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, 2005

                                       OR

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

For the transition period from __________________ to __________________

                    Securities Exchange Act Number 000-25101

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

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

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

Registrant's telephone number, including area code: (315) 363-2000


--------------------------------------------------------------------------------
Former name, former address and former fiscal year, if changed since last report

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

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

                      APPLICABLE ONLY TO CORPORATE ISSUERS:

      Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date: There were 7,593,041 shares
of the Registrant's common stock outstanding as of August 1, 2005.

<PAGE>

                             ONEIDA FINANCIAL CORP.
                                      INDEX

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

    Item 1.   Financial Statements                                                     1

              Consolidated Statements of Condition                                     2
              As of June 30, 2005 (unaudited) and December 31, 2004 (audited)

              Consolidated Statements of Operations (unaudited)                        3
              For the three months and six months ended June 30, 2005 and 2004

              Consolidated Statements of Comprehensive Income (unaudited)              4
              For the three months and six months ended June 30, 2005 and 2004

              Consolidated Statements of Changes in Stockholders' Equity
              (unaudited) 5 For the three months and six months ended June
              30, 2005

              Consolidated Statements of Cash Flows (unaudited)                        6
              For the three months and six months ended June 30, 2005 and 2004

              Notes to Consolidated Financial Statements (unaudited)                   8

   Item 2.    Management's Discussion and Analysis of Financial Condition             14
              And Results of Operations

   Item 3.    Quantitative and Qualitative Disclosures about Market Risk              23

   Item 4.    Controls and Procedures                                                 23

PART II. OTHER INFORMATION                                                            24

   Item 1.    Legal Proceedings                                                       24

   Item 2.    Changes in Securities and Use of Proceeds                               24

   Item 3.    Defaults Upon Senior Securities                                         25

   Item 4.    Submission of Matters to a Vote of Security Holders                     25

   Item 5.    Other Information                                                       25

   Item 6.    Exhibits                                                                25
</TABLE>

<PAGE>

PART I.   FINANCIAL INFORMATION

            Item I.   Financial Statements


                                  Page 1 of 26
<PAGE>

ONEIDA FINANCIAL CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CONDITION
At June 30, 2005 and December 31, 2004

<TABLE>
<CAPTION>
                                                           (unaudited)          (audited)
                                                                At                 At
                                                             June 30,         December 31,
                                                               2005               2004
                                                               ----               ----
                                                          (in thousands, except share data)
<S>                                                        <C>                <C>
ASSETS
         Cash and due from banks                           $    13,266        $    11,853
         Federal funds sold                                        185              3,180
                                                           ------------------------------
  TOTAL CASH AND CASH EQUIVALENTS                               13,451             15,033

         Investment securities, at fair value                  119,094            109,730
         Mortgage-backed securities, at fair value              35,492             44,378

         Mortgage loans held for sale                            1,384              2,894

         Loans receivable                                      227,045            210,966
         Allowance for loan losses                              (1,960)            (1,982)
                                                           ------------------------------
   LOANS RECEIVABLE, NET                                       225,085            208,984

         Bank premises and equipment, net                       10,794              9,854
         Accrued interest receivable                             2,303              2,104
         Other assets                                            6,904              5,543
         Cash surrender value - life insurance                  11,028             10,819
         Goodwill                                               12,284             12,284
         Other intangible assets                                   929                986
         --------------------------------------------------------------------------------
         TOTAL ASSETS                                      $   438,748        $   422,609
         ================================================================================
LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities:
         Interest bearing deposits                         $   259,726        $   251,565
         Non-interest bearing deposits                          53,066             50,082
         Borrowings                                             69,100             64,400
         Other liabilities                                       3,597              3,918
                                                           ------------------------------
TOTAL LIABILITIES                                              385,489            369,965
Stockholders' equity:
         Preferred stock, 1,000,000 shares authorized               --                 --
         Common stock ($.01 par value; 20,000,000
              shares authorized; 8,242,452 issued)                  82                 82
         Additional paid-in capital                             17,961             17,946
         Retained earnings                                      40,522             39,197
         Common shares issued under employee
               stock plans - unearned                             (435)              (435)
         Accumulated other comprehensive income                 (1,745)              (994)
         Treasury stock (at cost, 550,175
                                    and 582,827 shares)         (3,075)            (3,030)
         Unearned stock-based compensation                         (51)              (122)
         --------------------------------------------------------------------------------
         TOTAL STOCKHOLDERS' EQUITY                             53,259             52,644
         --------------------------------------------------------------------------------
         TOTAL LIABILITIES AND
         STOCKHOLDERS' EQUITY                              $   438,748        $   422,609
         ================================================================================
</TABLE>

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


                                  Page 2 of 26
<PAGE>

ONEIDA FINANCIAL CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
For the Three Months and Six Months Ended June 30, 2005 (unaudited) and 2004
(unaudited)

<TABLE>
<CAPTION>
                                                            Three Months Ended           Six Months Ended
                                                           June 30,     June 30,      June 30,     June 30,
                                                             2005         2004          2005         2004
                                                             ----         ----          ----         ----
                                                                           (in thousands)
<S>                                                       <C>          <C>           <C>          <C>
INTEREST INCOME:
      Interest and fees on loans                          $   3,406    $   3,181     $   6,738    $   6,398
      Interest on investment and mortgage-
               backed securities                              1,537        1,603         3,113        3,095
      Dividends on equity securities                            179          158           337          334
      Interest on federal funds sold and
           interest-earning deposits                             12            4            27           13
-----------------------------------------------------------------------------------------------------------
   Total interest and dividend income                         5,134        4,946        10,215        9,840
-----------------------------------------------------------------------------------------------------------
INTEREST EXPENSE:
      Savings deposit                                            85           81           163          158
      Money market and interest-bearing checking                158           95           309          192
      Time deposits                                             810          814         1,591        1,669
      Borrowings                                                759          708         1,500        1,390
-----------------------------------------------------------------------------------------------------------
                Total interest expense                        1,812        1,698         3,563        3,409
-----------------------------------------------------------------------------------------------------------
NET INTEREST INCOME                                           3,322        3,248         6,652        6,431
      Less: Provision for loan losses                            80          150           160          300
-----------------------------------------------------------------------------------------------------------
   Net interest income after provision for loan losses        3,242        3,098         6,492        6,131
-----------------------------------------------------------------------------------------------------------
OTHER INCOME:
      Investment security gains, net                             41          (86)           43          (55)
      Gain on sale of mortgages, net                             36           29            84           57
      Insurance commission income                             2,164        1,984         4,293        3,801
      Other operating income                                    810          802         1,564        1,546
-----------------------------------------------------------------------------------------------------------
   Total other income                                         3,051        2,729         5,984        5,349
-----------------------------------------------------------------------------------------------------------
OTHER EXPENSES:
         Compensation and employee benefits                   3,129        2,872         6,241        5,842
         Occupancy expenses, net                                793          803         1,599        1,594
         Other operating expense                                964          911         1,918        1,826
-----------------------------------------------------------------------------------------------------------
   Total other expenses                                       4,886        4,586         9,758        9,262
-----------------------------------------------------------------------------------------------------------
INCOME BEFORE INCOME TAXES                                    1,407        1,241         2,718        2,218
-----------------------------------------------------------------------------------------------------------
   Provision for income taxes                                   385          345           721          600
-----------------------------------------------------------------------------------------------------------
NET INCOME                                                $   1,022    $     896     $   1,997    $   1,618
===========================================================================================================
EARNINGS PER SHARE - BASIC                                $    0.13    $    0.12     $    0.26    $    0.22
===========================================================================================================
EARNINGS PER SHARE - DILUTED                              $    0.13    $    0.12     $    0.26    $    0.21
===========================================================================================================
</TABLE>

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


                                  Page 3 of 26
<PAGE>

ONEIDA FINANCIAL CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
For the Three Months and Six Months Ended June 30, 2005 (unaudited) and 2004
(unaudited)

<TABLE>
<CAPTION>
                                                   Three Months Ended         Six Months Ended
                                                  June 30,     June 30,     June 30,     June 30,
                                                    2005         2004         2005         2004
                                                    ----         ----         ----         ----
                                                                  (In thousands)
<S>                                               <C>          <C>          <C>          <C>
Net income                                        $  1,022     $    896     $  1,997     $  1,618
                                                  --------     --------     --------     --------

Other comprehensive income (loss), net of tax:
   Unrealized gains on assets
     available for sale:
   Unrealized holding gains (losses)
       arising during period                           999       (6,478)      (1,209)      (5,252)
   Less: reclassification adjustment for
             (Gains) losses included
                     in net income                     (41)          86          (43)          55
                                                  --------     --------     --------     --------
                                                       958       (6,392)      (1,252)      (5,197)
   Net income tax benefit (effect)                    (383)       2,557          501        2,079
                                                  --------     --------     --------     --------
Other comprehensive income (loss), net of tax          575       (3,835)        (751)      (3,118)

