UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2006

Commission file number 0-13580

SUFFOLK BANCORP

(Exact Name of Registrant as Specified in Its Charter)

New York State	11-2708279
(State or Other Jurisdiction of Incorporation or Organization)	(I.R.S. Employer Identification No.)
4 West Second Street, Riverhead, New York	11901
(Address of Principal Executive Offices)	(Zip Code)

(631) 727-5667

(Registrant’s Telephone Number, Including Area Code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 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 a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one):

Large Accelerated Filer  ¨ Accelerated Filer  x Non-Accelerated Filer  ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  ¨    No  x

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

10,236,298 SHARES OF COMMON STOCK OUTSTANDING AS OF November 1, 2006

This page left blank intentionally.

Page 2

SUFFOLK BANCORP AND SUBSIDIARIES

	Page
Part I - Financial Information (unaudited)
Item 1. Financial Statements
Consolidated Statements of Condition	4
Consolidated Statements of Income, For the Three Months Ended September 30, 2006 and 2005	5
Consolidated Statements of Income, For the Nine Months Ended September 30, 2006 and 2005	6
Consolidated Statements of Cash Flows, For the Nine Months Ended September 30, 2006 and 2005	7
Notes to the Unaudited Consolidated Financial Statements	8
(1) Basis of Presentation	8
(2) Stock-based Compensation	8
(3) Recent Accounting Pronouncements	9
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	11
Item 3. Quantitative and Qualitative Disclosures About Market Risk	16
Item 4. Controls and Procedures	16
Part II - Other Information
Item 2. Changes in Securities, Use of Proceeds and Issuer Purchases of Equity Securities	16
Item 6. Exhibits and Reports on Form 8-K	17
Signatures	17
Certifications of Periodic Report	18

Page 3

SUFFOLK BANCORP AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CONDITION

(in thousands of dollars except for share and per share data)

	September 30, 2006			December 31, 2005
	unaudited
ASSETS
Cash & Due From Banks	$	54,458		$	48,530
Federal Funds Sold		13,300			—
Investment Securities:
Available for Sale, at Fair Value		402,545			400,038
Held to Maturity (Fair Value of $15,801 and $17,885, respectively)
Obligations of States & Political Subdivisions		10,323			11,378
Federal Reserve Bank Stock		638			638
Federal Home Loan Bank Stock		4,131			5,158
Corporate Bonds & Other Securities		100			100
Total Investment Securities		417,737			417,312
Total Loans		886,987			905,037
Less: Allowance for Loan Losses		7,527			9,828
Net Loans		879,460			895,209
Premises & Equipment, Net		22,127			22,792
Accrued Interest Receivable, Net		7,446			6,747
Excess of Cost Over Fair Value of Net Assets Acquired		814			814
Other Assets		17,186			18,462
TOTAL ASSETS	$	1,412,528		$	1,409,866
LIABILITIES & STOCKHOLDERS’ EQUITY
Demand Deposits	$	432,129		$	424,320
Saving, N.O.W. & Money Market Deposits		467,320			521,156
Time Certificates of $100,000 or more		80,083			15,825
Other Time Deposits		191,588			197,406
Total Deposits		1,171,120			1,158,707
Federal Funds Purchased		—			7,700
Federal Home Loan Bank Borrowings		60,000			83,000
Repurchase Agreements		52,935			37,275
Dividend Payable on Common Stock		2,252			2,081
Accrued Interest Payable		2,597			1,722
Other Liabilities		15,612			17,380
TOTAL LIABILITIES		1,304,516			1,307,865
STOCKHOLDERS’ EQUITY
Common Stock (par value $2.50; 15,000,000 shares authorized; 10,236,298 and 10,406,721 shares outstanding at September 30, 2006 and December 31, 2005, respectively)		33,884			33,884
Surplus		19,619			19,440
Treasury Stock at Par (3,317,438 and 3,147,015 shares, respectively)		(8,294	)		(7,868	)
Retained Earnings		63,917			58,823
		109,126			104,279
Accumulated Other Comprehensive Loss, Net of Tax		(1,114	)		(2,278	)
TOTAL STOCKHOLDERS’ EQUITY		108,012			102,001
TOTAL LIABILITIES & STOCKHOLDERS’ EQUITY	$	1,412,528		$	1,409,866

See accompanying notes to consolidated financial statements.

