Exhibit 10(iii)

                           OSWEGO COUNTY SAVINGS BANK
                                 RABBI TRUST FOR
                      THE EXECUTIVE SUPPLEMENTAL RETIREMENT
                    BENEFIT PLAN, THE DIRECTORS SUPPLEMENTAL
               RETIREMENT BENEFIT PLAN, AND THE VOLUNTARY DEFERRED
                        COMPENSATION PLAN FOR DIRECTORS

                           OSWEGO COUNTY SAVINGS BANK
                                Oswego, New York

                                February 1, 2000

                  Financial Institution Consulting Corporation
                          700 Colonial Road, Suite 260
                            Memphis, Tennessee 38117
                              WATS: 1-800-873-0089
                               FAX: (901) 684-7414
                                 (901) 684-7400

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                           OSWEGO COUNTY SAVINGS BANK
                                 RABBI TRUST FOR
                      THE EXECUTIVE SUPPLEMENTAL RETIREMENT
                    BENEFIT PLAN, THE DIRECTORS SUPPLEMENTAL
               RETIREMENT BENEFIT PLAN, AND THE VOLUNTARY DEFERRED
                        COMPENSATION PLAN FOR DIRECTORS


            This Trust Agreement, effective as of the 1st day of February, 2000,
by and between OSWEGO COUNTY SAVINGS BANK, a state chartered stock savings bank,
or any successor corporation (hereinafter referred to as "Bank") with its
principal place of business in Oswego, New York, and SECURITY FEDERAL SAVINGS
BANK, with its principal place of business in the State of Indiana (hereinafter
referred to as "Trustee"). Any reference herein to the "Holding Company" shall
mean Oswego County Bancorp, Inc and any reference herein to the "Mutual Holding
Company" shall mean Oswego County Mutual Holding Co., M.H.C.

                              W I T N E S S E T H:

         WHEREAS, Bank has adopted the Executive Supplemental Retirement Benefit
Plan and the Directors Supplemental Retirement Benefit Plan effective as of the
1st day of February, 2000 and the Voluntary Deferred Compensation Plan for
Directors effective as of the 1st day of March, 1997 (hereinafter referred to as
the "Plans"), and such Plans constitute non-qualified deferred compensation
plans.

         WHEREAS, Bank has incurred or expects to incur liability under the
terms of the Plans with respect to the individual(s) participating in such
Plans;

         WHEREAS, Bank wishes to establish a trust (hereinafter referred to as
"Trust") and to contribute to the Trust assets that shall be held therein,
subject to the claims of Bank's creditors in the event of Bank's Insolvency, as
herein defined, until paid to Plan participants, and their beneficiaries in such
manner and at such times as specified in the Plans;

         WHEREAS, it is the intention of the parties that this Trust shall
constitute an unfunded arrangement and shall not affect the status of the Plans
as unfunded plans, maintained primarily


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for the purpose of providing deferred compensation for a select group of
management or highly compensated employees and non-employer directors, for
purposes of Title I of the Employee Retirement Income Security Act of 1974, as
amended;

         WHEREAS, it is the intention of Bank to make contributions to the Trust
to provide itself with a source of funds to assist it in the meeting of its
liabilities under the Plans (hereinafter referred to as "Contributions");

         NOW, THEREFORE, the parties do hereby establish the Trust and agree
that the Trust shall be comprised, held and disposed of as follows:

                                    SECTION I

                             ESTABLISHMENT OF TRUST

         (a)      Bank hereby deposits with Trustee in trust, assets which shall
                  become the principal of the Trust to be held, administered and
                  disposed of by Trustee as provided in this Trust Agreement.

         (b)      The Trust hereby established shall be irrevocable.
         (c)      The Trust is intended to be a grantor trust, of which Bank is
                  the grantor, within the meaning of subpart E, part I,
                  subchapter J, chapter 1, subtitle A of the Internal Revenue
                  Code of 1986, as amended, and shall be construed accordingly.
         (d)      The principal of the Trust, and any earnings thereon shall be
                  held separate and apart from other funds of Bank and shall be
                  used exclusively for the uses and purposes of the Plan
                  participants and general creditors as herein set forth. Plan
                  participants and their beneficiaries shall have no preferred
                  claim on, or any beneficial ownership interest in, any assets
                  of the Trust. Any rights created under the Plans and this
                  Trust Agreement shall be mere unsecured contractual rights of
                  Plan participants and their beneficiaries against Bank. Any
                  assets held by the

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                  Trust will be subject to the claims of Bank's general
                  creditors under federal and state law in the event of
                  Insolvency, as defined in Section III(a) herein.