Comprehensive income (loss)                       $  1,597     $ (2,939)    $  1,246     $ (1,500)
                                                  ========     ========     ========     ========
</TABLE>

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


                                  Page 4 of 26
<PAGE>

ONEIDA FINANCIAL CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
For the Three Months and Six Months Ended June 30, 2005 (unaudited)

<TABLE>
<CAPTION>

                                                                                              Accumulated
                                                                    Additional                   Other
                                                Common Stock          Paid-In    Retained    Comprehensive
                                             Shares       Amount      Capital    Earning     Income (Loss)
                                                      (in thousands, except number of shares)
<S>                                         <C>             <C>       <C>         <C>          <C>
Balance as of December 31, 2004             8,242,452       $82       $17,946     $39,197      $  (994)
Net income                                                                            975
Other comprehensive loss,
         net of tax                                                                             (1,326)
Shares issued under stock plans                                            16
Shares earned under stock plans
Common stock dividends: $0.20 per share                                              (672)
Treasury stock reissued                                                    (1)
                                            ----------------------------------------------------------

Balance as of March 31, 2005                8,242,452       $82       $17,961     $39,500      $(2,320)

Net income                                                                          1,022
Other comprehensive income,
         net of tax                                                                                575
Shares earned under stock plans
Stock Repurchased
Treasury stock reissued
                                            ----------------------------------------------------------

Balance as of June 30, 2005                 8,242,452       $82       $17,961     $40,522      $(1,745)
                                            ==========================================================

<CAPTION>
                                                       Common Stock
                                                       Issued Under    Unearned
                                                         Employee       Stock
                                            Treasury   Stock Plans-     Based        Total
                                              Stock      Unearned    Compensation
                                                 (in thousands, except number of shares)
<S>                                          <C>           <C>          <C>         <C>
Balance as of December 31, 2004              $(3,030)      $(435)       $(122)      $52,644
Net income                                                                              975
Other comprehensive loss,
         net of tax                                                                  (1,326)
Shares issued under stock plans                                           (16)           --
Shares earned under stock plans                                            65            65
Common stock dividends: $0.20 per share                                                (672)
Treasury stock reissued                           15                                     14
                                             ----------------------------------------------

Balance as of March 31, 2005                 $(3,015)      $(435)       $ (73)      $51,700

Net income                                                                            1,022
Other comprehensive income,
         net of tax                                                                     575
Shares earned under stock plans                                            22            22
Stock Repurchased                                (93)                                   (93)
Treasury stock reissued                           33                                     33
                                             ----------------------------------------------

Balance as of June 30, 2005                  $(3,075)      $(435)       $ (51)      $53,259
                                             ==============================================
</TABLE>

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


                                  Page 5 of 26
<PAGE>

ONEIDA FINANCIAL CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CASH FLOWS
For the Three Months and Six Months Ended June 30, 2005 (unaudited) and 2004
(unaudited)

<TABLE>
<CAPTION>
                                                                             Three Months Ended         Six Months Ended
                                                                            June 30,     June 30,     June 30,     June 30,
                                                                              2005         2004         2005         2004
                                                                              ----         ----         ----         ----
                                                                                            (in thousands)
<S>                                                                         <C>          <C>          <C>          <C>
Operating Activities:
   Net income                                                               $  1,022     $    896     $  1,997     $  1,618
   Adjustments to reconcile net income to net cash provided by operating
    activities:
      Depreciation and amortization                                              265          269          531          543
      Amortization of premiums/discounts on securities, net                       52          101          116          252
      Provision for loan losses and other real estate losses                      80          150          160          300
      Stock compensation earned                                                   22           57           87          109
      (Gain) loss on sale/call of securities, net                                (41)          86          (43)          55
      (Gain) on sale of loans, net                                               (36)         (29)         (84)         (58)
      Income tax payable                                                        (251)        (176)         (15)         101
      Accrued interest receivable                                               (364)        (322)        (199)        (136)
      Other assets                                                            (1,797)        (582)      (1,000)         586
      Other liabilities                                                          776         (100)        (321)      (1,170)
      Origination of loans held for sale                                      (2,653)      (4,651)      (4,825)      (6,899)
      Proceeds from sales of loans                                             2,668        3,642        6,419        5,940
---------------------------------------------------------------------------------------------------------------------------
          Net cash provided by (used by) operating activities                   (257)        (659)       2,823        1,241
---------------------------------------------------------------------------------------------------------------------------
Investing Activities:
  Purchase of investment securities                                           (9,492)     (22,178)     (18,766)     (33,104)
  Principal collected on and proceeds of maturities
      sales or calls from investments                                          2,816        8,099        5,337       21,353
  Purchase of mortgage-backed securities                                          --           --           --           --
  Principal collected on and proceeds from sales
     of mortgage-backed securities                                             8,869        7,731       11,625       10,165
  Net increase in loans                                                      (11,668)      (4,767)     (16,314)      (4,811)
  Purchase of bank premises and equipment                                     (1,299)        (197)      (1,414)        (286)
  Proceeds from sale of other real estate                                         --          151           --          151
  Purchase of insurance agency                                                    --         (652)          --         (652)
---------------------------------------------------------------------------------------------------------------------------
          Net cash used in investing activities                              (10,774)     (11,813)     (19,532)      (7,184)
---------------------------------------------------------------------------------------------------------------------------
Financing Activities:
  Net increase in demand deposit, savings,
      money market, interest-bearing checking and escrow                       9,992        8,353       13,559        8,982
  Net increase (decrease) in time deposits                                      (726)      (5,495)      (2,414)      (5,611)
  Proceeds from borrowings                                                    25,000       16,075       38,500       33,575
  Repayment of borrowings                                                    (20,300)     (11,000)     (33,800)     (31,000)
  Cash dividends                                                                  --           --         (672)        (624)
  Purchase of treasury stock                                                     (93)         (95)         (93)         (95)
  Exercise of stock options (using treasury stock)                                33           13           47           97
---------------------------------------------------------------------------------------------------------------------------
          Net cash provided by financing activities                           13,906        7,851       15,127        5,324
---------------------------------------------------------------------------------------------------------------------------
Increase (Decrease) in cash and cash equivalents                               2,875       (4,621)      (1,582)        (619)
---------------------------------------------------------------------------------------------------------------------------
Cash and cash equivalents at beginning of period                              10,576       16,291       15,033       12,289
---------------------------------------------------------------------------------------------------------------------------
Cash and cash equivalents at end of period                                  $ 13,451     $ 11,670     $ 13,451     $ 11,670
===========================================================================================================================
</TABLE>


                                  Page 6 of 26
<PAGE>

ONEIDA FINANCIAL CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CASH FLOWS
For the Three Months and Six Months Ended June 30, 2005 (unaudited) and 2004
(unaudited)

<TABLE>
<CAPTION>
                                                               Three Months Ended       Six Months Ended
                                                              June 30,    June 30,     June 30,    June 30,
                                                                2005        2004         2005        2004
                                                                ----        ----         ----        ----
                                                                              (in thousands)
<S>                                                            <C>         <C>          <C>         <C>
Supplemental disclosures of cash flow information:
Cash paid for interest                                         1,827       1,701        3,577       3,430
Cash paid for income taxes                                       636         520          636         520
Non-cash investing activities:
Unrealized (loss) gain on investment and mortgage-backed
     securities designated as available for sale                 958      (6,392)       1,252      (5,197)
Transfer of loans to other real estate                            53          36           53         123
</TABLE>

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


                                  Page 7 of 26
<PAGE>

                             ONEIDA FINANCIAL CORP.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)
                                  JUNE 30, 2005

Note A - Basis of Presentation

The accompanying  unaudited consolidated financial statements have been prepared
in  accordance  with  generally  accepted  accounting   principles  for  interim
financial  information and with the  instructions to Form 10-Q and Rule 10-01 of
Regulation  S-X.  Accordingly,  they do not include all of the  information  and
footnotes  required by generally  accepted  accounting  principles  for complete
financial statements. In the opinion of management,  all adjustments (consisting
of normal  recurring  accruals)  necessary  to fairly  present the  consolidated
financial  position of the Oneida  Financial  Corp.  (the "Company") at June 30,
2005 and the  results  of its  consolidated  operations  and cash  flows for the
period then ended have been  included.  Operating  results  for the  three-month
period and six-month  period are not necessarily  indicative of the results that
may be expected for the year ended December 31, 2005.

