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 June 30, 1999

                                    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)

          Delaware                                            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 x whether the Registrant  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    [  ]

                APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                   PROCEEDING DURING THE PRECEDING FIVE YEARS:

     Indicate by check mark whether the  Registrant  has filed all documents and
reports  required  to be filed by  Sections  12, 13, or 15(d) of the  Securities
Exchange Act of 1934 subsequent to the  distribution of securities  under a plan
confirmed by a court. Yes [   ] No [  ]

                      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 3,558,600 shares
of the Registrant's common stock outstanding as of July 30, 1999.
<PAGE>


                             ONEIDA FINANCIAL CORP.
                                      INDEX

                                                                            Page
                                                                            ----
PART I.       FINANCIAL INFORMATION

    Item 1.   Financial Statements                                             1

       Consolidated Statements of  Condition (unaudited)                       2
       As of June 30, 1999, December 31, 1998 (audited) and June 30, 1998

       Consolidated Statements of Operations (unaudited)                       3
       For the three months ended and six months ended June 30, 1999 and 1998

       Consolidated Statements of Comprehensive Income (unaudited)             4
       For the six months ended June 30, 1999 and 1998

       Consolidated Statements of Cash Flows (unaudited)                       5
       For the three months ended and six months ended June 30, 1999 and 1998

       Notes to Consolidated Financial Statements (unaudited)                  6

   Item 2.    Management's Discussion and Analysis of  Financial Condition     7
              and Results of Operations

PART II. OTHER INFORMATION                                                    14









<PAGE>
PART I.      FINANCIAL INFORMATION

             Item I.    Financial Statements

















                                  Page 1 of 17
<PAGE>
<TABLE>
<CAPTION>
ONEIDA FINANCIAL CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CONDITION
At June 30, 1999, December 31, 1998 and June 30, 1998

                                                       (unaudited)     (audited)      (unaudited)
                                                            At             At             At
                                                          June 30,    December 31,     June 30,
                                                           1999           1998           1998
                                                       ---------      ---------      ---------
                                                                    (in thousands)
ASSETS
<S>                                                    <C>            <C>            <C>
         Cash and due from banks .................     $   4,743      $   4,056      $   4,848
         Federal funds sold ......................         4,100         22,100          8,700
                                                       ---------      ---------      ---------
   TOTAL CASH AND CASH EQUIVALENTS ...............         8,843         26,156         13,548

         Investment securities, at fair value ....        88,554         62,669         39,571
         Mortgage-backed securities, at fair value        30,596         20,022         16,615
                                                       ---------      ---------      ---------
   TOTAL INVESTMENT SECURITIES ...................       119,150         82,691         56,186

         Mortgage loans held for sale ............             0          1,863              0
         Loans receivable ........................       135,728        131,936        141,764
         Allowance for credit losses .............        (1,560)        (1,543)        (1,721)
                                                       ---------      ---------      ---------
   LOANS RECEIVABLE, NET .........................       134,168        130,393        140,043

         Bank premises and equipment, net ........         5,161          4,854          4,883
         Accrued interest receivable .............         1,897          1,600          1,585
         Refundable income taxes .................           494            421            174
         Other real estate .......................           264            224            292
         Other assets ............................         1,803            579            931
                                                       ---------      ---------      ---------
         TOTAL ASSETS ............................     $ 271,780      $ 248,781      $ 217,642
                                                       =========      =========      =========
LIABILITIES AND SHAREHOLDERS' EQUITY
Liabilities:
         Due to Depositors .......................     $ 192,839      $ 193,398      $ 188,035
         Mortgagors' escrow funds ................           823            807          1,182
         Borrowings ..............................        35,000         10,000              0
         Other Liabilities .......................           542            442            394
                                                       ---------      ---------      ---------
   TOTAL LIABILITIES .............................       229,204        204,647        189,611
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
<S>                                                    <C>            <C>            <C>
Shareholders' equity:
         Common stock ( $.10 par value,
               8,000,000 shares authorized,
               3,580,200 issued and outstanding) .           358            358              0
         Additional paid-in capital ..............        15,422         15,545              0
         Retained earnings .......................        28,923         27,710         27,451
         Common shares issued under employee
               stock plans - unearned ............        (1,313)          (401)             0
         Accumulated other comprehensive income ..          (814)           922            580
                                                       ---------      ---------      ---------
   TOTAL SHAREHOLDERS' EQUITY ....................        42,576         44,134         28,031
                                                       ---------      ---------      ---------
         TOTAL LIABILITIES AND
         SHAREHOLDERS' EQUITY ....................     $ 271,780      $ 248,781      $ 217,642
                                                       =========      =========      =========
</TABLE>
     The accompanying  notes are an integral part of the consolidated  financial
statements

                                     2 of 17
<PAGE>
<TABLE>
<CAPTION>
ONEIDA FINANCIAL CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
For the Three Months Ended and Six Months  Ended June 30, 1999  (unaudited)  and
1998 (unaudited)

                                                             Three Months Ended    Six Months Ended
                                                            June 30,    June 30,  June 30,   June 30,
                                                              1999        1998      1999       1998
                                                             ------     ------     ------     ------
                                                               (in thousands except per share data)

