SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                    Form 8-K

                                 CURRENT REPORT

                       Pursuant to Section 13 or 15(d) of
                       the Securities Exchange Act of 1934

         Date of Report (Date of earliest event reported): June 26, 2002

                            Pathfinder Bancorp, Inc.
          -------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

          Federal                      000-23601                 16-1540137
- ----------------------------     ---------------------      --------------------
(State or other jurisdiction     (Commission File No.)        (I.R.S. Employer
      of incorporation)                                      Identification No.)




Registrant's telephone number, including area code:  (315) 343-0057
                                                     --------------



                                 Not Applicable
         --------------------------------------------------------------
          (Former name or former address, if changed since last report)









Item 5.  Other Events
         ------------

         On June 26,  2002,  Pathfinder  Bancorp, Inc. issued the enclosed press
release regarding its participation in a trust preferred pooled transaction.

Item 7.  Financial Statements and Exhibits
         ---------------------------------

         Exhibit 99        Press Release dated June 26, 2002










                                   SIGNATURES

        Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned, hereunto duly authorized.

                                           PATHFINDER BANCORP, INC.



Date:  June 26, 2002                  By:  /s/ Thomas W. Schneider
                                           -------------------------------------
                                           Thomas W. Schneider
                                           President and Chief Executive Officer








                                  EXHIBIT INDEX

The following Exhibit is filed as part of this report:

        Exhibit 99      Press Release






                                   EXHIBIT 99




                                  NEWS RELEASE

                                                  CONTACT:  Thomas W. Schneider,
                                          President and Chief  Executive Officer
                                                      TELEPHONE:  (315) 343-0057



                    Pathfinder Bancorp, Inc. Participates in
                       Trust Preferred Pooled Transaction


     OSWEGO,  NEW YORK, JUNE 26, 2002 - Pathfinder  Bancorp,  Inc., the mid-tier
holding  company of Pathfinder  Bank,  (NASDAQ Small Cap Market;  symbol:  PBHC;
listing:  PathBcp)  announces the company's  participation in the amount of $5.0
million in a pool of  subordinated  debt  securities  to be issued by Pathfinder
Bancorp, Inc. and other financial  institutions to a trust in a method generally
referred to as a trust  preferred  pooled  transaction.  The  subordinated  debt
securities and  corresponding  trust preferred  securities have a term of thirty
years and will bear an adjustable  rate of interest  indexed to the  three-month
LIBOR plus 3.45%. Under applicable regulatory  guidelines,  the capital received
from the sale of trust preferred  securities qualifies as capital for regulatory
purposes.

     This press release does not constitute an offer to sell or the solicitation
of an offer to buy any  securities,  nor will there be any sale of securities in
any state or  jurisdiction  in which such offer,  solicitation  or sale would be
unlawful.

     This press release may contain  "forward-looking statements"  as defined by
federal securities laws. These statements may address issues that involve risks,
uncertainties,  estimates and assumptions made by management, and actual results
could differ materially from the results  contemplated by these  forward-looking
statements.  Factors that could have a material adverse effect on the operations
and future prospects of the company include, but are not limited to, changes in:
interest rates,  general economic  conditions,  legislative/regulatory  changes,
monetary and fiscal policies of the U.S.  Government,  including policies of the
U.S.  Treasury  and the Board of Governors of the Federal  Reserve  System,  the
quality or  composition  of the loan or investment  portfolios,  demand for loan
products,  deposit  flows,  competition,  demand for  financial  services in the
company's market area and accounting principles,  policies and guidelines. These
risks and  uncertainties  should be  considered  in  evaluating  forward-looking
statements and undue reliance should not be placed on such statements.