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):  April 20, 2010

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))

-1-

TrustCo Bank Corp NY

Item 2.02. Results of Operations and Financial Condition

On April 20, 2010, TrustCo Bank Corp NY (“TrustCo”) issued a press release with the first quarter results for the period ending March 31, 2010. 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 April 20, 2010, for the period ending March 31, 2010, regarding the first quarter results.

-2-

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: April 20, 2010

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

-3-

Exhibits Index

The following exhibits are filed herewith:

Reg S-K Exhibit No.	Description	Page
99(a)	Press release dated April 20, 2010, for the period ending March 31, 2010, regarding the first quarter results.	5 - 10

-4-

EX-99.(A)

TRUSTCO Bank Corp NY		Exhibit 99 (a) News Release
5 Sarnowski Drive, Glenville, New York, 12302 (518) 377-3311  Fax:  (518) 381-3668
Subsidiary:  Trustco Bank	NASDAQ -- TRST

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

FOR IMMEDIATE RELEASE

TrustCo Announces First Quarter

Net Income Increase of 9.2%

Glenville, New York –April 20, 2010

TrustCo Bank Corp NY (TrustCo, Nasdaq: TRST) today announced net income for the first quarter of 2010 of $6.9 million, up 9.2% over the prior-year period and equal to diluted earnings per share of $0.090, as compared to net income of $6.3 million and diluted earnings per share of $0.083 for the first quarter of 2009.   The first quarter of 2010 was marked by continued core balance sheet growth as well as improvement of the net interest margin.  Making the earnings announcement was Robert J. McCormick, Chairman, President and Chief Executive Officer.  Mr. McCormick noted, “We are pleased that first quarter results continued 2009’s solid earnings and growth, and look forward to the remainder of 2010 with cautious optimism.”&# 160; Return on average equity and return on average assets were 11.29% and 0.77%, respectively, for the first quarter of 2010, compared to 10.87% and 0.75% for the first quarter of 2009.

Mr. McCormick also noted “Although there are some indications that the economy may be improving, many core economic issues remain, particularly the level of unemployment both nationally and regionally.  TrustCo’s long-term focus on traditional lending criteria and conservative balance sheet management has helped us avoid most aspects of the problems many financial firms have faced in recent years.  This has enabled us to maintain an extremely strong balance sheet and continued profitability, and allowed us to focus on conducting business rather than responding to crises.  We are particularly encouraged by another quarter of expansion of our net interest margin, and by the continued growth of our core loan and deposit portfolios.”

-5-

TrustCo continued to report strong growth in loans and deposits on a year-over-year basis.  For the quarter ended March 31, 2010, average loans were up $115.3 million or 5.3% compared to the same period in 2009, while average deposits rose $205.8 million or 6.7% over the same period.  Two new offices were opened during the first quarter of 2010, bringing the total to 133.  The branch expansion program is substantially complete, although the Company typically opens or relocates a small number of branches every year as opportunities arise or circumstances dictate.  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.  Our success in growing loans and deposits provides the basic building blocks that we believe will help drive profit growth over the coming years.”

The Company’s net interest margin was 3.62% for the first quarter of 2010, compared to 2.96% in the first quarter of 2009 and to 3.51% in the fourth quarter of 2009.  The first quarter margin is the highest since the first quarter of 2006.

Nonperforming loans were $46.9 million as of March 31, 2010, compared to $46.0 million as of December 31, 2009, and remain at manageable levels.  The allowance for loan losses as a percentage of gross loans and as a multiple of net charge-offs remains strong.  At March 31, 2010, nonperforming loans were equal to 2.05% of total loans, up slightly from 2.02% at the end of the fourth quarter.  The allowance for loan losses was unchanged at 0.8 times nonperforming loans.  Reserves to total loans was strengthened, increasing from 1.65% at December 31, 2009 to 1.73% at March 31, 2010, and covered annualized first quarter net charge-offs by 3.5 times.  Net charge-offs were consistent with recent quarters at $2.8 million in the first quarter of 2010.  The loan loss provision was $4.7 million for the first quarter of 2010, compared to a provision of $2.0 million in the first quarter of 2009.  ORE expense was $2.0 million in the first quarter of 2010, compared to $0.1 million in the first quarter of 2009.

TrustCo recently announced that Audit Integrity, an independent research firm that rates more than 8,000 public corporations on the quality of their corporate integrity as measured by accounting quality and corporate governance practices, had ranked TrustCo Bank Corp NY as one of its 2010 Audit Integrity Top 100.  TrustCo is one of only 22 companies in the top 100 that were also included on the 2009 list, and one of just four banks on the list.

TrustCo Bank Corp is a $3.7 billion bank holding company and through its subsidiary, Trustco Bank, operates 133 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.

-6-

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 st atements, or to reflect the occurrence of anticipated or unanticipated events.