         (e)      The Trustee shall be accountable for all property and
                  Contributions received, but the Trustee shall have no duty to
                  see that the Contributions received are sufficient to provide
                  for the retirement, disability, or death benefits, nor shall
                  the Trustee be obligated to enforce or collect any
                  Contribution from the Bank. Notwithstanding the foregoing, in
                  the event of a Change in Control (as defined in Article XIII),
                  the Trustee shall have the right to monitor, enforce and/or
                  collect any Contributions due and owing from the Bank or to
                  give notice of any default in making Contributions to any
                  person.
         (f)      Within 75 (seventy-five) days following the end of each
                  calendar year, Bank shall, if necessary, be required to
                  irrevocably deposit additional cash or other property to the
                  Trust in an amount sufficient to pay each Plan participant or
                  beneficiary the benefits payable pursuant to the terms of the
                  Plan as of the close of such calendar year(s).
         (g)      Upon (i) a Change in Control, (ii) the death of a Plan
                  participant, or (iii) termination of employment with respect
                  to a Plan participant, following a Change in Control (as
                  defined in each Plan), Bank shall as soon as possible, but in
                  no event longer than seventy-five (75) days following such
                  event, make an additional irrevocable contribution to the
                  Trust in an amount that is sufficient to pay each Plan
                  participant or beneficiary the benefits to which such Plan
                  participants or his/her beneficiaries would be entitled
                  pursuant to the terms of the Plans as of the date such event
                  occurred.


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                                   SECTION II

              PAYMENTS TO PLAN PARTICIPANTS AND THEIR BENEFICIARIES

(a)      Bank shall deliver to Trustee a schedule (the "Payment Schedule") that
         indicates the amounts payable in respect of each Plan participant (and
         his or her beneficiaries), that provides a formula or other
         instructions acceptable to Trustee for determining the amounts so
         payable, the form in which such amount is to be paid (as provided for
         or available under the Plans), and the time of commencement for payment
         of such amounts. Except as otherwise provided herein, Trustee shall
         make payments to the Plan participants and their beneficiaries in
         accordance with such Payment Schedule. The Trustee shall, in accordance
         with the written instructions of the Bank, or in the event of a Change
         in Control of the Bank, the written instructions of the Benefits
         Determiner (as defined in Article XIII), withhold and report any
         federal, state or local taxes that may be required to be withheld and
         reported with respect to the payment of benefits pursuant to the terms
         of the Plans and shall pay amounts withheld to the appropriate taxing
         authorities. In addition, the Trustee shall be authorized to pay any
         federal, state or local taxes to any governmental body that presents a
         tax deficiency notice to the Trustee with respect to income or assets
         of the Trust. The Bank shall deliver to the Trustee each year a
         schedule which specifies the amount of taxes to be withheld, if any,
         with respect to benefit payments to be made hereunder. Trustee shall be
         entitled to rely conclusively on the written instructions of Bank, or
         in the event of a Change in Control, the Benefits Determiner, as to all
         tax reporting and withholding requirements.

(b)      The entitlement of a Plan participant or his or her beneficiaries to
         benefits under the Plan shall be determined by Bank or such party
         (other than the Trustee) as it shall designate under the Plans, and any
         claim for such benefits shall be considered and reviewed under the
         procedures set out in the Plans.


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(c)      Bank may make payment of benefits directly to Plan participants or
         their beneficiaries as they become due under the terms of the Plans.
         Bank shall notify Trustee of its decision to make payment of benefits
         directly, prior to the time amounts are payable to participants or
         their beneficiaries. In addition, if the principal of the Trust, and
         any earnings thereon, are not sufficient to make payments of benefits
         in accordance with the terms of the Plans, Bank shall make the balance
         of each such payment as it falls due. Trustee shall notify Bank if and
         when such principal and earnings are not sufficient to discharge
         obligations currently due under the Payment Schedule and shall have no
         further obligation hereunder to anyone interested in the Trust.
(d)      In the event of a Change in Control, Trustee shall rely on the written
         direction of the Benefits Determiner who shall confirm the accuracy of
         the Payment Schedule or who shall deliver to Trustee a new Payment
         Schedule upon which Trustee may rely.

                                   SECTION III

                  TRUSTEE RESPONSIBILITY REGARDING PAYMENTS TO

                    TRUST BENEFICIARY WHEN BANK IS INSOLVENT

(a)      Trustee shall cease payment of benefits to Plan participants and their
         beneficiaries if the Bank is Insolvent. Bank shall be considered
         "Insolvent" for purposes of this Trust Agreement if (i) Bank states to
         it in writing that it is unable to pay its debts as they become due, or
         (ii) Bank is subject to a pending proceeding as a debtor under the
         United States Bankruptcy Code.

(b)      At all times during the continuance of this Trust, as provided in
         Section I(d) hereof, the principal and income of the Trust shall be
         subject to claims of general creditors of Bank under federal and state
         law as set forth below.