Page 4

SUFFOLK BANCORP AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME

(in thousands of dollars except for share and per share data)

	For the Three Months Ended
	September 30, 2006		September 30, 2005
	unaudited		unaudited
INTEREST INCOME
Federal Funds Sold	$	63	$	29
United States Treasury Securities		96		96
Obligations of States & Political Subdivisions		1,078		625
Mortgage-Backed Securities		1,961		2,295
U.S. Government Agency Obligations		1,218		1,222
Corporate Bonds & Other Securities		87		39
Loans		17,355		15,042
Total Interest Income		21,858		19,348
INTEREST EXPENSE
Saving, N.O.W. & Money Market Deposits		1,293		974
Time Certificates of $100,000 or more		594		147
Other Time Deposits		1,796		1,310
Federal Funds Purchased and Repurchase Agreements		728		363
Interest on Other Borrowings		1,027		72
Total Interest Expense		5,438		2,866
Net-interest Income		16,420		16,482
Provision for Loan Losses		345		450
Net-interest Income After Provision for Loan Losses		16,075		16,032
OTHER INCOME
Service Charges on Deposit Accounts		1,359		1,429
Other Service Charges, Commissions & Fees		915		657
Fiduciary Fees		298		297
Other Operating Income		178		145
Total Other Income		2,750		2,528
OTHER EXPENSE
Salaries & Employee Benefits		5,906		5,516
Net Occupancy Expense		956		911
Equipment Expense		531		478
Other Operating Expense		2,609		2,273
Total Other Expense		10,002		9,178
Income Before Provision for Income Taxes		8,823		9,382
Provision for Income Taxes		2,655		3,537
NET INCOME	$	6,168	$	5,845
Average:        Common Shares Outstanding		10,247,565		10,494,505
Dilutive Stock Options		28,675		28,388
Average Total Common Shares and Dilutive Options		10,276,240		10,522,893
EARNINGS PER COMMON SHARE
Basic	$	0.60	$	0.56
Diluted	$	0.60	$	0.56

See accompanying notes to consolidated financial statements.

Page 5

SUFFOLK BANCORP AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME

(in thousands of dollars except for share and per share data)

	For the Nine Months Ended
	September 30, 2006		September 30, 2005
	unaudited		unaudited
INTEREST INCOME
Federal Funds Sold	$	104	$	80
United States Treasury Securities		287		288
Obligations of States & Political Subdivisions		2,838		1,529
Mortgage-Backed Securities		5,926		7,531
U.S. Government Agency Obligations		3,662		3,667
Corporate Bonds & Other Securities		258		114
Loans		51,139		42,600
Total Interest Income		64,214		55,809
INTEREST EXPENSE
Saving, N.O.W. & Money Market Deposits		3,606		2,663
Time Certificates of $100,000 or more		1,056		395
Other Time Deposits		4,895		3,487
Federal Funds Purchased and Repurchase Agreements		2,234		852
Interest on Other Borrowings		3,179		534
Total Interest Expense		14,970		7,931
Net-interest Income		49,244		47,878
Provision for Loan Losses		945		1,125
Net-interest Income After Provision		48,299		46,753
OTHER INCOME
Service Charges on Deposit Accounts		4,213		4,199
Other Service Charges, Commissions & Fees		2,249		1,885
Fiduciary Fees		930		858
Other Operating Income		463		413
Total Other Income		7,855		7,355
OTHER EXPENSE
Salaries & Employee Benefits		17,919		16,595
Net Occupancy Expense		2,962		2,779
Equipment Expense		1,554		1,577
Other Operating Expense		7,466		6,984
Total Other Expense		29,901		27,935
Income Before Provision for Income Taxes		26,253		26,173
Provision for Income Taxes		9,222		9,871
NET INCOME	$	17,031	$	16,302
Average:        Common Shares Outstanding		10,299,919		10,624,175
Dilutive Stock Options		29,227		28,762
Average Total Common Shares and Dilutive Options		10,329,146		10,652,937
EARNINGS PER COMMON SHARE
Basic	$	1.65	$	1.53
Diluted	$	1.65	$	1.53

See accompanying notes to consolidated financial statements.

