On March 17, 2009, the boards of directors of TrustCo Bank Corp NY ("TrustCo") and Trustco Bank approved amendments to the employment agreements of its executive officers to reinstate the continuation of health insurance benefits for the longer of the executive's life or the life of his spouse if the executive's employment terminates due to retirement, disability, death or termination of employment for any reason other than good cause (as defined in the agreements) within two years after a change in control (also as defined in the agreements). Such benefits had been provided to the executive officers prior to the December 2008 amendment and restatement of their employment agreements and are being reinstated as a result of a determination that it was reasonable to conclude that the continuation of the health benefits would comply with applicable tax laws.

The amendments to the agreements of the three executive officers are substantially identical.

(c) Exhibits

Exhibit No.   Description

   99.1       Form of Amendments to 2008 Amended and Restated Employment
              Agreement between Trustco Bank, TrustCo Bank Corp NY and each of
              Robert J. McCormick, Robert T. Cushing and Scot R. Salvador