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MELLON TO ACQUIRE EQUITY POSITION IN ELECTRONIC PAYMENT SERVICES; DEFINITIVE AGREEMENT ADDS FIFTH MAJOR BANK TO EPS BOARD

 WILMINGTON, Del., and PITTSBURGH, Dec. 2 /PRNewswire/ -- Electronic Payment Services, Inc. (EPS) and Mellon Bank Corporation (NYSE: MEL) today announced the signing of a definitive agreement for Mellon to become an equity partner in EPS, the holding company for MONEY ACCESS SERVICE (MAC), the largest processor of Automated Teller Machine (ATM) transactions in the United States, and BUYPASS Corporation, the nation's leading third-party processor of electronic transactions.
 Mellon's 23.66 percent equity ownership interest will equal that of Banc One Corporation, CoreStates Financial Corp (NASDAQ: CSFN) and PNC Bank Corp (NYSE: PNC). Mellon's share entitles it to two seats on the board. CoreStates, PNC and Banc One each have two seats; Society Corporation (NYSE: SCY) has one seat. After Mellon becomes an equity partner, Society will have a 5.35 percent ownership share.
 Upon anticipated regulatory approval of the transaction, Mellon, a Pittsburgh-based superregional bank, becomes the fifth major bank to own an equity position in the company that was formed last year by CoreStates, Banc One, PNC and Society. In October, National City Corporation (NYSE: NCC) signed a letter of intent to eventually become the sixth equity partner in EPS. National City will have one seat on the board.
 Under the terms of the transaction, which is expected to be completed during the first quarter of 1994, Mellon will contribute to EPS its Network Services Division and approximately $29 million in cash. Its Network Services Division is one of the leading unbranded ATM and merchant processors in the nation, with annual revenues of approximately $40 million. Mellon said the contribution of its Network Services Division to EPS will have no material effect on earnings.
 John F. Beahn, general manager of Mellon's Network Services Division, will become president and chief executive officer of EPS' Network Services Division. Approximately 150 Mellon Network Services Division employees and 18 Mellon employees who support Network Services operations will become EPS employees.
 "Mellon Bank has been a pioneer in this industry," said David Van Lear, chief executive officer of EPS. "We are delighted and gratified that it has chosen to join EPS as a partner, solidifying a relationship that has been built over the years." Mellon has been a member of the MAC network since 1988.
 Van Lear added, "The overall EPS vision is to create significant cost and market synergies and establish a strong competitive position so we may lead and innovate in the nation's electronic consumer payment system. With Mellon as a partner, EPS' position will be strengthened in both arenas. Mellon will bring to EPS new lines of business and a determination to join with EPS in developing new technologies to meet customer needs."
 "The transaction processing business is consolidating rapidly, and we wanted to align ourselves with the leading organization that would provide the best possible products and services for our financial institution and merchant customers," said Steven G. Elliott, Mellon Bank vice chairman and chief financial officer and head of Mellon Information Services. "In addition, Mellon, as an equity partner in the MAC ATM network, will help shape future electronic delivery in our markets. As a result, our retail customers will continue to receive the same high quality ATM and POS services, and will benefit from future product developments.
 "With this move, Mellon is securing its future in the electronic payments and processing business," Elliott added. "This joint venture allows the banking partners to combine their resources and efficiencies to realize growth opportunities on a national basis, and gain a more comprehensive and complete market coverage over a broader geographic area," Elliott said.
 Mellon's Network Services Division provides ATM processing services and network gateways to approximately 800 financial institutions in 35 states and merchant processing to more than 50,000 locations in 50 states. New and existing Network Services customers may continue to choose any of the 35 regional and national ATM and POS networks provided by Network Services. Mellon's retail customers will not be affected by the transaction.
 Once the transaction is completed, Mellon's Network Services Division is expected to provide to EPS 50 million merchant transactions a year and 220 million ATM transactions a year. The MAC network's current volume is 90 million transactions a month, totaling more than 1 billion debit card transactions per year. BUYPASS, which also serves 50 states, had merchant transactions of 475 million in 1992.
 EPS' goal is to create strategic alliances with targeted financial institutions. National City Corporation, which operates in Ohio, Kentucky and Indiana, signed a letter of intent in late October to join the MAC network and become an EPS equity partner. And, in the last four months, through EPS' subsidiary, MONEY ACCESS SERVICE, Liberty National Bancorp, Inc. of Louisville, Ky., Star Banc Corporation of Cincinnati, and owner of the Tellerific network, and CNB Bancshares, Inc., headquartered in Evansville, Ind., joined the MAC network. All four institutions, in addition to Mellon, further solidify the MAC network's position in the Midwest.
 With assets of approximately $35 billion, Mellon Bank Corporation is a major superregional bank holding company. Through its subsidiaries, it provides wholesale, middle market and retail banking, as well as numerous fee-based service products, including trust and investment, cash management and mortgage banking.
 MAC is a registered trademark of MONEY ACCESS SERVICE INC., a subsidiary of Electronic Payment Services, Inc.
 /delval/
 -0- 12/2/93
 /CONTACT: Ellen Karasik of EPB, 215-851-9549, for MAC, or Margaret K. Cohen, 412-234-0850, or John W. Calnan (financial), 412-234-4633, of Mellon/
 (MEL CSFN PNC SCY NCC)


CO: Mellon Bank Corporation; CoreStates Financial Corp; PNC Bank Corp.;
 Banc One Corporation; Society Corporation ST: Pennsylvania, Delaware, Ohio, Kentucky, Indiana IN: FIN SU: TNM


JM-LJ -- PH033 -- 9979 12/02/93 16:45 EST
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Date:Dec 2, 1993
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