Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  MURTHA MATTHEW T
 2. Date of Event Requiring Statement (Month/Day/Year)
05/06/2009		 3. Issuer Name and Ticker or Trading Symbol
FINANCIAL INSTITUTIONS INC [FISI]
(Last)
(First)
(Middle)
220 LIBERTY STREET		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Senior Vice President
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

WARSAW, NY 14569		 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 1,500
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (right to buy) 01/30/2002(1) 01/30/2011 Common Stock 1,022 $ 14.125 D  
Stock Option (right to buy) 01/30/2002(1) 01/30/2011 Common Stock 300 $ 14.125 D  
Stock Option (right to buy) 01/30/2003(2) 01/30/2012 Common Stock 1,364 $ 25.33 D  
Stock Option (right to buy) 02/18/2004(3) 02/18/2013 Common Stock 1,312 $ 22.51 D  
Stock Option (right to buy) 02/04/2005(4) 02/04/2014 Common Stock 1,450 $ 23.8 D  
Stock Option (right to buy) 02/23/2006(5) 02/23/2015 Common Stock 1,787 $ 21.05 D  
Stock Option (right to buy) 07/26/2007(6) 07/26/2016 Common Stock 1,600 $ 19.75 D  
Stock Option (right to buy) 07/25/2008(7) 07/25/2017 Common Stock 1,600 $ 19.41 D  
Stock Option (right to buy) 07/07/2009(8) 07/07/2018 Common Stock 1,600 $ 15.85 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
MURTHA MATTHEW T
220 LIBERTY STREET
WARSAW, NY 14569		       Senior Vice President  

Signatures

Michael D. Grover for Matthew T. Murtha 05/14/2009
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Option vested in three equal annual installments beginning on January 30, 2002.
(2) Option vested in three equal annual installments beginning on January 30, 2003.
(3) Option vested in three equal annual installments beginning on February 18, 2004.
(4) Option vested in four equal annual installments beginning on February 4, 2005.
(5) Option vested in four equal annual installments beginning on February 23, 2006.
(6) Option vests in four equal annual installments beginning on July 26, 2007.
(7) Option vests in four equal annual installments beginning on July 25, 2008.
(8) Option vests in four equal annual installments beginning on July 7, 2009.

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