SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15 (d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event
reported): May 14, 2002
THE BANK OF NEW YORK COMPANY, INC.
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(exact name of registrant as specified in its charter)
NEW YORK
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(State or other jurisdiction of incorporation)
1-6152 13-2614959
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(Commission file number) (I.R.S. employer
identification number)
One Wall Street, New York, NY 10286
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(Address of principal (Zip code)
executive offices)
212 - 495 - 1784
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(Registrant's telephone number,
including area code)
Item 5 Other Events
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Four exhibits are filed herewith in connection with the Registration
Statement on Form S-3 (File Nos. 333-62516, 333-62516-01, 333-62516-02,
333-62516-03, 333-62516-04) filed by The Bank of New York Company, Inc. (the
"Company") with the Securities and Exchange Commission covering the Company's
5.20% Senior Notes due 2007 (the "Notes"), issuable under an Indenture (the
"Indenture"), dated as of July 18, 1991 between the Company and Deutsche Bank
Trust Company Americas. The exhibits consist of the Pricing Agreement (which
incorporates the Underwriting Agreement Standard Provisions (June 2001)), dated
May 14, 2002, between the Company and Goldman, Sachs & Co. as Representative of
the several Underwriters named therein (the "Underwriting Agreement"); the Form
of Note; an Officers' Certificate pursuant to Section 301 of the Indenture; and
the opinion of counsel as to the legality of the Notes.
Financial Statements, Pro Forma Financial
Item 7 Information and Exhibits
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(c) Exhibits
The following exhibits are filed herewith:
1.1 Underwriting Agreement.
4.1 Form of Registrant's Senior 5.20% Note due 2007.
4.2 Officers' Certificate pursuant to Section 301 of the Indenture.
5.1 Opinion of Paul A. Immerman, Esq.
23.1 Consent of Paul A. Immerman, Esq. (included in Exhibit 5.1)
SIGNATURE
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Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
Date: May 23, 2002
The Bank of New York Company, Inc.
By: /s/ Thomas J. Mastro
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Name: Thomas J. Mastro
Title: Comptroller