>                                                                                                            
*Yields are based upon the amortized cost of securities.                                                        
</FN>                                                                                                           

Loans                                                                           
-----                                                                           
The following table shows the maturity structure of the Company's commercial    
loan portfolio at December 31, 1999.                                            

                                                        [Enlarge/Download Table]

                                                               Over 1 Year                  
                                                      1 Year   Through      Over            
(in millions)                                         or Less  5 Years      5 Years    Total
                                                      -------  -----------  -------   ------
                                                                                            
Domestic                                                                                    
--------                                                                                    
Real Estate, Excluding Loans Collateralized                                                 
 by 1-4 Family Residential Properties                $   368     $ 1,140     $1,538  $ 3,046
Commercial and Industrial Loans                        3,317       8,313      2,770   14,400
Other, Excluding Loans to Individuals and those                                             
 Collateralized by 1-4 Family Residential Properties   4,917       1,254         88    6,259
                                                     -------     -------     ------  -------
                                                       8,602      10,707      4,396   23,705
Foreign                                                2,890       1,499        958    5,347
-------                                                                                     
                                                     -------     -------     ------  -------
   Total                                             $11,492     $12,206     $5,354  $29,052
                                                     =======     =======     ======  =======
Loans with:                                                                                 
  Predetermined Interest Rates                       $ 2,647     $ 1,004     $1,466  $ 5,117
  Floating Interest Rates                              8,845      11,202      3,888   23,935
                                                     -------     -------     ------  -------
   Total                                             $11,492     $12,206     $5,354  $29,052
                                                     =======     =======     ======  =======

Deposits                                                                        
--------                                                                        
   The aggregate amount of deposits by foreign customers in domestic offices
was $7.1 billion, $5.4 billion, and $4.5 billion at December 31, 1999, 1998,    
and 1997.                                                                       
The following table shows the maturity breakdown of domestic time     
deposits of $100,000 or more at December 31, 1999.                              

                                                                [Download Table]

                                               Other                  
                          Certificates         Time                   
(in millions)             of Deposits          Deposits          Total
                          --------------------------------------------
                                                                      

3 Months or Less                $1,044           $2,632         $3,676
Over 3 Through 6 Months            134                -            134
Over 6 Through 12 Months           113                3            116
Over 12 Months                     289               15            304
                                ------           ------         ------
     Total                      $1,580           $2,650         $4,230
                                ======           ======         ======

10-K 16th Page of 28 TOC 1st Previous Next ↓Bottom Just 16th
16
The majority of deposits in foreign offices are time deposits in      
denominations of $100,000 or more.                                              

Other Borrowed Funds                                                            
--------------------                                                            
Information related to other borrowed funds in 1999, 1998, and 1997 is          
presented in the table below.                                                   

                                                        [Enlarge/Download Table]

                                                1999                   1998                   1997      
                                          --------------------------------------------------------------
(dollars in millions)                              Average                Average                Average
                                          Amount     Rate       Amount      Rate       Amount      Rate 
                                          ------   -------      ------    -------      ------   --------
                                                                                                        
Federal Funds Purchased and Securities                                                                  
 Sold Under Repurchase Agreements                                                                       
  At December 31                          $1,318     2.46%      $1,571      3.78%      $2,329      4.32%
  Average During Year                      2,940     4.45        3,147      4.60        2,410      5.00 
  Maximum Month-End Balance During Year    3,639     2.58        4,684      4.65        3,805      5.45 

Other*                                                                                                  
  At December 31                          $1,595     3.97%      $2,963      4.86%      $2,960      5.69%
  Average During Year                      2,362     5.36        3,761      5.42        3,177      5.27 
  Maximum Month-End Balance During Year    3,476     4.70        3,467      5.07        3,439      5.12 

<FN>                                                                                                    
*Other borrowings consist primarily of commercial paper, bank notes, extended                           
 federal funds purchased, and amounts owed to the U.S. Treasury.                                        
</FN>                                                                                                   

Foreign Assets                                                                  
--------------                                                                  
 Foreign assets are subject to general risks attendant to the conduct of
business in each foreign country, including economic uncertainties and each     
foreign government's regulations.  In addition, the Company's foreign assets    
may be affected by changes in demand or pricing resulting from fluctuations in  
currency exchange rates or other factors.  At December 31, 1999, the Company    
had cross border exposure of more than 1% of its total assets in Germany,       
totaling $1.2 billion, in the United Kingdom, totaling $1.1 billion and in      
France, totaling $1.1 billion. Germany's assets consisted of $935 million       
attributable to banks and other financial institutions, $173 million            
attributable to public sector entities, and $120 million attributable to        
commercial, industrial and other companies.  The United Kingdom's assets        
consisted of $607 million attributable to banks and other financial             
institutions and $500 million attributable to commercial, industrial and other  
companies.  France's assets consisted of $830 million attributable to banks     
and other financial institutions, $182 million attributable to public sector    
entities, and $39 million attributable to commercial, industrial and other      
companies.  At December 31, 1999, the Company had cross border exposure of      
more than .75% of its total assets in Belgium and Italy, aggregating $1.3       
billion.  At December 31, 1998, the Company had cross border exposure of more   
than .75% of its total assets in France and Hong Kong, aggregating $1.1         
billion.                                                                        

