8-K

UNITED STATES

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):  July 21, 2009

TrustCo Bank Corp NY

(Exact name of registrant as specified in its charter)

NEW YORK	0-10592	14-1630287
State or Other Jurisdiction of Incorporation or Organization	Commission File No.	I.R.S. Employer Identification Number

5 SARNOWSKI DRIVE, GLENVILLE, NEW YORK 12302

(Address of principal executive offices)

(518) 377-3311

(Registrant’s Telephone Number,

Including Area Code)

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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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TrustCo Bank Corp NY

Item 2.02.              Results of Operations and Financial Condition

On July 21, 2009, TrustCo Bank Corp NY (“TrustCo”) issued a press release with year to date and second quarter results for the period ending June 30, 2009. Attached is a copy of the press release labeled as Exhibit 99(a).

Item 9.01.              Financial Statements and Exhibits

(c) Exhibits

Reg S-K Exhibit No. Description

99(a) Press release dated July 21, 2009, for the period ending June 30, 2009, regarding year to date and second quarter results.

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SIGNATURES

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.

Dated: July 21, 2009

TrustCo Bank Corp NY
(Registrant)
By:	/s/ Robert T. Cushing
	Robert T. Cushing
	Executive Vice President and
	Chief Financial Officer

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Exhibits Index

The following exhibits are filed herewith:

Reg S-K Exhibit No.	Description	Page
99(a)	Press release dated July 21, 2009, highlighting year to date and second quarter 2009 results.	5 - 12

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EX-99.A

TRUSTCO	Exhibit 99 (a)
Bank Corp NY	News Release

5 Sarnowski Drive, Glenville, New York, 12302

(518) 377-3311  Fax:  (518) 381-3668

Subsidiary:  Trustco Bank NASDAQ -- TRST

Contact:	Kevin T. Timmons
	Vice President/Treasurer
	(518) 381-3607

FOR IMMEDIATE RELEASE:

TrustCo Announces Second Quarter Profits

Glenville, New York – July 21, 2009

TrustCo Bank Corp NY (TrustCo, Nasdaq: TRST) today announced net income for the second quarter of 2009 of $5.4 million, equal to diluted earnings per share of $0.070, as compared to net income of $6.3 million and diluted earnings per share of $0.083 for the immediately preceding quarter.  As previously discussed, results for the second quarter of 2009 include the special deposit insurance premium levied by the FDIC on all banks.  The total FDIC premium increased by $2.9 million in second quarter of 2009 over the second quarter of 2008 and by $3.8 million on a year-to-date basis for 2009 compared to 2008.  Making the earnings announcement was Robert J. McCormick, Chairman, President and Chief Executive Officer.  Mr. McCormick noted, “Taking the special FDIC insurance assessment into consideration, second quarter results were encouraging and continue a trend in 2009 of solid earnings and growth.  We look forward to the remainder of 2009 with cautious optimism as our internal trends remain positive.”  Return on average equity and return on average assets were 9.10% and 0.61%, respectively, for the second quarter of 2009, compared to 10.87% and 0.75% for the first quarter of 2009.

In the second quarter of 2008, net income was $8.5 million and earnings per share were $0.112. This resulted in return on average equity and return on average assets of 14.72% and 0.99%, respectively, for the second quarter of 2008.

Mr. McCormick also noted “As I discussed at our 2009 annual meeting of shareholders, the special FDIC insurance assessment will be a significant drag on the earnings of all banks in the second quarter.  The financial and economic problems that hurt many financial institutions in 2007 and 2008 have continued thus far in 2009.  While these conditions have had an impact on virtually all financial institutions, as well as most other businesses, TrustCo’s long-term focus on traditional lending criteria and conservative balance sheet management has helped us avoid most aspects of these problems.  This has enabled us to maintain an extremely strong balance sheet and continued profitability.”

For the first half of 2009 net income was $11.7 million and resulted in diluted earnings per share of $0.154, as compared to the first half of 2008 that resulted in net income of $17.9 million and diluted earnings per share of $0.237.  As noted, FDIC insurance premiums increased by $3.8 million in the first half of 2009 compared to the first half of 2008.  Return on average assets and return on average equity were 0.68% and 9.98%, respectively, for the first six months of 2009 and 1.06% and 15.60% for the comparable period in 2008.

TrustCo continued to report strong growth in loans on a year-over-year basis.  For the quarter ended June 30, 2009, average loans were up $203.2 million or 10.3% compared to the same period in 2008.  During the second quarter of 2009, TrustCo opened three offices to bring the total to 129.  Seventeen offices were opened during 2008.  Current plans call for the major expansion program to be completed in 2009 with a few new branches planned in the markets currently served.  Mr. McCormick noted that, “We are pleased with the results of our expansion program but are mindful that achieving our goals will take time and continued hard work.”

