SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Ford Gregory L

(Last)

(First)

(Middle)

ONE M&T PLAZA

(Street)

BUFFALO

14203

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
01/17/2006

3. Issuer Name and Ticker or Trading Symbol
M&T BANK CORP [ MTB ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Executive Vice President

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	4,880	D
Common Stock	2,118	I	401(k) Plan⁽¹⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Option (right to buy)	⁽²⁾	01/16/2011	Common Stock	1,523	$65.8	D
Option (right to buy)	⁽²⁾	01/15/2012	Common Stock	12,000	$75.8	D
Option (right to buy)	⁽³⁾	01/21/2013	Common Stock	20,000	$80.23	D
Option (right to buy)	⁽⁴⁾	01/20/2014	Common Stock	17,227	$91.75	D
Option (right to buy)	⁽⁵⁾	01/18/2015	Common Stock	12,374	$101.8	D
Phantom Common Stock Units	⁽⁶⁾	⁽⁶⁾	Common Stock	4	⁽⁶⁾	I	Supplemental 401(k) Plan⁽¹⁾

Explanation of Responses:

1. The information presented is as of January 17, 2006.

2. Currently exercisable.

3. The option included a total of 20,000 shares. 6,000 of the covered shares are currently exercisable; an additional 6,000 of the covered shares are exercisable on or after January 21, 2006; and the remaining 8,000 covered shares are exercisable on or after January 21, 2007.

4. The option included a total of 17,227 shares. 1,722 of the covered shares are currently exercisable; an additional 3,446 of the covered shares are exercisable on or after January 20, 2006; an additional 5,168 of the covered shares are exercisable on or after January 20, 2007; and the remaining 6,891 covered shares are exercisable on or after January 20, 2008.

5. The option included a total of 12,374 shares. 1,237 of the covered shares are currently exercisable; an additional 2,475 of the covered shares are exercisable on or after January 18, 2007; an additional 3,712 of the covered shares are exercisable on or after January 18, 2008; and the remaining 4,950 covered shares are exercisable on or after January 18, 2009.

6. The reported phantom common stock units are held by the reporting person in an excess benefit plan account maintained by M&T Bank Corporation and represent a like number of shares of M&T Bank Corporation common stock. The phantom common stock units may only be settled in cash upon distribution in accordance with the terms of the plan. The reported phantom common stock units also include units acquired through the dividend reinvestment feature of the plan.

Remarks:

	By: Brian R. Yoshida, Esq. (Attorney-In-Fact)	01/19/2006
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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