Note B - Earnings per Share

Basic  earnings per share  represents  income  available to common  stockholders
divided by the weighted average number of common shares  outstanding  during the
period.  ESOP  shares are  considered  outstanding  for the  calculation  unless
unearned.  Diluted  earnings per share give effect to weighted  average  shares,
which would be  outstanding  assuming the exercise of issued  options and awards
using the treasury  stock method.  The Company  declared a  three-for-two  stock
dividend to all  shareholders  of record as of February 10,  2004.  The weighted
average  shares  outstanding  and  earnings  per share and  dividends  per share
information has been adjusted  retroactively to reflect the three-for-two  stock
split  declared.  Earnings  per  common  share have been  computed  based on the
following for the three months ended and six months ended June 30, 2005 and 2004
respectively:

                                         Income          Shares        Per Share
June 30, 2005:
--------------
Net income (Three Months Ended)        $1,022,438
                                       ----------

Basic Earnings Per Share:              $1,022,438       7,575,568        $0.13
                                                                         -----
Effect of dilutive securities:
         Stock options and awards              --         100,139
                                       --------------------------
Diluted Earnings Per Share             $1,022,438       7,675,707        $0.13
                                                                         -----

June 30, 2004:
--------------
Net income (Three Months Ended)        $  896,423
                                       ----------

Basic Earnings Per Share               $  896,423       7,477,940        $0.12
                                                                         -----
Effect of dilutive securities:
         Stock options and awards              --         150,922
                                       --------------------------
Diluted Earnings Per Share             $  896,423       7,628,862        $0.12
                                                                         -----

June 30, 2005:
--------------
Net income (Six Months Ended)          $1,996,974
                                       ----------

Basic Earnings Per Share:              $1,996,974       7,557,766        $0.26
                                                                         -----
Effect of dilutive securities:
         Stock options and awards              --         110,930
                                       --------------------------
Diluted Earnings Per Share             $1,996,974       7,668,696        $0.26
                                                                         -----

June 30, 2004:
--------------
Net income (Six Months Ended)          $1,618,037
                                       ----------

Basic Earnings Per Share:              $1,618,037       7,461,506        $0.22
                                                                         -----
Effect of dilutive securities:
         Stock options and awards              --         176,479
                                       --------------------------
Diluted Earnings Per Share             $1,618,037       7,637,985        $0.21
                                                                         -----

Stock options for 37,067 and 35,783 shares of commons stock were not  considered
in computing  diluted earnings per common share for the three months ending June
30, 2005 and June 30, 2004 respectively because they were antidilutive.

For the six months  ending June 30, 2005 and June 30,  2004,  stock  options for
35,591 and 17,345 shares respectively were not considered.


                                  Page 8 of 26
<PAGE>

Note C - Stock-Based Compensation

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

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

<TABLE>
<CAPTION>
                                                     Three Months Ended June 30,      Six Months Ended June 30,
                                                        2005            2004            2005            2004
                                                        ----            ----            ----            ----
                                                                          (In thousands)
<S>                                                    <C>             <C>             <C>             <C>
Net income:
         As reported                                   $1,022          $  896          $1,997          $1,618
Deduct:  Total stock-based employee
         Compensation expense determined under
          fair value method, net of related taxes         (18)            (29)            (36)            (59)
                                                       ------          ------          ------          ------

Pro forma                                              $1,004          $  867          $1,961          $1,559
                                                       ======          ======          ======          ======

Earnings per share:
  As reported
         Basic                                         $ 0.13          $ 0.12          $ 0.26          $ 0.22
         Diluted                                       $ 0.13          $ 0.12          $ 0.26          $ 0.21

  Pro forma
         Basic                                         $ 0.13          $ 0.11          $ 0.26          $ 0.21
         Diluted                                       $ 0.13          $ 0.11          $ 0.26          $ 0.20
</TABLE>

Compensation expense equal to the market value of Oneida Financial Corp.'s stock
on the grant  date is  accrued  ratably  over the  vesting  period for shares of
restricted stock granted. Compensation expense recorded in conjunction with this
plan was $21,746 and $56,943 for the three month period ending June 30, 2005 and
2004 respectively, and $86,985 and $108,364 for the six month period ending June
30, 2005 and 2004  respectively.  All options granted were fully vested prior to
July 1, 2005.  There are  currently  10,886 shares issued to the plan which have
not been awarded.

Note D - Dividend Restrictions

Oneida  Financial MHC, which owns 4,309,750 or 56.77% of the outstanding  shares
as of June 30,  2005 of  Oneida  Financial  Corp.,  filed a notice  with the OTS
regarding  its intent to waive its right to receive cash  dividends  declared by
Oneida  Financial  Corp.  The  notice  was  approved  by the OTS  subject to the
condition that Oneida Financial  Corp.'s retained  earnings be restricted by the
dollar amount of dividends  waived by Oneida  Financial MHC. As of June 30, 2005
and December  31, 2004,  the retained  earnings  restricted  for cash  dividends
waived was $6,229,984 and $5,368,034, respectively.

Note E - Pension Plan

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

<TABLE>
<CAPTION>
                                                           Three Months Ended           Six Months Ended
                                                         June 30,      June 30,      June 30,      June 30,
                                                           2005          2004          2005          2004
                                                           ----          ----          ----          ----
                                                                           (in thousands)
<S>                                                     <C>           <C>           <C>           <C>
Service cost                                            $      --     $  58,763     $      --     $ 129,279
Interest cost                                              77,601        74,887       155,202       148,607
Expected return on plan assets                            (97,693)      (96,784)     (195,386)     (194,167)
Amortization of unrecognized loss                          33,903        30,069        67,806        59,392
Amortization of unrecognized prior service liability           --       (13,177)           --       (28,989)
                                                        ---------     ---------     ---------     ---------
         Net pension and postretirement cost            $  13,811     $  53,758     $  27,622     $ 114,122
                                                        =========     =========     =========     =========
</TABLE>


                                  Page 9 of 26
<PAGE>

Components of Net Periodic Benefit Cost:

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

The Bank expects to  contribute up to $43,656 to its pension plan. At this time,
the amount has not yet been  determined due to the freezing of the plan in 2004,
however the amount will not exceed $43,656.  As of June 30, 2005 the Company has
contributed $10,000 to the plan.

Note F - Investment Securities and Mortgage-Backed Securities

Investment securities and mortgage-backed securities consist of the following at
June 30, 2005 and December 31, 2004:

                                                        June 30, 2005
                                               ---------------------------------
                                                              Gross Unrealized
                                               Fair Value    Gains       Losses
                                                         (in thousands)
Investment Securities
  Available for sale portfolio:
  -----------------------------
     Debt securities:
         U. S. Agencies                         $ 40,545    $      8    $    482
         Corporate                                26,301         204         662
         State and municipals                     31,252         550          50
                                                --------    --------    --------
                                                  98,098         762       1,194
     Equity investments:
         Preferred and other equity stocks        14,764         252         426
         Mutual fund                               2,777          --           6
         Federal Home Loan Bank stock              3,455          --          --
                                                --------    --------    --------
                                                $119,094    $  1,014    $  1,626
                                                ========    ========    ========

Mortgage-Backed Securities
  Available for sale portfolio:
  -----------------------------
     Federal National Mortgage Association      $ 13,104    $      4    $    203
     Federal Home Loan Mortgage Corp.             16,954          19         103
     Small Business Administration                    25          --          --
     Collateralized Mortgage Obligations           5,409          --          70
                                                --------    --------    --------
                                                $ 35,492    $     23    $    376
                                                ========    ========    ========


                                 Page 10 of 26
<PAGE>

                                                       December 31, 2004
                                               ---------------------------------
                                                              Gross Unrealized
                                               Fair Value    Gains       Losses
                                                         (in thousands)
Investment Securities
  Available for sale portfolio:
  -----------------------------
     Debt securities:
         U. S. Agencies                         $ 38,213    $      6    $    628
         Corporate                                22,194         633         207
         State and municipals                     31,168         532         106
                                                --------    --------    --------
                                                  91,575       1,171         941
     Equity investments:
         Preferred and other equity stocks        12,115         266         213
         Mutual fund                               2,783         124          --
         Federal Home Loan Bank stock              3,257          --          --
                                                --------    --------    --------
                                                $109,730    $  1,561    $  1,154
                                                ========    ========    ========
Mortgage-Backed Securities
  Available for sale portfolio:
  -----------------------------
     Federal National Mortgage Association      $ 14,675    $     36    $    180
     Federal Home Loan Mortgage Corp.             19,672          28          62
     Government National Mortgage Assoc              444          28          --
     Small Business Administration                   405          --          --
     Collateralized Mortgage Obligations           9,182          87          56
                                                --------    --------    --------
                                                $ 44,378    $    179    $    298
                                                ========    ========    ========