Introduction of the Euro                                                        
------------------------                                                        
In January 1999, eleven European countries adopted the euro as their  
common legal currency.  In the transition period from adoption through          
December 31, 2001, commerce may be conducted in either the euro or the former   
national currencies.                                                            

 The Company has adapted its information technology systems and business
practices to accommodate euro-denominated transactions.  The introduction of    
the euro currency may result in increased price transparency in the euro-area   
countries as well as a loss of cross-currency trading in the former national    
currencies, and may ultimately have profound political and financial            
implications.  Based on its knowledge at this time, the Company does not        
anticipate that the introduction of the euro will have a material effect on     
the Company's financial condition or results of operations.                     

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                                                        [Enlarge/Download Table]

EXECUTIVE OFFICERS OF THE REGISTRANT AND BUSINESS EXPERIENCE DURING THE PAST FIVE YEARS   
------------------------------------------------------------------------------------------

                                                                                   Company
                                                                                   Officer
Name                           Office and Experience                          Age   Since 
----                           ---------------------                          ---  -------
                                                                                          
Thomas A. Renyi     1998-2000  Chairman and Chief Executive Officer           54    1992  
                               of the Company and the Bank                                
                    1997-1998  President and Chief Executive Officer of                   
                               the Company and the Bank                                   
                    1996-1997  President of the Company and President and                 
                               Chief Executive Officer of the Bank                        
                         1995  President of the Company and President and                 
                               Chief Operating Officer of the Bank                        

Alan R. Griffith    1995-2000  Vice Chairman of the Company and the Bank      58    1990  

Gerald L. Hassell   1998-2000  President of the Company and the Bank and      48    1998  
                               Senior Executive Vice President of the Company             
                    1995-1998  Chief Commercial Banking Officer and                       
                               Senior Executive Vice President of the Bank                

Bruce W. Van Saun   1998-2000  Senior Executive Vice President of the         42    1998  
                               Company and Chief Financial Officer of the                 
                               Company and the Bank                                       
                    1997-1998  Executive Vice President and Chief Financial               
                               Officer of the Bank                                        
                    1995-1997  Chief Financial Officer Deutsche Bank                      
                               North America                                              

Thomas J. Mastro    1999-2000  Comptroller of the Company and the Bank        50    1999  
                    1998-1999  Senior Vice President of the Bank                          
                    1995-1998  Vice President of the Bank                                 

Robert J. Goebert   1995-2000  Auditor of the Company, Senior Vice            58    1982  
                               President of the Bank                                      

                                                        [Enlarge/Download Table]
OFFICERS OF BNY WHO PERFORM MAJOR PLOICY MAKING FUNCTIONS:                                
------------------------------------------------------------------------------------------

                                                                                   Bank   
                                                                                 Executive
                                                                                  Officer 
Name                           Office and Experience                          Age  Since  
----                           ---------------------                          --- ------- 
                                                                                          

Robert J. Mueller   1998-2000  Senior Executive Vice President -              58    1989  
                               Asset Based Lending Sector                                 
                    1995-1998  Senior Executive Vice President and                        
                               Chief Credit Policy Officer                                

<FN>                                                                                      

There are no family relationships between the executive officers of the Company. The terms
of office of the executive officers of the Company extend until the annual organizational 
meeting of the Board of Directors.                                                        
</FN>                                                                                     

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ITEM 2.  PROPERTIES                                                             
-------------------                                                             
 At December 31, 1999 in New York City, the Company owned the forty-nine
story building housing its executive headquarters at One Wall Street and an     
operations center at 101 Barclay Street.  The Company leases the land at the    
101 Barclay Street location under a lease expiring in 2080.  In addition, the   
Company owns and/or leases administrative and operations facilities in New      
York City; various locations in New Jersey and Connecticut; Harrison, New       
York; Newark, Delaware; Brussels, Belgium; London, England; and Utica, New      
York.  Other real properties owned or leased by the Company, when considered    
in the aggregate, are not material to its operations.                           