INTEREST INCOME:
<S>                                                          <C>        <C>        <C>        <C>
         Interest and fees on loans ....................     $2,677     $3,028     $5,440     $6,093
         Interest on investment and mortgage-
                  backed securities ....................      1,707        885      3,161      1,730
         Dividends on equity securities ................         32         26         55         40
         Interest on federal fund sold and
             interest-bearing deposits .................         78         79        203        148
                                                             ------     ------     ------     ------
   Total interest and dividend income ..................      4,494      4,018      8,859      8,011
                                                             ------     ------     ------     ------
INTEREST EXPENSE:
         Savings deposit ...............................        270        319        545        627
         Money market and Super NOW ....................        155        124        289        241
         Time deposits .................................      1,375      1,526      2,781      3,054
         Borrowings ....................................        401          0        603          0
                                                             ------     ------     ------     ------
   Total interest expense ..............................      2,201      1,969      4,218      3,922
                                                             ------     ------     ------     ------
NET INTEREST INCOME ....................................      2,293      2,049      4,641      4,089
         Less: Provision for credit losses .............         45          0         90          0
                                                             ------     ------     ------     ------
   Net interest income after provision for credit losses      2,248      2,049      4,551      4,089
                                                             ------     ------     ------     ------
OTHER INCOME:
         Investment security gain ......................        280          1        281          9
         Other operating income ........................        203        181        437        379
                                                             ------     ------     ------     ------
   Total other income ..................................        483        182        718        388
                                                             ------     ------     ------     ------
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
OTHER EXPENSES:
<S>                                                           <C>          <C>      <C>        <C>
         Compensation and employee benefits ............      1,030        871      1,909      1,610
         Occupancy expenses, net .......................        316        352        652        649
         Other operating expense .......................        507        505        836        864
                                                             ------     ------     ------     ------
   Total other expenses ................................      1,853      1,728      3,397      3,123
                                                             ------     ------     ------     ------
INCOME BEFORE INCOME TAXES .............................        878        503      1,872      1,354
                                                             ------     ------     ------     ------
   Provision for income taxes ..........................        270        237        659        552
                                                             ------     ------     ------     ------
NET INCOME .............................................     $  608     $  266     $1,213     $  802
                                                             ======     ======     ======     ======

EARNINGS PER SHARE .....................................     $ 0.17        N/M     $ 0.34        N/M
                                                             ======     ======     ======     ======
</TABLE>
     The accompanying  notes are an integral part of the consolidated  financial
statements.

                                  Page 3 of 17
<PAGE>
<TABLE>
<CAPTION>
ONEIDA FINANCIAL CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
For theThree Months Ended and Six Months Ended June 30, 1999(unaudited) and 1998
(unaudited)


                                                     Three Months Ended         Six Months Ended
                                                    June 30,    June 30,      June 30,     June 30,
                                                      1999         1998         1999         1998
                                                    -------      -------      -------      -------
                                                       (in thousands)            (in thousands)
<S>                                                 <C>          <C>          <C>          <C>
Net income ....................................     $   608      $   266      $ 1,213      $   802
                                                    -------      -------      -------      -------
Other comprehensive income, net of tax:
   Unrealized  gains(losses) on assets
     available for sale:
   Unrealized holding gains(losses)
       arising during period ..................      (1,992)           7       (2,612)         173
   Less: reclassificaion adjustment for
             gains included in net income .....        (280)          (1)        (281)          (9)
                                                    -------      -------      -------      -------
                                                     (2,272)           6       (2,893)         164
   Net income (tax) benefit effect ............         909            8        1,157          (55)
                                                    -------      -------      -------      -------
Other comprehensive income(loss), net of tax ..      (1,363)          14       (1,736)         109


Comprehensive Income ..........................     $  (755)     $   280      $  (523)     $   911
                                                    =======      =======      =======      =======