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

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

Note G - Allowance for Loan Losses

The allowance for loan losses is established through a provision for loan losses
based on  management's  evaluation  of the probable or incurred risk in the loan
portfolio and current economic  conditions.  The allowance is established  based
upon  management's  evaluation of the probable and estimable  losses in the loan
portfolio,  the  composition  of the loan portfolio and other  quantitative  and
qualitative factors. Management's evaluation of the adequacy of the allowance is
based on the Bank's past loan loss  experience,  known and inherent risks in the
portfolio,  adverse  circumstances  that may  affect the  borrower's  ability to
repay, the estimated value of any underlying collateral,  and an analysis of the
levels and trends of  delinquencies,  charge-offs,  and the risk  ratings of the
various loan  categories.  Quarterly,  management  evaluates the adequacy of the
allowance and  determines the  appropriate  level of provision of loan losses by
applying a range of estimated  loss  percentages  to each category of performing
loans and  classified  loans.  The  allowance  adjustment  is based upon the net
change in each  portfolio  category,  as well as adjustment  related to impaired
loans,  since the prior quarter.  Management  monitors and modifies the level of
the  allowance  for loan losses to  maintain  it at a level  which it  considers
adequate to provide for  probable  loan  losses.  Loans are charged  against the
allowance for loan losses when management  believes that the  collectibility  of
principal  is  unlikely.  A  loan  is  considered  impaired,  based  on  current
information  and  events,  if it is  probable  that the Bank  will be  unable to
collect the  scheduled  payments of principal and interest when due according to
the contractual  terms of the loan agreement.  The measurement of impaired loans
is generally based on the present value of expected future cash flows discounted
at the historical effective interest rate, except that all  collateral-dependent
loans are  measured  for  impairment  based on the  estimated  fair value of the
collateral.  At June 30, 2005 the  allowance  for loan losses as a percentage of
net loans receivable was 0.87% as compared to 1.11% on June 30, 2004.


                                 Page 11 of 26
<PAGE>

The following table sets forth the analysis of the allowance for loan losses for
the periods indicated:

                                    Three Months Ended      Six Months Ended
                                   June 30,    June 30,    June 30,    June 30,
                                     2005        2004        2005        2004
                                     ----        ----        ----        ----
                                                  (in thousands)
Balance at beginning of period:    $  1,972    $  2,190    $  1,982    $  2,115
Net charge-offs:
     Charge-offs                       (129)        (81)       (237)       (174)
     Recoveries                          37          20          55          38
                                   --------    --------    --------    --------
Net charge-offs                         (92)        (61)       (182)       (136)
Provision for loan losses                80         150         160         300
                                   --------    --------    --------    --------
Balance at end of period           $  1,960    $  2,279    $  1,960    $  2,279
                                   ========    ========    ========    ========

Impaired loans were as follows:                June 30, 2005   December 31, 2004
    Impaired loans                               $     62          $     79
    Allocated allowance for loan losses          $     37          $     54

                                               June 30, 2005     June 30, 2004
    Average of impaired loans during the year    $     74          $    441
    Cash-basis interest income recognized        $      2          $     19

Note H - Segment Information

The  Company  has  determined  that it has two primary  business  segments,  its
banking  franchise  and its insurance  activities.  For the three and six months
ended June 30, 2005 and 2004, the Company's  insurance  activities  consisted of
those  conducted  through  its  wholly  owned   subsidiary,   Bailey  &  Haskell
Associates,  Inc.  Information about the Company's  segments is presented in the
following table for the periods indicated (amounts in thousands):

<TABLE>
<CAPTION>
                                                            Three Months Ended June 30, 2005
                                                           -----------------------------------
                                                            Banking     Insurance
                                                           Activities   Activities      Total
<S>                                                         <C>          <C>          <C>
Net interest income                                         $  3,322     $     --     $  3,322
Provision for loan losses                                         80           --           80
                                                            --------     --------     --------
    Net interest income after provision for loan losses        3,242           --        3,242
Other income                                                     887        2,164        3,051
Other expenses                                                 3,087        1,799        4,886
                                                            --------     --------     --------
         Income before income taxes                            1,042          365        1,407
Income tax expense                                               270          115          385
                                                            --------     --------     --------
         Net income                                         $    772     $    250     $  1,022
                                                            ========     ========     ========

<CAPTION>
                                                             Three Months Ended June 30, 2004
                                                           -----------------------------------
                                                            Banking     Insurance
                                                           Activities   Activities      Total
<S>                                                         <C>          <C>          <C>
Net interest income                                         $  3,248     $     --     $  3,248
Provision for loan losses                                        150           --          150
                                                            --------     --------     --------
    Net interest income after provision for loan losses        3,098           --        3,098
Other income                                                     745        1,984        2,729
Other expenses                                                 3,034        1,552        4,586
                                                            --------     --------     --------
         Income before income taxes                              809          432        1,241
Income tax expense                                               225          120          345
                                                            --------     --------     --------
         Net income                                         $    584     $    312     $    896
                                                            ========     ========     ========
</TABLE>


                                 Page 12 of 26
<PAGE>

<TABLE>
<CAPTION>
                                                              Six Months Ended June 30, 2005
                                                           -----------------------------------
                                                            Banking     Insurance
                                                           Activities   Activities      Total
<S>                                                         <C>          <C>          <C>
Net interest income                                         $  6,652     $     --     $  6,652
Provision for loan losses                                        160           --          160
                                                            --------     --------     --------
    Net interest income after provision for loan losses        6,492           --        6,492
Other income                                                   1,691        4,293        5,984
Other expenses                                                 6,182        3,576        9,758
                                                            --------     --------     --------
         Income before income taxes                            2,001          717        2,718
Income tax expense                                               496          225          721
                                                            --------     --------     --------
         Net income                                         $  1,505     $    492     $  1,997
                                                            ========     ========     ========

<CAPTION>
                                                              Six Months Ended June 30, 2004
                                                           -----------------------------------
                                                            Banking     Insurance
                                                           Activities   Activities      Total
<S>                                                         <C>          <C>          <C>
Net interest income                                         $  6,431     $     --     $  6,431
Provision for loan losses                                        300           --          300
                                                            --------     --------     --------
    Net interest income after provision for loan losses        6,131           --        6,131
Other income                                                   1,548        3,801        5,349
Other expenses                                                 6,115        3,147        9,262
                                                            --------     --------     --------
         Income before income taxes                            1,564          654        2,218
Income tax expense                                               410          190          600
                                                            --------     --------     --------
         Net income                                         $  1,154     $    464     $  1,618
                                                            ========     ========     ========
</TABLE>


                                 Page 13 of 26
<PAGE>

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


                                 Page 14 of 26
<PAGE>

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

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

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

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

GENERAL

      Oneida  Financial Corp. is the parent company of Oneida Savings Bank ("the
Bank").  The Company conducts no business other than holding the common stock of
the Bank and general investment activities resulting from the capital raised and
retained in the initial public stock offering.  Consequently,  the net income of
the  Company is primary  derived  from its  investment  in the Bank.  The Bank's
results of operations are primarily dependent on its net interest income,  which
is the difference  between  interest  income earned on its investments in loans,
investment  securities  and  mortgage-backed  securities  and its  cost of funds
consisting of interest paid on deposits and borrowings. The Bank's net income is
also  affected by its  provision  for loan  losses,  as well as by the amount of
other income,  including income from fees and service  charges,  revenue derived
from the insurance agency  activities of the Bank, net gains and losses on sales
of investments and loans, and operating  expenses such as employee  compensation
and benefits,  occupancy and equipment  costs and income taxes.  Earnings of the
Bank are  also  affected  significantly  by  general  economic  and  competitive
conditions,  particularly  changes in market  interest  rates,  which tend to be
highly cyclical, and government policies and actions of regulatory  authorities,
which  events are beyond the control of the Bank.  At December 31, 2004 and June
30, 2005 the Company had 7,524,526  shares and 7,592,278  shares  outstanding of
which 4,309,750 were held by Oneida  Financial MHC, the Company's mutual holding
company parent.

RECENT DEVELOPMENTS

      The  Company  announced  a cash  dividend as of July 14, 2005 of $0.21 per
share  for  shareholders  of record  as of July 26,  2005  which was paid to its
shareholders  on August 9, 2005.  Oneida  Financial  MHC  waived its  receipt of
dividends.  As of June 30,  2005 and  December  31, 2004 the  retained  earnings
restricted for cash dividends waived was $6,229,984 and $5,368,034.

