Filed under Rule 424 (b)(2), Registration Statement No. 333-134738,
    333-134738-01, 333-134738-02, 333-134738-03, 333-134738-04 and 333-134738-05

    Pricing Supplement No. 54 Subject to Completion - dated June 25, 2007
                                       (To prospectus dated June 5, 2006 and
                                   prospectus supplement dated June 15, 2006)

The Bank of New York Company, Inc. [LOGO]

The Bank of New York Company, Inc.
$1,000,000,000
The Bank of New York Company, Inc. CoreNotes(Registered Service Mark)

=================================================================
             Aggregate               Purchasing     Proceeds
  CUSIP      Principal   Price to      Agent's       Before
  Number      Amount     Public(1)   Discount(1)    Expenses(1)
=================================================================

0640P1MU4     TBD         100%         2.00%         98.00%

-----------------------------------------------------------------

=================================================================
   Interest      Interest        Stated
   Rate Per      Payment        Maturity     Survivor's
    Annum       Frequency         Date        Option
=================================================================

    6.15%       Semi-Annual     7/15/2022      Yes

-----------------------------------------------------------------
Senior Subordinated Medium-Term Notes, Series I
Interest Payment Dates:  The 15th day of January and July of each year
                         commencing 01/15/2008.
Redemption Information:  Redeemable at the option of The Bank of New York
                         Company, Inc. on 07/15/2010 and each Interest Payment
                         Date thereafter, at a price equal to 100% on 30
                         calendar days notice.
=================================================================
             Aggregate               Purchasing     Proceeds
  CUSIP      Principal   Price to      Agent's       Before
  Number      Amount     Public(1)   Discount(1)    Expenses(1)
=================================================================

0640P1MV2     TBD         100%        2.50%        97.50%

-----------------------------------------------------------------

=================================================================
   Interest      Interest        Stated
   Rate Per      Payment        Maturity     Survivor's
    Annum       Frequency         Date        Option
=================================================================

    6.20%      Semi-Annual      7/15/2032      Yes

-----------------------------------------------------------------
Senior Subordinated Medium-Term Notes, Series I
Interest Payment Dates:  The 15th day of January and July of each year
                         commencing 01/15/2008.
Redemption Information:  Redeemable at the option of The Bank of New York
                         Company, Inc. on 07/15/2012 and each Interest Payment
                         Date thereafter, at a price equal to 100% on 30
                         calendar days notice.

-----------------------------------------------------------------

The Bank of New York Company, Inc.
One Wall Street
New York, New York 10286

Trade Date:  06/29/2007
Issue Date:  07/05/2007
Minimum Denominations/Increments: $1,000/$1,000
Original Issue Discount: No
All trades settle without accrued interest and clear SDFS: DTC Book-Entry only
Merrill Lynch DTC Participant Number:  161

The defeasance and covenant defeasance provisions of the Senior Indenture and
the Senior Subordinated Indenture described under "Description of Senior Debt
Securities and Senior Subordinated Debt Securities-Legal Defeasance and Covenant
Defeasance" in the Prospectus will apply to the Senior and Senior Subordinated
Notes respectively.

Effective as of June 22, 2007, Manufacturers and Traders Trust Company
is successor Trustee to J.P. Morgan Trust Company, National Association,
under the Senior Subordinated Indenture, dated as of October 1, 1993,
under which the Senior Subordinated Notes are issued.

On December 3, 2006, The Bank of New York Company, Inc. entered into an
agreement with Mellon Financial Corporation pursuant to which the two
companies will merge into a newly formed corporation, The Bank of New York
Mellon Corporation, or "Newco". The merger, which is subject to regulatory
approvals and certain other conditions, is expected to be effective
on July 1, 2007. In the merger, the obligations of The Bank of New York
Company, Inc. with respect to the Senior Subordinated Notes will be
assumed by Newco.

(1) Expressed as a percentage of the aggregate principal amount

"CoreNotes(Registered Service Mark)" is a registered service mark of Merrill
Lynch & Co., Inc.

                                                            Merrill Lynch & Co.
                                                               Purchasing Agent
                                                            Acting as Principal
===============================================================================