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, 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 3,580,200 shares
of the Registrant's common stock outstanding as of April 30, 1999.


<PAGE>



                             ONEIDA FINANCIAL CORP.
                                      INDEX

                                                                            Page

PART I.  FINANCIAL INFORMATION

    Item 1.       Financial Statements                                       1

         Consolidated Statements of  Condition as of March 31,               2
         1999, December 31, 1998 and March 31, 1998

         Consolidated Statements of Operations for the three                 3
         months ended March 31, 1999 and 1998

         Consolidated Statements of Comprehensive Income for the             4
         three months ended March 31, 1999 and 1998

         Consolidated Statements of Cash Flows for the three months          5
         ended March 31, 1999 and 1998

         Notes to Consolidated Financial Statements                          6

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

PART II.          OTHER INFORMATION                                         12














<PAGE>



PART I. FINANCIAL INFORMATION
          Item I.   Financial Statements

























































                                                                    Page 1 of 15

<PAGE>


ONEIDA FINANCIAL CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CONDITION
At March 31, 1999, December 31, 1998 and March 31, 1998
<TABLE>
<CAPTION>

                                                     (unaudited)    (audited)   (unaudited)
                                                       At             At             At
                                                      March 31,    December 31,  March 31,
                                                       1999           1998         1998
                                                       ----           ----         ----  
                                                                    (in thousands)
ASSETS
<S>                                                  <C>          <C>          <C>      
         Cash and due from banks .................   $   4,932    $   4,056    $   3,700
         Federal funds sold ......................       6,900       22,100        6,700
                                                     -----------------------------------
   TOTAL CASH AND CASH EQUIVALENTS ...............      11,832       26,156       10,400

         Investment securities, at fair value.....      74,153       62,669       44,067
         Mortgage-backed securities, at fair value      27,056       20,022       11,968
                                                     -----------------------------------
   TOTAL INVESTMENT SECURITIES ...................     101,209       82,691       56,035

         Mortgage loans held for sale ............       2,121        1,863          467
         Loans receivable ........................     129,579      131,936      140,868
         Allowance for credit losses .............      (1,568)      (1,543)      (1,804)
                                                     -----------------------------------
   LOANS RECEIVABLE, NET .........................     128,011      130,393      139,064

         Bank premises and equipment, net ........       4,923        4,854        4,581
         Accrued interest receivable .............       1,791        1,600        1,518
         Refundable income taxes .................          86          421           51
         Other real estate .......................         183          224          394
         Other assets ............................         920          579          807
                                                     -----------------------------------
         TOTAL ASSETS ............................   $ 251,076     $ 248,781   $ 213,317
========================================================================================

LIABILITIES AND SHAREHOLDERS' EQUITY
Liabilities:
         Due to Depositors .......................   $ 186,964     $ 193,398   $ 184,551
         Mortgagors' escrow funds ................         524           807         645
         Borrowings ..............................      20,000        10,000           0
         Other Liabilities .......................         257           442         370
                                                     -----------------------------------
   TOTAL LIABILITIES .............................     207,745       204,647     185,566
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 .......................      28,315        27,710      27,184
         Common shares issued under employee
               stock plans - unearned ............      (1,313)        (401)           0
         Accumulated other comprehensive income ..         549          922          567
                                                     -----------------------------------
   TOTAL SHAREHOLDERS' EQUITY ....................      43,331       44,134       27,751
                                                     -----------------------------------
   TOTAL LIABILITIES AND
         SHAREHOLDERS' EQUITY ....................   $ 251,076   $   248,781   $ 213,316
         ===============================================================================
</TABLE>

                                                                    Page 2 of 15



<PAGE>



ONEIDA FINANCIAL CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
March 31, 1999 and 1998 (unaudited)
<TABLE>
<CAPTION>