Page 6

SUFFOLK BANCORP AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands of dollars)

	For the Nine Months Ended
	September 30, 2006			September 30, 2005
	unaudited			unaudited
NET INCOME	$	17,031		$	16,302
ADJUSTMENTS TO RECONCILE NET INCOME TO NET CASH
CASH FLOWS FROM OPERATING ACTIVITIES
Provision for Loan Losses		945			1,125
Depreciation & Amortization		1,621			1,601
Stock Based Compensation		173			—
Accretion of Discounts		(188	)		(254	)
Amortization of Premiums		2,027			2,787
Increase in Accrued Interest Receivable		(699	)		(470	)
Decrease in Other Assets		467			2,462
Increase in Accrued Interest Payable		875			555
(Decrease) Increase in Other Liabilities		(1,451	)		4,833
Net Cash Provided by Operating Activities		20,801			28,941
CASH FLOWS FROM INVESTING ACTIVITIES
Principal Payments on Investment Securities Available for Sale		29,276			46,912
Maturities of Investment Securities; Available for Sale		500			—
Purchases of Investment Securities; Available for Sale		(32,150	)		(29,874	)
Maturities of Investment Securities; Held to Maturity		4,651			4,817
Purchases of Investment Securities; Held to Maturity		(2,568	)		(4,161	)
Loan Disbursements & Repayments, Net		14,489			(57,842	)
Purchases of Premises & Equipment, Net		(956	)		(1,205	)
Net Cash Used in Investing Activities		13,242			(41,353	)
CASH FLOWS FROM FINANCING ACTIVITIES
Net Increase in Deposit Accounts		12,414			23,172
Dividends Paid to Shareholders		(6,616	)		(6,213	)
Treasury Shares Acquired		(5,579	)		(13,519	)
Net Proceeds from (Payments of) Other Borrowings		(15,040	)		30,475
Director Stock Gain Divestiture		6			—
Net Cash (Used in) Provided by Financing Activities		(14,815	)		33,915
Net Increase in Cash & Cash Equivalents		19,228			21,503
Cash & Cash Equivalents Beginning of Period		48,530			40,053
Cash & Cash Equivalents End of Period	$	67,758		$	61,556

See accompanying notes to consolidated financial statements.

Page 7

SUFFOLK BANCORP AND SUBSIDIARIES

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

(1) Basis of Presentation

In the opinion of management, the accompanying unaudited consolidated financial statements of Suffolk Bancorp (Suffolk) and its consolidated subsidiaries have been prepared to reflect all adjustments (consisting solely of normally recurring accruals) necessary for a fair presentation of the financial condition and results of operations for the periods presented. Certain information and footnotes normally included in consolidated financial statements prepared in accordance with generally accepted accounting principles (“GAAP”) have been condensed or omitted. Notwithstanding, management believes that the disclosures are adequate to prevent the information from misleading the reader, particularly when the accompanying consolidated financial statements are read in conjunction with the audited consolidated financial statements and notes thereto included in the Registrant’s Annual Report on Form 10-K, for the year ended December 31, 2005.

The results of operations for the three and nine months ended September 30, 2006 are not necessarily indicative of the results of operations to be expected for the remainder of the year.

(2) Stock-based Compensation

At September 30, 2006, Suffolk had one stock-based employee compensation plan, a Stock Option Plan (“the Plan”), under which 1,200,000 shares of Suffolk’s common stock were originally reserved for issuance to key employees, and of which 1,061,500 remained available at that date. Options are awarded by a committee appointed by the Board of Directors. The Plan provides that the option price shall not be less than the fair value of the common stock on the date the option is granted. All options are exercisable for a period of ten years or less. The Plan provides for but does not require the grant of stock appreciation rights that the holder may exercise instead of the underlying option. When the stock appreciation right is exercised, the underlying option is canceled. The optionee receives shares of common stock with a fair market value equal to the excess of the fair value of the shares subject to the option at the time of exercise (or the portion thereof so exercised) over the aggregate option price of the shares set forth in the option agreement. The exercise of stock appreciation rights is treated as the exercise of the underlying option. Options vest after one year and expire after not more than ten years. Prior to January 1, 2006, Suffolk accounted for that plan under the recognition and measurement principles of APB Opinion No. 25, “Accounting for Stock Issued to Employees” (“APB No. 25”) and related interpretations. No stock-based employee compensation costs were reflected in net income, as all options granted under the plan had an exercise price equal to the market value of the underlying common stock on the date of grant.