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                  (1)      The Board of Directors and the Chief Executive
                           Officer of Bank shall have the duty to inform Trustee
                           in writing of Bank's Insolvency. If a person claiming
                           to be a creditor of Bank alleges in writing to
                           Trustee that Bank has become Insolvent, Trustee shall
                           determine whether Bank is Insolvent and, pending such
                           determination, Trustee shall discontinue payment of
                           benefits to Plan participants or their beneficiaries.
                  (2)      Unless Trustee has actual knowledge of Bank's
                           Insolvency, or has received notice from Bank or a
                           person claiming to be a creditor alleging that Bank
                           is Insolvent, Trustee shall have no duty to inquire
                           whether Bank is Insolvent. Trustee may in all events
                           rely on such evidence concerning Bank's solvency as
                           may be furnished to Trustee and that provides Trustee
                           with a reasonable basis for making a determination
                           concerning Bank's solvency. Trustee shall have no
                           liability for any payments to Plan participants or
                           their beneficiaries after the occurrence of an
                           Insolvency but prior to its actual knowledge thereof.
                  (3)      If at any time Trustee has determined that Bank is
                           Insolvent, Trustee shall discontinue payments to Plan
                           participants or their beneficiaries and shall hold
                           the assets of the Trust for the benefit of Bank's
                           general creditors. Nothing in this Trust Agreement
                           shall in any way diminish any rights of Plan
                           participants or their beneficiaries to pursue their
                           rights as general creditors of Bank with respect to
                           benefits due under the Plan or otherwise.
                  (4)      Trustee shall resume the payment of benefits to Plan
                           participants or their beneficiaries in accordance
                           with Section II of this Trust Agreement only after
                           Trustee has determined that Bank is not (or is no
                           longer) Insolvent.
         (c)      Provided that there are sufficient assets, if Trustee
                  discontinues the payment of benefits from the Trust pursuant
                  to Section III(b) hereof and subsequently resumes such
                  payments, the first payment following such discontinuance
                  shall include the aggregate amount of all payments due to Plan
                  participants or their beneficiaries under the terms of the
                  Plans for the period of such discontinuance, less the
                  aggregate amount of any payments made to Plan participants or
                  their


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                  beneficiaries by Bank in lieu of the payments provided for
                  hereunder during any such period of discontinuance.

                                   SECTION IV

                                PAYMENTS TO BANK

         Except as provided in Sections III or XII hereof, Bank shall have no
right or power to direct Trustee to return to Bank or to divert to others any of
the Trust assets before all payment of benefits have been made to Plan
participants and their beneficiaries pursuant to the terms of the Plan.

                                    SECTION V

                                TRUSTEE'S POWERS

         (a)      All rights associated with assets of the Trust shall be
                  exercised by Bank or Trustee, and shall in no event be
                  exercisable by or rest with Plan participants. Bank shall have
                  the right at anytime, and from time to time in its sole
                  discretion, to substitute assets, acceptable to the Trustee,
                  of equal fair market value for any asset held by the Trust.
                  This right is exercisable by the Bank in a non-fiduciary
                  capacity without the approval or consent of any person in a
                  fiduciary capacity.

         (b)      Subject to the foregoing, Trustee shall have the following
                  powers and authority in the administration of the assets of
                  the Trust, in addition to those vested in it elsewhere in this
                  Trust Agreement or by law:

                  (i)      Subject to investment guidelines issued by Bank, to
                           invest and reinvest the assets of the Trust, without
                           distinction between principal and income, in


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                           any kind of property, real, personal or mixed,
                           tangible or intangible, and in any kind of
                           investment, security or obligation suitable for the
                           investment of Trust assets, including federal, state
                           and municipal tax-free obligations and other tax-free
                           investment vehicles, insurance policies and annuity
                           contracts, and any common trust fund, group trust,
                           pooled fund, or other commingled investment fund
                           maintained by the Trustee or any other Bank or entity
                           for trust investment purposes in which the Trust is
                           eligible to invest and the provisions governing such
                           fund shall be part of the Trust Agreement as though
                           fully restated herein;
                  (ii)     To purchase, and maintain as owner, a life insurance
                           policy or policies with respect to participants;
                           provided, however, that the Trustee shall not be
                           required to purchase or take any action under a life
                           insurance policy or policies with respect to
                           participants unless directed to do so by the Bank,
                           which shall designate the face amount of said policy
                           or policies, the terms of the policy or policies and
                           the insurance company.
                  (iii)    To sell for cash or on credit, to grant options,
                           convert, redeem, exchange for other securities or
                           other property, or otherwise to dispose of, any
                           security or other property at any time held except
                           that the Trustee shall have no right or obligation to
                           take any action with respect to any insurance
                           contract or policy unless so directed by the Bank, or
                           in the event of a Change in Control, by the Benefits
                           Determiner;
                  (iv)     At the direction of the Bank, to settle, compromise
                           or submit to arbitration, any claims, debts or
                           damages, due or owning to or from the Trust, to
                           commence or defend suits or legal proceedings and to
                           represent the Trust in all suits or legal proceedings
                           provided, however, the Trustee shall not be expected
                           or required to undertake any of the foregoing unless
                           there are sufficient assets in the Trust with which
                           to do so, or the Trustee has received assurances by a
                           party to this Trust, satisfactory to the Trustee, of
                           the payment or reimbursement of the expenses
                           connected therewith;