The Company’s net interest margin was 3.24% for the second quarter of 2009, compared to 2.88% in the second quarter of 2008 and to 2.96% in the first quarter of 2009.  Net income was also impacted by a loan loss provision of $2.8 million for the second quarter of 2009, compared to a provision of $700 thousand in the second quarter of 2008 and a provision of $2.0 million for the first quarter of 2009.

Nonperforming loans continued to increase in the second quarter of 2009, but remain at manageable levels and reserve coverage of gross loans and net charge-offs remains strong.  At June 30, 2009, nonperforming loans were equal to 2.01% of total loans, while the allowance for loan losses was 0.8 times nonperforming loans.  Reserves were equal to 1.65% to total loans at June 30, 2009 and covered annualized second quarter net charge-offs by 3.3 times.

Trustco Bank was recently named the eighth best performing bank in the country by the ABA Banking Journal out of all banks with assets of more than $3 billion.

TrustCo Bank Corp is a $3.6 billion bank holding company and through its subsidiary, Trustco Bank, operates 129 offices in New York, New Jersey, Vermont, Massachusetts, and Florida.

In addition, the Bank operates a full service Trust Department.  The common shares of TrustCo are traded on The NASDAQ Global Select Market under the symbol TRST.

Except for the historical information contained herein, the matters discussed in this news release and other information contained in TrustCo’s Securities and Exchange Commission filings may express “forward-looking statements.”  Those “forward-looking statements” may involve risk and uncertainties, including statements containing future events or performance and assumptions and other statements of historical facts.

TrustCo wishes to caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made.  The following important factors, among others, in some cases have affected and in the future could affect TrustCo’s actual results, and could cause TrustCo’s actual financial performance to differ materially from that expressed in any forward-looking statement:  (1) credit risk, (2) interest rate risk, (3) competition, (4) changes in the regulatory environment, (5) real estate and collateral values, and (6) changes in local market areas and general business and economic trends.  The foregoing list should not be construed as exhaustive, and the Company disclaims any obligation to subsequently revise any forward-looking statements to reflect events or circumstances after the date of such statements, or to reflect the occurrence of anticipated or unanticipated events.

TRUSTCO BANK CORP NY

GLENVILLE, NY

FINANCIAL HIGHLIGHTS

(dollars in thousands, except per share data)

(Unaudited)

	Three Months Ended
	06/30/09			03/31/09			06/30/08
Summary of operations
Net interest income (TE)	$	27,790			25,008			24,212
Provision for loan losses		2,760			2,000			700
Net securities transactions		(41	)		111			784
Net trading losses		(36	)		(308	)		(960	)
Noninterest income		3,996			5,542			4,113
Noninterest expense		20,358			18,481			14,347
Net income		5,380			6,349			8,469
Per common share
Net income per share:
- Basic	$	0.070			0.083			0.112
- Diluted		0.070			0.083			0.112
Cash dividends		0.063			0.110			0.110
Tangible Book value at period end		3.11			3.11			3.16
Market price at period end		5.89			6.02			7.42
At period end
Full time equivalent employees		726			765			688
Full service banking offices		129			126			112
Performance ratios
Return on average assets		0.61	%		0.75			0.99
Return on average equity (1)		9.10			10.87			14.72
Efficiency (2)		56.61			61.87			51.01
Net interest spread (TE)		3.02			2.70			2.55
Net interest margin (TE)		3.24			2.96			2.88
Dividend payout ratio		88.77			132.05			98.29
Capital ratios at period end (3)
Total equity to assets		6.66	%		6.81			6.73
Tier 1 risk adjusted capital		12.45			12.37			12.87
Total risk adjusted capital		13.71			13.63			14.13
Asset quality analysis at period end
Nonperforming loans to total loans		2.01	%		1.95			0.99
Nonperforming assets to total assets		1.42			1.33			0.63
Allowance for loan losses to total loans		1.65			1.66			1.73
Coverage ratio (4)		0.8	X		0.9			1.8

(1) Average equity excludes the effect of accumulated other comprehensive income.

(2) Calculated as noninterest expense (excluding ORE income/expense, specialized consulting and any one-time charges) divided by taxable equivalent net interest income plus noninterest income (excluding net securities transactions, unrealized trading gains and losses and one-time income items).

(3) Capital ratios exclude the effect of accumulated other comprehensive income.

(4) Calculated as allowance for loan losses divided by total nonperforming loans.

TE = Taxable equivalent.

