SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549
                     --------------------------------------

                                    FORM 10-Q

(Mark One)

|X|   QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (D) OF THE SECURITIES
      EXCHANGE ACT OF 1934

      For the quarterly period ended March 31, 2005

                                       OR

|_|   TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (D) OF THE SECURITIES
      EXCHANGE ACT OF 1934

For the transition period from ______________________ to ______________________

                    Securities Exchange Act Number 000-25101

                             ONEIDA FINANCIAL CORP.
                          ------------------------------
             (Exact name of registrant as specified in its charter)

              Federal                                    16-1561678
  -------------------------------                  ----------------------
  (State or other jurisdiction of                      (IRS Employer)
   incorporation or organization)                  Identification Number)

                     182 Main Street, Oneida, New York 13421
                 ----------------------------------------------
                    (Address of Principal Executive Offices)

Registrant's telephone number, including area code:  (315) 363-2000
--------------------------------------------------------------------------------
Former name, former address and former fiscal year, if changed since last report

      Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Sections 13, or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
Registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes |X| No |_|

      Indicate by check mark whether the Registrant is an accelerated filer (as
defined in Rule 12b-2 of the Exchange Act) Yes |_| No |X|

                      APPLICABLE ONLY TO CORPORATE ISSUERS:

      Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date: There were 7,573,578 shares
of the Registrant's common stock outstanding as of May 1, 2005.

<PAGE>

                             ONEIDA FINANCIAL CORP.
                                      INDEX

<TABLE>
<CAPTION>
                                                                                       Page
                                                                                       ----
<S>                                                                                     <C>
PART I. FINANCIAL INFORMATION

    Item 1. Financial Statements                                                         1

            Consolidated Statements of Condition                                         2
            As of March 31, 2005 (unaudited) and December 31, 2004 (audited)

            Consolidated Statements of Operations (unaudited)                            3
            For the three months ended March 31, 2005 and 2004

            Consolidated Statements of Comprehensive Income (unaudited)                  4
            For the three months ended March 31, 2005 and 2004

            Consolidated Statements of Changes in Stockholders' Equity (unaudited)       5
            For the three months ended March 31, 2005

            Consolidated Statements of Cash Flows (unaudited)                            6
            For the three months ended March 31, 2005 and 2004

            Notes to Consolidated Financial Statements (unaudited)                       7

   Item 2.  Management's Discussion and Analysis of Financial Condition                 12
            And Results of Operations

   Item 3.  Quantitative and Qualitative Disclosures about Market Risk                  18

   Item 4.  Controls and Procedures                                                     18

PART II. OTHER INFORMATION                                                              19

   Item 1.  Legal Proceedings                                                           19

   Item 2.  Changes in Securities and Use of Proceeds                                   19

   Item 3.  Defaults Upon Senior Securities                                             20

   Item 4.  Submission of Matters to a Vote of Security Holders                         20

   Item 5.  Other Information                                                           20

   Item 6.  Exhibits                                                                    20
</TABLE>

<PAGE>

PART I. FINANCIAL INFORMATION

                          Item I. Financial Statements


                                  Page 1 of 21
<PAGE>

ONEIDA FINANCIAL CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CONDITION
At March 31, 2005 and December 31, 2004

<TABLE>
<CAPTION>
                                                             (unaudited)        (audited)
                                                                  At                At
                                                               March 31,       December 31,
                                                                 2005              2004
                                                                 ----              ----
ASSETS                                                     (in thousands, except share data)
<S>                                                          <C>               <C>
         Cash and due from banks                             $     9,847       $    11,853
         Federal funds sold                                          729             3,180
                                                             -----------------------------
  TOTAL CASH AND CASH EQUIVALENTS                                 10,576            15,033

         Investment securities, at fair value                    111,718           109,730
         Mortgage-backed securities, at fair value                44,114            44,378

         Mortgage loans held for sale                              1,363             2,894

         Loans receivable                                        215,522           210,966
         Allowance for loan losses                                (1,972)           (1,982)
                                                             -----------------------------
   LOANS RECEIVABLE, NET                                         213,550           208,984

         Bank premises and equipment, net                          9,732             9,854
         Accrued interest receivable                               1,939             2,104
         Other assets                                              5,290             5,543
         Cash surrender value - life insurance                    10,924            10,819
         Goodwill                                                 12,284            12,284
         Other intangible assets                                     957               986
         ---------------------------------------------------------------------------------
         TOTAL ASSETS                                        $   422,447       $   422,609
         =================================================================================
LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities:
         Interest bearing deposits                           $   254,019       $   251,565
         Non-interest bearing deposits                            49,507            50,082
         Borrowings                                               64,400            64,400
         Other liabilities                                         2,821             3,918
                                                             -----------------------------
TOTAL LIABILITIES                                                370,747           369,965
Stockholders' equity:
         Preferred stock, 1,000,000 shares authorized                 --                --
         Common stock ($.01 par value; 20,000,000
              shares authorized; 8,242,452 issued)                    82                82
         Additional paid-in capital                               17,961            17,946
         Retained earnings                                        39,500            39,197
         Common shares issued under employee
               stock plans - unearned                               (435)             (435)
         Accumulated other comprehensive income                   (2,320)             (994)
         Treasury stock (at cost, 562,121
                            and 582,827 shares)                   (3,015)           (3,030)
         Unearned stock-based compensation                           (73)             (122)
         ---------------------------------------------------------------------------------
         TOTAL STOCKHOLDERS' EQUITY                               51,700            52,644
         ---------------------------------------------------------------------------------
         TOTAL LIABILITIES AND
         STOCKHOLDERS' EQUITY                                $   422,447       $   422,609
         =================================================================================
</TABLE>

The accompanying notes are an integral part of the consolidated financial
statements


                                  Page 2 of 21
<PAGE>

ONEIDA FINANCIAL CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
For the Three Months Ended March 31, 2005 (unaudited) and 2004 (unaudited)

<TABLE>
<CAPTION>
                                                                     Three Months Ended
                                                                 March 31,          March 31,
                                                                   2005               2004
                                                                   ----               ----
                                                     (in thousands, except Earnings per Share Data)
<S>                                                            <C>                 <C>
INTEREST INCOME:
         Interest and fees on loans                            $     3,332         $     3,216
         Interest on investment and mortgage-
              backed securities                                      1,577               1,486
         Dividends on equity securities                                157                 184
         Interest on federal fund sold and
              interest-earning deposits                                 15                   8
----------------------------------------------------------------------------------------------
   Total interest and dividend income                                5,081               4,894
----------------------------------------------------------------------------------------------
INTEREST EXPENSE:
         Savings deposit                                                78                  76
         Money market and interest-bearing checking                    151                  98
         Time deposits                                                 781                 855
         Borrowings                                                    741                 682
----------------------------------------------------------------------------------------------
              Total interest expense                                 1,751               1,711
----------------------------------------------------------------------------------------------
NET INTEREST INCOME                                                  3,330               3,183
         Less: Provision for loan losses                                80                 150
----------------------------------------------------------------------------------------------
   Net interest income after provision for loan losses               3,250               3,033
----------------------------------------------------------------------------------------------
OTHER INCOME:
         Investment security gain, net                                   3                  31
         Insurance commission income                                 2,129               1,817
         Other operating income                                        801                 772
----------------------------------------------------------------------------------------------
   Total other income                                                2,933               2,620
----------------------------------------------------------------------------------------------
OTHER EXPENSES:
         Compensation and employee benefits                          3,111               2,970
         Occupancy expenses, net                                       805                 791
         Other operating expense                                       956                 915
----------------------------------------------------------------------------------------------
   Total other expenses                                              4,872               4,676
----------------------------------------------------------------------------------------------
INCOME BEFORE INCOME TAXES                                           1,311                 977
----------------------------------------------------------------------------------------------
   Provision for income taxes                                          336                 255
----------------------------------------------------------------------------------------------
NET INCOME                                                     $       975         $       722
==============================================================================================
EARNINGS PER SHARE - BASIC                                     $      0.13         $      0.10
==============================================================================================
EARNINGS PER SHARE - DILUTED                                   $      0.13         $      0.09
==============================================================================================
</TABLE>

The accompanying notes are an integral part of the consolidated financial
statements.


