M&T Bank Corporation (Form: 8-K)  






Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported):   February 15, 2005

M&T Bank Corporation
(Exact name of registrant as specified in its charter)

New York 1-9861 16-0968385
(State or other jurisdiction
(I.R.S. Employer
of incorporation) File Number) Identification No.)
One M&T Plaza, Buffalo, New York   14203
(Address of principal executive offices)
(Zip Code)
Registrant’s telephone number, including area code:   (716) 842-5446

Not Applicable
Former name or former address, if changed since last report


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

[  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

(b) At a meeting of the Board of Directors of M&T Bank Corporation on February 15, 2005, Donald Devorris and James V. Glynn, each of whom are currently directors of M&T Bank Corporation and have attained 70 years of age since M&T Bank Corporation's 2004 Annual Meeting of Stockholders, elected to retire in accordance with the Board's policy establishing a retirement age of 70 years.

Accordingly, Messrs. Devorris and Glynn will not be standing for reelection as directors of M&T Bank Corporation at its 2005 Annual Meeting of Stockholders, which is presently scheduled for April 19, 2005, and Mr. Glynn will also retire as a member of the Audit Committee of the Board of Directors of M&T Bank Corporation on that date.

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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 hereunto duly authorized.

    M&T Bank Corporation
February 18, 2005   By:   /s/ Michael P. Pinto
        Name: Michael P. Pinto
        Title: Executive Vice President and Chief Financial Officer