EXHIBIT 99.2

Press Release


FOR IMMEDIATE RELEASE                          Contact:  James H. Moss
---------------------                                    Chief Financial Officer
                                                         (717) 909-2247

WAYPOINT FINANCIAL ANNOUNCES ISSUANCE OF $30 MILLION OF TRUST PREFERRED
SECURITIES AND ADDITIONAL STOCK REPURCHASE PROGRAM

     Harrisburg, Pennsylvania December 19, 2002. Waypoint Financial Corp.
     ------------------------
(Nasdaq/NM:WYPT), the parent holding company of Waypoint Bank
(http://www.waypointbank.com), today announced that the Company has raised $30
million through the issuance of variable rate Trust Preferred Securities as part
of larger pooled Trust Preferred Securities offerings which closed and funded
December 19, 2002. The Trust Preferred Securities pay interest at a floating
rate equal to 3.35% over three month LIBOR. The initial rate is set at 4.77%.
The securities are redeemable at the option of Waypoint after five years and are
due January, 2033. These securities were issued by Waypoint Capital Trust I and
Waypoint Capital Trust II, Delaware business trust subsidiaries of Waypoint
Financial, in private placement transactions. These securities were not
registered under the Securities Act of 1933; accordingly the Trust Preferred
Securities may not be sold in the United States absent registration or an
applicable exemption from registration requirements.

     The company also announced that the board of Directors on December 19, 2002
authorized expanding the stock repurchase program to acquire up to an additional
5% of outstanding shares of Company common stock or approximately 1,726,000
shares. This program represents the fourth stock repurchase program announced by
the company since September 2001 and will be initiated upon the completion of
the third stock repurchase program. A total of 271,000 shares remained to be
acquired under the third program.

     In addition to supporting the stock repurchase program, the net proceeds of
the Trust Preferred issuance may be used for mergers and acquisitions and
general corporate purposes.

     Waypoint Financial, the holding company for Waypoint Bank, is a $5.8
billion financial services organization with 59 branch offices located
throughout South Central Pennsylvania and northern Maryland. Waypoint provides a
full range of financial services including banking for retail, commercial, and
small business customers, mortgages, trust and investment, brokerage, and
insurance to over 120,000 households and businesses.

     Forward-looking statements--The Private Securities Litigation Reform Act of
1995:

     Statements contained in this news release are forward-looking statements
that are subject to risk and uncertainty. Statements that are not historical or
current facts, including statements about beliefs and expectations, are
forward-looking statements. A number of factors--many of which are beyond the
Company's control--could cause actual conditions, events or results to differ
significantly from those described in the forward-looking statements. The
Company's reports filed with the Securities and Exchange Commission, including
the Company's Form 10-K for the year ended December 31, 2001, and Form 10-Q for
the quarter ended September 30, 2002, describe some of these factors, including
certain credit, market, operational, liquidity, and interest rate risks
associated with the company's business and operations. Other factors described
in the company's Form 10-K for the year ended December 31, 2001, and Form 10-Q
for the quarter ended September 30, 2002, include changes in business and
economic conditions, competition, fiscal and monetary policies, and legislation.
There are other factors besides these that could cause actual conditions, events
or results to differ significantly from those described in the forward-looking
statements or otherwise affect in the future the Company's business, results of
operations and financial condition. Forward-looking statements speak only as of
the date they are made, and the Company undertakes no obligation to update such
statements in light of new information or future events.



                                     - end -




Contact:

         Waypoint Financial Corp.
         James H. Moss
         (717) 909-2247