                                  Page 3 of 21
<PAGE>

ONEIDA FINANCIAL CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
For the Three Months Ended March 31, 2005 (unaudited) and 2004 (unaudited)

<TABLE>
<CAPTION>
                                                            Three Months Ended
                                                       March 31,            March 31,
                                                          2005                 2004
                                                          ----                 ----
                                                               (in thousands)
<S>                                                   <C>                  <C>
Net income                                            $       975          $       722
                                                      -----------          -----------

Other comprehensive income, net of tax:
 Unrealized (losses) gains on assets
  available for sale:
       Unrealized holding (losses) gains
         arising during period                             (2,207)               1,226
       Less: reclassification adjustment for
         gains included in net income                          (3)                 (31)
                                                      -----------          -----------
                                                           (2,210)               1,195
       Net income tax benefit (provision)                     884                 (478)
                                                      -----------          -----------
Other comprehensive (loss) income, net of tax              (1,326)                 717

Comprehensive (Loss) Income                           $      (351)         $     1,439
                                                      ===========          ===========
</TABLE>

The accompanying notes are an integral part of the consolidated financial
statements.


                                  Page 4 of 21
<PAGE>

ONEIDA FINANCIAL CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
For the Three Months Ended March 31, 2005 (unaudited)

<TABLE>
<CAPTION>
                                                                                              Common Stock
                                                                      Accumulated              Issued Under    Unearned
                                               Additional                Other                   Employee        Stock
                               Common Stock      Paid-In   Retained  Comprehensive  Treasury   Stock Plans-      Based
                              Shares    Amount   Capital   Earning       Income      Stock       Unearned    Compensation   Total
                                                          (in thousands, except number of shares)
<S>                          <C>        <C>      <C>       <C>          <C>         <C>           <C>            <C>       <C>
Balance as of December 31,
  2004                       8,242,452  $  82    $17,946   $39,197      $  (994)    $(3,030)      $(435)         $(122)    $52,644
Net income                                                     975                                                             975
Other comprehensive income
  (loss), net of tax                                                     (1,326)                                            (1,326)
Shares issued under
  stock plans                                         16                                                           (16)         --
Shares earned under
  stock plans                                                                                                       65          65
Common stock dividends:
  $0.20 per share                                             (672)                                                           (672)
Treasury stock reissued                               (1)                                15                                     14
                             ------------------------------------------------------------------------------------------------------
Balance as of March 31,
  2005                       8,242,452  $  82    $17,961   $39,500      $(2,320)    $(3,015)      $(435)         $ (73)    $51,700
                             ======================================================================================================
</TABLE>

The accompanying notes are an integral part of the consolidated financial
statements.

                                  Page 5 of 21

<PAGE>

ONEIDA FINANCIAL CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CASH FLOWS
For the Three Months Ended March 31, 2005 (unaudited) and 2004 (unaudited)

<TABLE>
<CAPTION>
                                                                           Three Months Ended
                                                                      March 31,         March 31,
                                                                        2005              2004
                                                                        ----              ----
                                                                          (in thousands)
<S>                                                                 <C>               <C>
Operating Activities:
   Net income                                                       $      975       $       722
   Adjustments to reconcile net income to net
    cash provided by operating activities:
      Depreciation and amortization                                        266               274
      Amortization of premiums/discounts on securities, net                 64               151
      Provision for loan losses                                             80               150
      Stock compensation earned                                             65                52
      Gain on sale/call of securities, net                                  (3)              (31)
      Gain on sale of loans, net                                           (48)              (29)
      Income tax payable                                                   236               277
      Accrued interest receivable                                          165               186
      Other assets                                                         796             1,168
      Other liabilities                                                 (1,097)           (1,070)
      Origination of loans held for sale                                (2,172)           (2,248)
      Proceeds from sales of loans                                       3,751             2,298
------------------------------------------------------------------------------------------------
          Net cash provided by operating activities                      3,078             1,900
------------------------------------------------------------------------------------------------
Investing Activities:
  Purchase of investment securities                                     (9,273)          (10,927)
  Principal collected on and proceeds of maturities
     sales or calls from investments                                     2,521            13,254
  Principal collected on and proceeds from sales
     of mortgage-backed securities                                       2,757             2,434
  Net increase in loans                                                 (4,646)              (44)
  Purchase of bank premises and equipment                                 (115)              (89)
------------------------------------------------------------------------------------------------
          Net cash (used in) provided by investing activities           (8,756)            4,628
------------------------------------------------------------------------------------------------
Financing Activities:
  Net increase in demand deposit, savings,
     money market, super now and escrow                                  3,567               630
  Net decrease in time deposits                                         (1,688)             (116)
  Proceeds from borrowings                                              13,500            17,500
  Repayment of borrowings                                              (13,500)          (20,000)
  Cash dividends                                                          (672)             (624)
  Exercise of stock options (using treasury stock)                          14                84
------------------------------------------------------------------------------------------------
          Net cash provided by (used in) financing activities            1,221            (2,526)
------------------------------------------------------------------------------------------------
(Decrease) increase in cash and cash equivalents                        (4,457)            4,002
------------------------------------------------------------------------------------------------
Cash and cash equivalents at beginning of period                        15,033            12,289
------------------------------------------------------------------------------------------------
Cash and cash equivalents at end of period                         $    10,576       $    16,291
================================================================================================

Supplemental disclosures of cash flow information:
Cash paid for interest                                                   1,750             1,729
Cash paid for income taxes                                                  --                --
Non-cash investing activities:
Unrealized (loss) gain on investment and mortgage-backed
     securities designated as available for sale                        (1,326)            1,195
Transfer of loans to other real estate                                      --                88
================================================================================================
</TABLE>

The accompanying notes are an integral part of the consolidated financial
statements.


                                  Page 6 of 21
<PAGE>

                             ONEIDA FINANCIAL CORP.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                                   (UNAUDITED)
                                 MARCH 31, 2005

Note A - Basis of Presentation

The accompanying  unaudited consolidated financial statements have been prepared
in  accordance  with  generally  accepted  accounting   principles  for  interim
financial  information and with the  instructions to Form 10-Q and Rule 10-01 of
Regulation  S-X.  Accordingly,  they do not include all of the  information  and
footnotes  required by generally  accepted  accounting  principles  for complete
financial statements. In the opinion of management,  all adjustments (consisting
of normal  recurring  accruals)  necessary  to fairly  present the  consolidated
financial  position of the Oneida  Financial  Corp. (the "Company") at March 31,
2005 and the  results  of its  consolidated  operations  and cash  flows for the
period then ended have been  included.  Operating  results  for the  three-month
period are not  necessarily  indicative  of the results that may be expected for
the year ended December 31, 2005.