FINANCIAL CONDITION

      ASSETS.  Total assets at June 30, 2005 were $438.7 million, an increase of
$16.1  million  from  $422.6  million at December  31,  2004.  Loans  receivable
increased  $14.6 million to $228.4 million at June 30, 2005 compared with $213.9
million at December 31, 2004.  At June 30, 2005,  total  commercial  real estate
loans  increased by $7.3 million while  commercial  business loans  increased by
$3.3 million  from  December 31,  2004.  At June 30, 2005 total  consumer  loans
increased  by $5.2  million from  December  31,  2004.  Management  continues 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.
Residential  loans increased by $237,000 since December 31, 2004, after the sale
of $6.4 million of  fixed-rate  residential  real estate loans in the  secondary
market during the six month period. The mortgage loans held for sale at June 30,
2005   decreased   $1.5  million  from   December  31,  2004.   Investment   and
mortgage-backed securities increased $600,000. The


                                 Page 15 of 26
<PAGE>

change in the  composition  of the assets  partially  reflects the timing of the
investments  of cash and cash  equivalents  offset by the adjustment for the net
unrealized  loss on available for sale securities from December 31, 2004 to June
30, 2005. An increase in interest rates  generally has a negative  effect on the
market  value  of  the  Company's  investment  and  mortgage-backed   securities
portfolios classified as available for sale. Other assets increased $1.4 million
during the six month period ending June 30, 2005. In addition,  in recording the
net unrealized  loss on the available for sale  investment  and  mortgage-backed
securities,  an  adjustment  was  made  to  the  Company's  deferred  tax  asset
increasing  the  carrying  value of the asset by  $501,000.  Bank  premises  and
equipment  increased  $940,000  reflecting the cost of renovations of two of its
branches. Both branches are expected to be completed during 2005.

      The allowance for loan losses  remained stable at $2.0 million at December
31, 2004 and June 30, 2005. The allowance is established through a provision for
loan losses based upon  management's  evaluation  of the probable and  estimable
losses in the loan portfolio,  the  composition of the loan  portfolio,  current
economic conditions and other quantitative and qualitative factors. Management's
evaluation  of the  adequacy of the  allowance  is based on the Bank's past loan
loss   experience,   known  and  inherent  risks  in  the   portfolio,   adverse
circumstances  that may  affect  the  borrower's  ability  to repay  the loan in
accordance with its terms, the estimated value of any underlying collateral, and
an analysis of the levels and trends of delinquencies, charge-offs, and the risk
ratings of the various loan  categories.  Quarterly,  management  evaluates  the
adequacy of the allowance and determines the  appropriate  level of provision of
loan losses by applying a range of estimated  loss  percentages to each category
of performing loans and classified loans. The allowance adjustment is based upon
the net change since the prior quarter in each portfolio category, as well as an
adjustment  related to impaired loans. A loan is considered  impaired,  based on
current  information and events,  if it is probable that the Bank will be unable
to collect the  scheduled  payments of principal and interest when due according
to the  contractual  terms of the loan  agreement.  The  measurement of impaired
loans is  generally  based on the present  value of  expected  future cash flows
discounted  at  the  historical   effective   interest  rate,  except  that  all
collateral-dependent  loans are measured for  impairment  based on the estimated
fair value of the collateral.  Management monitors and modifies the level of the
allowance for loan losses to maintain it at a level which it considers  adequate
to provide for potential  loan losses.  Loans are charged  against the allowance
for loan losses when management believes that the collectibility of principal is
unlikely.  At June 30, 2005 the allowance for loan losses as a percentage of net
loans receivable was 0.87% as compared to 1.11% at June 30, 2004.

      LIABILITIES.  Total  liabilities  increased  by $15.5  million  or 4.2% to
$385.5  million at June 30, 2005 from $370.0  million at December 31, 2004.  The
increase is primarily the result of an increase in interest  bearing deposits of
$8.2 million and an increase in non-interest  bearing  deposits of $3.0 million.
The Bank continues to emphasize core deposit savings and checking accounts.  The
Bank's borrowings increased $4.7 million in order to partially fund the increase
in loans receivable.

      STOCKHOLDERS'  EQUITY.  Total  stockholders'  equity at June 30,  2005 was
$53.3 million,  an increase of $615,000 from $52.6 million at December 31, 2004.
The increase in  stockholders'  equity was primarily a result of the addition of
the after-tax net income of $2.0 million for the six months ended June 30, 2005.
Offsetting this equity increase was a decrease in the valuation adjustments made
for the Company's available for sale investment and mortgage-backed  securities.
Accumulated Other  Comprehensive  Income (Loss) decreased $751,000 from December
31, 2004.  The payment of the Company's  semiannual  cash dividend of $0.20 also
resulted in an equity reduction of $672,000.

ANALYSIS OF NET INTEREST INCOME

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

      AVERAGE BALANCE SHEET. The following tables set forth certain  information
relating to the Company for the three  months and six months ended June 30, 2005
and 2004 and for the year ended  December 31, 2004.  For the periods  indicated,
the dollar amount of interest  income from average  interest-earning  assets and
the   resultant   yields,   as  well  as  the   interest   expense   on  average
interest-bearing   liabilities   is   expressed  in  thousands  of  dollars  and
percentages.  No tax equivalent adjustments were made. The average balance is an
average daily balance.


                                 Page 16 of 26
<PAGE>

      TABLE 1. Average Balance Sheet.

<TABLE>
<CAPTION>
                                                     Three Months Ended June 30,                      Twelve Months Ended Dec. 31,
                                   ---------------------------------------------------------------   -------------------------------
                                                   2005                            2004                             2004
                                     Average     Interest             Average    Interest              Average    Interest
                                   Outstanding    Earned/   Yield/  Outstanding   Earned/   Yield/   Outstanding   Earned/    Yield/
Assets                               Balance       Paid      Rate     Balance      Paid      Rate      Balance      Paid       Rate
------                               -------       ----      ----     -------      ----      ----      -------      ----       ----
Interest-earning Assets:                                                (Dollars in Thousands)
------------------------
<S>                                  <C>          <C>        <C>     <C>          <C>        <C>      <C>          <C>         <C>
  Loans Receivable*                  $221,439     $3,406     6.15%   $205,203     $3,181     6.20%    $208,417     $12,907     6.19%
  Investment Securities               135,724      1,537     4.53%    155,481      1,603     4.12%     147,553       6,043     4.10%
  Federal Funds                         1,737         12     2.76%      1,358          4     1.18%       2,424          43     1.77%
  Equity Securities                    19,440        179     3.68%     18,899        158     3.34%      18,422         671     3.64%
                                     --------     ------     ----    --------     ------     ----     --------     -------     ----
    Total Interest-earning Assets     378,340      5,134     5.43%    380,941      4,946     5.19%     376,816      19,664     5.22%
                                     --------     ------     ----    --------     ------     ----     --------     -------     ----
Non interest-earning assets:
----------------------------
  Cash and due from banks              10,545                          10,150                           10,389
  Other assets                         39,947                          40,432                           40,882
                                     --------                        --------                         --------
              Total assets           $428,832                        $431,523                         $428,087
                                     ========                        ========                         ========
Liabilities and Stockholders'
-----------------------------
Equity
------
Interest-bearing Liabilities:
-----------------------------
  Money Market Deposits              $ 40,217     $  120     1.20%   $ 37,335     $   70     0.75%    $ 39,041     $   324     0.83%
  Savings Accounts                     74,299         85     0.46%     74,754         81     0.44%      74,203         328     0.44%
  Interest-bearing Checking            28,633         38     0.53%     24,032         25     0.42%      24,952          97     0.39%
  Time Deposits                       110,599        810     2.94%    120,539        814     2.71%     117,203       3,227     2.75%
  Borrowings                           66,733        759     4.56%     67,753        708     4.19%      65,795       2,861     4.35%
                                     --------     ------     ----    --------     ------     ----     --------     -------     ----
    Total Interest-bearing Liabs      320,481      1,812     2.27%    324,413      1,698     2.10%     321,194       6,837     2.13%
                                     --------     ------     ----    --------     ------     ----     --------     -------     ----
Non interest-bearing liabilities:
---------------------------------
  Demand deposits                      50,889                          50,657                           50,497
  Other liabilities                     5,428                           5,308                            5,693
                                     --------                        --------                         --------
      Total liabilities               376,798                         380,378                          377,384
                                     --------                        --------                         --------
Stockholders' equity                   52,034                          51,145                           50,703
                                     --------                        --------                         --------
Total liabilities and
stockholders' equity                 $428,832                        $431,523                         $428,087
                                     ========                        ========                         ========

  Net Interest Income                             $3,322                          $3,248                           $12,827
                                                  ======                          ======                           =======
  Net Interest Spread                                        3.16%                           3.09%                             3.09%
                                                             ====                            ====                              ====
  Net Earning Assets                 $ 57,859                        $ 56,528                         $ 55,622
                                     ========                        ========                         ========
  Net yield on average
    Interest-earning assets                         3.51%                           3.41%                             3.40%
                                                  ======                          ======                           =======
  Average interest-earning
    assets to average
    Interest-bearing liabilities                  118.05%                         117.42%                           117.32%
                                                  ======                          ======                           =======
</TABLE>