</TABLE>

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

                                  Page 4 of 17
<PAGE>
<TABLE>
<CAPTION>
ONEIDA FINANCIAL CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CASH FLOWS
For the Three Months Ended and Six Months  Ended June 30, 1999  (unaudited)  and
1998 (unaudited)
                                                                          Three Months Ended          Six Months Ended
                                                                         June 30,     June 30,      June 30,     June 30,
                                                                          1999          1998         1999          1998
                                                                       --------      --------      --------      --------
Operating Activities:                                                      (in thousands)              (in thousands)
<S>                                                                    <C>           <C>           <C>           <C>
   Net income ....................................................     $    608      $    266      $  1,213      $    802
   Adjustments  to  reconcile  net  income  to net
      cash  provided  by  operating activities:
      Depreciation ...............................................          162           152           327           236
      Amortization of premiums/discounts on securities, net ......          (24)           23           (18)           44
      Provision for credit losses ................................           45             0            90             0
      Provision for deferred taxes ...............................            0           100             0           100
      Loss on sale of other real estate ..........................           31            23            31            23
      Gain on sale/call of securities, net .......................         (280)           (1)         (281)           (9)
      (Gain) loss on sale of loans ...............................            6           120           (22)           77
      Income tax refundable ......................................         (408)         (123)          (73)          (29)
      Accrued interest receivable ................................         (106)          (67)         (297)          (17)
      Other assets ...............................................           26          (234)         (182)          (36)
      Other liabilities ..........................................          285            24           216            15
      Origination of loans held for sale .........................            0        (2,893)       (3,984)       (8,439)
      Proceeds from sales of loans ...............................        1,924         3,093         5,678         8,405
                                                                       --------      --------      --------      --------
          Net cash provided by operating activities ..............        2,269           483         2,698         1,172
                                                                       --------      --------      --------      --------
Investing Activities:
  Purchase of Investment Securities ..............................      (29,828)       (7,392)      (58,293)      (14,415)
  Principal collected on and proceeds of maturities
      or calls from investments ..................................       13,927        11,895        24,449        18,551
  Purchase of mortgage-backed securities .........................       (5,182)       (6,066)       (8,215)       (7,076)
  Principal collected from mortgage-backed securities ............        1,174         1,414         3,006         2,205
  Net (increase) decrease in loans ...............................       (6,170)       (1,042)       (3,875)        1,985
  Purchase of bank premises and equipment ........................         (400)         (454)         (634)       (1,307)
  Proceeds from sale of other real estate ........................           47           289           130           289
                                                                       --------      --------      --------      --------
          Net cash (used in) provided by investing activities ....      (26,432)       (1,356)      (43,432)          232
                                                                       --------      --------      --------      --------
Financing Activities:
  Net increase in demand deposit, savings,
      money market, super now and escrow .........................        6,294         4,995         3,707         6,412
  Net (decrease) increase in time deposits .......................         (120)         (974)       (4,250)         (332)
  Proceeds from  borrowings ......................................       20,000                      30,000             0
 Repayment of borrowings .........................................       (5,000)                     (5,000)            0
  Adjust net proceeds ............................................                                     (123)            0
  Common stock acquired by ESOP ..................................                                     (913)            0
                                                                       --------      --------      --------      --------
          Net cash provided by financing activities ..............       21,174         4,021        23,421         6,080
                                                                       --------      --------      --------      --------
Increase (decrease) in cash and cash equivalents .................       (2,989)        3,148       (17,313)        7,484
                                                                       --------      --------      --------      --------
Cash and cash equivalents at beginning of year ...................       11,832        10,400        26,156         6,064
                                                                       --------      --------      --------      --------
Cash and cash equivalents at end of year .........................        8,843        13,548         8,843        13,548
                                                                       ========      ========      ========      ========
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
<S>                                                                    <C>           <C>           <C>           <C>
Supplemental disclosures of cash flow information:
Cash paid for interest ...........................................        2,018         1,923         4,034         3,856
Cash paid for income taxes .......................................          678           570           678           581
Non-cash investing activities:
Unrealized gain (loss) on investment and mortgage-backed
     securities designated as available for sale .................       (2,262)           23        (2,882)          109
Transfer of loans to other real estate ...........................          159           210           201           297
                                                                       ========      ========      ========      ========
</TABLE>

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

                                  Page 5 of 17


<PAGE>
                             ONEIDA FINANCIAL CORP.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                                   (UNAUDITED)
                                  JUNE 30, 1999


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 necessary to
fairly present the  consolidated  financial  position of the Company at June 30,
1999 and the  results  of its  consolidated  operations  and cash  flows for the
period then ended,  all of which are normal and  recurring in nature,  have been
included.

Note B - Earnings Per Share

Basic  earnings  per share is  computed  based on the  weighted  average  shares
outstanding.  The following represents the calculation of earnings per share for
the three months ended and six months ended June 30, 1999:
<TABLE>
<CAPTION>

                                            Income                 Shares           Per Share
                                            ------                 ------           ---------

June 30, 1999
-------------
<S>                                       <C>                     <C>                    <C>
Net income (Three Months Ended)           $  607,588              3,580,200              $0.17
                                          ==========              =========              =====
Net income (Six Months Ended)             $1,212,666              3,580,200              $0.34
                                          ==========              =========              =====
</TABLE>
Earnings per share  information  is not  presented for the quarter ended and six
months ended June 30, 1998 as the Company completed its offering on December 30,
1998 and accordingly such data would not be meaningful.


Note C - Formation of Real Estate Investment Trust Subsidiary

On March 23, 1999, the Bank  announced its intention to create Oneida  Preferred
Funding  Corp.,  a wholly  owned  subsidiary  corporation  that will elect under
Federal tax law to be treated as a Real Estate Investment Trust (REIT). The REIT
was funded effective April 26, 1999 with $43.1 million of 1-4 family residential
real estate  loans and  commercial  real estate  loans.  The REIT is expected to
allow the Bank to more  competitively  price real estate loans and provide other
benefits in future periods.  At June 30, 1999 the principal balance  outstanding
of real estate loans in the REIT totalled $41.3 million.

                                  Page 6 of 17
<PAGE>


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













                                  Page 7 of 17


<PAGE>
                     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.  (the  "Company") is the parent company of The
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  recent  initial  public  stock
offering.  Consequently,  the net income of the Company is primary  derived from
its investment in the Bank. The Bank's net income is 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,  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.
<PAGE>
RECENT DEVELOPMENTS

         On December  30,  1998 the Company  completed  its  reorganization  and
initial public stock  offering  providing a total of $15.9 million in additional
paid in capital.  A total of  3,580,200  shares of common stock were issued with
1,915,445  shares  issued to Oneida  Financial  MHC the mutual  holding  company
parent  of the  Company.  Approximately  half of the net  proceeds  of the stock
offering were invested into the Bank.

