On December 18, 2008, Provident Bankshares Corporation ("Provident") and M&T Bank Corporation ("M&T") entered into an Agreement and Plan of Merger (the "Merger Agreement"), pursuant to which, among other things, Provident will merge with and into a wholly owned subsidiary of M&T to be incorporated by M&T ("Merger Sub"), with Merger Sub continuing as the surviving corporation (the "Merger").

On December 19, 2008, M&T and Provident issued a joint press release announcing the execution of the Merger Agreement and made a joint investor presentation concerning the Merger. A copy of the joint press release and the joint investor presentation is attached hereto as Exhibits 99.1 and 99.2, respectively. These materials are incorporated herein by reference and the foregoing description is qualified in its entirety by reference to such materials.

The information required by Item 1.01 will be filed in a separate Current Report on Form 8-K.

(d) Exhibits.

The following exhibits are filed herewith:

       Exhibit No.   Description of Exhibit

          99.1       Joint Press Release, dated December 19, 2008.

          99.2       Joint Investor Presentation, dated December 19, 2008.