Note B - Earnings per Share

Basic  earnings per share  represents  income  available to common  stockholders
divided by the weighted average number of common shares  outstanding  during the
period.  ESOP  shares are  considered  outstanding  for the  calculation  unless
unearned.  Diluted  earnings per share give effect to weighted  average  shares,
which would be  outstanding  assuming the exercise of issued  options and awards
using the treasury  stock method.  The Company  declared a  three-for-two  stock
dividend to all  shareholders  of record as of February 10,  2004.  The weighted
average  shares  outstanding  and  earnings  per share and  dividends  per share
information has been adjusted  retroactively to reflect the three-for-two  stock
split  declared.  Earnings  per  common  share have been  computed  based on the
following for the years ended March 31:

                                            Income        Shares      Per Share

March 31, 2005:
---------------

Net income (Three Months Ended)           $ 974,536
                                          ---------

Basic Earnings Per Share:                 $ 974,536      7,538,990      $0.13
Effect of dilutive securities:
         Stock options and awards                 0        135,182
                                          ------------------------
Diluted Earnings Per Share                $ 974,536      7,674,172      $0.13
                                                                        -----

March 31, 2004:
---------------
Net income (Three Months Ended)           $ 721,614
                                          ---------

Basic Earnings Per Share                  $ 721,614      7,445,073      $0.10
                                                                        -----
Effect of dilutive securities:
         Stock options and awards                 0        201,084
                                          ------------------------
Diluted Earnings Per Share                $ 721,614      7,646,157      $0.09

Stock options for 26,638 and 11,355 shares of commons stock were not considered
in computing diluted earnings per common share for March 31, 2005 and March 31,
2004 respectively because they were antidilutive.


                                  Page 7 of 21
<PAGE>

Note C - Stock-Based Compensation

The Company  maintains a fixed award stock option plan and restricted stock plan
for certain officers and directors providing service to the Company. The Company
accounts for those plans under the recognition and measurement principles of APB
Opinion  No.  25,  "Accounting  for Stock  Issued  to  Employees,"  and  related
Interpretations.  No stock-based employee  compensation cost is reflected in net
income, as all options granted under the stock option plan had an exercise price
equal to the market value of the underlying common stock on the date of grant.

The  following  table  illustrates  the  effect on net  income  per share if the
Company had applied the fair value recognition  provisions of FASB Statement No.
123,   "Accounting  for  stock-Based   Compensation,"  to  stock-based  employee
compensation.

                                                    Three Months Ended March 31,
                                                         2005          2004
                                                           (in thousands)
Net income:
        As reported                                      $ 975       $ 722
Deduct: Total stock-based employee
        Compensation expense determined under
        fair value method, net of related taxes            (29)        (29)
                                                         -----       -----
Pro forma                                                $ 946       $ 693
                                                         =====       =====

Earnings per share:
  As reported
        Basic                                            $0.13       $0.10
        Diluted                                          $0.13       $0.09

  Pro forma
        Basic                                            $0.13       $0.09
        Diluted                                          $0.12       $0.09

Compensation expense equal to the market value of Oneida Financial Corp.'s stock
on the grant  date is  accrued  ratably  over the  vesting  period for shares of
restricted stock granted. Compensation expense recorded in conjunction with this
plan was $65,239 and $51,421 for the three  months ended March 31, 2005 and 2004
respectively.

Note D - Dividend Restrictions

Oneida  Financial MHC, which owns 4,309,750 or 56.11% of the outstanding  shares
as of March 31,  2005 of Oneida  Financial  Corp.,  filed a notice  with the OTS
regarding  its intent to waive its right to receive cash  dividends  declared by
Oneida  Financial  Corp.  The  notice  was  approved  by the OTS  subject to the
condition that Oneida Financial  Corp.'s retained  earnings be restricted by the
dollar amount of dividends  waived by Oneida Financial MHC. As of March 31, 2005
and December  31, 2004,  the retained  earnings  restricted  for cash  dividends
waived was $6,229,984 and $5,368,034, respectively.

Note E - Pension Plan

Net  pension  and  postretirement  cost  (benefit),  which  is  recorded  within
compensation  and employee  benefits  expenses in the  condensed  statements  of
income, is comprised of the following:

                                                    Three Months Ended March 31,
                                                          2005           2004
                                                              (in thousands)

Service cost                                            $     --       $ 70,516
Interest cost                                             77,601         73,720
Expected return on plan assets                           (97,693)       (97,383)
Amortization of unrecognized loss                         33,903         29,323
Amortization of unrecognized prior service liability          --        (15,812)
                                                        --------       --------
   Net pension and postretirement cost (benefit)        $ 13,811       $ 60,364
                                                        ========       ========


                                  Page 8 of 21
<PAGE>

Components of Net Periodic Benefit Cost
                                                              2005        2004
Weighted-average assumptions as of December 31:
         Discount rate                                       6.125%      6.625%
         Expected return on plan assets                      9.000%      9.000%
         Rate of compensation increase                       0.000%      3.500%

The Bank  previously  disclosed in its financial  statements  for the year ended
December 31, 2004,  that it expected to contribute  $161,740 to its pension plan
in 2005.  As of  March  31,  2005,  no  contribution  has  been  made.  The Bank
anticipates contributing $161,740 in 2005 to fund its pension plan.

Note F - Investment Securities and Mortgage-Backed Securities

Investment securities and mortgage-backed securities consist of the following at
March 31, 2005 and December 31, 2004:

<TABLE>
<CAPTION>
                                                           March 31, 2005
                                               -------------------------------------
                                                                  Gross Unrealized
                                               Fair Value       Gains         Losses
                                                          (in thousands)
<S>                                             <C>           <C>           <C>
Investment Securities
  Available for sale portfolio:
  -----------------------------
     Debt securities:
         U. S. Agencies                         $ 39,854      $      1      $  1,180
         Corporate                                22,243           475           504
         State and municipals                     30,739           229           296
                                                --------      --------      --------
                                                  92,836           705         1,980
     Equity investments:
         Preferred and other equity stocks        12,850           186           273
         Mutual fund                               2,812            29            --
         Federal Home Loan Bank stock              3,220            --            --
                                                --------      --------      --------
                                                $111,718      $    920      $  2,253
                                                ========      ========      ========

Mortgage-Backed Securities
  Available for sale portfolio:
  -----------------------------
     Federal National Mortgage Association      $ 15,085      $     14      $    291
     Federal Home Loan Mortgage Corp.             18,499            21           298
     Government National Mortgage Assoc              393            23            --
     Small Business Administration                    25            --            --
     Collateralized Mortgage Obligations          10,112            81           140
                                                --------      --------      --------
                                                $ 44,114      $    139      $    729
                                                ========      ========      ========
</TABLE>


                                  Page 9 of 21
<PAGE>

<TABLE>
<CAPTION>
                                                            December 31, 2004
                                                ------------------------------------------
                                                                     Gross Unrealized
                                                Fair Value         Gains          Losses
                                                                       (in thousands)
<S>                                             <C>             <C>             <C>
Investment Securities
  Available for sale portfolio:
  -----------------------------
     Debt securities:
         U. S. Agencies                         $   38,213      $        6      $      628
         Corporate                                  22,194             633             207
         State and municipals                       31,168             532             106
                                                ----------      ----------      ----------
                                                    91,575           1,171             941
     Equity investments:
         Preferred and other equity stocks          12,115             266             213
         Mutual fund                                 2,783             124              --
         Federal Home Loan Bank stock                3,257              --              --
                                                ----------      ----------      ----------
                                                $  109,730      $    1,561      $    1,154
                                                ==========      ==========      ==========

Mortgage-Backed Securities
  Available for sale portfolio:
  -----------------------------
     Federal National Mortgage Association      $   14,675      $       36      $      180
     Federal Home Loan Mortgage Corp.               19,672              28              62
     Government National Mortgage Assoc                444              28              --
     Small Business Administration                     405              --              --
     Collateralized Mortgage Obligations             9,182              87              56
                                                ----------      ----------      ----------
                                                $   44,378      $      179      $      298
                                                ==========      ==========      ==========
</TABLE>

The Company evaluates securities for other-than-temporary impairment at least on
a quarterly basis, and more frequently when economic or market concerns warrant
such evaluation. Consideration is given to the length of time and the extent to
which fair value has been less than cost, the financial condition and near-term
prospects of the issuer, and the intent and ability of the Company to retain its
investments in the issuer for a period of time sufficient to allow for any
anticipated recovery in fair value. In analyzing an issuer's financial
condition, the Company may consider whether the securities are issued by the
federal government or its agencies, whether downgrades by bond rating agencies
have occurred, and the results of reviews of the issuer's financial condition.