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                  (v)      To exercise any conversion privilege (other than
                           conversion privileges with respect to any insurance
                           policy, which shall be exercised only upon direction
                           of the Bank, or in the event of a Change in Control,
                           by the Benefits Determiner) and/or subscription right
                           available in connection with securities or other
                           property at any time held, to oppose or to consent to
                           the reorganization, consolidation, merger or
                           readjustment of the finances of any corporation, bank
                           or association or to the sale, mortgage, pledge or
                           lease of the property of any corporation, bank or
                           association any of the securities of which may at any
                           time be held and to do any act with reference
                           thereto, including the exercise of options, the
                           making of agreement or subscription, which may be
                           deemed necessary or advisable in connection
                           therewith, and to hold and retain any securities or
                           other properties so acquired;
                  (vi)     To hold cash uninvested for a reasonable period of
                           time under the circumstances without liability for
                           interest, pending investment thereof or the
                           payment of expenses or making distributions
                           therewith;
                  (vii)    To form corporations and to create trusts to hold
                           title to any securities or other property, all upon
                           such terms and conditions as may be deemed advisable;
                  (viii)   To employ suitable agents and counsel and to pay
                           their reasonable expenses and compensation;
                  (ix)     To register any securities held hereunder in the name
                           of the Trustee or in the name of a nominee with or
                           without the addition of words indicating that such
                           securities are held in a fiduciary capacity and to
                           hold any securities in bearer form and to combine
                           certificates representing such securities with
                           certificates of the same issue held by Trustee in
                           other fiduciary or representative capacities, or to
                           deposit securities in any qualified central
                           depository where such securities may be held in bulk


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                           in the name of the nominee of such depository with
                           securities deposited by other depositors, or deposit
                           securities issued by the United States Government, or
                           any agency or instrumentalities thereof, with a
                           Federal Reserve Bank;

                  (x)      To make, execute and deliver, as trustee, any and all
                           conveyances, contracts, waivers, releases or other
                           instruments in writing necessary or proper for the
                           accomplishment of any of the foregoing powers;
                  (xi)     To have any and all other powers or authority, under
                           the laws of the state in which the Trustee's
                           principal executive offices are located, relevant to
                           performance in the capacity as Trustee; and
                  (xii)    To settle, compromise or submit to arbitration, any
                           claims, debts or damages, due or owing to or from the
                           Trust, to commence or defend suits or legal
                           proceedings and to represent the Trust in all suits
                           or legal proceedings; provided, however, the Trustee
                           shall not be expected or required to undertake any of
                           the foregoing unless there are sufficient assets in
                           the Trust with which to do so, or the Trustee has
                           received assurances by a party to this Trust,
                           satisfactory to the Trustee, of the payment or
                           reimbursement of the expenses connected therewith.

                                   SECTION VI

                              DISPOSITION OF INCOME

         During the term of this Trust, all income received by the Trust, net of
distributions, expenses and taxes, shall be accumulated and reinvested.


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                                   SECTION VII

                              ACCOUNTING BY TRUSTEE

         Trustee shall keep accurate and detailed records of all investments,
receipts, disbursements, and all other transactions required to be made,
including such specific records as shall be agreed upon in writing between Bank
and Trustee. Within ninety (90) days following the close of each calendar year
and within sixty (60) days after the removal or resignation of Trustee, Trustee
shall deliver to Bank a written account of its administration of the Trust
during such year or during the period from the close of the last preceding year
to the date of such removal or resignation, setting forth all investments,
receipts, disbursements and other transactions effected by it, including a
description of all securities and investments purchased and sold with the cost
or net proceeds of such purchases or sales (accrued interest paid or receivable
being shown separately), and showing all cash, securities and other property
held in the Trust at the end of such year or as of the date of such removal or
resignation, as the case may be.

