8-K

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                                  UNITED STATES
                       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) September 29, 2004

                            SI FINANCIAL GROUP, INC.
                            ------------------------
             (Exact Name of Registrant as Specified in Its Charter)

United States                         0-50801              84-1655232
- -------------                         -------              ----------
(State or other jurisdiction of      (Commission           (IRS Employer
incorporation or organization)       File Number)          Identification No.)


803 Main Street, Willimantic, Connecticut                  06226
- -----------------------------------------                  -----
(Address of principal executive offices)                   (Zip Code)

                                 (860) 423-4581
                                 --------------
              (Registrant's telephone number, including area code)

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


Check  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions:

[ ]  Written communications pursuant to Rule 425 under the Securities Act
     (17 CFR 230.425)

[ ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
     240.14a-12)

[ ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the
     Exchange Act (17 CFR 240.14d-2(b))

[ ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the
     Exchange Act (17 CFR 240.13e-4(c))


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ITEM 8.01.  OTHER EVENTS.
            -------------

      On September  29, 2004, SI Financial  Group,  Inc.  (the  "Company"),  the
holding  company for Savings  Institute  Bank and Trust  Company  (the  "Bank"),
announced that it had received final regulatory approval to complete its initial
stock  offering.  Trading is expected to begin on October 1, 2004, on The Nasdaq
National Market under the symbol "SIFI."

      The Company  sold  5,025,500  shares,  representing  40% of the  Company's
outstanding  shares  of common  stock,  at  $10.00  per share in a  subscription
offering  which ended on September  14, 2004,  to  depositors  of the Bank as of
November 30, 2002 and the Bank's  employee  stock  ownership  plan in accordance
with  subscription  rights granted under the Bank's plan of  reorganization  and
minority stock issuance.

      In  addition,  in  connection  with the stock  issuance,  the Company will
contribute  251,275 shares of common stock, which will equal 2% of the Company's
outstanding  shares of common stock, to SI Financial Group  Foundation,  Inc., a
newly established  charitable  foundation  dedicated to charitable giving within
the Bank's market area.

      A press release  announcing  the closing of the stock offering is attached
as Exhibit 99.1.

ITEM 9.01.  FINANCIAL STATEMENTS AND EXHIBITS.
            ---------------------------------

      (a) N/A

      (b) N/A

      (c) Exhibit 99.1 Press Release dated September 29, 2004.




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                                   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 thereunto duly authorized.



                                       SI FINANCIAL GROUP, INC.




Date: September 30, 2004               By: /s/ Rheo A. Brouillard
                                           -------------------------------------
                                           Rheo A. Brouillard
                                           President and Chief Executive Officer



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EXHIBIT 99.1

EX-99.1

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                                **PRESS RELEASE**

Contact:
- --------
Sandra Mitchell
Director of Corporate Communications
(860) 456-6509


                            SI FINANCIAL GROUP, INC.
                          RECEIVES REGULATORY APPROVAL
                       TO COMPLETE INITIAL PUBLIC OFFERING


      Willimantic,  Connecticut.  September  29,  2004  -  Rheo  A.  Brouillard,
President  and  Chief  Executive  Officer  of  SI  Financial  Group,  Inc.  ("SI
Financial"),  announced today that SI Financial, the holding company for Savings
Institute Bank and Trust Company ("Savings Institute"),  has received regulatory
approval to complete  its  initial  stock  offering.  Closing is  scheduled  for
September  30,  2004,  and trading is  expected to begin on The Nasdaq  National
Market on October 1, 2004 under the symbol "SIFI".

      A total of  5,025,500  shares  of  common  stock,  representing  40% of SI
Financial's outstanding shares of common stock, were sold in the offering at the
price of $10.00 per share. In addition,  251,275 shares of SI Financial's common
stock,  representing  2% of SI Financial's  outstanding  shares of common stock,
will be contributed to SI Financial Group Foundation, Inc. (the "Foundation") in
connection  with  the  funding  of  the  Foundation.  The  remaining  58%  of SI
Financial's  outstanding  shares of common  stock will be issued to SI  Bancorp,
MHC, the federally chartered mutual holding company parent of SI Financial.




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      Mr.  Brouillard  said that the  officers  and  boards of  directors  of SI
Financial and Savings Institute wish to express their thanks for the response to
the stock offering and that Savings Institute looks forward to serving the needs
of its customers and new stockholders as a community-based stock institution. On
August  6,  2004,   Savings   Institute   completed   its   conversion   from  a
Connecticut-chartered savings bank to a federally-chartered savings bank.

      Sandler  O'Neill & Partners,  L.P. of New York, New York managed the stock
offering.  Muldoon Murphy  Faucette & Aguggia LLP of  Washington,  D.C. acted as
legal counsel to SI Financial.

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