During  2004,  the Company had a non-cash  charge of $1.1  million to record the
other-than-temporary impairment of certain perpetual preferred stock investments
in two government  sponsored  enterprises ("GSE"); the Federal National Mortgage
Association  ("Fannie  Mae")  and the  Federal  Home Loan  Mortgage  Corporation
("Freddie Mac") with a book value of $5.0 million.

Note G - Allowance for Loan Losses

The allowance for loan losses is established through a provision for loan losses
based on management's evaluation of the probable or incurred risk in the loan
portfolio and current economic conditions. The allowance is established based
upon management's evaluation of the probable and estimable losses in the loan
portfolio, the composition of the loan portfolio and other quantitative and
qualitative factors. Management's evaluation of the adequacy of the allowance is
based on the Bank's past loan loss experience, known and inherent risks in the
portfolio, adverse circumstances that may affect the borrower's ability to
repay, the estimated value of any underlying collateral, and an analysis of the
levels and trends of delinquencies, charge-offs, and the risk ratings of the
various loan categories. Quarterly, management evaluates the adequacy of the
allowance and determines the appropriate level of provision of loan losses by
applying a range of estimated loss percentages to each category of performing
loans and classified loans. The allowance adjustment is based upon the net
change in each portfolio category, as well as adjustment related to impaired
loans, since the prior quarter. Management monitors and modifies the level of
the allowance for loan losses to maintain it at a level which it considers
adequate to provide for probable loan losses. Loans are charged against the
allowance for loan losses when management believes that the collectibility of
principal is unlikely. A loan is considered impaired, based on current
information and events, if it is


                                 Page 10 of 21
<PAGE>

probable that the Bank will be unable to collect the scheduled payments of
principal and interest when due according to the contractual terms of the loan
agreement. The measurement of impaired loans is generally based on the present
value of expected future cash flows discounted at the historical effective
interest rate, except that all collateral-dependent loans are measured for
impairment based on the estimated fair value of the collateral. At March 31,
2005 the allowance for loan losses as a percentage of net loans receivable was
0.92% as compared to 1.09% on March 31, 2004.

The following table sets forth the analysis of the allowance for credit losses
for the periods indicated:
<TABLE>
<CAPTION>
                                                           Three Months Ended March 31,
                                                              2005             2004
                                                                  (in thousands)
<S>                                                        <C>              <C>
Balance at beginning of period:                            $    1,982       $    2,115
Net charge-offs:
     Charge-offs                                                 (108)             (93)
     Recoveries                                                    18               18
                                                           ----------       ----------
Net charge-offs                                                   (90)             (75)
Provision for loan losses                                          80              150
                                                           ----------       ----------
Balance at end of period                                   $    1,972       $    2,190
                                                           ==========       ==========
<CAPTION>
Impaired loans were as follows:                       March 31, 2005     December 31, 2004
<S>                                                      <C>                <C>
      Impaired loans                                     $  73,074          $  79,410
      Allocated allowance for loan losses                $  48,074          $  54,410
      Average of impaired loans during the year          $  85,649          $ 791,483
      Cash-basis interest income recognized              $   1,231          $  94,178
</TABLE>

Note H - Segment Information

The Company has determined that it has two primary business segments, its
banking franchise and its insurance activities. For the three months ended March
31, 2005 and 2004, the Company's insurance activities consisted of those
conducted through its wholly owned subsidiary, Bailey & Haskell Associates, Inc.
Information about the Company's segments is presented in the following table for
the periods indicated (amounts in thousands):

<TABLE>
<CAPTION>
                                                                  Three Months Ended March 31, 2005
                                                             ------------------------------------------
                                                              Banking        Insurance
                                                             Activities      Activities         Total
<S>                                                          <C>             <C>             <C>
Net interest income                                          $    3,330      $       --      $    3,330
Provision for loan losses                                            80              --              80
                                                             ----------      ----------      ----------
    Net interest income after provision for loan losses           3,250              --           3,250
Other income                                                        804           2,129           2,933
Other expenses                                                    3,095           1,777           4,872
                                                             ----------      ----------      ----------
         Income before income taxes                                 959             352           1,311
Income tax expense                                                  226             110             336
                                                             ----------      ----------      ----------
         Net income                                          $      733      $      242      $      975
                                                             ==========      ==========      ==========

<CAPTION>
                                                                  Three Months Ended March 31, 2004
                                                             ------------------------------------------
                                                              Banking        Insurance
                                                             Activities      Activities         Total
<S>                                                          <C>             <C>             <C>
Net interest income                                          $    3,183      $       --      $    3,183
Provision for loan losses                                           150              --             150
                                                             ----------      ----------      ----------
    Net interest income after provision for loan losses           3,033              --           3,033
Other income                                                        803           1,817           2,620
Other expenses                                                    3,081           1,595           4,676
                                                             ----------      ----------      ----------
         Income before income taxes                                 755             222             977
Income tax expense                                                  185              70             255
                                                             ----------      ----------      ----------
         Net income                                          $      570      $      152      $      722
                                                             ==========      ==========      ==========
</TABLE>


                                 Page 11 of 21
<PAGE>

ITEM 2. Management's  Discussion and Analysis of Financial Condition and Results
        Of Operations

                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS

      This section presents Management's  discussion and analysis of and changes
to the Company's  consolidated financial results of operations and condition and
should be read in conjunction with the Company's financial  statements and notes
thereto included herein.

      When used in this  quarterly  report  the words or  phrases  "will  likely
result," "are  expected  to," "will  continue,"  "is  anticipated,"  "estimate,"
"project"  or similar  expressions  are  intended to  identify  "forward-looking
statements" within the meaning of the Private  Securities  Litigation Reform Act
of 1995.  Such  statements  are  subject  to  certain  risks and  uncertainties,
including,  among other things,  changes in economic conditions in the Company's
market  area,  changes in  policies  by  regulatory  agencies,  fluctuations  in
interest rates,  demand for loans in the Company's  market area and competition,
that could cause actual results to differ  materially from  historical  earnings
and those  presently  anticipated  or projected.  The Company  wishes to caution
readers not to place  undue  reliance  on any such  forward-looking  statements,
which speak only as of the date made.  The Company wishes to advise readers that
the factors listed above could affect the Company's  financial  performance  and
could cause the Company's actual results for future periods to differ materially
from any opinions or statements  expressed with respect to future periods in any
current statements.

      The Company does not undertake,  and specifically declines any obligation,
to  publicly  release  the  result  of any  revisions  which  may be made to any
forward-looking  statements to reflect events or circumstances after the date of
such  statements or to reflect the occurrence of  anticipated  or  unanticipated
events.

GENERAL

      Oneida  Financial Corp. is the parent company of Oneida Savings Bank ("the
Bank").  The Company conducts no business other than holding the common stock of
the Bank and general investment activities resulting from the capital raised and
retained in the initial public stock offering.  Consequently,  the net income of
the  Company is primary  derived  from its  investment  in the Bank.  The Bank's
results of operations are primarily dependent on its net interest income,  which
is the difference  between  interest  income earned on its investments in loans,
investment  securities  and  mortgage-backed  securities  and its  cost of funds
consisting of interest paid on deposits and borrowings. The Bank's net income is
also  affected by its  provision  for loan  losses,  as well as by the amount of
other income,  including income from fees and service  charges,  revenue derived
from the insurance agency  activities of the Bank, net gains and losses on sales
of investments and loans, and operating  expenses such as employee  compensation
and benefits,  occupancy and equipment  costs and income taxes.  Earnings of the
Bank are  also  affected  significantly  by  general  economic  and  competitive
conditions,  particularly  changes in market  interest  rates,  which tend to be
highly cyclical, and government policies and actions of regulatory  authorities,
which events are beyond the control of the Bank.  At December 31, 2004 and March
31, 2005 the Company had 7,524,526  shares and 7,545,232  shares  outstanding of
which 4,309,750 were held by Oneida  Financial MHC, the Company's mutual holding
company parent.