-7-

TRUSTCO BANK CORP NY

GLENVILLE, NY

FINANCIAL HIGHLIGHTS

(dollars in thousands, except per share data)

(Unaudited)

	Three Months Ended
	03/31/10			12/31/09		03/31/09
Summary of operations
Net interest income (TE)	$	32,298			31,162		25,008
Provision for loan losses		4,700			3,400		2,000
Net securities transactions		4			886		111
Net trading losses		-			-		(308	)
Noninterest income		3,860			4,114		5,542
Noninterest expense		20,089			19,056		18,481
Net income		6,935			8,482		6,349
Per common share
Net income per share:
- Basic	$	0.090			0.112		0.083
- Diluted		0.090			0.112		0.083
Cash dividends		0.063			0.063		0.110
Tangible Book value at period end		3.26			3.20		3.11
Market price at period end		6.17			6.30		6.02
At period end
Full time equivalent employees		730			732		765
Full service banking offices		133			131		126
Performance ratios
Return on average assets		0.77	%		0.92		0.75
Return on average equity		11.29			13.71		10.87
Efficiency (1)		50.15			50.89		61.87
Net interest spread (TE)		3.48			3.35		2.70
Net interest margin (TE)		3.62			3.51		2.96
Dividend payout ratio		69.19			56.64		132.05
Capital ratios at period end (2)
Total equity to assets		6.72	%		6.71		6.81
Tier 1 risk adjusted capital		12.35			12.04		12.37
Total risk adjusted capital		13.60			13.30		13.63
Asset quality analysis at period end
Nonperforming loans to total loans		2.05	%		2.02		1.95
Nonperforming assets to total assets		1.50			1.50		1.33
Allowance for loan losses to total loans		1.73			1.65		1.66
Coverage ratio (3)		0.8	X		0.8		0.9

(1)	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).
(2)	Capital ratios exclude the effect of accumulated other comprehensive income.
(3)	Calculated as allowance for loan losses divided by total nonperforming loans.
TE =	Taxable equivalent.

-8-

CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION

(dollars in thousands)

(Unaudited)

	03/31/10		12/31/09		03/31/09
ASSETS
Loans, net	$	2,249,237		2,243,945		2,136,291
Trading securities		-		-		16,082
Securities available for sale		773,884		810,365		400,769
Held to maturity securities		247,733		374,871		634,700
Federal funds sold and other short-term investments		298,107		100,636		166,415
Total earning assets		3,568,961		3,529,817		3,354,257
Cash and due from banks		39,626		45,258		37,838
Bank premises and equipment		37,449		37,793		36,743
Other assets		72,727		67,029		48,192
Total assets	$	3,718,763		3,679,897		3,477,030
LIABILITIES
Deposits:
Demand	$	240,822		258,759		279,440
Interest-bearing checking		404,374		405,383		338,709
Savings		684,868		665,463		632,001
Money market		476,067		393,779		305,055
Certificates of deposit (in denominations of $100,000 or more)		450,951		486,190		427,121
Other time deposits		1,075,749		1,095,586		1,116,792
Total deposits		3,332,831		3,305,160		3,099,118
Short-term borrowings		116,306		107,728		83,247
Due to broker		-		-		34,368
Other liabilities		19,008		21,331		22,760
Total liabilities		3,468,145		3,434,219		3,239,493
SHAREHOLDERS' EQUITY		250,618		245,678		237,537
Total liabilities and shareholders' equity	$	3,718,763	$	3,679,897		3,477,030
Number of common shares outstanding, in thousands		76,761		76,651		76,218

-9-

CONSOLIDATED STATEMENTS OF INCOME
(dollars in thousands, except per share data)
(Unaudited)
	Three Months Ended
	03/31/10		12/31/09		03/31/09
Interest income
Loans	$	31,753	$	31,730		31,191
Investment securities		9,411		9,154		7,357
Federal funds sold and other short term investments		164		483		518
Total interest income		41,328		41,367		39,066
Interest expense
Deposits		9,076		10,217		14,143
Borrowings		456		481		465
Total interest expense		9,532		10,698		14,608
Net interest income		31,796		30,669		24,458
Provision for loan losses		4,700		3,400		2,000
Net interest income after provision for loan losses		27,096		27,269		22,458
Net securities transactions		4		886		111
Net trading losses		-		-		(308	)
Noninterest income		3,860		4,114		5,542
Noninterest expense		20,089		19,056		18,481
Income before income taxes		10,871		13,213		9,322
Income tax expense		3,936		4,731		2,973
Net income	$	6,935	$	8,482		6,349
Net income per share:
- Basic	$	0.090	$	0.112		0.083
- Diluted	$	0.090	$	0.112		0.083
Avg equivalent shares outstanding, in thousands:
- Basic		76,758		76,696		76,197
- Diluted		76,758		76,696		76,197

- -10-