ITEM 3.  LEGAL PROCEEDINGS                                                      
--------------------------                                                      
The Company is cooperating with investigations being conducted by law 
enforcement and bank regulatory authorities focusing on funds transfer          
activities in certain accounts at BNY, principally involving wire transfers     
from Russian and other sources in Eastern Europe.  The investigations center    
around accounts controlled by Peter Berlin, his wife, Lucy Edwards (until       
discharged in September 1999, an officer of BNY), and companies and persons     
associated with them.  Berlin and Edwards have pleaded guilty to various        
federal criminal charges.                                                       
 On February 8, 2000, BNY entered into a written agreement with both the
Federal Reserve Bank of New York and the New York State Banking Department,     
which imposed a number of reporting requirements and controls. A substantial    
portion of these were in place on the date the agreement was signed.            
Three purported shareholder derivative actions have been filed in     
connection with these Russian related matters - - two in the United States      
District Court for the Southern District of New York and one in the New York    
Supreme Court, New York County - - against certain directors and officers of    
the Company and BNY alleging that the defendants have breached their fiduciary  
duties of due care and loyalty by aggressively pursuing business with Russian   
banks and entities without implementing sufficient safeguards and failing to    
supervise properly those responsible for that business.  The actions seek, on   
behalf of the Company and BNY, monetary damages from the defendants,            
corrective action and attorneys' fees.                                          
Additionally, on October 7, 1999 six alleged depositors of Joint Stock
Bank Inkombank ("Inkombank"), a Russian Bank, filed a purported class action    
in the United States District Court for the Southern District of New York on    
behalf of all depositors of Inkombank who lost their deposits when that bank    
collapsed in 1998.  The complaint, as subsequently amended, alleges that the    
Company and BNY and their senior officers knew about, and aided and abetted     
the looting of Inkombank by its principals.  The amended complaint asserts      
causes of action for conversion and aiding and abetting conversion under New    
York law.  In addition, the amended complaint states a claim under the          
Racketeer Influenced and Corrupt Organizations Act ("RICO").  It seeks an       
unspecified amount of damages believed to exceed $500 million, along with       
punitive damages of $500 million, interest, costs, attorneys' fees, expert      
fees, and other expenses.  The amended compliant seeks a trebling of any RICO   
damages.  The Company and BNY have filed a motion to dismiss the amended        
complaint in its entirety.  The Company and BNY believe that the allegations    
of the amended complaint are without merit and intend to defend the actions     
vigorously.                                                                     
  The Company does not expect that any of the foregoing civil actions will
have a material impact on the Company's consolidated financial condition.       

In the ordinary course of business, there are various legal claims    
pending against the Company and its subsidiaries.  In the opinion of            
management, liabilities arising from such claims, if any, would not have a      
material effect on the Company's consolidated financial statements.             

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS                    
------------------------------------------------------------                    
There were no matters submitted to a vote of security holders of the  
registrant during the fourth quarter of 1999.                                   

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PART II                                                                         
-------                                                                         
ITEM 5.  MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS  
------------------------------------------------------------------------------  
Information with respect to the market for the Company's common equity
and related stockholder matters is incorporated herein by reference from the    
"Quarterly Data" section included in Exhibit 13.  The Company's securities      
that are listed on the New York Stock Exchange (NYSE), are indicated as such    
on the front cover of this report.  The NYSE symbol for the Company's Common    
Stock is BK.  All of the Company's other securities are not currently listed.   
The Company had 29,176 common shareholders of record at February 29, 2000.      

ITEM 6.  SELECTED FINANCIAL DATA                                                
--------------------------------                                                
Selected financial data are incorporated herein by reference from the 
"Financial Highlights" section included in Exhibit 13.                          

ITEM 7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL                      
CONDITION AND RESULTS OF OPERATIONS                           
----------------------------------------------------------                      
 Management's discussion and analysis of financial condition and results
of operations is incorporated herein by reference from the corresponding        
section of Exhibit 13.                                                          

FORWARD LOOKING STATEMENTS                                                      

  The information presented with respect to earnings growth, the Company's
plans and objectives in moving toward fee based business and otherwise is       
forward looking information. Forward looking statements are the Company's       
current estimates or expectations of future events or future results. As such   
forward looking statements are subject to risks and uncertainties that could    
cause actual results to differ materially from projected results discussed in   
this Report.  These include variations in management projections or market      
forecasts and the actions that management could take in response to these       
changes.                                                                        

The Company or its executive officers and directors on behalf of the  
Company, may from time to time make forward looking statements. When used in    
this report, any press release or oral statements, the words "estimate",        
"project", "anticipate", "expect", "intend", "believe", "plan", "goal", and     
words of like import are intended to identify forward looking statements in     
addition to statements specifically identified as forward looking statements.   
These statements, projections or future plans, could be affected by a number    
of factors that the Company is necessarily unable to predict with accuracy,     
including future changes in interest rates, general credit quality, economic    
activity, consumer behavior, government monetary policy, legislation and        
regulation, competition, credit, market and operating risk, and loan demand.    
In addition, the Company's future results of operations, discussions of future  
plans and other forward looking statements contained in Management's            
Discussion and Analysis and elsewhere in this Form 10-K involve a number of     
risks and uncertainties, including risks relating to the uncertainties created  
by the enactment of the Gramm-Leach-Bliley Financial Modernization Act of       
1999. As a result of variations in such factors, actual results may differ      
materially from any forward looking statements.                                 