RECENT DEVELOPMENTS

      The Company  announced a cash dividend as of January 12, 2005 of $0.20 per
share which was paid to its  shareholders on February 8, 2005.  Oneida Financial
MHC waived its receipt of dividends.  As of March 31, 2005 and December 31, 2004
the retained  earnings  restricted for cash dividends  waived was $6,229,984 and
$5,368,034.

FINANCIAL CONDITION

      ASSETS.  Total assets at March 31, 2005 were $422.4 million, a decrease of
$162,000  from  $422.6  million at  December  31,  2004.  Investment  securities
increased $2.0 million and mortgage-backed  securities decreased $264,000 due to
the  timing  of  investing  excess  cash  and  cash  equivalents  offset  by the
adjustment for the net  unrealized  loss on available for sale  securities  from
December 31, 2004 to March 31, 2005. An increase in interest rates generally has
a  negative  effect  on  the  market  value  of  the  Company's  investment  and
mortgage-backed  securities  portfolios  classified as available for sale. Loans
receivable  increased  $3.0 million to $216.9 million at March 31, 2005 compared
with $213.9  million at December 31, 2004. At March 31, 2005,  total  commercial
real estate  loans  increased  by $3.9 million  while  consumer  and  commercial
business  loans  increased by $1.5 million  from  December 31, 2004.  Management
continues to seek to increase the Bank's  consumer and commercial  business loan
portfolios  with the  intent  of  increasing  the  average  yield on the  Bank's
interest


                                 Page 12 of 21
<PAGE>

earning assets. Residential loans decreased by $908,000 since December 31, 2004,
after the sale of $3.7 million of  fixed-rate  residential  real estate loans in
the secondary  market during the first quarter 2005. The mortgage loans held for
sale at March 31, 2005  decreased  $1.5  million from  December  31,  2004.  The
increase in investment and  mortgage-backed  securities and loans receivable was
partially funded by a decrease in cash and cash equivalents of $4.5 million.

      The allowance for loan losses  remained stable at $2.0 million at December
31, 2004 and March 31, 2005.  The allowance is  established  through a provision
for loan losses based upon management's evaluation of the probable and estimable
losses in the loan portfolio,  the  composition of the loan  portfolio,  current
economic conditions and other quantitative and qualitative factors. Management's
evaluation  of the  adequacy of the  allowance  is based on the Bank's past loan
loss   experience,   known  and  inherent  risks  in  the   portfolio,   adverse
circumstances  that may  affect  the  borrower's  ability  to repay  the loan in
accordance with its terms, the estimated value of any underlying collateral, and
an analysis of the levels and trends of delinquencies, charge-offs, and the risk
ratings of the various loan  categories.  Quarterly,  management  evaluates  the
adequacy of the allowance and determines the  appropriate  level of provision of
loan losses by applying a range of estimated  loss  percentages to each category
of performing loans and classified loans. The allowance adjustment is based upon
the net change in each  portfolio  category,  as well as  adjustment  related to
impaired loans, since the prior quarter. A loan is considered impaired, based on
current  information and events,  if it is probable that the Bank will be unable
to collect the  scheduled  payments of principal and interest when due according
to the  contractual  terms of the loan  agreement.  The  measurement of impaired
loans is  generally  based on the present  value of  expected  future cash flows
discounted  at  the  historical   effective   interest  rate,  except  that  all
collateral-dependent  loans are measured for  impairment  based on the estimated
fair value of the collateral.  Management monitors and modifies the level of the
allowance for loan losses to maintain it at a level which it considers  adequate
to provide for potential  loan losses.  Loans are charged  against the allowance
for loan losses when management believes that the collectibility of principal is
unlikely. At March 31, 2005 the allowance for loan losses as a percentage of net
loans receivable was 0.92% as compared to 1.09% at March 31, 2004.

      LIABILITIES.  Total  liabilities  increased by $782,000 or 0.02% to $370.7
million at March 31, 2005 from $370.0 million at December 31, 2004. The increase
is  primarily  the result of an increase in  interest  bearing  deposits of $2.4
million offset by a decrease in non-interest  bearing deposits of $575,000 and a
decrease in other  liabilities of $1.1 million.  The Bank continues to emphasize
core deposit savings and checking accounts. The decrease in other liabilities is
related to the timing of  insurance  premium  payables of our  insurance  agency
subsidiary.

      STOCKHOLDERS'  EQUITY.  Total  stockholders'  equity at March 31, 2005 was
$51.7  million,  a decrease of $944,000 from $52.6 million at December 31, 2004.
The  decrease  in  stockholders'  equity was due to the  adjustment  for the net
unrealized  loss on  available  for sale  securities  offset by the  addition of
after-tax  net income of $975,000  for the three  months  ended March 31,  2005.
Accumulated  Other  Comprehensive  Income  (Loss)  decreased  $1.3  million from
December 31, 2004.  The payment of the  Company's  semiannual  cash  dividend of
$0.20 also resulted in an equity reduction of $672,000.

ANALYSIS OF NET INTEREST INCOME

      Net  interest   income   represents  the  difference   between  income  on
interest-earning  assets  and  expense  on  interest-bearing   liabilities.  Net
interest income also depends on the relative amounts of interest-earning  assets
and  interest-bearing  liabilities  and the interest rates earned or paid on the
assets or liabilities.

      AVERAGE BALANCE SHEET. The following tables set forth certain  information
relating to the Company for the three  months  ended March 31, 2005 and 2004 and
for the year ended  December 31,  2004.  For the periods  indicated,  the dollar
amount of interest income from average interest-earning assets and the resultant
yields, as well as the interest expense on average interest-bearing  liabilities
is  expressed  in  thousands  of  dollars  and  percentages.  No tax  equivalent
adjustments were made. The average balance is an average daily balance.


                                 Page 13 of 21
<PAGE>

         TABLE 1.  Average Balance Sheet.

<TABLE>
<CAPTION>
                                                           Three Months Ended March 31,                Twelve Months Ended Dec. 31,
                                       -------------------------------------------------------------  ------------------------------
                                                      2005                            2004                           2004
                                          Average   Interest              Average   Interest             Average   Interest
                                       Outstanding   Earned/   Yield/  Outstanding   Earned/  Yield/  Outstanding   Earned/   Yield/
Assets                                    Balance     Paid      Rate      Balance     Paid     Rate      Balance     Paid      Rate
------                                    -------     ----      ----      -------     ----     ----      -------     ----      ----
                                                                             (Dollars in Thousands)
<S>                                      <C>         <C>        <C>      <C>         <C>       <C>      <C>         <C>        <C>
Interest-earning Assets:
------------------------
  Loans Receivable*                      $215,943    $ 3,332    6.17%    $202,658    $3,216    6.35%    $208,417    $12,907    6.19%
  Investment Securities                   137,431      1,577    4.59%     148,599     1,486    4.00%     147,553      6,043    4.10%
  Federal Funds                             1,594         15    3.76%       1,443         8    2.22%       2,424         43    1.77%
  Equity Securities                        17,120        157    3.67%      18,363       184    4.01%      18,422        671    3.64%

                                          -------      -----    ----      -------     -----    ----      -------     ------    ----
    Total Interest-earning Assets         372,088      5,081    5.46%     371,063     4,894    5.28%     376,816     19,664    5.22%
                                          -------      -----    ----      -------     -----    ----      -------     ------    ----

Non interest-earning assets:
----------------------------
  Cash and due from banks                  11,109                           9,611                         10,389
  Other assets                             41,163                          42,145                         40,882
                                         --------                        --------                       --------
              Total assets               $424,360                        $422,819                       $428,087
                                         ========                        ========                       ========