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


                                 Page 17 of 26
<PAGE>

<TABLE>
<CAPTION>
                                                     Six Months Ended June 30,                        Twelve Months Ended Dec. 31,
                                   ---------------------------------------------------------------   -------------------------------
                                                   2005                            2004                             2004
                                     Average     Interest             Average    Interest              Average    Interest
                                   Outstanding    Earned/   Yield/  Outstanding   Earned/   Yield/   Outstanding   Earned/    Yield/
Assets                               Balance       Paid      Rate     Balance      Paid      Rate      Balance      Paid       Rate
------                               -------       ----      ----     -------      ----      ----      -------      ----       ----

Interest-earning Assets:                                                (Dollars in Thousands)
------------------------
<S>                                    <C>         <C>        <C>     <C>         <C>        <C>       <C>         <C>         <C>
  Loans Receivable*                    $218,691    $6,738     6.16%   $203,931    $6,398     6.27%     $208,417    $12,907     6.19%
  Investment Securities                 136,578     3,113     4.56%    152,040     3,095     4.07%      147,553      6,043     4.10%
  Federal Funds                           1,665        27     3.24%      1,401        13     1.86%        2,424         43     1.77%

  Equity Securities                      18,805       337     3.58%     18,631       334     3.59%       18,422        671     3.64%
                                       --------    ------     ----    --------    ------     ----      --------    -------     ----
    Total Interest-earning Assets       375,739    10,215     5.44%    376,003     9,840     5.23%      376,816     19,664     5.22%
                                       --------    ------     ----    --------    ------     ----      --------    -------     ----
Non interest-earning assets:
----------------------------
  Cash and due from banks                10,827                          9,880                           10,389
  Other assets                           40,030                         41,288                           40,882
                                       --------                       --------                         --------
              Total assets             $426,596                       $427,171                         $428,087
                                       ========                       ========                         ========
Liabilities and Stockholders' Equity
------------------------------------
Interest-bearing Liabilities:
-----------------------------
  Money Market Deposits                $ 40,332    $  249     1.24%   $ 38,663    $  146     0.76%     $ 39,041    $   324     0.83%
  Savings Accounts                       73,672       163     0.45%     73,371       158     0.43%       74,203        328     0.44%
  Interest-bearing Checking              28,737        60     0.42%     22,419        46     0.41%       24,952         97     0.39%

  Time Deposits                         110,478     1,591     2.90%    121,600     1,669     2.76%      117,203      3,227     2.75%

  Borrowings                             66,058     1,500     4.58%     65,692     1,390     4.26%       65,795      2,861     4.35%
                                       --------    ------     ----    --------    ------     ----      --------    -------     ----
    Total Interest-bearing Liabs        319,277     3,563     2.25%    321,745     3,409     2.13%      321,194      6,837     2.13%
                                       --------    ------     ----    --------    ------     ----      --------    -------     ----
Non interest-bearing liabilities:
---------------------------------
  Demand deposits                        49,636                         49,860                           50,497
  Other liabilities                       5,296                          4,389                            5,693
                                       --------                       --------                         --------
      Total liabilities                 374,209                        375,994                          377,384
                                       --------                       --------                         --------

Stockholders' equity                     52,389                         51,177                           50,703
                                       --------                       --------                         --------
Total liabilities and stockholders'
equity                                 $426,598                       $427,171                         $428,087
                                       ========                       ========                         ========

  Net Interest Income                              $6,652                         $6,431                           $12,827
                                                   ======                         ======                           =======
  Net Interest Spread                                         3.19%                          3.10%                             3.09%
                                                              ====                           ====                              ====
  Net Earning Assets                   $ 56,462                       $ 54,258                         $ 55,622
                                       ========                       ========                         ========
  Net yield on average
    Interest-earning assets                          3.54%                          3.42%                             3.40%
                                                   ======                         ======                            ======
  Average interest-earning
    assets to average
    Interest-bearing liabilities                   117.68%                        116.86%                           117.32%
                                                   ======                         ======                           =======
</TABLE>

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


                                 Page 18 of 26
<PAGE>

RESULTS OF OPERATIONS

      GENERAL.  Net  income  for the  three  months  ended  June  30,  2005  was
$1,022,000;  an increase of $126,000 or 14.1% from $896,000 for the three months
ended June 30, 2004. Net income for the six months ended June 30, 2005 increased
$379,000 or 23.4% to $2.0  million  compared to $1.6  million for the six months
ended June 30, 2004.  The  increase was due  primarily to an increase in the net
interest  income,  an  increase  in  non-interest  income and a decrease  in the
provision for loan losses. Offsetting these were increases in other expenses and
provision for income taxes.

      INTEREST  INCOME.  Interest and dividend  income  increased by $188,000 or
3.8% to $5.1  million for the three months ended June 30, 2005 from $4.9 million
for three months  ended June 30,  2004.  For the six months ended June 30, 2005,
interest and dividend income increased by $375,000 or 3.8% to $10.2 million from
$9.8 million for the six months  ended June 30,  2004.  The increase in interest
income was the result of an increase in the  average  yield on  interest-earning
assets  during the three months and six months  ending June 30, 2005 as compared
to the same periods in 2004.

      Interest  and fees on loans  increased  $225,000  to $3.4  million for the
three  months  ended June 30, 2005 from $3.2  million for the three months ended
June 30,  2004.  The  increase  in  interest  income  on loans is a result of an
increase of $16.2  million in the average  balance of loans  receivable  for the
three  months  ended  June 30,  2005 as  compared  with the same  period in 2004
partially  offset by a decrease of 5 basis points in the average  yield to 6.15%
at June 30, 2005 from 6.20% at June 30, 2004.  For the six months ended June 30,
2005, the average balance of loans  increased  $14.8 million,  while the average
yield  decreased  11 basis points from 6.27% during the six month period in 2004
to 6.16% during the 2005 period.  Commercial  real estate loans  increased $13.5
million for the six months  ended June 30,  2005 from the six months  ended June
30, 2004 and the  commercial  business  loans  increased  $622,000  for the same
period.  Consumer loans increased $7.0 million for the same period.  Residential
real estate  loans  increased  $642,000  for the six months  ended June 30, 2005
compared with the same period in 2004, after recording the sale of $19.0 million
in fixed rate one-to-four family residential real estate loans.

      Investment income decreased $66,000 for the three month period ending June
30, 2005 as  compared  to the same  period in 2004.  This is a result of a $19.8
million  decrease  in the  average  balance of  investment  and  mortgage-backed
securities  for the three  month  period  ended June 30, 2005 as compared to the
same period in 2004,  partially  offset by an  increase in the average  yield of
investment securities and mortgage-backed securities of 41 basis points to 4.53%
at June 30, 2005 from 4.12% for the six months ended June 30, 2004.  For the six
months  ended June 30, 2005,  investment  income  increased  $18,000 for the six
month period  ending June 30, 2005 as compared to the same period in 2004 due to
an increase in the average yield of investment  securities  and  mortgage-backed
securities  of 49 basis  points from 4.07% to 4.56%  offset by a decrease in the
average  balance of investment and  mortgage-backed  securities of $15.5 million
for the six month period  ending June 30, 2005 as compared to the same period in
2004.

      Interest income from federal funds increased during the three months ended
June 30,  2005 to $12,000 as  compared  with  $4,000  for the 2004  period.  The
increase  in interest  income is due to an  increase  in the average  balance of
$379,000 and an increase of 158 basis points in the average  yield.  For the six
month  period  ending  June 30, 2005 the  interest  income  from  federal  funds
increased  $14,000 to $27,000  from  $13,000  for the same  period in 2004.  The
increase  in interest  income is due to an  increase  in the average  balance of
$264,000 while the average yield increased 138 basis points.