Forward looking statements speak only as of the date they are made.  The        
Company will not update forward looking statements to reflect factual           
assumptions, circumstances or events which have changed after a forward         
looking statement was made.                                                     

Government Monetary Policies                                                    

The Federal Reserve Board has the primary responsibility for United   
States monetary policy.  Its actions have an important influence on the demand  
for credit and investments and the level of interest rates and thus on the      
earnings of the Company.                                                        

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Legislation and Regulation                                                      

The Gramm-Leach-Bliley Financial Modernization Act of 1999:           

a)  Allows bank holding companies meeting management, capital and Community     
Reinvestment Act standards to engage in a substantially broader range of        
nonbanking activities than currently is permissible, including insurance        
underwriting and making merchant banking investments in commercial and          
financial companies;                                                            

b)  Allows insurers and other financial services companies to acquire banks;    

c)  Removes various restrictions that currently apply to bank holding company   
ownership of securities firms and mutual fund advisory companies; and           

d)  Establishes the overall regulatory structure applicable to bank holding     
companies that also engage in insurance and securities operations.              

The Modernization Act also modifies current law related to financial privacy    
and community reinvestment.  The new financial privacy provisions would         
generally prohibit financial institutions, including the Company, from          
disclosing nonpublic personal financial information to third parties unless     
customers have the opportunity to "opt out" of the disclosure.                  

Competition                                                                     

The businesses in which the Company operates are very competitive.    
Competition is provided by both unregulated and regulated financial services    
organizations, whose products and services span the local, national, and        
global markets in which the Company conducts operations.                        

  Savings banks, savings and loan associations, and credit unions actively
compete for deposits, and money market funds and brokerage houses offer         
deposit-like services.  These institutions, as well as consumer and commercial  
finance companies, national retail chains, factors, insurance companies and     
pension trusts, are important competitors for various types of loans.  Issuers  
of commercial paper compete actively for funds and reduce demand for bank       
loans.  For personal and corporate trust services and investment counseling     
services, insurance companies, investment counseling firms, and other business  
firms and individuals offer active competition.  A wide variety of domestic     
and foreign companies compete for processing services.                          

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK             
--------------------------------------------------------------------            

See page 11 "Market Risk Management".                                 

Quantitative and qualitative disclosure about market risk are         
incorporated herein by reference from the "Market Risk Management", "Trading    
Activities and Risk Management", and "Asset/Liability Management" sections      
included in Exhibit 13.                                                         

ITEM 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA                            
----------------------------------------------------                            
   Consolidated financial statements and notes and the independent auditors'
report are incorporated herein by reference from Exhibit 13 to this Report.     

 Supplementary financial information is incorporated herein by reference
from the "Quarterly Data" section included in Exhibit 13.                       

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ITEM 9.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND        
FINANCIAL DISCLOSURE                                          
-------------------------------------------------------------------------       
There have been no events which require disclosure under Item 304 of  
Regulation S-K.                                                                 

PART III                                                                        
--------                                                                        
The material responsive to Items 10, 11, 12 and 13 is incorporated by 
reference to the Company's definitive proxy statement for its 2000 Annual       
Meeting, except for information as to Executive Officers set forth in Part I,   
Item 1.                                                                         

PART IV                                                                         
-------                                                                         
ITEM 14.  EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K      
--------------------------------------------------------------------------      

(a) 1.  Financial Statements:                                                   

See Item 8.                                                           

(a) 2.  Financial Statement Schedules:                                          

  Financial statement schedules are omitted since the required information
is either not applicable, not deemed material, or is shown in the respective    
financial statements or in the notes thereto.                                   

(a) 3.  Listing of Exhibits:                                                    

A list of the exhibits filed or incorporated by reference appears     
following page 23 of this Report, which information is incorporated by          
reference.                                                                      

(b) Reports on Form 8-K:                                                        

October 18, 1999: Unaudited interim financial information and         
accompanying discussion for the third quarter of 1999.                          

December 6, 1999: 7.30% Senior Subordinated Notes due 2009 with four  
exhibits: underwriting agreement, dated November 30, 1999; the Form of Note;    
an Officers' Certificate pursuant to Section 301 of the Indenture; and the      
opinion as to the legality of the Notes.                                        

December 16, 1999: Projections and earnings estimates presented       
to the financial analysts on December 16, 1999.                                 

January 18, 2000: Unaudited interim financial information and         
accompanying discussion for the fourth quarter of 1999.                         

(c) Exhibits:                                                                   

Submitted as a separate section of this report.                       

(d) Financial Statements Schedules:                                             

None                                                                  

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SIGNATURES                                                                      
----------                                                                      

Pursuant to the requirements of Section 13 or 15(d) 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 in New York, New York, on  
the 14th day of March, 2000.                                                    

                      THE BANK OF NEW YORK COMPANY, INC.

   By:  \s\ Thomas J. Mastro
                         -------------------------------------

      (Thomas J. Mastro,
  Comptroller)

   Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been duly signed below by the following persons on behalf of the     
registrant and in the capacities indicated on the 14th day of March, 2000.      

