On October 18, 2012, People's United Financial, Inc. (the "Company") issued a press release announcing its results of operations for the three- and nine-month periods ended September 30, 2012. A copy of that press release is being furnished herewith as Exhibit 99.1.

The information contained in and accompanying this Form 8-K with respect to Item 2.02 (including Exhibit 99.1 hereto) is being furnished to, and not filed with, the Securities and Exchange Commission in accordance with General Instruction B.2 to Form 8-K.

(a) The Company announced that the Board of Directors has approved amendments to the Company's Certificate of Incorporation to declassify the Board, and will seek shareholder approval of those amendments at the 2013 annual meeting of shareholders. If approved by the requisite vote, the amendments will become effective and directors will be elected or re-elected for one-year terms beginning with the 2013 annual meeting. Directors elected at the 2011 and 2012 annual meetings will continue to serve for the balance of their current three-year terms, which expire in 2014 and 2015, respectively.

(b) The Company hereby files the Investor Presentation attached hereto as Exhibit 99.2.

(d) The following Exhibits are submitted herewith.

           Exhibit No.   Description

              99.1       Earnings Press Release dated October 18, 2012

              99.2       Investor Presentation dated October 18, 2012