Marks & Spencer CEO's pay package falls one third

* CEO Bolland's 2012-13 total pay package 2.14 mln stg

* Declines pay rise but accepts 25 pct rise in bonus

* Performance Share Plan pays nothing

LONDON, June 6 (Reuters) - The chief executive of Britain'slargest clothing retailer Marks & Spencer saw hisoverall remuneration package fall by a third in 2012-13, a yearwhen the firm posted its lowest annual profit since 2009.

Marc Bolland, who has been chief executive since 2010,received total remuneration of 2.14 million pounds ($3.29million) in 2012-13, down from 3.2 million pounds in theprevious year, the firm's annual report published on Thursdayshowed.

Though Bolland declined the M&S remuneration committee'soffer of a 2 percent pay rise to his basic annual salary of975,000 pounds, the third year running he has done so, he didaccept a 25 percent rise in his bonus to 829,000 pounds.

The bonus was 42.5 percent of his maximum bonus potential of200 percent of salary. Last year he received a bonus of 663,000pounds, 32 percent of the maximum potential.

The annual bonus, half of which is paid in cash and half indeferred shares, is based on performance against pretax profitas well an individual targets.

In Bolland's case these included strengthening M&S'sleadership team and increasing online and international sales.

The hit to Bolland's 2012-13 package came from thePerformance Share Plan (PSP) awarded in 2010 not meetingperformance criteria and lapsing in full.

Last year Bolland received 1.2 million pounds through thePSP.

The 129-year-old company is battling to reverse sevenstraight quarters of falling underlying sales in clothing andhomewares.

However, M&S shares, up about 30 percent over the past yearamid periodic bouts of bid speculation, hit a five-year highlast month after new autumn/winter clothing ranges drew apositive response from analysts and fashion media.

The stock was down 0.4 percent at 452 pence at 12.50 GMT.

Last month Tesco, Britain's biggest retailer, saidits executives would not receive a bonus in the 2013-14 yearunless they can reverse a decline in profit.