Signature                                         Title         
---------                                         -----         

\s\ Thomas A. Renyi                           Chairman of the Board, Chief      
------------------------------------          Executive Officer (Principal      
(Thomas A. Renyi)                             Executive Officer), and Director  

\s\ Gerald L. Hassell                         President and Director            
------------------------------------                                            
(Gerald L. Hassell)                                                             

\s\ Alan R. Griffith                          Vice Chairman and Director        
------------------------------------                                            
(Alan R. Griffith)                                                              

\s\ Bruce W. Van Saun                         Senior Executive Vice President   
------------------------------------          and Chief Financial Officer       
(Bruce W. Van Saun)                           (Principal Financial Officer)     

\s\ Thomas J. Mastro                          Comptroller                       
------------------------------------          (Principal Accounting Officer)    
(Thomas J. Mastro)                                                              

\s\ J. Carter Bacot                           Director                          
------------------------------------                                            
(J. Carter Bacot)                                                               

\s\ Richard Barth                             Director                          
------------------------------------                                            
(Richard Barth)                                                                 

\s\ Frank J. Biondi, Jr.                      Director                          
------------------------------------                                            
(Frank J. Biondi, Jr.)                                                          

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\s\ William R. Chaney                         Director                          
------------------------------------                                            
(William R. Chaney)                                                             

\s\ Nicholas M. Donofrio                      Director                          
------------------------------------                                            
(Nicholas M. Donofrio)                                                          

\s\ Richard J. Kogan                          Director                          
------------------------------------                                            
(Richard J. Kogan)                                                              

\s\ John A. Luke, Jr.                         Director                          
------------------------------------                                            
(John A. Luke, Jr.)                                                             

\s\ John C. Malone                            Director                          
------------------------------------                                            
(John C. Malone)                                                                

\s\ Donald L. Miller                          Director                          
------------------------------------                                            
(Donald L. Miller)                                                              

\s\ Catherine A. Rein                         Director                          
------------------------------------                                            
(Catherine A. Rein)                                                             

\s\ William C. Richardson                     Director                          
------------------------------------                                            
(William C. Richardson)                                                         

\s\ Brian L. Roberts                          Director                          
------------------------------------                                            
(Brian L. Roberts)                                                              

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INDEX TO EXHIBITS                                                               

Exhibit No.                                                                     
----------                                                                      

3  (a)  The By-Laws of The Bank of New York Company, Inc. as amended through    
  October 13, 1987- incorporated by reference to Exhibit 3(a) to the
Company's 1987 Annual Report on Form 10-K.                      

 (b)  Restated Certificate of Incorporation of The Bank of New York Company,
   Inc. dated July 20, 1994, incorporated by reference to Exhibit 4 to
 the Company's Quarterly Report on Form 10-Q for the quarter ended
September 30, 1994.                                             

(c)  Amendment to Certificate of Incorporation of The Bank of New York    
Company, Inc. dated July 9, 1996, incorporated by reference to  
Exhibit 4 to the Company's Quarterly Report on Form 10-Q for the
quarter ended June 30, 1996.                                    

(d)  Amendment to Certificate of Incorporation of The Bank of New York    
      Company, Inc. dated July 16, 1998 incorporated by reference to Exhibit
     4.3 to the Company's Registration Statement on Form S-3 (Registration
Statement No. 333-70187.                                        

4  (a)  None of the outstanding instruments defining the rights of holders of   
   long-term debt of the Company represent long-term debt in excess of
     10% of the total assets of the Company.  The Company hereby agrees to
furnish to the Commission, upon request, a copy of any of such  
instrument.                                                     

(b)  Rights Agreement, including form of Preferred Stock Purchase Right,  
   dated as of December 10, 1985 between The Bank of New York Company,
Inc. and The Bank of New York, as Rights Agent, incorporated by 
   reference to the Company's registration statement on Form 8-A dated
December 18,1995.                                               

(c)  First Amendment, dated as of June 13, 1989, to the Rights Agreement, 
      including form of Preferred Stock Purchase Right, dated as of December
    10, 1985, between The Bank of New York Company, Inc. and The Bank of
     New York, as Rights Agent, incorporated by reference to the amendment
on Form 8, dated June 14, 1989, to the Company's Registration   
 Statement on Form 8-A, dated December 18, 1985. (File No. 1-6152)

 (d)  Second Amendment, dated as of April 30, 1993, to the Rights Agreement,
      including form of Preferred Stock Purchase Right, dated as of December
    10, 1985, between The Bank of New York Company, Inc. and The Bank of
     New York,  as Rights Agent incorporated by reference to the amendment
on Form 8-A/A , filed May 3, 1993, to the Company's Registration
 Statement on Form 8-A, dated December 18, 1985. (File No. 1-6152)

(e)  Third Amendment, dated as of March 8, 1994, to the Rights Agreement, 
    dated as of December 10, 1985, between The Bank of New York Company,
Inc. and The Bank of New York, as Rights Agent, incorporated by 
      reference to the amendment on Form 8-A/A, filed March 24, 1994, to the
      Company's Registration Statement on Form 8-A, dated December 18, 1985.
(File No. 1-6152)                                               

*10(a)  Amendment dated October 1, 1997 to the Trust Agreement dated            
November 16, 1993 related to executive compensation agreements, 
  incorporated by reference to Exhibit 10(a) to the Company's Annual
Report on Form 10-K for the year ended December 31, 1997.       