FINANCIAL HIGHLIGHTS, Continued

(dollars in thousands, except per share data)

(Unaudited)

	Six Months Ended
	06/30/09			06/30/08
Summary of operations
Net interest income (TE)	$	52,798			49,362
Provision for loan losses		4,760			1,000
Net securities transactions		70			418
Net trading losses		(344	)		(243	)
Noninterest income		9,538			8,303
Noninterest expense		38,839			28,911
Net income		11,729			17,896
Per common share
Net income per share:
- Basic	$	0.154			0.237
- Diluted		0.154			0.237
Cash dividends		0.173			0.220
Tangible Book value at period end		3.11			3.16
Market price at period end		5.89			7.42
Performance ratios
Return on average assets		0.68	%		1.06
Return on average equity (1)		9.98			15.60
Efficiency (2)		59.14			49.99
Net interest spread (TE)		2.86			2.61
Net interest margin (TE)		3.10			2.97
Dividend payout ratio		112.20			92.94

(1) Average equity excludes the effect of accumulated other comprehensive income (loss).

(2) Calculated as noninterest expense (excluding other real estate owned income/expense, specialized consulting and any one-time charges) divided by taxable equivalent net interest income plus noninterest income (excluding net securities transactions, net trading gains and losses and one-time income items).

TE = Taxable equivalent.

CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION

(dollars in thousands)

(Unaudited)

	06/30/09		12/31/08		06/30/08
ASSETS
Loans, net	$	2,151,206		2,127,189		1,971,948
Trading securities		1,046		116,326		226,363
Securities available for sale		557,483		676,002		531,323
Held to maturity securities		591,823		264,689		161,729
Federal funds sold and other short-term investments		157,990		207,680		466,262
Total earning assets		3,459,548		3,391,886		3,357,625
Cash and due from banks		38,969		41,924		48,177
Bank premises and equipment		37,388		35,156		31,316
Other assets		48,812		37,847		52,459
Total assets	$	3,584,717		3,506,813		3,489,577
LIABILITIES
Deposits:
Demand	$	273,042		249,887		268,343
Interest-bearing checking		382,459		331,144		300,476
Savings		649,132		609,444		623,411
Money market		326,060		285,829		314,445
Certificates of deposit (in denominations of $100,000 or more)		464,082		455,062		425,549
Other time deposits		1,139,414		1,204,905		1,167,152
Total deposits		3,234,189		3,136,271		3,099,376
Short-term borrowings		85,578		109,592		97,156
Long-term debt		-		-		13
Due to broker		5,000		-		30,000
Other liabilities		21,815		24,926		23,528
Total liabilities		3,346,582		3,270,789		3,250,073
SHAREHOLDERS' EQUITY		238,135		236,024		239,504
Total liabilities and shareholders' equity	$	3,584,717		3,506,813		3,489,577
Number of common shares outstanding, in thousands		76,421		76,084		75,675

CONSOLIDATED STATEMENTS OF INCOME
(dollars in thousands, except per share data)
(Unaudited)
	Three Months Ended
	06/30/09			03/31/09			06/30/08
Interest income
Loans	$	31,094			31,191			30,030
Investment securities		8,065			7,357			8,990
Federal funds sold and other short term investments		622			518			3,037
Total interest income		39,781			39,066			42,057
Interest expense
Deposits		12,196			14,143			18,135
Borrowings		340			465			449
Total interest expense		12,536			14,608			18,584
Net interest income		27,245			24,458			23,473
Provision for loan losses		2,760			2,000			700
Net interest income after provision for loan losses		24,485			22,458			22,773
Net securities transactions		(41	)		111			784
Net trading losses		(36	)		(308	)		(960	)
Noninterest income		3,996			5,542			4,113
Noninterest expense		20,358			18,481			14,347
Income before income taxes		8,046			9,322			12,363
Income tax expense		2,666			2,973			3,894
Net income	$	5,380			6,349			8,469
Net income per share:
- Basic	$	0.070			0.083			0.112
- Diluted	$	0.070			0.083			0.112
Avg equivalent shares outstanding, in thousands:
- Basic		76,421			76,197			75,675
- Diluted		76,421			76,197			75,677

CONSOLIDATED STATEMENTS OF INCOME
(dollars in thousands, except per share data)
(Unaudited)
	Six Months Ended
	06/30/09			06/30/08
Interest income
Loans	$	62,285			60,814
Investments		15,422			20,544
Federal funds sold and other short term investments		1,140			6,018
Total interest income		78,847			87,376
Interest expense
Deposits		26,339			38,480
Borrowings		805			1,025
Total interest expense		27,144			39,505
Net interest income		51,703			47,871
Provision for loan losses		4,760			1,000
Net interest income after provision for loan losses		46,943			46,871
Net securities transactions		70			418
Net trading losses		(344	)		(243	)
Noninterest income		9,538			8,303
Noninterest expense		38,839			28,911
Income before income taxes		17,368			26,438
Income tax expense		5,639			8,542
Net income	$	11,729			17,896
Net income per share:
- Basic	$	0.154			0.237
- Diluted	$	0.154			0.237
Avg equivalent shares outstanding, in thousands:
- Basic		76,310			75,591
- Diluted		76,310			75,597