                                  SECTION VIII

                            RESPONSIBILITY OF TRUSTEE

         (a)      Trustee shall act with the care, skill, prudence and diligence
                  under the circumstances then prevailing that a prudent person
                  acting in like capacity and familiar with such matters would
                  use in the conduct of an enterprise of a like character and
                  with like aims, provided, however, that Trustee shall incur no
                  liability to any person for any action taken pursuant to a
                  direction, request or approval given by Bank which is
                  contemplated by, and in conformity with, the terms of the
                  Plans or this Trust and is given in writing by Bank. In the
                  event of a dispute between Bank and a party, Trustee may apply
                  at the expense of the Trust


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                  to a court of competent jurisdiction located in the State of
                  Indiana to resolve the dispute.
         (b)      If Trustee undertakes or defends any litigation arising in
                  connection with this Trust, except where it is finally
                  determined by a court of competent jurisdiction that the
                  Trustee breached its duties under this Agreement, Bank agrees
                  to indemnify Trustee against Trustee's costs, expenses and
                  liabilities (including, without limitation, attorneys' fees
                  and expenses) relating thereto and to be primarily liable for
                  such payments. If Bank does not pay such costs, expenses and
                  liabilities in a reasonably timely manner, Trustee may obtain
                  payment from the Trust.
         (c)      Trustee may consult with legal counsel (who may also be
                  counsel for Bank generally) with respect to any of its duties
                  or obligations hereunder and charge their fees to the Trust if
                  they are not paid in a timely manner by Bank.
         (d)      Trustee may hire agents, accountants, actuaries, investment
                  advisors, financial consultants or other professionals to
                  assist it in performing any of its duties or obligations
                  hereunder.
         (e)      Trustee shall have, without exclusion, all powers conferred on
                  trustees by applicable law, unless expressly provided
                  otherwise herein, provided, however, that if an insurance
                  policy is acquired or held at the direction of Bank as an
                  asset of the Trust, Trustee shall have no power to name a
                  beneficiary of the policy other than the Trust, to assign the
                  policy other than to a successor trustee, or to loan to any
                  person (including Bank) the proceeds of any borrowing against
                  such policy.
         (f)      Notwithstanding any powers granted to Trustee pursuant to this
                  Trust Agreement or to applicable law, Trustee shall not have
                  any power that could give this Trust the objective of carrying
                  on a business and dividing the gains therefrom, within the
                  meaning of section 301.7701-2 of the Procedure and
                  Administrative Regulations promulgated pursuant to the
                  Internal Revenue Code.


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         (g)      Trustee shall be entitled to conclusively rely upon any
                  written notice, direction, instruction, certificate or other
                  communication believed by it to be genuine and to be signed by
                  the proper person or persons.
         (h)      Nothing contained in this Trust Agreement shall require
                  Trustee to risk or expend its own funds in the performance of
                  its duties hereunder. In the acceptance and performance of its
                  duties hereunder, Trustee acts solely as trustee of the Trust
                  and not in its individual capacity, and all persons, other
                  than Bank, having any claim against Trustee related to this
                  Trust Agreement or the actions or agreements of Trustee
                  contemplated hereby shall look solely to the Trust for the
                  payment or satisfaction thereof, except to the extent that
                  Trustee has engaged in willful misconduct or gross negligence,
                  or Trustee has willfully breached its obligation under this
                  Trust Agreement.
         (i)      Trustee shall not be responsible for determining whether a
                  Change in Control (as hereinafter defined) has occurred. Bank
                  will notify Trustee of the occurrence of a Change in Control,
                  and Trustee shall be entitled to rely conclusively upon such
                  notification for all purposes of a Change in Control hereunder
                  without any liability or further duty with respect thereto.
         (j)      Any amendment or amendments that are or may be made to the
                  Plan(s) shall not increase the Trustee's duties hereunder
                  without the express written consent of the Trustee.

                                   SECTION IX

                      COMPENSATION AND EXPENSES OF TRUSTEE

         Bank shall pay all administrative and Trustee's fees and expenses. If
not paid by Bank, the fees and expenses shall be paid from the Trust.


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                                    SECTION X

