Manchester is a city and metropolitan borough in Greater Manchester, England. The city has the country's fifth-largest population at 547,627 and lies within the United Kingdom's second-most populous urban area, with a population of 2.7 million, third most-populous county, at around 2.8 million. It is fringed by the Cheshire Plain to the south, the Pennines to the north and east, and an arc of towns with which it forms a continuous conurbation.