                                                                Three Months Ended
                                                            March 31,         March 31,
                                                              1999              1998
                                                              ----              ----
                                                                   (in thousands)
INTEREST INCOME:
<S>                                                      <C>               <C>       
         Interest and fees on loans                      $    2,763        $    3,065
         Interest and dividends on investments:
                  U.S. Government and Agency                    524               619
                  Corporate obligations                         432               174
                  Other                                          78                64
                  Mortgage-backed securities                    443                 3
         Interest on federal fund sold and
            Interest-bearing deposits                           125                69
-------------------------------------------------------------------------------------
   Total interest and dividend income                         4,365             3,994
-------------------------------------------------------------------------------------
INTEREST EXPENSE:
         Savings deposit                                        275               308
         Money market and Super NOW                             134               117
         Time deposits                                        1,406             1,528
         Borrowings                                             202                 0
-------------------------------------------------------------------------------------
   Total interest expense                                     2,017             1,953
-------------------------------------------------------------------------------------
NET INTEREST INCOME                                           2,348             2,041
         Less: Provision for credit losses                       45                 0
-------------------------------------------------------------------------------------
   Net interest income after provision for credit losses      2,303             2,041
-------------------------------------------------------------------------------------
OTHER INCOME:
         Investment security gain (loss)                           1                8
         Other operating income                                  234              198
-------------------------------------------------------------------------------------
   Total other income                                            235              206
-------------------------------------------------------------------------------------
OTHER EXPENSES:
         Compensation and employee benefits                      879              740
         Occupancy expenses, net                                 336              297
         Other operating expense                                 329              359
-------------------------------------------------------------------------------------
   Total other expenses                                        1,544            1,396
-------------------------------------------------------------------------------------
INCOME BEFORE INCOME TAXES                                       994              851
-------------------------------------------------------------------------------------
   Provision for income taxes                                    389              315
-------------------------------------------------------------------------------------
NET INCOME                                               $       605       $      536
=====================================================================================
</TABLE>





                                                                    Page 3 of 15




<PAGE>




ONEIDA FINANCIAL CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
FOR THREE MONTHS ENDED MARCH 31, 1999 AND 1998 (UNAUDITED)


<TABLE>
<CAPTION>

                                                              For the                      For the
                                                        Three Months Ended            Three Months Ended 
                                                          March 31, 1999                March 31, 1998
                                                          --------------                --------------
                                                                          (in thousands)

<S>                                                       <C>                           <C>           
Net income                                                $          605                $          536
                                                          --------------                --------------
Other  comprehensive  income,  net of tax:
  Unrealized  gains(losses) on assets
    available for sale:
         Unrealized holding gains(losses)
             arising during period                                  (620)                          166
         Less: reclassificaion adjustment for
             gains included in net income                             (1)                           (8)
                                                          --------------                --------------
                                                                    (621)                          158
         Net income (tax) benefit effect                             248                           (63)
                                                          --------------                --------------
         Other comprehensive income(loss), net of tax               (373)                           95

Comprehensive Income                                      $           23               $           631
                                                          ===============              ===============
</TABLE>

