Liabilities and Stockholders' Equity
------------------------------------
Interest-bearing Liabilities:
-----------------------------
  Money Market Deposits                  $ 40,447    $   129    1.28%    $ 39,991    $   77    0.76%    $ 39,041    $   324    0.83%
  Savings Accounts                         73,045         78    0.43%      71,988        76    0.42%      74,203        328    0.44%
  Interest-bearing Checking                28,840         22    0.31%      20,805        21    0.40%      24,952         97    0.39%
  Time Deposits                           110,357        781    2.87%     122,661       855    2.77%     117,203      3,227    2.75%

  Borrowings                               65,382        741    4.60%      63,631       682    4.25%      65,795      2,861    4.35%
                                          -------      -----    -----     -------     -----    -----     -------      -----    -----
    Total Interest-bearing Liabs          318,071      1,751    2.23%     319,076     1,711    2.13%     321,194      6,837    2.13%
                                          -------      -----    -----     -------     -----    -----     -------      -----    -----

Non interest-bearing liabilities:
---------------------------------
  Demand deposits                          48,382                          49,064                         50,497
  Other liabilities                         5,163                           3,471                          5,693
                                         --------                        --------                       --------
      Total liabilities                  $371,616                        $371,611                       $377,384
                                         --------                        --------                       --------
Stockholders' equity                       52,744                          51,208                         50,703
                                         --------                        --------                       --------
Total liabilities and
  stockholders' equity                   $424,360                        $422,819                       $428,087
                                         ========                        ========                       ========

    Net Interest Income                              $ 3,330                         $3,183                         $12,827
                                                     =======                         ======                         =======
    Net Interest Spread                                         3.23%                          3.15%                           3.09%
                                                                ====                           ====                            ====
    Net Earning Assets                   $ 54,017                        $ 51,987                       $ 55,622
                                         ========                        ========                       ========
   Net yield on average
      Interest-earning assets                           3.58%                          3.43%                           3.40%
                                                        ====                           ====                            ====
    Average interest-earning
      assets to average
      Interest-bearing liabs                          116.98%                         16.29%                         117.32%
                                                      ======                          =====                          ======
</TABLE>

*     Included in average loans receivable  balance for the periods presented is
      Mortgage Loans Held for Sale.

RESULTS OF OPERATIONS

      GENERAL.  Net  income  for the  three  months  ended  March  31,  2005 was
$975,000;  an increase of $253,000 or 35.0% from  $722,000  for the three months
ended March 31, 2004.  The increase was due  primarily to an increase in the net
interest  income,  an  increase  in  non-interest  income and a decrease  in the
provision for loan losses. Offsetting these were increases in other expenses and
provision for income taxes.

      INTEREST  INCOME.  Interest and dividend  income  decreased by $187,000 or
3.8%,  to $5.1  million  for the three  months  ended  March 31,  2005 from $4.9
million for three months ended March 31, 2004.  The increase in interest  income


                                 Page 14 of 21
<PAGE>

was primarily a result of an increase in the average  balances and average yield
of interest-earning  assets during the first three months of 2005 as compared to
the same period in 2004.

      Interest  and fees on loans  increased  $116,000  to $3.3  million for the
three  months  ended March 31, 2005 from $3.2 million for the three months ended
March 31,  2004.  The  increase  in  interest  income on loans is a result of an
increase of $13.3  million in the average  balance of loans  receivable  for the
three  months  ended  March 31,  2005 as  compared  with the same period in 2004
partially  offset by a decrease of 18 basis points in the average yield to 6.17%
at March 31, 2005 from 6.35% at March 31,  2004.  Commercial  real estate  loans
increased  $10.2 million at March 31, 2005 from March 31, 2004 while  commercial
business loans increased $580,000 for the same period.  Consumer loans increased
$2.4 million for the same period.  Residential  real estate loans increased $1.6
million for the same time period,  after  recording the sale of $20.0 million in
fixed rate one-to-four family residential real estate loans.

      Investment  income  increased  as a result of an  increase  in the average
yield of investment securities and mortgage-backed securities of 59 basis points
to 4.59% at March 31,  2005 from 4.00% at March 31, 2004  partially  offset by a
decrease  of  $11.2   million  in  the  average   balance  of   investment   and
mortgage-backed  securities  for the three month  period ended March 31, 2005 as
compared with the same period in 2004.

      Interest income from federal funds increased during the three months ended
March 31,  2005 to $15,000 as  compared  with  $8,000 for the 2004  period.  The
increase  in  interest  income is due to a increase  in the  average  balance of
$151,000 and an increase of 154 basis points in the average yield.

      INTEREST  EXPENSE.  Interest expense was $1.8 million for the three months
ended  March 31,  2005,  an  increase of $40,000 or 2.3% from the same period in
2004. The increase in interest expense is due to an increase in interest paid on
borrowed funds and deposit accounts.  Interest expense on borrowed funds totaled
$741,000  for the first  quarter of 2005  compared  with  $682,000  for the 2004
period. The average cost of borrowed funds increased 35 basis points to 4.60% as
of March 31,  2005 from 4.25% for the three  months  ended  March 31,  2004.  In
addition,  the average balance  outstanding of borrowings  increased  during the
three months ended March 31, 2005 to $65.4 million compared to $63.6 million for
the same period in 2004.  Interest  expense on deposits  remained stable at $1.0
million for the three months ended March 31, 2005 as compared to the same period
in 2004. The average cost of deposits was 1.62% for the periods ending March 31,
2005 and 2004 while the average balance of deposit accounts  decreased 1.08% for
the same period.

      PROVISION FOR LOAN LOSSES.  Total provisions for loan losses for the three
months ended March 31, 2005 were $80,000 as compared to $150,000 made during the
same period of 2004.  The allowance for loan losses was $2.0 million or 0.92% of
loans  receivable  at March 31, 2005 as compared  with $2.0  million or 1.09% of
loans receivable at March 31, 2004.  Management  continues to monitor changes in
the loan portfolio mix in response to the redirection of loan asset  origination
and retention toward consumer and commercial business loans. The method utilized
to evaluate the adequacy of the allowance level accounts for the higher relative
degree of credit risk associated with this activity as compared with traditional
residential  real  estate  lending.  Provisions  to the  allowance  are  made as
management assesses losses that are probable and reasonably estimable.

      OTHER  INCOME.  Other  operating  income  increased  by  $310,000  for the
three-month  period  ending March 31, 2005 compared with the same period in 2004
to $2.9  million from $2.6  million.  The  increase in  non-interest  income was
primarily  due to increases  in revenue  derived  from the  Company's  insurance
agency subsidiary  activities and deposit account service fee income.  Insurance
revenue increased $312,000 or 17.2% for the three months ended March 31, 2005 as
compared with the same period in 2004. In addition,  service  charges on deposit
accounts  increased  $42,000,  or 9.7%,  during  the  first  quarter  of 2005 as
compared with the first quarter of 2004.

      The Bank continues to expand its Trust Department. Management expects that
fees generated by the Trust  Department will increase as assets under management
grow.  The Trust  Department  income  increased  26.3% to $62,000  for the three
months  ended March 31, 2005 from  $49,000 for the three  months ended March 31,
2004. At March 31, 2005, the Bank maintained 503 trust/fiduciary  accounts, with
total  assets  of  $95.6   million   under   management  as  compared  with  494
trust/fiduciary  accounts  with $101.5  million  total assets as of December 31,
2004.

      OTHER EXPENSES. Other operating expenses increased by $196,000 or 4.2%, to
$4.9 million for the three months ended March 31, 2005 from $4.7 million for the
same  period  in  2004.  Compensation  expense  increased  $140,000  or 4.8% due
expenses  associated  with  the  insurance  agency  subsidiary.  Other  expenses
increased  $40,000  primarily the result of an increase in  advertising  expense
related to a checking account promotion.