         On March 23, 1999,  the Bank  announced  its intention to create Oneida
Preferred  Funding Corp., a wholly owned subsidiary  corporation that will elect
under  Federal tax law to be treated as a Real Estate  Investment  Trust (REIT).
The REIT was funded  effective  April 26, 1999 with $43.1  million of 1-4 family
residential  real estate loans and  commercial  real estate  loans.  The REIT is
expected to allow the Bank to more  competitively  price real  estate  loans and
provide other benefits in future periods. At June 30, 1999 the principal balance
outstanding of real estate loans in the REIT totaled $41.3 million.

         The  Bank  continues   employing  a  wholesale  arbitrage  strategy  to
compliment  traditional  retail  deposit  and  loan  activities.  The  arbitrage
transactions have involved entering into borrowing transactions with the Federal
Home Loan Bank of New York  ("FHLB")  as a funding  source for the  purchase  of
investment securities and mortgage-backed  securities. At June 30, 1999 the Bank
had total  borrowings of $35.0  million at an average cost of 5.14%.  The Bank's
net income is enhanced  through the positive  spread  between the borrowing rate
and investment returns.

         The Company announced the regulatory approval of a 5% stock repurchase,
representing  179,010  shares of common  stock,  on June 9,  1999.  The Board of
Directors  authorized  the  repurchase  program  and the New York State  Banking


                                  Page 8 of 17
<PAGE>
Department  approved the  repurchase  program to begin  following  the Company's
six-month  conversion  anniversary of June 30, 1999.  The repurchase  program is
expected to be completed  within six months.  The Company  considers  the common
stock to be an attractive investment,  particularly in view of the current price
at which the common  stock is trading  relative to the  Company's  earnings  per
share, book value per share and market and economic factors  generally,  as well
as other factors.

         The Company declared its first  semiannual cash dividend  following the
completion  of the first six  months as a publicly  traded  stock  company.  The
dividend  will paid to all  shareholders  of  record as of July 27,  1999 and is
payable  on  August  10,  1999 at $0.15 per  share of  common  stock.  It is the
intention  of the  Company to pay an annual  cash  dividend  of $0.30 per common
share, payable semi-annually.

FINANCIAL CONDITION

         ASSETS.  Total Assets at June 30, 1999 were $271.8 million, an increase
of $23.0 million from $248.8 million at December 31, 1998. The increase in total
assets was primarily attributable to an increase of $36.5 million in investments
and  mortgage-backed  securities.  The  increase in assets  reflects  the Bank's
leveraging  strategy as well as the  investment of net proceeds from the sale of
common  stock and the  proceeds  from the sale of  fixed-rate  residential  real
estate loans.  Asset growth was also supported by an increase of $3.8 million in
net loans  receivable.  The increase in net loans was achieved while  Management
continued to sell substantially all newly originated fixed-rate residential real
estate  loans into the  secondary  mortgage  market  without  recourse  and on a
servicing  retained basis.  During the period between December 31, 1998 and June
30, 1999 a total of $5.0  million in fixed rate  residential  real estate  loans
were sold.  The increase in assets was  partially  offset by a decrease of $18.0
million  in  federal  funds  sold to $4.1  million  at June 30,  1999 from $22.1
million at December 31, 1998 as stock proceeds were invested in  mortgage-backed
securities and other investments.

         Management  has sought to increase the Bank's  consumer and  commercial
business loan  portfolios with the intent of increasing the average yield on the
Bank's interest-earning  assets. At June 30, 1999, total consumer and commercial
business loans increased by $3.6 million from December 31, 1998.

         LIABILITIES.  Total liabilities  increased by $24.6 million or 12.0% to
$229.2  million at June 30, 1999 from $204.6  million at December 31, 1998.  The
increase is primarily  the result of an increase of $25.0  million in borrowings
partially  offset by a decrease of $559,000 in total  deposits.  The decrease in
deposits was a result of a decrease in Time Deposits of $2.3 million from $108.9
million  at  December  31,  1998 to $106.6  million at June 30,  1999.  The Bank
continues to emphasize core deposits and checking  accounts,  which increased by
$1.8 million during the same period.  In addition,  total deposits  increased by
$5.9 million from the quarter ending March 31, 1999.

         STOCKHOLDERS'  EQUITY.  Total stockholders' equity at June 30, 1999 was
$42.6 million, an increase of $14.6 million from $28.0 million at June 30, 1998.
The increase in  stockholder's  equity is primarily a result of the net proceeds
received from the stock offering  completed on December 30, 1998.  Stockholder's
equity decreased $1.5 million from December 31, 1998 primarily due to a decrease
of $1.7  million in  Accumulated  Other  Comprehensive  Income as a result of an
adjustment for the net unrealized loss on available for sale mortgage-backed and
other investment securities due to higher market interest rates at June 30, 1999
as compared with December 31, 1998 which negatively affected the market value of
<PAGE>
the  Company's  investments  and  mortgage-backed   securities  portfolios.  The
decrease  in  shareholders'  equity  is also  attributable  to the  open  market
purchases of common  stock  acquired  during the first  quarter of 1999 to fully
fund the  Employee  Stock  Ownership  Plan  ("ESOP")  and an  equity  adjustment
necessary to reflect an additional $123,000 in stock offering expenses.  At June
30,  1999,  a value of $1.3  million in common  shares were issued and  unearned
under the ESOP Plan. The decreases in stockholders' equity were partially offset
by the addition of after-tax net income of $1.2 million for the six months ended
June 30, 1999.