                                                                    Page 4 of 15



<PAGE>




ONEIDA FINANCIAL CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CASH FLOWS 
<TABLE>
<CAPTION>
                                                                                1999             1998
                                                                                ----             ----
Three Months Ended March 31, 1999 and 1998 (unaudited)                              (in thousands)
Operating Activities:
<S>                                                                         <C>              <C>     
    Net income                                                              $    605         $    536
    Adjustments to reconcile net income to net
         cash provided by operating activities:
         Depreciation                                                            165               84
         Amortization of premiums and discounts on securities, net                 6               21
         Provision for credit losses                                              45                0
         Gain on calls of securities net                                          (1)              (8)
         Gain on sale of loans                                                   (28)             (42)
         Income tax refundable                                                   335               94
         Accrued interest receivable                                            (190)              50
         Other assets                                                           (209)             197
         Other liabilities                                                       (69)            (186)
         Origination of loans held for sale                                   (3,984)          (5,546)
         Proceeds from sales of loans                                          3,754            5,312
-----------------------------------------------------------------------------------------------------
                  Net cash provided by operating activities                      429              512
-----------------------------------------------------------------------------------------------------
Investing Activities:
    Purchase of Investment Securities                                        (28,465)          (7,021)
    Principal collected on and proceeds of maturities
         or calls from investments                                            10,522            6,656
    Purchase of mortgage-backed securities                                    (3,033)          (1,010)
    Principal collected from mortgage-backed securities                        1,832              791
    Net decrease in loans                                                      2,295            3,027
    Purchase of bank premises and equipment                                     (235)            (854)
    Proceeds from sale of other real estate                                       83                0
-----------------------------------------------------------------------------------------------------
                  Net cash provided by investing activities                      (17,001)       1,589
-----------------------------------------------------------------------------------------------------
Financing Activities:
    Net increase (decrease) in demand deposit, savings,
         money market, super now and escrow                                   (4,525)           1,593
    Net decrease (increase) in time deposits                                  (2,191)             642
    Net increase in borrowings                                                10,000               0
    Adjust net proceeds                                                         (123)              0
    Common stock acquired by ESOP                                               (913)              0
----------------------------------------------------------------------------------------------------
         Net cash (used in) provided by financing activities                   2,248           2,235
----------------------------------------------------------------------------------------------------
Increase (decrease) in cash and cash equivalents                             (14,324)          4,336
----------------------------------------------------------------------------------------------------
Cash and cash equivalents at beginning of year                                26,156           6,064
----------------------------------------------------------------------------------------------------
Cash and cash equivalents at end of year                                      11,832          10,400
====================================================================================================
Supplemental disclosures of cash flow information:
====================================================================================================
Cash paid for interest                                                         2,016           1,933
====================================================================================================
Cash paid for income taxes                                                                        11
====================================================================================================
Non-cash investing activities:
Unrealized gain (loss) on investment and mortgage-backed
     securities designated as available for sale                                (621)           158
Transfer of loans to other real estate                                            42             86
===================================================================================================
</TABLE>
                                                                    Page 5 of 15



<PAGE>



                             ONEIDA FINANCIAL CORP.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                                   (UNAUDITED)
                                 MARCH 31, 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 March 31,
1999 and the  results  of its  consolidated  operations  and cash  flows for the
period  then  ended,  all of which are normal and  recurring  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 March 31:

                                        Income           Shares        Per Share

March 31, 1999

Net income                              $605,078         3,580,200     $0.17
                                        ========         =========      =====

Earnings per share  information is not presented for the quarter ended March 31,
1998 as the Company  completed its offering on December 30, 1998 and accordingly
such data would not be meaningful.





























                                                                    Page 6 of 15


<PAGE>




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
























































                                                                    Page 7 of 15



<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  Annual  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 credit  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.


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  offerring  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 state tax benefits in future periods.

     The Bank continued  deploying 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

                                                                    Page 8 of 15



<PAGE>






Loan  Bank  of New  York  ("FHLB")  as a  funding  source  for the  purchase  of
investment securities and mortgage-backed securities. At March 31, 1999 the Bank
had total  borrowings of $20.0  million at an average cost of 4.98%.  The Bank's
net income is enhanced  through the positive  spread  between the borrowing rate
and investment returns.


FINANCIAL CONDITION

     ASSETS.  Total Assets at March 31, 1999 were $251.1 million, an increase of
$2.3  million from $248.8  million at December  31, 1998.  The increase in total
assets was primarily  attributable to an increase of $18.5 million in investment
and  mortgage-backed  securities.  The  increase in assets  reflects  the Bank's
continuing  leveraging  strategy as well as the investment of stock proceeds and
the proceeds from the sale of  fixed-rate  residential  real estate  loans.  The
overall asset growth was  partially  offset by a decrease of $2.1 million in net
loans  receivable.  This decrease is a result of  Management's  decision 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 March 31, 1999 a total of
$3.7 million in fixed rate residential real estate loans were sold. In addition,
federal  funds sold  decreased by $15.2 million to $6.9 million at March 31, 199
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.  Total consumer and commercial  business loans
increased by $1.3 million from December 31, 1998 to March 31, 1999.

     LIABILITIES.  Total liabilities increased by $3.1 million or 1.5% to $207.7
million at March 31, 1999 from $204.6 million at December 31, 1998. The increase
is primarily the result of an increase of $10.0 million in borrowings  partially
offset by a decrease of $6.7 million in total deposits.  The deposit decrease is
attributed to the use of depositors' funds for the purchase of Company stock.