      INCOME TAX.  Income tax expense was  $336,000  for the three  months ended
March 31, 2005,  an increase of $81,000  from the first  quarter 2004 expense of
$255,000. The effective tax rate decreased to 25.6% for the three months of 2005
from  26.1% for the three  months of 2004 to  reflect  the  overall  tax rate in
effect for 2004.

      LIQUIDITY  AND CAPITAL  RESOURCES.  In addition to the  Company's  primary
funding sources of cash flow from operations,  deposits and borrowings,  funding
is provided  from the  principal  and  interest  payments  received on loans


                                 Page 15 of 21
<PAGE>

and investment  securities,  proceeds from the maturities and sale of investment
securities,  as well as proceeds from the sale of fixed rate  mortgage  loans in
the secondary market.  While maturities and scheduled  amortization of loans and
securities  are  predictable  sources of funds,  deposit  balances  and mortgage
prepayments  are greatly  influenced  by general  interest  rates,  the economic
environment and local competitive conditions.

      The primary  investing  activities of the Company are the  origination  of
residential  mortgages,  commercial  loans and  consumer  loans,  as well as the
purchase of mortgage-backed and other debt securities.  During the first quarter
of 2005, loan  originations  totaled $16.9 million compared to $17.6 million for
the first  quarter of 2004.  The  decrease in loan  originations  during 2005 as
compared  to 2004  is due to  lower  residential  mortgage  refinancing  in 2005
partially offset by higher commercial mortgage, commercial business and consumer
loan originations.  The purchases of investment  securities totaled $9.3 million
during the first quarter of 2005 as compared to $10.9  million  during the first
quarter of 2004.  The decrease in the purchases of investment  securities is due
to the timing of investing excess cash and cash equivalents.

      Cash flow from operations,  deposit growth, as well as the sales, maturity
and principal payments received on loans and investment  securities were used to
fund the investing  activities  described above.  Additionally,  the Company has
lines of credit with the Federal  Home Loan Bank,  Federal  Reserve Bank and two
commercial  banks that provide funding sources for lending,  liquidity and asset
and liability management as needed.  During the first quarter of 2005 cash flows
provided by the sale,  principal  payments and maturity of securities  available
for sale were $5.3  million  compared  to $15.7  million  for the same period in
2004.

      In the ordinary  course of business,  the Company  extends  commitments to
originate residential and commercial loans and other consumer loans. Commitments
to extend  credit are  agreements  to lend to a customer  as long as there is no
violation of any condition  established in the contract.  Commitments  generally
have fixed expiration dates or other termination clauses and may require payment
of a fee. Since the Company does not expect all of the commitments to be funded,
the  total  commitment   amounts  do  not  necessarily   represent  future  cash
requirements.  The  Company  evaluates  each  customer's  creditworthiness  on a
case-by-case   basis.   Collateral  may  be  obtained  based  upon  management's
assessment of the customers' creditworthiness.  Commitments to extend credit may
be written on a fixed rate basis  exposing  the  Company to  interest  rate risk
given the  possibility  that market rates may change between the commitment date
and the  actual  extension  of  credit.  As of March 31,  2005 the  Company  had
outstanding  commitments to originate loans of approximately $7.0 million, which
generally have an expiration  period of less than 120 days.  Commitments to sell
residential mortgages amounted to $3.5 million at March 31, 2005.

      The Company extends credit to consumer and commercial  customers,  up to a
specified amount, through lines of credit. The borrower is able to draw on these
lines as needed,  thus the funding  requirements  are  generally  unpredictable.
Unused lines of credit amounted to $34.3 million at March 31, 2005 and generally
have an expiration  period of less than one year. It is  anticipated  that there
will be  sufficient  funds  available to meet the current loan  commitments  and
other obligations  through the sources described above. The credit risk involved
in  issuing  these  commitments  is  essentially  the same as that  involved  in
extending loans to customers and is limited to the  contractual  notional amount
of those instruments.

      Cash,  interest-bearing  demand accounts at correspondent  banks,  federal
funds sold,  and other  short-term  investments  are the  Company's  most liquid
assets.  The level of these  assets are  monitored  daily and are  dependent  on
operating,  financing, lending and investing activities during any given period.
Excess short-term liquidity is usually invested in overnight federal funds sold.
In the event that funds beyond those  generated  internally  are required due to
higher than expected loan commitment fundings, deposit outflows or the amount of
debt being called,  additional sources of funds are available through the use of
repurchase agreements, the sale of loans or investments or the Company's various
lines of credit. As of March 31, 2005 the total of cash, interest-bearing demand
accounts and federal funds sold was $10.6 million.

At March 31, 2005, the Bank exceeded all regulatory capital requirements. The
current requirements and the actual levels for the Bank are detailed in the
following table.

<TABLE>
<CAPTION>
                                                                                                   To Be Well
                                                                                               Capitalized Under
                                                                        For Capital            Prompt Corrective
                                              Actual                Adequacy Purposes          Action Provisions
                                      ---------------------      ----------------------    ------------------------
                                         Amount       Ratio        Amount         Ratio      Amount           Ratio
                                                                     (In thousands)
<S>                                   <C>             <C>        <C>               <C>     <C>                  <C>
As of March 31, 2005:
     Total Capital
        (to Risk Weighted Assets)     $   37,653      14.26%     $   21,122        8%      $   26,402           10%
     Tier I Capital
        (to Risk Weighted Assets)     $   35,681      13.51%     $   10,561        4%      $   15,841            6%
     Tier I Capital
        (to Average Assets)           $   35,681       8.72%     $   16,367        4%      $   20,459            5%
</TABLE>


                                 Page 16 of 21
<PAGE>

ONEIDA FINANCIAL CORP.
SELECTED FINANCIAL RATIOS
At and for the Three Months Ended March 31, 2005 and March 31, 2004 (unaudited)

(Annualized where appropriate)

                                                             Three Months Ending
                                                                   March 31,
                                                              2005         2004
                                                              ----         ----

Performance Ratios:

    Return on average assets                                  0.92%        0.68%
    Return on average equity                                  7.39%        5.64%
    Net interest margin                                       3.58%        3.43%
    Efficiency Ratio                                         77.34%       80.10%
    Ratio of operating expense
       to average total assets                                4.59%        4.42%
    Ratio of average interest-earning assets
       to average interest-bearing liabilities              116.98%      116.29%

Asset Quality Ratios:

    Non-performing assets to total assets                     0.12%        0.10%
    Allowance for loan losses
       to non-performing loans                              392.05%      893.88%
    Allowance for loan losses
       to loans receivable, net                               0.92%        1.09%

Capital Ratios:

    Total stockholders' equity to total assets               12.24%       12.14%
    Average equity to average assets                         12.43%       12.11%


                                 Page 17 of 21
<PAGE>

ITEM 3. Quantitative and Qualitative Disclosure About Market Risk

Various forms of market risk are inherent in the business of the Bank including
concentration risk, liquidity management, credit risk and collateral risk among
others. However, the Bank's most significant form of market risk is interest
rate risk, as the majority of the Bank's assets and liabilities are sensitive to
changes in interest rates. Ongoing monitoring and management of this risk is an
important component of the Company's asset and liability management process. The
Bank's interest rate risk management program focuses primarily on evaluating and
managing the composition of the Bank's assets and liabilities in the context of
various interest rate scenarios. Factors beyond Management's control, such as
market interest rates and competition, also have an impact on interest income
and expense. Based on the asset-liability composition at March 31, 2005, in a
rising interest rate environment, Management would expect that the Company's
cost of shorter-term deposits might rise faster than its earnings on longer-term
loans and investments. Conversely, as interest rates decrease, the prepayment of
principal on loans and investments tends to increase, causing the Company to
invest funds in a lower rate environment. To mitigate the effect of interest
rate changes, Management has taken steps to emphasize core deposits, monitor
certificate of deposit rates to better match asset changes, and sell
substantially all newly originated longer term fixed rate loans in the secondary
market without recourse. Management believes this approach will help reduce the
exposure to interest rate fluctuations and enhance long-term profitability.