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  rate 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 and six months ended June 30,
1999  and 1998  and for the  year  ended  December  31,  1998.  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 9 of 17
<PAGE>

         TABLE 1.  Average Balance Sheet. (Quarterly)
<TABLE>
<CAPTION>
                                                              Three Months Ended June 30,
                                  -------------------------------------------------------------------------------
                                                    1999                                      1998
                                  -------------------------------------       -----------------------------------
                                     Average      Interest                      Average     Interest
                                   Outstanding      Earned/      Yield/       Outstanding    Earned/       Yield/
                                     Balance         Paid         Rate          Balance       Paid          Rate
                                     -------         ----         ----          -------       ----          ----
                                              (Dollars in thousands)                  (Dollars in thousands)
<S>                                  <C>          <C>             <C>          <C>          <C>             <C>
Interest-earning Assets:
  Loans Receivable .............     $132,860     $  2,677        8.06%        $141,301     $  3,028        8.57%
  Investment Securities ........      111,347        1,707        6.13%          54,643          885        6.48%
  Federal Funds ................        6,526           78        4.78%           5,771           79        5.48%
  Equity Securities ............        3,544           32        3.61%           2,718           26        3.83%
                                     --------     --------        ----         --------     --------        ----
    Total Interest-earning assets     254,277        4,494        7.07%         204,433        4,018        7.86%
                                     --------     --------        ----         --------     --------        ----

Interest-bearing Liabilities:
  Money Market Deposits ........     $ 14,834     $    120        3.24%        $ 11,862     $     95        3.20%
  Savings Accounts .............       48,088          270        2.25%          44,580          319        2.86%
  Interest-bearing Checking ....        7,806           35        1.79%           5,865           29        1.98%
  Time Deposits ................      102,321        1,375        5.38%         108,720        1,526        5.61%
  Borrowings ...................       30,567          401        5.25%               0            0        0.00%
                                     --------     --------        ----         --------     --------        ----
    Total Interest-bearing Liabs      203,616        2,201        4.32%         171,027        1,969        4.61%
                                     --------     --------        ----         --------     --------        ----

    Net Interest Income                           $  2,293                                  $  2,049
                                                  ========                                  ========
    Net Interest Spread                                           2.75%                                     3.26%
                                                                 =====                                     =====
    Net Earning Assets               $ 50,661                                  $ 33,406
                                     ========                                  ========
   Net yield on average
      Interest-earning assets                         3.61%                                     4.01%
                                                     =====                                     =====
    Average interest-earning
      assets to average
      Interest-bearing liabs                        124.88%                                   119.53%
                                                    =======                                  =======
</TABLE>
<PAGE>
<TABLE>
<CAPTION>

                                     Twelve Months Ended Dec. 31, 1998
                                    -----------------------------------
                                      Average     Interest
                                    Outstanding    Earned/       Yield/
                                      Balance       Paid          Rate
                                      -------       ----          ----
                                            (Dollars in thousands)
<S>                                  <C>          <C>             <C>
Interest-earning Assets:
  Loans Receivable .............     $138,953     $ 12,063        8.68%
  Investment Securities ........       56,646        3,736        6.60%
  Federal Funds ................        7,274          347        4.77%
  Equity Securities ............        2,550           90        3.53%
                                     --------     --------        ----
    Total Interest-earning assets     205,423       16,236        7.90%
                                     --------     --------        ----
Interest-bearing Liabilities:
  Money Market Deposits ........     $ 12,519     $    407        3.25%
  Savings Accounts .............       44,481        1,295        2.91%
  Interest-bearing Checking ....        6,091          121        1.99%
  Time Deposits ................      109,419        6,110        5.58%
  Borrowings ...................        1,264           66        5.22%
                                     --------     --------        ----
    Total Interest-bearing Liabs      173,774        7,999        4.60%
                                     --------     --------        ----

    Net Interest Income                           $  8,237
                                                  ========
    Net Interest Spread                                           3.30%
                                                                 =====
    Net Earning Assets               $ 31,649
                                     ========
   Net yield on average
      Interest-earning assets                         4.01%
                                                     =====
    Average interest-earning
      assets to average
      Interest-bearing liabs                        118.21%
                                                   =======
</TABLE>
<PAGE>
         TABLE 2.  Average Balance Sheet. (Year to Date)
<TABLE>
<CAPTION>

                                        Six Months Ended June 30,                   Six Months Ended June 30,
                                  -------------------------------------       ------------------------------------
                                                     1999                                      1998
                                  -------------------------------------       ------------------------------------
                                     Average      Interest                      Average     Interest
                                   Outstanding      Earned/      Yield/       Outstanding    Earned/        Yield/
                                     Balance         Paid         Rate          Balance       Paid           Rate
                                     -------         ----         ----          -------       ----           ----
                                             (Dollars in thousands)                   (Dollars in thousands)
<S>                                    <C>          <C>             <C>          <C>          <C>             <C>

