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M&T BANK CORP Director's Dealing 2008

May 7, 2008

30142_dirs_2008-05-06_c13717fa-58f3-43ca-90b8-b894cc96a500.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: M&T BANK CORP (MTB)
CIK: 0000036270
Period of Report: 2008-05-02

Reporting Person: SADLER ROBERT E JR (Director, Vice Chairman)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2008-05-05 Common Stock S 100 $93.76 Disposed 185000 Direct
2008-05-05 Common Stock S 200 $93.78 Disposed 184800 Direct
2008-05-05 Common Stock S 2100 $94.23 Disposed 182700 Direct
2008-05-05 Common Stock S 100 $94.24 Disposed 182600 Direct
2008-05-05 Common Stock S 100 $94.25 Disposed 182500 Direct
2008-05-05 Common Stock S 100 $94.26 Disposed 182400 Direct
2008-05-05 Common Stock S 900 $94.27 Disposed 181500 Direct
2008-05-05 Common Stock S 200 $94.28 Disposed 181300 Direct
2008-05-05 Common Stock S 100 $94.29 Disposed 181200 Direct
2008-05-05 Common Stock S 200 $94.32 Disposed 181000 Direct
2008-05-05 Common Stock S 200 $94.33 Disposed 180800 Direct
2008-05-05 Common Stock S 200 $94.34 Disposed 180600 Direct
2008-05-05 Common Stock S 2000 $94.35 Disposed 178600 Direct
2008-05-05 Common Stock S 2200 $94.356 Disposed 176400 Direct
2008-05-05 Common Stock S 190 $94.36 Disposed 176210 Direct
2008-05-05 Common Stock S 1400 $94.37 Disposed 174810 Direct
2008-05-05 Common Stock S 210 $94.38 Disposed 174600 Direct
2008-05-05 Common Stock S 2200 $94.39 Disposed 172400 Direct
2008-05-05 Common Stock S 100 $94.40 Disposed 172300 Direct
2008-05-05 Common Stock S 2500 $94.44 Disposed 169800 Direct
2008-05-05 Common Stock S 10637.8452 $94.004 Disposed 9488.5497 Indirect

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 17623 Indirect
Common Stock 81000 Indirect

Footnotes

F1: The indicated shares are held by the Sadler Family Foundation, a charitable trust in which the reporting person has no pecuniary interest. The reporting person is a trustee of the Sadler Family Foundation and holds voting and dispositive power over the shares held by it.

F2: The indicated shares are held by a Grantor Retained Annuity Trust ("GRAT #2") of which the reporting person is trustee and of which the reporting person and his descendants are beneficiaries. The reporting person continues to report beneficial ownership of all of the M&T Bank Corporation common stock held by the GRAT #2 but disclaims beneficial ownership except to the extent of his pecuniary interest therein.

F3: The information reported is as of May 5, 2008.