For a discussion of the Company's asset and liability management policies as
well as the potential impact of interest rate changes upon the earnings of the
Company, see "Management's Discussion and Analysis of Financial Condition and
Results of Operations" in the Company's 2004 Annual Report to Stockholders.
There has been no material change in the Company's interest rate risk profile
since December 31, 2004.

ITEM 4. Controls and Procedures

Under the supervision and with the participation of our management, including
our Chief Executive Officer and Chief Financial Officer, the Company has
evaluated the effectiveness of the design and operation of our disclosure
controls and procedures (as defined in Rule 13a- 15(3) and 15d - 15(e) under the
Exchange Act) as of the end of the period covered by this quarterly report.
Based upon that evaluation, the Chief Executive Officer and Chief Financial
Officer concluded that, as of the period covered by this quarterly report, the
Company's disclosure controls and procedures are effective to ensure that
information to be disclosed in the reports that the Company files or submits
under the Securities Exchange Act of 1934 is recorded, processed, summarized and
reported, within the time periods or submits specified in the Securities and
Exchange Commission's rules and forms. There has been no change in the Company's
internal control over financial reporting during the most recent fiscal quarter
that has materially affected, or is reasonably likely to materially affect, the
Company's internal control over financial reporting


                                 Page 18 of 21
<PAGE>

                             ONEIDA FINANCIAL CORP.
                                AND SUBSIDIARIES

                           Part II - Other Information

Item 1 Legal Proceedings

      Much of the Bank's market area is included in the 270,000-acre land claim
of the Oneida Indian Nation ("Oneidas"). The land claim area is held primarily
by private persons. Over 15 years ago the United States Supreme Court ruled in
favor of the Oneidas in a lawsuit which management believes was intended to
encourage the State of New York to negotiate an equitable settlement in a land
dispute that has existed over 200 years.

      In June 1998, the United States Justice Department intervened in the
action on behalf of the Oneidas against Madison County and Oneida County in New
York State. In September 1998, an U.S. District Court removed a stay of
litigation, having been in place since the late 1980's pending settlement
negotiations. In December 1998, both the Oneidas and the U.S. Justice Department
filed motions to amend the long outstanding claim against the State of New York.
The motion attempts to include in the claim, various named and 20,000 unnamed
additional defendants, who own real property in parts of Madison and Oneida
counties, thereby including the additional defendants in the original suit. The
U.S. District Court granted the motions to add as a defendant the State of New
York, but denied the motions to add the private landowners. Neither the Bank nor
the Company is a named defendant in the motion. The Court further rejected as
not being viable the remedies of ejectment and/or of monetary damages against
private landowners. In January 2001, amended complaints were served by the
Oneidas and the United States which seek to eject the Counties of Madison and
Oneida from lands owned by the counties, and the Oneidas also seek a declaration
that they have the right to possess all land within the land claim area. In June
2001, the Court determined that certain land purchased by the Oneidas in 1997
and 1998 are exempt from real estate taxes, accepting the Oneidas argument that
the acquired parcels lie within the boundaries of the "reservation" established
in 1974 by the Federal Government.

      In February 2002, a joint statement was issued by the Oneidas, State of
New York, and the counties of Madison and Oneida, indicating that the framework
for a settlement had been agreed upon subject to the approval by the State
legislature and the Federal Government. The Oneidas of Wisconsin and the
Stockbridge-Munsee Band of the Mohican Indians have commenced separate actions
in the United State District Court for the Northern District of New York to
dispute and interrupt any settlement pending.

      In July 2003, the United States Court of Appeals affirmed the decision of
the lower court against the City of Sherrill but appeals continue relative to
the decision against the Counties of Madison and Oneida. In January 2005 the
United State Supreme Court heard the appeal brought forward by the City of
Sherrill against the Oneidas arguing that the acquisition of real property by
the Oneidas within the land claim area does not return the property to sovereign
status. Therefore, the City of Sherrill contends that the property is subject to
the payment of real property taxes or revert to the ownership of the taxing
authority if assessed property taxes are not paid. The United States Supreme
Court filed their decision in March 2005, ruling in favor of the City of
Sherrill.

      To date neither the original claim nor the motion to amend has had an
adverse impact on the local economy or real property values. In addition, title
insurance companies continue to underwrite policies in the land claim area with
no change in premiums or underwriting standards. The Bank requires title
insurance on all residential real estate loans, excluding home equity loans.
Both the State of New York and the Oneidas have indicated in their respective
communications that individual landowners will not be adversely affected by the
ongoing litigation. The Company continues to monitor the situation.

      The Company is not involved in any other pending legal proceedings other
than routine legal proceedings occurring in the ordinary course of business
which, in the aggregate, involve amounts which are believed by management to be
immaterial to the financial condition or operations of the Company.

Item 2 Changes in Securities and Use of Proceeds

      The following table summarizes our share repurchase activity during the
three months ended March 31, 2005 and additional information regarding our share
repurchase program. The shares purchased during the current quarter were
received in exchange for the exercise of options or to satisfy tax withholding
obligations that arose on the vesting of restricted stock. Our current
repurchase plan of 250,000 was announced on June 8, 2004. The plan has no
expiration date.


                                 Page 19 of 21
<PAGE>

<TABLE>
<CAPTION>
----------------------------------------------------------------------------------------------------------
                                                                                            Maximum
                                                                                            Number of
                            Total                                                           Shares that
                            Number of                            Total Number of Shares     May Yet Be
                            Shares      Average Price Paid       Purchased as Part of       Purchased
Period                      Purchased   per Share                Publicly Announced Plans   Under the Plan
----------------------------------------------------------------------------------------------------------
<S>                         <C>         <C>                      <C>                        <C>
January 1, 2005 -           8,999       14.0103                  --                         250,000
January 31, 2005
----------------------------------------------------------------------------------------------------------
February 1, 2005 -             --                                --                              --
February 28, 2005
----------------------------------------------------------------------------------------------------------
March 1, 2005 -                --                                --                              --
March 31, 2005
----------------------------------------------------------------------------------------------------------
Total                       8,999                                --                         250,000
----------------------------------------------------------------------------------------------------------
</TABLE>

Item 3      Defaults Upon Senior Securities

            Not applicable.

Item 4      Submission of Matters to a Vote of Security Holders

            None

Item 5      Other Information

            None

Item 6      Exhibits

            (a)   All required exhibits are included in Part I under
                  Consolidated Financial Statements, Notes to Unaudited
                  Consolidated Financial Statements and Management's Discussion
                  and Analysis of Financial Condition and Results of Operations,
                  and are incorporated by reference, herein.

                  Exhibits

                  Exhibit  31.1  -  Certification  of  Chief  Executive  Officer
                  Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

                  Exhibit  31.2  -  Certification  of  Chief  Financial  Officer
                  Pursuant to Section 302 of the Sarbanes - Oxley Act of 2002

                  Exhibit  32.1 -  Certification  pursuant to 18 U.S.C.  Section
                  1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley
                  Act of 2002


                                 Page 20 of 21
<PAGE>

                                   SIGNATURES

      Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed by the undersigned thereunto
duly authorized.

                                           ONEIDA FINANCIAL CORP.


Date: May 12, 2005                     By: /s/ Michael R. Kallet
                                           -------------------------------------
                                           Michael R. Kallet
                                           President and Chief Executive Officer


Date: May 12, 2005                     By: /s/ Eric E. Stickels
                                           -------------------------------------
                                           Eric E. Stickels
                                           Executive Vice President and Chief
                                           Financial Officer


                                 Page 21 of 21