*(b)  Enhanced Severance Agreement dated July 8, 1997, incorporated by      
      reference to Exhibit 10(b) to the Company's Annual Report on Form 10-K
for the year ended December 31, 1997.                           

*(c)  Enhanced Severance Agreement dated July 8, 1997, incorporated by      
      reference to Exhibit 10(c) to the Company's Annual Report on Form 10-K
for the year ended December 31, 1997.                           

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*(d)  Enhanced Severance Agreement dated July 8, 1997, incorporated by      
      reference to Exhibit 10(d) to the Company's Annual Report on Form 10-K
for the year ended December 31, 1997.                           

*(e)  Enhanced Severance Agreement dated July 8, 1997, incorporated by      
      reference to Exhibit 10(e) to the Company's Annual Report on Form 10-K
for the year ended December 31, 1997.                           

*(f)  Consulting Agreement dated November 5, 1997, incorporated by reference
    to Exhibit 10(f) to the Company's Annual Report on Form 10-K for the
year ended December 31, 1997.                                   

*(g)  Compensation Agreement dated April 17, 1997, incorporated by reference
    to Exhibit 10(g) to the Company's Annual Report on Form 10-K for the
year ended December 31, 1997.                                   

*(h)  1984 Stock Option Plan of The Bank of New York Company, Inc. as       
amended through February 23, 1988, incorporated by reference to 
      Exhibit 10(a) to the Company's Annual Report on Form 10-K for the year
ended December 31, 1988.                                        

*(i)  Amendment dated October 11, 1994 to 1984 Stock Option Plan of The Bank
     of New York Company, Inc., incorporated by reference to Exhibit 10(b)
to the Company's Annual Report on Form 10-K for the year ended  
December 31, 1994.                                              

*(j)  The Bank of New York Company, Inc. Excess Contribution Plan as amended
    through July 10, 1990- incorporated by reference to Exhibit 10(b) to
the Company's Annual Report on Form 10-K for the year ended     
December 31, 1990.                                              

*(k)  Amendments dated February 23, 1994 and November 9, 1993 to The Bank of
New York Company, Inc. Excess Contribution Plan, incorporated by
      reference to Exhibit 10(c) to the Company's Annual Report on Form 10-K
for the year ended December 31, 1993.                           

*(l)  Amendment to The Bank of New York Company, Inc. Excess Contribution   
  Plan dated November 14, 1995, incorporated by reference to Exhibit
    10(l) to the Company's Annual Report on Form 10-K for the year ended
December 31, 1997.                                              

*(m)  The Bank of New York Company, Inc. Excess Benefit Plan as amended     
    through December 8, 1992, incorporated by reference to Exhibit 10(d)
to the Company's Annual Report on Form 10-K for the year ended  
December 31, 1993.                                              

*(n)  Amendments dated February 23, 1994 and November 9, 1993 to The Bank   
of New York Company, Inc. Excess Benefit Plan, incorporated by  
      reference to Exhibit 10(c) to the Company's Annual Report on Form 10-K
for the year ended December 31, 1993.                           

*(o)  Amendment dated May 10, 1994 to The Bank of New York Company, Inc.    
      Excess Benefit Plan, incorporated by reference to Exhibit 10(g) to the
Company's Annual report on Form 10-K for the year ended         
December 31, 1994.                                              

*(p)  Amendment dated November 14, 1995 to The Bank of New Company, Inc.    
      Excess Benefit Plan, incorporated by reference to Exhibit 10(i) to the
Company's Annual report on Form 10-K for the year ended         
December 31, 1995.                                              

*(q)  1994 Management Incentive Compensation Plan of The Bank of New York   
Company, Inc., incorporated by reference to Exhibit 10(g) to the
Company's Annual Report on Form 10-K for the year ended         
December 31, 1993.                                              

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*(r)  Amendment dated January 12, 1999 to the 1994 Management Incentive     
    Compensation Plan of The Bank of New York Company, Inc, incorporated
by reference to exhibit 10 (r) to the Company's annual report on
Form 10-K for the year ended December 31, 1998.                 

*(s)  1988 Long-Term Incentive Plan as amended through December 8, 1992,    
  incorporated by reference to Exhibit 10(f) to the Company's Annual
Report on Form 10-K for the year ended December 31, 1992.       

*(t)  Amendment dated October 11, 1994 to the 1988 Long-Term Incentive Plan 
   of The Bank of New York Company, Inc., incorporated by reference to
      Exhibit 10(j) to the Company's Annual Report on Form 10-K for the year
ended December 31, 1994.                                        

*(u)  The Bank of New York Company, Inc. 1993 Long-Term Incentive Plan,     
  incorporated by reference to Exhibit 10(m) to the Company's Annual
Report on Form 10-K for the year ended December 31, 1992.       