      INTEREST  EXPENSE.  Interest expense was $1.8 million for the three months
ended June 30,  2005,  an  increase  of $114,000 or 6.7% from the same period in
2004. The increase in interest expense is due to an increase in interest paid on
borrowed funds and deposit accounts.  Interest expense on borrowed funds totaled
$759,000  for the second  quarter of 2005  compared  with  $708,000 for the 2004
period. The average cost of borrowed funds increased 37 basis points to 4.56% as
of June 30, 2005 from 4.19% for the three months ended June 30, 2004.  Partially
offsetting the increased cost was a decrease in the average balance  outstanding
of  borrowings  during the three  months  ended June 30,  2005 to $66.7  million
compared  to $67.8  million  for the same  period in 2004.  During the six month
period ending June 30, 2005 the interest  expense on borrowed funds totaled $1.5
million as  compared to $1.4  million  for the same period in 2004.  The average
cost of borrowed funds increased 32 basis points to 4.58% from 4.26% for the six
month period ending June 30, 2004. The average  balance  increased  $366,000 for
the six month  period  ending  June 30,  2005 as  compared to the same period in
2004.  Interest  expense on deposits  increased  $63,000 to $1.1 million for the
three months ended June 30, 2005 as compared to $1.0 million for the same period
in 2004. The average cost of deposits increased 11 basis points to 1.66% for the
three month period ending


                                 Page 19 of 26
<PAGE>

June 30, 2005 as compared  to 1.55% for the three month  period  ending June 30,
2004 while the average  balance  decreased  $3.0 million from $256.7  million at
June 30,  2004 to $253.7  million  at June 30,  2005.  For the six month  period
ending June 30, 2005  interest  expense on  deposits  increased  $44,000 to $2.1
million as compared to $2.0  million  for the six month  period  ending June 30,
2004.  The average cost of deposits  increased 5 basis points from 1.58% for the
six month period  ending June 30, 2005 to 1.63% for the six month period  ending
June 30, 2004.

      PROVISION FOR LOAN LOSSES.  Total provisions for loan losses for the three
months ended June 30, 2005 were $80,000 as compared to $150,000  made during the
same period of 2004.  The allowance for loan losses was $2.0 million or 0.87% of
loans  receivable  at June 30,  2005 as compared  with $2.3  million or 1.11% of
loans  receivable at June 30, 2004.  Non-performing  loans at June 30, 2005 were
$31,000,  a  decrease  of 98.3% or  $621,000  from  $632,000  at June 30,  2004.
Management continues to monitor changes in the loan portfolio mix in response to
the  redirection of loan asset  origination  and retention  toward  consumer and
commercial  business loans.  The method utilized to evaluate the adequacy of the
allowance  level  accounts  for  the  higher  relative  degree  of  credit  risk
associated  with this activity as compared  with  traditional  residential  real
estate  lending.  Provisions to the  allowance  are made as management  assesses
losses that are probable and reasonably estimable.

      OTHER  INCOME.  Other  operating  income  increased  by  $322,000  for the
three-month period ending June 30, 2005 compared with the same period in 2004 to
$3.1  million  from $2.7  million.  The  increase  in  non-interest  income  was
primarily  due to increases  in revenue  derived  from the  Company's  insurance
agency subsidiary activities.  Insurance revenue increased $180,000 or 9.08% for
the three months  ended June 30, 2005 as compared  with the same period in 2004.
In addition,  the Company recognized gains on the sales of investment securities
for the three  months  ending  June 30, 2005 of $41,000 as compared to losses of
$86,000 for the three months ending June 30, 2004.

      For the six months ended June 30, 2005,  other operating  income increased
$635,000 to $6.0  million as of June 30,  2005 from $5.3  million as of June 30,
2004.  The  increase is primarily  due to increases in revenue  derived from the
Company's  insurance agency subsidiary  activities.  Insurance revenue increased
$492,000 or 13.0% for the six months  ended June 30,  2005 as compared  with the
six months ended June 30, 2004. In addition, the Company recognized gains on the
sales of  investment  securities  for the six  months  ending  June 30,  2005 of
$43,000 as  compared  to losses of $55,000  for the six months  ending  June 30,
2004.

      The Bank continues to expand its Trust Department. Management expects that
fees generated by the Trust  Department will increase as assets under management
grow.  Trust  Department  income increased 28.9% to $67,000 for the three months
ended June 30, 2005 from $52,000 for the three  months ended June 30, 2004.  For
the six months ended June 30, 2005 the Trust  Department  income increased 28.1%
to $129,000  from  $101,000 for the six months ended June 30, 2004.  At June 30,
2005, the Bank  maintained 491  trust/fiduciary  accounts,  with total assets of
$97.4 million under  management  as compared with 494  trust/fiduciary  accounts
with $101.5 million total assets as of December 31, 2004.

      OTHER EXPENSES. Other operating expenses increased by $300,000 or 6.6%, to
$4.9  million for the three months ended June 30, 2005 from $4.6 million for the
same  period in 2004.  Compensation  expense  increased  $257,000 or 9.0% due to
expenses associated with the continual growth of the insurance agency subsidiary
and bank personnel.  Other expenses increased $53,000 primarily the result of an
increase in advertising expense related to a checking account promotion. For the
six months ended June 30, 2005 operating  expenses increased $496,000 or 5.4% to
$9.8  million  from $9.3  million for the six months  ended June 30,  2004.  The
increase is primarily a result of expenses  associated with the insurance agency
subsidiary and bank compensation  expense and an increase in advertising expense
related to the checking account promotion.

      INCOME TAX.  Income tax expense was  $385,000  for the three  months ended
June 30, 2005,  an increase of $40,000  from the second  quarter 2004 expense of
$345,000.  For the six months  ended June 30,  2005 the income tax  expense  was
$721,000,  an increase of $121,000  from  $600,000 for the six months ended June
30, 2004.  The effective  tax rate  decreased to 26.5% for the six months ending
June 30, 2005 from 27.1% for the first six months of 2004.

      LIQUIDITY  AND CAPITAL  RESOURCES.  In addition to the  Company's  primary
funding sources of cash flow from operations,  deposits and borrowings,  funding
is provided  from the  principal  and  interest  payments  received on loans and
investment  securities,  proceeds  from the  maturities  and sale of  investment
securities,  as well as proceeds from the sale of fixed rate  mortgage  loans in
the secondary market.  While maturities and scheduled  amortization of loans and
securities  are  predictable  sources of funds,  deposit  balances  and mortgage
prepayments  are greatly  influenced  by general  interest  rates,  the economic
environment and local competitive conditions.

      The primary  investing  activities of the Company are the  origination  of
residential  mortgages,  commercial  loans and  consumer  loans,  as well as the
purchase of mortgage-backed and other debt securities. During the second quarter
of 2005, loan  originations  totaled $32.0 million compared to $25.9 million for
the second quarter of 2004. The increase in


                                 Page 20 of 26
<PAGE>

loan  originations  during 2005 as compared to 2004 is due to higher  commercial
mortgage,  commercial business and consumer loan originations.  The purchases of
investment  securities totaled $9.5 million during the second quarter of 2005 as
compared to $22.2 million during the second quarter of 2004. The decrease in the
purchases of investment securities is due to the timing of investing excess cash
and cash equivalents and loan demand.

      Cash flow from operations,  deposit growth, as well as the sales, maturity
and principal payments received on loans and investment  securities were used to
fund the investing  activities  described above.  Additionally,  the Company has
lines of credit with the Federal  Home Loan Bank,  Federal  Reserve Bank and two
commercial  banks that provide funding sources for lending,  liquidity and asset
and liability management as needed. During the second quarter of 2005 cash flows
provided by the sale,  principal  payments and maturity of securities  available
for sale were $11.7  million  compared  to $15.8  million for the same period in
2004.

      In the ordinary  course of business,  the Company  extends  commitments to
originate residential and commercial loans and other consumer loans. Commitments
to extend  credit are  agreements  to lend to a customer  as long as there is no
violation of any condition  established in the contract.  Commitments  generally
have fixed expiration dates or other termination clauses and may require payment
of a fee. Since the Company does not expect all of the commitments to be funded,
the  total  commitment   amounts  do  not  necessarily   represent  future  cash
requirements.  The  Company  evaluates  each  customer's  creditworthiness  on a
case-by-case   basis.   Collateral  may  be  obtained  based  upon  management's
assessment of the customers' creditworthiness.  Commitments to extend credit may
be written on a fixed rate basis  exposing  the  Company to  interest  rate risk
given the  possibility  that market rates may change between the commitment date
and the  actual  extension  of  credit.  As of June  30,  2005 the  Company  had
outstanding  commitments to originate loans of approximately $7.0 million, which
generally have an expiration  period of less than 120 days.  Commitments to sell
residential mortgages amounted to $5.4 million at June 30, 2005.

      The Company extends credit to consumer and commercial  customers,  up to a
specified amount, through lines of credit. The borrower is able to draw on these
lines as needed,  thus the funding  requirements  are  generally  unpredictable.
Unused lines of credit  amounted to $41.3 million at June 30, 2005 and generally
have an expiration  period of less than one year. It is  anticipated  that there
will be  sufficient  funds  available to meet the current loan  commitments  and
other obligations  through the sources described above. The credit risk involved
in  issuing  these  commitments  is  essentially  the same as that  involved  in
extending loans to customers and is limited to the  contractual  notional amount
of those instruments.