                       RESIGNATION AND REMOVAL OF TRUSTEE

         (a)      Trustee may resign at any time by written notice to Bank,
                  which shall be effective sixty (60) days after receipt of such
                  notice unless Bank and Trustee agree otherwise, whether or not
                  a successor has been appointed and qualifies. Trustee shall
                  pay or deliver property to the successor trustee or Bank (in
                  further trust, pending the appointment of a successor) as the
                  case may be, at the end of such period.
         (b)      Trustee may be removed by Bank on sixty (60) days notice to
                  Trustee or upon shorter notice accepted by Trustee. A
                  successor trustee may be removed by Bank on ninety (90) days
                  notice to such successor trustee or upon shorter notice
                  accepted by the successor trustee.
         (c)      If, at the time of a Change in Control (as defined herein),
                  the trustee is, other than serving as trustee hereunder, an
                  independent party with respect to the Bank, Trustee may not be
                  removed by Bank for two (2) years following the date of such
                  Change in Control. Such trustee also may not be removed by
                  Bank in anticipation of a Change in Control.
         (d)      If Trustee resigns at any time following a Change in Control,
                  or if Trustee is removed by Bank at any time following the
                  expiration of the two (2) year period (as described in Subpart
                  (c) above) following a Change in Control, the President of the
                  Bank, as in existence immediately prior to a Change in
                  Control, or in the event such person is deceased, the Benefits
                  Determiner, shall select a successor trustee in accordance
                  with the provisions of XI(a) hereof and such selection shall
                  be made on or before the effective date of Trustee's
                  resignation or removal. In all other instances of resignation
                  or removal, Bank shall select a successor trustee in


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                  accordance with the provisions of XI(a) hereof, with such
                  selection being made on or before the effective date of
                  Trustee's resignation or removal.
         (e)      Upon resignation or removal of Trustee and appointment of a
                  successor trustee, all assets shall subsequently be promptly
                  transferred to the successor trustee, in accordance with
                  sub-section (a) hereof.
         (f)      If Trustee resigns or is removed under paragraph (a), (b), or
                  (d) of this Section X, a successor shall be appointed in
                  accordance with Section XI hereof, with such selection being
                  made on or before the effective date of resignation or
                  removal. If no such appointment has been made, Bank or Trustee
                  (as applicable) may apply to a court of competent jurisdiction
                  for appointment of a successor or for instructions. Should the
                  Trustee be required to apply to a court of competent
                  jurisdiction for such purpose, all expenses of Trustee in
                  connection with the proceeding shall be allowed as
                  administrative expenses of the Trust.

                                   SECTION XI

                            APPOINTMENT OF SUCCESSOR

         (a)      If Trustee resigns or is removed pursuant to the provisions of
                  Section X hereof, Bank may appoint any third party, such as a
                  Bank trust department or other party that may be granted
                  corporate trustee powers under state law, to serve as
                  successor trustee hereunder. The appointment of a successor
                  trustee shall be effective when accepted in writing by the new
                  trustee. The new trustee shall have all of the rights and
                  powers of the former trustee, including ownership rights in
                  the Trust assets. The former trustee shall execute any
                  instrument necessary or reasonably requested by the successor
                  trustee to evidence the transfer.
         (b)      The successor trustee need not examine the records and acts of
                  any prior Trustee and may retain or dispose of existing Trust
                  assets, subject to Sections VII and VIII hereof. The successor
                  trustee shall not be responsible for and Bank shall


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                  indemnify and defend the successor trustee from any claim or
                  liability resulting from any action or inaction of any prior
                  trustee or from any other past event, or any condition
                  existing at the time it becomes successor trustee.

                                   SECTION XII

                            AMENDMENT OR TERMINATION

         (a)      This Trust Agreement may be amended by a written instrument
                  executed by Trustee and Bank. Notwithstanding the foregoing,
                  no such amendment shall conflict with the terms of the Plan or
                  shall make the Trust revocable.
         (b)      The Trust shall not terminate until Plan participants and
                  their beneficiaries are no longer entitled to any benefits
                  pursuant to the terms of the Plans. Upon termination of the
                  Trust any assets remaining in the Trust shall be returned to
                  Bank. Notwithstanding the foregoing, if at any time prior to
                  the termination of the Trust pursuant to the provisions set
                  forth herein, the Trust has distributed its entire corpus, the
                  Trust shall terminate unless within sixty (60) days of
                  notification to the Bank by Trustee that all assets of the
                  Trust have been distributed, the Bank makes additional
                  contributions to the Trust for purposes of paying the benefits
                  set forth herein.
         (c)      Upon written approval of Plan participants or beneficiaries
                  entitled to payment of benefits pursuant to the terms of the
                  Plans, Bank may terminate this Trust prior to the time all
                  benefit payments under the Plans have been made. All assets in
                  the Trust at termination shall, after payment of all amounts
                  due to Trustee and all fees, taxes, expenses chargeable to the
                  Trust, be returned to Bank.
         (d)      Section(s) I (one), II (two), V (five), IX (nine) and XI
                  (eleven) of this Trust Agreement may not be amended by Bank
                  (i) in anticipation of or (ii) for two (2) years following a
                  Change of Control, as defined herein.


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                                  SECTION XIII

                                  MISCELLANEOUS

         (a)      Any provision of this Trust Agreement prohibited by law shall
                  be ineffective to the extent of any such prohibition, without
                  invalidating the remaining provisions hereof.