Interest-earning Assets:
  Loans Receivable ...............     $131,720     $  5,440        8.26%        $142,293     $  6,093        8.56%
  Investment Securities ..........      100,708        3,161        6.28%          52,025        1,730        6.65%
  Federal Funds ..................        8,667          203        4.68%           5,548          148        5.34%
  Equity Securities ..............        3,333           55        3.30%           2,336           40        3.42%
                                       --------     --------        ----         --------     --------        ----
    Total Interest-earning assets       244,428        8,859        7.25%         202,202        8,011        7.92%
                                       --------     --------        ----         --------     --------        ----


Interest-bearing Liabilities:
  Money Market Deposits ..........     $ 13,840     $    221        3.19%        $ 11,705     $    186        3.18%
  Savings Accounts ...............       47,138          545        2.31%          44,278          627        2.83%
  Interest-bearing Checking ......        7,504           68        1.81%           5,673           55        1.94%
  Time Deposits ..................      101,921        2,781        5.46%         108,656        3,054        5.62%
  Borrowings .....................       22,965          603        5.25%               0            0        0.00%
                                       --------     --------        ----         --------     --------        ----
    Total Interest-bearing Liabs .      193,368        4,218        4.36%         170,312        3,922        4.61%
                                       --------     --------        ----         --------     --------        ----

    Net Interest Income                             $  4,641                                  $  4,089
                                                    ========                                  ========
    Net Interest Spread                                             2.89%                                     3.32%
                                                                   =====                                     =====
    Net Earning Assets                 $ 51,060                                   $31,890
                                       ========                                  ========
   Net yield on average
      Interest-earning assets                           3.80%                                     4.04%
                                                       =====                                     =====
    Average interest-earning
      assets to average
      Interest-bearing liabs                          126.41%                                   118.72%
                                                     =======                                   =======

</TABLE>

                                 Page 10 of 17
<PAGE>
RESULTS OF OPERATIONS

         GENERAL.  Net income for the three months ended June 30, 1999 increased
by $342,000 to $608,000 for the second  quarter 1999 from $266,000 for the three
months  ended June 30,  1998.  For the six months ended June 30, 1999 net income
was $1.2  million an increase of $411,000 or 51.2% from the net income  reported
for the six months  ended June 30,  1998 of  $802,000.  The  increases  were due
primarily to an increase in net interest income and other income.  The increases
in income were partially offset by increases in operating and other expenses and
an increase in the  provision  for credit  losses and the  provision  for income
taxes.

         INTEREST  INCOME.  Interest  Income  increased by $476,000 or 11.8%, to
$4.5 million for the three months ended June 30, 999 from $4.0 million for three
months  ended  June 30,  1998.  For the six  months  ended  June 30,  1999 total
interest  income was recorded at $8.9 million,  an increase of $848,000 or 10.6%
as compared  with the same period in 1998.  The increase in interest  income was
primarily  derived from an increase in income on investment and  mortgage-backed
securities  of $822,000  for the quarter and $1.4  million for the year to date.
Income on loans  decreased by $351,000 for the second  quarter of 1999  compared
with the same  period in 1998 and  decreased  by  $653,000  for the year to date
partially offsetting the increases in investment and mortgage-backed  securities
interest income.

         The  decrease in loan income is a result of a decrease of $8.4  million
in the average  balance in loans  receivable for the three months ended June 30,
1999 as compared with the same period in 1998, and a decrease of 51 basis points
in  average  yield  from  8.57%  at June 30,  1998 to  8.06%  at June 30,  1999.
Management's strategy is to emphasize the origination of consumer and commercial
business loans for retention in the Bank's portfolio while  originating for sale
in the secondary  market  substantially  all fixed-rate  residential real estate
loans. As of June 30, 1999  residential real estate loans totaled $79.1 million,
a decrease of $8.9 million from June 30, 1998. During the same period a total of
$13.1  million in  fixed-rate  residential  real  estate  loans were sold in the
secondary  market.  The  decrease in loans  resulting  from sales  activity  was
partially offset by increases in consumer and commercial  business loans of $2.3
million during the same period.

         Investment income increased as a result of an increase of $56.7 million
in the average  balance of investment  and  mortgage-backed  securities  for the
three month period ended June 30, 1999 as compared with the same period in 1998.
The increase in volume was  partially  offset by a decrease in the average yield
of investment  securities of 35 basis points to 6.13% for the period.  The yield
reduction is  reflective  of the general  decrease in interest  rates during the
twelve-month  period  resulting in lower  reinvestment  yields on maturities and
called bonds.  In addition,  the  investment of borrowing  proceeds,  loan sales
proceeds and stock  proceeds have  contributed  to the tightening of the average
portfolio yield as these additional sources of invested funds have also obtained
the lower current attainable interest rates.