      Cash,  interest-bearing  demand accounts at correspondent  banks,  federal
funds sold,  and other  short-term  investments  are the  Company's  most liquid
assets.  The level of these  assets are  monitored  daily and are  dependent  on
operating,  financing, lending and investing activities during any given period.
Excess short-term liquidity is usually invested in overnight federal funds sold.
In the event that funds beyond those  generated  internally  are required due to
higher than expected loan commitment fundings, deposit outflows or the amount of
debt being called,  additional sources of funds are available through the use of
repurchase agreements, the sale of loans or investments or the Company's various
lines of credit. As of June 30, 2005 the total of cash,  interest-bearing demand
accounts and federal funds sold was $13.5 million.

      At June 30, 2005, the Bank exceeded all regulatory  capital  requirements.
The current  requirements and the actual levels for the Bank are detailed in the
following table.

<TABLE>
<CAPTION>
                                                                                         To Be Well
                                                                                      Capitalized Under
                                                                  For Capital         Prompt Corrective
                                             Actual            Adequacy Purposes      Action Provisions
                                       -----------------       -----------------     -----------------
                                       Amount      Ratio       Amount      Ratio     Amount      Ratio
                                       (In thousands)
<S>                                    <C>         <C>         <C>           <C>     <C>          <C>
As of June 30, 2005:
   Total Capital
      (to Risk Weighted Assets)        $38,652     13.66%      $22,634       8%      $28,293      10%
   Tier I Capital
      (to Risk Weighted Assets)        $36,692     12.97%      $11,317       4%      $16,976       6%
   Tier I Capital
      (to Average Assets)              $36,692      8.87%      $16,547       4%      $20,684       5%
<CAPTION>
                                                                                         To Be Well
                                                                                      Capitalized Under
                                                                  For Capital         Prompt Corrective
                                             Actual            Adequacy Purposes      Action Provisions
                                       -----------------       -----------------     -----------------
                                       Amount      Ratio       Amount      Ratio     Amount      Ratio
                                       (In thousands)
<S>                                    <C>         <C>         <C>           <C>     <C>          <C>
As of December 31, 2004:
   Total Capital
      (to Risk Weighted Assets)        $36,372     14.13%      $20,586       8%      $25,733      10%
   Tier I Capital
      (to Risk Weighted Assets)        $34,391     13.36%      $10,293       4%      $15,440       6%
   Tier I Capital
      (to Average Assets)              $34,391      8.35%      $16,474       4%      $20,593       5%

</TABLE>


                                 Page 21 of 26
<PAGE>

ONEIDA FINANCIAL CORP.
SELECTED FINANCIAL RATIOS
At and for the Three  Months  Ended and Six Months  Ended June 30, 2005 and June
30, 2004 (unaudited)

<TABLE>
<CAPTION>
(Annualized where appropriate)                       Three Months Ending        Six Months Ended
                                                           June 30,                 June 30,
                                                      2005         2004         2005         2004
                                                      ----         ----         ----         ----
<S>                                                <C>            <C>        <C>            <C>
Performance Ratios:

   Return on average assets                            0.95%        0.83%        0.94%        0.76%
   Return on average equity                            7.86%        7.01%        7.62%        6.32%
   Net interest margin                                 3.51%        3.41%        3.54%        3.42%
   Efficiency Ratio                                   76.67%       76.77%       77.23%       78.62%
   Ratio of operating expense
        to average total assets                        4.56%        4.24%        4.58%        4.34%
   Ratio of average interest-earning assets
        to average interest-bearing liabilities      118.05%      117.42%      117.68%      116.86%

Asset Quality Ratios:

   Non-performing assets to total assets               0.01%        0.17%        0.01%        0.17%
   Allowance for loan losses
        to non-performing loans                    6,322.58%      360.76%    6,322.58%      360.76%
   Allowance for loan losses
        to loans receivable, net                       0.87%        1.11%        0.87%        1.11%

Capital Ratios:

   Total stockholders' equity to total assets         12.14%       11.33%       12.14%       11.33%
   Average equity to average assets                   12.13%       11.85%       12.28%       11.98%
</TABLE>


                                 Page 22 of 26
<PAGE>

ITEM 3.     Quantitative and Qualitative Disclosure About Market Risk

      Various  forms of market  risk are  inherent  in the  business of the Bank
including  concentration risk, liquidity management,  credit risk and collateral
risk among others.  However,  the Bank's most significant form of market risk is
interest  rate risk, as the majority of the Bank's  assets and  liabilities  are
sensitive to changes in interest  rates.  Ongoing  monitoring  and management of
this  risk is an  important  component  of the  Company's  asset  and  liability
management  process.  The Bank's interest rate risk  management  program focuses
primarily on evaluating  and managing the  composition  of the Bank's assets and
liabilities in the context of various  interest rate  scenarios.  Factors beyond
Management's control,  such as market interest rates and competition,  also have
an  impact  on  interest  income  and  expense.  Based  on  the  asset-liability
composition at June 30, 2005, in a rising interest rate environment,  Management
would expect that the Company's cost of shorter-term  deposits might rise faster
than its earnings on longer-term loans and investments.  Conversely, as interest
rates decrease,  the prepayment of principal on loans and  investments  tends to
increase,  causing the Company to invest funds in a lower rate  environment.  To
mitigate  the effect of interest  rate  changes,  Management  has taken steps to
emphasize  core deposits,  monitor  certificate of deposit rates to better match
asset changes,  and sell  substantially  all newly originated  longer term fixed
rate loans in the secondary market without  recourse.  Management  believes this
approach will help reduce the exposure to interest rate fluctuations and enhance
long-term profitability.

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

ITEM 4.     Controls and Procedures

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


                                 Page 23 of 26
<PAGE>

                             ONEIDA FINANCIAL CORP.
                                AND SUBSIDIARIES

                           Part II - Other Information

Item 1      Legal Proceedings

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

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

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

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

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

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

Item 2      Changes in Securities and Use of Proceeds

      The following table  summarizes our share  repurchase  activity during the
six months ended June 30, 2005 and  additional  information  regarding our share
repurchase  program.  The shares  purchased  during  the  current  quarter  were
received in exchange for the  exercise of options or to satisfy tax  withholding
obligations  that  arose  on  the  vesting  of  restricted  stock.  Our  current
repurchase  plan of  250,000  was  announced  on June 8,  2004.  The plan has no
expiration date.


                                 Page 24 of 26
<PAGE>

<TABLE>
<CAPTION>
----------------------------------------------------------------------------------------------------------
Period                    Total             Average Price Paid     Total Number of          Maximum
                          Number of         per Share              Shares Purchased as      Number of
                          Shares                                   Part of Publicly         Shares that
                          Purchased                                Announced Plans          May Yet Be
                                                                                            Purchased
                                                                                            Under the Plan
----------------------------------------------------------------------------------------------------------
<S>                           <C>           <C>                    <C>                      <C>
January 1, 2005 -             8,999         14.0103                --                       250,000
January 31, 2005
----------------------------------------------------------------------------------------------------------
February 1, 2005 -               --                                --                            --
February 28, 2005
----------------------------------------------------------------------------------------------------------
March 1, 2005 -                  --                                --                            --
March 31, 2005
----------------------------------------------------------------------------------------------------------
April 1, 2005 -               8,104         12.0000                --                            --
April 30, 2005
----------------------------------------------------------------------------------------------------------
May 1, 2005 -                 6,200         14.1500                --                            --
May 31, 2005
----------------------------------------------------------------------------------------------------------
June 1, 2005 -
June 30, 2005                    --                                --                            --
----------------------------------------------------------------------------------------------------------
Total                        23,303                                --                       250,000
----------------------------------------------------------------------------------------------------------
</TABLE>

Item 3      Defaults Upon Senior Securities

            Not applicable.

Item 4      Submission of Matters to a Vote of Security Holders

            At the  Annual  Meeting  of  Shareholders,  held on April 26,  2005,
            shareholders voted on the following matters as follows:

            Proposal No. 1 - Election of Directors
                                                         For            Withheld
                                                         ---            --------
            Edward J. Clarke                          7,206,909          29,760
            Rodney D. Kent                            7,209,168          27,501
            Richard B. Myers                          7,209,049          27,620

            Proposal  No. 2 -  Ratification  of Crowe  Chizek and Company LLC as
            auditors  for the  Company for the fiscal  year ended  December  31,
            2005:

                  For:              Against:         Abstain:
                  ----              --------         --------
                  7,210,675         4,207            21,787

Item 5      Other Information

            None

Item 6      Exhibits

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

                  Exhibits

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

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

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


                                 Page 25 of 26
<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 12, 2005                By:  /s/ Michael R. Kallet
                                           -------------------------------------
                                           Michael R. Kallet
                                           President and Chief Executive Officer

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


                                 Page 26 of 26