         (b)      Benefits payable to Plan participants and their beneficiaries
                  under this Trust Agreement may not be anticipated, assigned
                  (either at law or in equity), alienated, pledged, encumbered
                  or subjected to attachment, garnishment, levy, execution or
                  other legal or equitable process.

         (c)      This Trust Agreement shall be governed by and construed in
                  accordance with the laws of the State of Indiana. Nothing in
                  this Trust Agreement shall be construed to subject the Trust
                  to the Employee Retirement Income Security Act of 1974, as
                  amended.

         (d)      For purposes of this Trust, "Change in Control" shall mean and
                  include the following with respect to the Mutual Holding
                  Company, the Bank, or the Holding Company:

                  (i)      a reorganization, merger, merger conversion,
                           consolidation or sale of all or substantially all of
                           the assets of the Bank, the Mutual Holding Company or
                           the Holding Company, or a similar transaction in
                           which the Bank, the Mutual Holding Company or the
                           Holding Company is not the resulting entity;

                  (ii)     individuals who constitute the board of directors of
                           the Bank, the Mutual Holding Company or the Holding
                           Company on the date hereof (the "Incumbent Board")
                           cease for any reason to constitute at least a
                           majority thereof, provided that any person becoming a
                           director subsequent to the date hereof whose election
                           was approved by a vote of at least three-quarters of
                           the directors comprising the Incumbent Board, or
                           whose


                                       17
<PAGE>

                           nomination for election was approved by the Holding
                           Company's nominating committee which is comprised of
                           members of the Incumbent Board, shall be, for
                           purposes of this clause (ii) considered as though he
                           were a member of the Incumbent Board.

                  Notwithstanding the foregoing, a "Change in Control" of the
                  Bank or the Holding Company shall not be deemed to have
                  occurred if the Mutual Holding Company ceases to own at least
                  51% of all outstanding shares of stock of the Holding Company
                  in connection with a liquidation of the Mutual Holding Company
                  into the Holding Company or a conversion of the Mutual Holding
                  Company from mutual to stock form.

                  In addition, a Change in Control shall mean and include the
                  following with respect to the Bank or the Holding Company in
                  the event that the Mutual Holding Company converts to stock
                  form or in the event that the Holding Company issues shares of
                  its common stock to stockholders other than the Mutual Holding
                  Company:

                  (i)      a change in control of a nature that would be
                           required to be reported in response to Item 1(a) of
                           the current report on Form 8-K, as in effect on the
                           date hereof, pursuant to Section 13 or 15(d) of the
                           Securities Exchange Act of 1934 (hereinafter the
                           "Exchange Act"); or

                  (ii)     an acquisition of "control" as defined in the Bank
                           Holding Company Act and applicable regulations
                           thereunder ("BHCA"), as determined by the Board of
                           Directors of the Bank or the Holding Company; or

                  (iii)    at such time as:

                           (A)      any "person" (as the term is used in
                                    Sections 13(d) and 14(d) of the Exchange
                                    Act) or "group acting in concert" is or
                                    becomes the "beneficial owner" (as defined
                                    in Rule 13d-3 under the Exchange


                                       18
<PAGE>

                                    Act), directly or indirectly, of securities
                                    of the Bank representing Twenty Percent
                                    (20%) or more of the combined voting power
                                    of the Bank's or Holding Company's
                                    outstanding securities ordinarily having the
                                    right to vote at the elections of directors,
                                    except for any stock purchased by the Bank's
                                    Employee Stock Ownership Plan and/or the
                                    trust under such plan; or
                           (B)      a proxy statement is issued soliciting
                                    proxies from the stockholders of the Holding
                                    Company by someone other than the current
                                    management of the Holding Company, seeking
                                    stockholder approval of a plan of
                                    reorganization, merger, or consolidation of
                                    the Holding Company with one or more
                                    corporations as a result of which the
                                    outstanding shares of the class of the
                                    Holding Company's securities are exchanged
                                    for or converted into cash or property or
                                    securities not issued by the Holding
                                    Company.

                  The term "person" includes an individual, a group acting in
                  concert, a corporation, a partnership, an association, a joint
                  venture, a pool, a joint stock company, a trust, an
                  unincorporated organization or similar company, a syndicate or
                  any other group formed for the purpose of acquiring, holding
                  or disposing of securities. The term "acquire" means obtaining
                  ownership, control, power to vote or sole power of disposition
                  of stock, directly or indirectly or through one or more
                  transactions or subsidiaries, through purchase, assignment,
                  transfer, exchange, succession or other means, including (1)
                  an increase in percentage ownership resulting from a
                  redemption, repurchase, reverse stock split or a similar
                  transaction involving other securities of the same class; and
                  (2) the acquisition of stock by a group of persons and/or
                  companies acting in concert which shall be deemed to occur
                  upon the formation of such group, provided that an investment
                  advisor shall not be deemed to acquire the voting stock of its
                  advisee if the