         Income on federal funds remained at similar levels for the three months
ended June 30, 1999 and 1998,  however,  demonstrates  an  increase  for the six
month period of 1999 versus 1998. The increase for this period is a result of an
increase of $3.1  million in the average  balance of federal  funds sold to $8.7
million on  average  during  the six  months of 1999 as  compared  with the same
period  in 1998.  The  increase  was due to the  temporary  investment  of stock
proceeds during the first quarter of 1999. The increase in income as a result of
a volume  increase  was  partially  offset by a reduction  in the average  yield
earned of 66 basis  points to 4.68% for the 1999 period.  The yield  decrease is
the result of the Federal  Reserve Bank's  decrease in short term interest rates
during the fourth quarter of 1998.
<PAGE>
         INTEREST  EXPENSE.  Interest  expense  was $2.2  million  for the three
months  ended June 30,  1999;  an  increase  of  $232,000 or 11.8% from the same
period in 1998. For the six months ended June 30, 1999 interest  expense totaled
$4.2 million  compared  with $3.9  million for the 1998 period.  The increase in
interest  expense is due to interest paid on borrowed funds. The average balance
outstanding in borrowings  during the three months ended June 30, 1999 was $30.6
million  and $23.0  million  in  average  borrowings  were  outstanding  for the
six-month  period ending June 30, 1999. This compares with no borrowings  during
the first six months of 1998. The borrowed funds resulted in additional interest
expense of $401,000 for the second  quarter of 1999 and $603,000 for the year to
date  compared with no interest  expense on borrowed  funds in 1998 through June
30th.  Interest  expense on deposits  decreased by $169,000 for the three months
ended June 30,  1999 to $1.8  million  from $2.0  million for the same period in
1998,  a decrease  of 8.6%.  For the six months  ended  June 30,  1999  interest
expense on deposits was $3.6 million,  a reduction of $307,000 from 1998 levels.
The  decrease  in  interest  expense  on  deposits  was due to a 45 basis  point
decrease in the average rate paid on deposits for the second  quarter 1999 and a
reduction  of 37  basis  points  for the  year to date  compared  with  the 1998
periods.


                                 Page 11 of 17
<PAGE>
         PROVISION FOR CREDIT LOSSES. Total provisions for credit losses for the
three months ended June 30, 1999 were $45,000,  with $90,000 in provisions  made
to date for the year 1999,  compared  with no  provisions  made  during the same
periods of 1998.  The  allowance  for credit losses was $1.6 million or 1.16% of
loans  receivable  at June 30,  1999 as compared  with $1.7  million or 1.23% of
loans  receivable  at June 30, 1998.  Although the allowance for loan losses has
decreased, non-performing assets have also decreased representing 0.33% of total
assets at June 30, 1999  compared  with 0.44% of total  assets at June 30, 1998.
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  adequacy of the
allowance  level  provides  for  the  higher  relative  degree  of  credit  risk
associated  with this activity as compared  with  traditional  residential  real
estate  lending.  The  allowance  for loan losses has  increased by $17,000 from
December 31, 1998 to June 30, 1999.

         OTHER  INCOME.  Other  operating  income  increased by $301,000 for the
three-month period ending June 30, 1999 compared with the same period in 1998 to
$483,000 from $182,000. This results in an improvement in other operating income
of $330,000 for the year to date in 1999  compared  with 1998.  The increase was
primarily  the result a realized  gain upon the sale of an  investment  security
held as  available  for sale.  For the  second  quarter of 1999  security  gains
totaled $280,000 compared with gains of $1,000 for the 1998 period. In addition,
improved  revenue  on the  Bank's  secondary  market  loan  sales and  servicing
activities  which  increased by $39,000 to $100,000 in income for the six months
ending June 30, 1999 from $61,000 for the first quarter of 1998 also contributed
to the improvement in other income.

         OTHER EXPENSES.  Operating and other expenses  increased by $125,000 or
7.2%, to $1.9 million for the three months ended June 30, 1999 from $1.7 million
for the same period in 1998.  For the six months ended June 30, 1999 total other
expenses were $3.4 million  compared with $3.1 million in 1998. The increase was
primarily  due to an increase  in  compensation  and  employee  benefits,  which
increased to $1.0 million for the second quarter of 1999 and to $1.9 million for
the year to date,  from $871,000 for the second quarter of 1998 and $1.6 million
for the six months  ended June 30,  1998.  This  increase  is  primarily  due to
accrued  expenses  relative to the Bank's ESOP plan and  Incentive  Compensation
plan that in 1998 were recorded in the fourth quarter.  Total operating expenses
incurred  during the second  quarter of 1999 and year to date for these  benefit
plans were $94,000 and $180,000 respectively. Salary and related benefit expense
increases  contributed toward the balance of the increase in operating and other
expenses for the second  quarter of 1999 and year to date compared with the same
periods in 1998.

         INCOME TAX.  Income tax expense was $270,000 for the three months ended
June 30, 1999, an increase of $33,000 from the second  quarter 1998 provision of
$237,000. For the six months ended June 30, 1999 and 1998, income tax provisions
of $659,000 and $552,000  respectively  were  recorded.  The  effective tax rate
decreased  to 35.2% for 1999 to date from 40.8% for the first six months of 1998
as the Company has employed various  strategies to reduce the tax burden in this
and future periods.


MANAGEMENT OF MARKET RISK

         The Bank is in the business of risk management. 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
<PAGE>

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 interest expense. The Bank has experienced no significant change in the risk
exposure or asset and liability management targets since December 31, 1998.

         YEAR 2000. The Bank  continues to actively  prepare all aspects of its'
business  for  the  turn  of  the  century  and  the   possibility  of  business
interruptions  due to the inability of some  computers and computer  programs to
properly "read" the new year. The Bank installed a new in-house deposit and loan
processing system in 1998 and all testing has returned satisfactory results. The
Bank has also  completed  testing of ancillary  systems with all systems  either
providing  satisfactory  results or  replacements  were ordered by June 30, 1999
with  implementation  to be complete by September  30, 1999.  The FDIC  recently
completed their Phase II examination of Year 2000 preparedness of the Bank.

