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                                                                    EXHIBIT 23.3


                         CONSENT OF INDEPENDENT AUDITORS


We consent to the reference to our firm under the caption "Experts" and to the
use of our report dated January 28, 2000, with respect to the consolidated
financial statements of Keystone Financial, Inc. (KFI) and subsidiaries
incorporated by reference in its Annual Report (Form 10-K) for the year ended
December 31, 1999, incorporated by reference in this Form S-4 of M&T Bank
Corporation (M&T) regarding the business combination of Premier National
Bancorp, Inc. and M&T.





                                                   /s/ Ernst & Young, LLP

Pittsburgh, Pennsylvania
December 12, 2000