     STOCKHOLDERS'  EQUITY.  Total  stockholders'  equity at March 31,  1999 was
$43.3  million, a decrease of $803,000 from $44.1  million at December 31, 1998.
The  decrease  in  stockholders'  equity  is  primarily  due to the open  market
purchases of common stock  acquired to fully fund the Employee  Stock  Ownership
Plan  ("ESOP")  and an equity  adjustment  necessary  to reflect  an  additional
$123,000 in reorganization and conversion  expenses.  At March 31, 1999, a value
of $1.3 million in common  shares were issued and unearned  under the ESOP Plan.
There were no dividends declared for the period ending March 31, 1999. It is the
intention  of the  Company  to pay an annual  cash  dividend  of $.30 per common
share,  payable  semi-annually.  The payment of  dividends  is expected to begin
following the second quarter of 1999.

RESULTS OF OPERATIONS

     GENERAL.  Net income for the three months ended March 31, 1999 increased by
$69,000 or 12.9%,  to $605,000 for the first  quarter 1999 from $536,000 for the
three months ended March 31, 1998. The increase was 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 $371,000 or 9.3%, to $4.4
million for the three  months  ended  March 31, 999 from $4.0  million for three
months ended March 31, 1998. The increase in interest income was derived from an
increase in income on investment and mortgage-backed  securities of $617,000 and
an increase in interest income on federal funds sold of $56,000. Income on loans
decreased by $302,000 partially offsetting the other increases noted.

     The  decrease in loan income is a result of a decrease of $12.2  million in
the average  balance in loans  receivable  for the three  months ended March 31,
1999 as compared with the same period in 1998, and a decrease of 11 basis points
in  average  yield  from  8.68% at March 31,  1998 to 8.57% at March  31,  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 March 31, 1999 residential real estate loans totaled $79.0 million,
a decrease of $12.5 million from March 31, 1998. During the 
                                                                    Page 9 of 15



<PAGE>






same period a total of $15.0 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 $4.4 million during the same period.

     Investment  income increased as a result of an increase of $40.7 million in
the average balance of investment and  mortgage-backed  securities for the three
month period ended March 31, 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 38 basis  points to 6.46% 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 also  increased  for the period as a result of an
increase of $5.5 million in the average  balance of federal  funds sold to $10.8
million on average  during the first three  months of 1999 as compared  with the
same period in 1998.  The increase was due to the temporary  investment of stock
proceeds  during the  quarter.  The  increase  in income as a result of a volume
increase was  partially  offset by a reduction in the average yield earned of 55
basis points to 4.63% for the 1999 period.  The yield  decrease is the result of
the Federal Reserve Bank's decrease in short term interest rates during 1998.

     INTEREST  EXPENSE.  Interest  expense was $2.0 million for the three months
ended  March 31,  1999;  an  increase of $64,000 or 3.3% from the same period in
1998.  The  increase  in interest  expense is due to  interest  paid on borrowed
funds.  The average  balance  outstanding in borrowings  during the three months
ended March 31, 1999 was $15.4 million  compared  with no borrowings  during the
first three months of 1998. The borrowed  funds resulted in additional  interest
expense of $202,000 for the first quarter of 1999  compared with 1998.  Interest
expense on deposits  decreased  by $138,000 for the three months ended March 31,
1999 to $1.8  million  from $2.0 million for the same period in 1998, a decrease
of 7.1%.  The  decrease  in interest  expense on deposits  was due to a 28 basis
point decrease in the average rate paid on deposits for the 1999 period compared
with the 1998 period,  and a slight  decrease of 1.1% in the average  balance of
deposits.

     PROVISION FOR CREDIT  LOSSES.  Total  provisions  for credit losses for the
three months ended March 31, 1999 totaled  $45,000  compared  with no provisions
made during the first three months of 1998.  The allowance for credit losses was
$1.6 million or 1.20% of loans receivable at March 31, 999 as compared with $1.8
million or 1.29% of loans  receivable at March 31, 1998.  Although the allowance
for loan  losses  has  decreased,  non-performing  assets  have  also  decreased
representing  0.33% of total  assets at March 31,  1999  compared  with 0.49% of
total assets at March 31, 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  increased by
$25,000 from December 31, 1998 to March 31, 1999.