         The Bank developed a bank-wide contingency plan for the Year 2000 issue
that was  completed by June 30, 1999 which was approved and adopted by the Board
of Directors.  As part of the plan, the Bank  identified  potential  alternative


                                 Page 12 of 17
<PAGE>
suppliers of computer  services  (including  third party vendors) and processing
methods.  Management will continue to monitor this issue and report to the Board
of Directors on a monthly basis.

         Through June 30, 1999 the costs incurred to address the Year 2000 issue
or  otherwise  upgrade  and test the  Bank's  computer  capabilities  have  been
approximately $280,000.  Additional costs related to the year 2000 issue will be
expensed as they are  incurred  except for costs for new  hardware  and software
that will be  capitalized.  The funds used to  address  the year 2000 issue have
been  obtained  from  operating  income.  Management  does not  expect  that the
additional costs to be incurred in connection with the year 2000 issue will have
a material  impact on the Bank's  financial  condition or results of operations.
System  replacement  and testing has not delayed  other  information  technology
projects to date.

<TABLE>
<CAPTION>
ONEIDA FINANCIAL CORP.
SELECTED FINANCIAL RATIOS
At and for the Three Months Ended and Six Months Ended June 30, 1999 and
June 30, 1998 (unaudited) (annualized where appropriate)

                                                             Three Months Ending June  30,  Six Months Ending June 30,
                                                                       1999        1998            1999         1998
                                                                       ----        ----            ----         ----
         Performance Ratios:
<S>                                                                <C>         <C>              <C>         <C>
         Return on average assets ..........................          0.92%       0.50%            1.01%       0.76%
         Return on average equity ..........................          5.62%       3.81%            5.55%       5.85%
         Net interest margin ...............................          3.61%       4.01%            3.81%       4.04%
         Efficiency Ratio ..................................         74.11%      77.77%           66.90%      69.90%
         Ratio of operating expense
           to average total assets .........................          2.80%       3.23%            2.69%       2.94%
         Ratio of average interest-earning assets
           to average interest-bearing liabilities .........        124.12%     118.39%          125.60%     117.58%

              Asset Quality Ratios:

                 Non-performing assets to total assets .....          0.33%       0.44%            0.33%       0.44%
                  Allowance for loan losses
                     to non-performing loans ...............        249.04%     258.02%          249.04%     258.02%
                  Allowance for loan losses
                     to loans receivable, net ..............          1.16%       1.23%            1.16%       1.23%

              Capital Ratios:

                  Total shareholders' equity to total assets         15.67%      12.88%           15.67%      12.88%
                         Average equity to average assets ..         16.37%      13.05%           17.23%      13.03%

</TABLE>
                                 Page 13 of 17
<PAGE>
                             ONEIDA FINANCIAL CORP.
                                AND SUBSIDIARIES

                           Part II - Other Information


Item 1            Legal Proceedings


         The Company and its subsidiary are not involved in any litigation,  nor
is the Company  aware of any pending  litigation,  other than legal  proceedings
incident to the business of the Company,  such as  foreclosure  actions filed on
behalf of the Company.  The Oneida  Indian Nation (the  "Oneidas")  continues to
pursue  their land  claim over  270,000  acres on Central  New York State  which
includes much of the Bank's market area. To date neither the original  claim nor
the  amended  motion  has had an  adverse  impact on the local  economy  or real
property  values.  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.  Neither the Company nor the Bank is a named
defendant in the pending motion. Management,  therefore, believes the results of
any  current  litigation  would  be  immaterial  to the  consolidated  financial
condition or results of operation of the Company.

Item 2            Changes in Securities

                  None

Item 3            Default Upon Senior Securities

                  Not applicable.

Item 4            Submission of Matters to a Vote of Security Holders

          On April 27, 1999, at the Annual Meeting of Shareholders, shareholders
voted in favor of the election of Directors, as follows;

                                               For                    Withheld
                                            ---------                 --------
                  Edward J. Clarke          2,838,433                  31,249
                  Rodney D. Kent            2,837,782                  31,900
                  Michael W. Milmoe         2,837,933                  31,749
                  Richard B. Myers          2,839,782                  29,900

Shareholders ratified the appointment of PricewaterhouseCoopers, LLP as auditors
for the Company for the fiscal year ended December 31, 1999 by a vote of;

                             For                  Against             Abstain
                           ---------              -------             -------
                           2,863,002               4,500               2,180

Item 5            Other Information

                  None
<PAGE>

Item 6            Exhibits and Reports on Form 8-K


                  (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.

                  (b)       Exhibits

                           (27)   Financial Data Schedule


                                  Page 14 of 17
<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:  August 13, 1999            By:      /s/ Michael R. Kallet
                                           ---------------------
                                           Michael R. Kallet
                                           President and Chief Executive Officer


Date:  August 13, 1999            By:      /s/  Eric E. Stickels
                                           ----------------------
                                           Eric E. Stickels
                                           Senior Vice President and Chief
                                           Financial Officer







                                 Page 15 of 17
<PAGE>






PART I.      FINANCIAL INFORMATION
             Item I.    Financial Statements



















                                  Page 16 of 17