*(v)  Amendment dated October 11, 1994 to the 1993 Long-Term Incentive Plan 
   of The Bank of New York Company, Inc., incorporated by reference to
      Exhibit 10(l) to the Company's Annual Report on Form 10-K for the year
ended December 31, 1994.                                        

*(w)  Amendment dated December 10, 1996 to the 1993 Long-Term Incentive Plan
   of The Bank of New York Company, Inc., incorporated by reference to
      Exhibit 10(g) to the Company's Annual Report on Form 10-K for the year
ended December 31, 1996.                                        

*(x)  Amendment dated January 14, 1997 to the 1993 Long-Term Incentive Plan 
   of The Bank of New York Company, Inc., incorporated by reference to
      Exhibit 10(h) to the Company's Annual Report on Form 10-K for the year
ended December 31, 1996.                                        

*(y)  Amendment dated March 11, 1997 to the 1993 Long-Term Incentive Plan of
The Bank of New York Company, Inc., incorporated by reference to
      Exhibit 10(i) to the Company's Annual Report on Form 10-K for the year
ended December 31, 1996.                                        

*(z)  Amendment dated July 14, 1998 to the 1993 Long-Term Incentive Plan of 
      The Bank of New York Company, Inc incorporated by reference to Exhibit
    10(z) to the Company's Annual Report on Form 10-K for the year ended
December 31, 1998.                                              

*(aa) The Bank of New York Company, Inc. 1999 Long-Term Incentive Plan,     
   incorporated by reference to Exhibit 10(aa) to the Company's Annual
Report on Form 10-K for the year ended December 31, 1998.       

*(bb) The Bank of New York Company, Inc. Supplemental Executive             
  Retirement Plan, incorporated by reference to Exhibit 10(n) to the
     Company's  Annual Report on Form 10-K for the year ended December 31,
1992.                                                           

*(cc) Amendment dated March 9, 1993 to The Bank of New York Company, Inc.   
    Supplemental Executive Retirement Plan, incorporated by reference to
      Exhibit 10(k) to the Company's Annual Report On Form 10-K for the year
ended December 31, 1993.                                        

*(dd) Amendment effective October 11, 1994 to The Bank of New York Company, 
      Inc. Supplemental Executive Retirement Plan, incorporated by reference
    to Exhibit 10(o) to the Company's Annual Report on Form 10-K for the
year ended December 31, 1994.                                   

*(ee) Amendment dated June 11, 1996 to The Bank of New York Company, Inc.   
    Supplemental Executive Retirement Plan, incorporated by reference to
      Exhibit 10(a) to the Company's Annual Report on Form 10-K for the year
ended December 31, 1996.                                        

*(ff) Amendment dated November 12, 1996 to The Bank of New York Company,    
      Inc. Supplemental Executive Retirement Plan, incorporated by reference

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27
    to Exhibit 10(b) to the Company's Annual Report on Form 10-K for the
year ended December 31, 1996.                                   

*(gg) Amendment dated December 23, 1999 to the Trust Agreement dated        
November 16, 1993 related to executive compensation.            

*(hh) Trust Agreement dated November 16, 1993 related to certain executive  
compensation plans and agreements, incorporated by reference to 
      Exhibit 10(m) to the Company's Annual Report on Form 10-K for the year
ended December 31, 1993.                                        

*(ii) Amendment dated October 11, 1994 to Trust Agreement dated November 16,
     1993, related to certain executive compensation plans and agreements,
  incorporated by reference to Exhibit 10(r) to the Company's Annual
Report on Form 10-K for the year ended December 31, 1994.       

*(jj) Trust Agreement dated December 15, 1994 related to certain executive  
compensation plans and agreements, incorporated by reference to 
      Exhibit 10(s) to the Company's Annual Report on Form 10-K for the year
ended December 31, 1994.                                        

*(kk) Amendment dated December 10, 1996 to The Bank of New York Company,    
Inc. Excess Benefit Plan.                                       

*(ll) Amendment dated January 14, 1997 to the Trust Agreement dated         
November 16, 1993 related to executive compensation agreements, 
  incorporated by reference to Exhibit 10(d) to the Company's Annual
Report on Form 10-K for the year ended December 31, 1996.       

*(mm) Amendment dated January 31, 1997 to the Trust Agreement dated         
November 16, 1993 related to executive compensation agreements, 
  incorporated by reference to Exhibit 10(c) to the Company's Annual
Report on Form 10-K for the year ended December 31, 1996.       

*(nn) Consulting Agreement dated June 18, 1999.                             

*(oo) Amendment dated September 11, 1998 to the Trust Agreement dated       
November 16, 1993 related to executive compensation agreements, 
Incorporated by reference to Exhibit 10(oo) to the the Company's
Annual Report on Form 10-K for the year ended December 31,1998. 

*(pp) Form of Remuneration Agreement between the Company and one of the five
      most highly compensated executive officers of the Company incorporated
      by reference to Exhibit 10 to the Company's Annual Report on Form 10-K
for the year ended December 31, 1982.                           

*(qq) Form of Tax Reimbursement Agreement dated as of July 13, 1994 between 
 the Company and two of the five most highly compensated executive
      officers of the Company, incorporated by reference to Exhibit 10(u) to
the Company's Annual Report on Form 10-K for the year ended     
December 31, 1994.                                              

*(rr) Form of Remuneration Agreement dated October 11, 1994 between the     
     Company and three of the five most highly compensated officers of the
    Company, incorporated by reference to Exhibit 10(v) to the Company's
Annual Report on Form 10-K for the year ended December 31, 1994.