                                       19
<PAGE>

                  advisor (a) votes the stock only upon instruction from the
                  beneficial owner and (b) does not provide the beneficial owner
                  with advice concerning the voting of such stock. The term
                  "security" includes nontransferable subscription rights issued
                  pursuant to a plan of conversion, as well as a "security," as
                  defined in 15 U.S.C. ss. 78c(2)(1); and the term "acting in
                  concert" means (1) knowing participation in a joint activity
                  or interdependent conscious parallel action towards a common
                  goal whether or not pursuant to an express agreement, or (2) a
                  combination or pooling of voting or other interests in the
                  securities of an issuer for a common purpose pursuant to any
                  contract, understanding, relationship, agreement or other
                  arrangement, whether written or otherwise. Further, acting in
                  concert with any person or company shall also be deemed to be
                  acting in concert with any person or company that is acting in
                  concert with such other person or company.

                  Notwithstanding the above definitions, the boards of directors
                  of the Bank or the Holding Company, in their absolute
                  discretion, may make a finding that a Change in Control of the
                  Bank or the Holding Company has taken place without the
                  occurrence of any or all of the events enumerated above.

         (e)      The Bank shall be required to notify the Trustee of a Change
                  in Control or imminent Change in Control (for these purposes,
                  a Change in Control shall be imminent if it shall occur within
                  sixty (60) days from the date of said notice). The Trustee
                  shall not be charged with actual knowledge of a Change in
                  Control until it has received notice, in writing, of such
                  Change in Control or imminent Change in Control.


                                       20
<PAGE>

         (f)      Every direction or notice authorized hereunder shall be deemed
                  delivered to the Bank or the Trustee as the case may be:

                            (i)     on the date it is personally delivered tothe
                                    Bank or the Trustee at its respective
                                    principal executive offices, or

                           (ii)     three (3) business days after it is sent by
                                    registered or certified mail, postage
                                    prepaid, addressed to the Bank, the Trustee
                                    or the benefits determiner at such principal
                                    executive offices.

         (g)      The Trustee shall be fully protected in relying upon a
                  certification of an authorized representative of the Bank with
                  respect to any instruction, direction or approval of the Bank
                  required or permitted hereunder, and protected also in relying
                  upon the certification until a subsequent certification is
                  filed with the Trustee. The Trustee shall be fully protected
                  in acting upon any instrument, certificate, or paper believed
                  by it to be genuine and to be signed or presented by the
                  proper person or persons, and the Trustee shall be under no
                  duty to make any investigation or inquiry as to any statement
                  contained in any such writing, but may accept the same as
                  conclusive evidence of the trust and accuracy contained
                  therein.
         (h)      The Bank has appointed Financial Institution Consulting
                  Corporation as the "Benefits Determiner" to determine the
                  manner and amount of payments to be made to the participant
                  and/or the beneficiary under the Agreement in the event of any
                  dispute. In the event that the Benefits Determiner fails to
                  act or resigns, a successor benefits determiner shall be:

                  (i)      selected by the Bank, if no Change in Control has
                           occurred at the Bank, or,


                                       21
<PAGE>

                  (ii)     selected jointly by the participant (or beneficiary,
                           if the participant is deceased) and the Trustee, if a
                           Change in Control has occurred at the Bank.

         (i)      Communications under this Trust Agreement shall be in writing
                  and shall be sent to the following addresses:

                  Trustee: Security Federal Savings Bank
                                    314 Fourth Street
                                    Logansport, Indiana 46947-3183

                  Attention:        Trust Department
                  Telecopier:       (219) 722-3760


                  Bank:             Oswego County Savings Bank
                                    44E. Bridge Street
                                    Oswego, New York 13126-2179

                  Attention:        Gregory Kreis, President & CEO
                  Telecopier:       (315) 343-2481

         (j)      This Trust Agreement may be executed in any number of
                  counterparts, each of which shall be deemed to be an original,
                  but all of which shall together constitute only one agreement.


                                       22
<PAGE>


         IN WITNESS WHEREOF, this instrument has been executed as of the day and
year first above written.

ATTEST:                                     OSWEGO COUNTY SAVINGS BANK


/s/ Mary E. Lilly                           By: /s/ Bruce P. Frassinelli
--------------------------                     -------------------------
Secretary                                   Title:   Chair, Personnel and
                                                     Compensation Committee
                                                     OCSB Board of Directors

ATTEST:                                     SECURITY FEDERAL SAVINGS BANK


/s/ Maureen E. Prentice                     By:/s/ Suzanne Chilcott
--------------------------                     -------------------------
Secretary                                   Title:   Vice President & Sr. Trust
                                                     Officer