     OTHER INCOME.  Other  operating  income  increased by $29,000 for the three
month  period  ending  March 31, 1999  compared  with the same period in 1998 to
$235,000  from  $206,000.  The  increase  was  primarily  the result of improved
revenue on the Bank's secondary market loan sales and servicing activities which
increased  by $31,000  to  $57,000 in income for the first  quarter of 1999 from
$26,000 for the first quarter of 1998.

     OTHER  EXPENSES.  Operating  and other  expenses  increased  by $148,000 or
10.6%,  to $1.5  million  for the three  months  ended  March 31, 1999 from $1.4
million.  The  increase was  primarily  due to an increase in  compensation  and
employee  benefits,  which  increased to $879,000 for the first  quarter of 1999
from  $740,000  for the  first  quarter  of 1998.  This  increase  is due to the
recognition on an accrual basis during 1999, expense relative to the Bank's ESOP
and  incentive  compensation  plans which in 1998 were  charged  entirely in the
fourth  quarter.  Total operating  expense  incurred during the first quarter of
1999 for these benefit  plans was $86,000.  Salary and related  benefit  expense
increases  contributed toward the balance of the increase in operating and other
expenses for the first quarter of 1999 compared with the same period in 1998.

     INCOME TAX.  Income tax expense was  $389,000  for the three  months  ended
March 31, 1999, an increase of $74,000 from the first quarter 1998  provision of
$315,000.  The  effective  tax rate  increased to 39.1% for the 1999 period from
37.0% for the first quarter of 1998. 
                                                                   Page 10 of 15
<PAGE>

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
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 tested the vast  majority of  ancillary  systems  with all systems
either providing  satisfactory  results or scheduled for replacement by June 30,
1999.  The FDIC  recently  completed  their  Phase II  examination  of Year 2000
preparedness and the Bank received satisfactory comments.

     The Bank  continues  to develop a bank-wide  contingency  plan for the Year
2000 issue which is expected  to be  complete by June 30,  1999.  As part of the
plan,  the Bank  will  identify  potential  alternative  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 until full compliance is obtained from all vendors.

     Through March 31, 1999 the costs incurred to address the Year 2000 issue or
otherwise   upgrade  and  test  the  Bank's  computer   capabilities  have  been
approximately $240,000.  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.

ONEIDA FINANCIAL CORP. 
SELECTED FINANCIAL RATIOS   
At and for the Three Months Ended March 31, 1999 and March 31, 1998  
(annualized where appropriate)

                                                              March       March
                                                              1999        1998
                                                              -----       -----

Performance Ratios:

    Return on average assets                                  1.01%       1.02%
    Return on average equity                                  5.53%       7.81%
    Net interest margin                                       4.03%       4.12%
    Efficiency Ratio                                         59.75       62.15%
    Ratio of average interest-earning assets
      to average interest-bearing liabilities               127.25%     116.71%

Asset Quality Ratios:

    Non-performing assets to total assets                     0.33%       0.49%
    Allowance for loan losses to non-performing loans       191.69%     173.96%
    Allowance for loan losses to loans receivable, net        1.20%       1.29%

Capital Ratios:

    Total shareholders' equity to total assets               17.25%      13.01%
    Average equity to average assets                         18.17%      13.00%

                                                                   Page 11 of 15



<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  mootion  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

               None

      Item 5   Other Information

               None

      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 12 of 15



<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 11, 1999              By:      /s/ Michael R. Kallet
                                         ---------------------------------------
                                         Michael R. Kallet
                                         President and Chief Executive Officer


Date: May 11, 1999              By:      /s/  Eric E. Stickels
                                         ---------------------------------------
                                         Eric E. Stickels
                                         Senior Vice President and Chief
                                         Financial Officer





































                                                                   Page 13 of 15



<PAGE>





PART I.     FINANCIAL INFORMATION
            Item I.    Financial Statements




















































                                                                   Page 14 of 15