*(ss) The Bank of New York Company, Inc. Retirement Plan for Non-Employee   
      Directors- incorporated by reference to Exhibit 10(r) to the Company's
Annual Report on Form 10-K for the year ended December 31, 1994,

*(tt) Amendment dated November 8, 1994 to The Bank of New York Company, Inc.
     Retirement Plan for Non-Employee Directors, incorporated by reference
    to Exhibit 10(x) to the Company's Annual Report on Form 10-K for the
year ended December 31, 1994.                                   

*(uu) Amendment dated February 9, 1999 to The Bank of New York Company, Inc.
     Retirement Plan for Non-Employee Directors, Incorporated by reference
     To Exhibit 10(uu) to the Company's Annual Report on Form 10-K for the

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28
Year ended December 31, 1998.                                   

*(vv) Deferred Compensation Plan for Non-Employee Directors of The Bank of  
      New  York Company, Inc., incorporated by reference to Exhibit 10(s) to
the Company's Annual Report on Form 10-K for the year ended     
December 31, 1993.                                              

*(ww) Amendment dated November 8, 1994 to Deferred Compensation Plan for    
Non-Employee Directors of The Bank of New York Company, Inc.,   
  incorporated by reference to Exhibit 10(z) to the Company's Annual
Report on Form 10-K for the year ended December 31, 1994.       

*(xx) Amendment dated February 11, 1997 to the Directors' Deferred          
      Compensation Plan for The Bank of New York Company, Inc., incorporated
    by reference to Exhibit 10(j) to the Company's Annual Report on Form
10-K for the year ended December 31, 1996.                      

*(yy) Enhanced Severance Agreement dated July 8, 1997.                      

12      Statement - Re: Computation of Earnings to Fixed Charges Ratios         

13      Portions of the 1999 Annual Report to Shareholders                      

21      Subsidiaries of the Registrant                                          

23.1    Consent of Ernst & Young LLP                                            

27      Financial Data Schedule                                                 

* Constitutes a Management Contract or Compensatory Plan or Arrangement

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Dates Referenced Herein and Documents Incorporated by Reference

		Referenced-On Page
This ‘10-K’ Filing	Date	First	Last	Other Filings

	12/31/01	16		10-K, 8-K
	5/9/00	2		10-Q, DEF 14A
Filed on:	3/30/00
	2/29/00	1	19
	2/8/00	18
	1/18/00	21		8-K
For Period End:	12/31/99	1	18	8-K
	12/23/99	27
	12/16/99	21		8-K
	12/6/99	21		8-K
	11/30/99	21		8-K
	10/18/99	21
	10/7/99	18
	6/18/99	27
	2/9/99	27
	1/12/99	26
	12/31/98	4	28	10-K, 8-K
	9/11/98	27
	7/16/98	24
	7/14/98	26
	12/31/97	15	25	10-K
	11/5/97	25
	10/1/97	24
	7/8/97	24	28
	5/31/97	6
	4/17/97	25
	3/11/97	26		SC 13G/A
	2/11/97	28
	1/31/97	27
	1/14/97	26	27
	1/1/97	6
	12/31/96	26	28	10-K
	12/10/96	26	27	8-K
	11/12/96	26		10-Q, S-3
	7/9/96	24
	6/30/96	24		10-Q
	6/11/96	26
	12/31/95	25		10-K
	11/14/95	25		8-K
	12/31/94	25	28	10-K
	12/15/94	27
	11/8/94	27	28
	10/11/94	25	27
	9/30/94	24		10-Q
	7/20/94	24
	7/13/94	27
	5/10/94	25		DEF 14A
	3/24/94	24
	3/8/94	24		8-K
	2/23/94	25
	12/31/93	25	28	10-K, 10-K/A, 11-K
	11/16/93	24	27
	11/9/93	25
	5/3/93	24
	4/30/93	24
	3/9/93	26
	12/31/92	26
	12/8/92	25	26
				List all Filings

3 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 2/27/23  Bank of New York Mellon Corp.     10-K       12/31/22  180:45M
 2/25/22  Bank of New York Mellon Corp.     10-K       12/31/21  183:46M
 2/25/21  Bank of New York Mellon Corp.     10-K       12/31/20  185:44M

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Filing Submission 0000009626-00-000016 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

Bank of New York Co Inc – ‘10-K’ for 12/31/99

On: Thursday, 3/30/00 · For: 12/31/99 · Accession #: 9626-0-16 · File #: 1-06152

Annual Report — Form 10-KFiling Table of Contents

10-K — 1999Form 10-KDocument Table of Contents

Dates Referenced Herein and Documents Incorporated by Reference

3 Subsequent Filings that Reference this Filing

Annual Report — Form 10-K
Filing Table of Contents

10-K — 1999Form 10-K
Document Table of Contents