On January 1, 2006 Suffolk adopted SFAS No. 123(R), “Share-Based Payment” (“SFAS No. 123(R)”). This statement supersedes APB No. 25. SFAS 123(R) requires all share-based payments to employees, including grants of employee stock options, to be recognized in the financial statements based on their fair values. This statement was adopted using the modified prospective method of application, which requires the recognition of compensation expense on a prospective basis. Accordingly, prior periods have not been restated. This statement also revised SFAS No. 123 “Accounting for Stock-Based Compensation”, which superseded APB No. 25. SFAS 123 required the disclosure of the effect on net income and earnings per share using fair value recognition provisions. During the three months ended September 30, 2006, $35,000 of compensation expense, net of a tax benefit of $24,000, was recorded for stock-based compensation. As of September 30, 2006, there was $79,000 of total unrecognized compensation cost, net of estimated forfeitures, related to non-vested options under the Plan. That cost is expected to be recognized over a weighted-average period of 2.60 months.

Page 8

The following table illustrates what the effect on net income would have been during the comparable period in 2005 under the fair value recognition provisions of SFAS 123:

Quarter Ended September 30,		2005
Net income (in thousands)	As reported	$	5,845
	Stock-based compensation costs determined under fair value method for all awards		(17	)
	pro-forma		5,828
Earnings per share (Basic)	As reported		0.56
	pro forma		0.55
Earnings per share (Diluted)	As reported		0.56
	pro-forma		0.55

There were no options granted, exercised or expired during the quarter ended September 30, 2006.

The following table details contractual weighted-average lives of outstanding options at various prices:

	By range of exercise prices
from		13.13		31.25		34.39
To		15.50		31.83		34.95
Outstanding stock option		56,000		38,500		41,000
Weighted-average remaining life		3.64		7.54		8.55
Weighted-average exercise price	$	14.54	$	31.48	$	34.73
Exercisable stock option		56,000		38,000		16,000
Weighted-average remaining life		3.64		7.54		7.33
Weighted-average exercise price	$	14.54	$	31.48	$	34.39
			Weighted-average
At all prices	Options		price		life(yrs)
Total outstanding		135,500		25.46		6.23
Total exerciseable		110,500		23.32		5.53

(3) Recent Accounting Pronouncements

Suffolk adopted FASB Interpretation 45 (“FIN 45”), “Guarantor’s Accounting and Disclosure Requirements for Guarantees, including Indirect Guarantees of Indebtedness of Others,” on January 1, 2003. FIN 45 requires a guarantor entity, at the inception of a guarantee covered by the measurement provisions of the interpretation, to record a liability for the fair value of the obligation undertaken in issuing the guarantee. Suffolk has financial and performance letters of credit. Financial letters of credit require Suffolk to make payment if the customer’s financial condition deteriorates, as defined in the agreements. Performance letters of credit require Suffolk to make payments if the customer fails to perform certain non-financial contractual obligations. Previously, Suffolk did not record a liability when guaranteeing obligations unless it became probable that Suffolk would have to perform under the guarantee. FIN 45 applies prospectively to guarantees Suffolk issues or modifies subsequent to December 31, 2003. The maximum potential undiscounted amount of future payments of these letters of credit as of September 30, 2006 is $12,255,000 and they expire as follows:

2006		1,585,000
2007		8,330,000
2008		1,853,000
2010		312,000
Thereafter		175,000
	$	12,255,000

Amounts due under these letters of credit would be reduced by any proceeds that Suffolk would be able to obtain in liquidating the collateral for the loans, which varies depending on the customer.

In June 2005, the FASB decided not to provide additional guidance on the meaning of other-than-temporary impairment, but directed its staff to issue proposed FSP EITF 03-1-a, “Implementation Guidance for the Application of Paragraph 16 of EITF Issue No. 03-1,” as final. The final FSP will supersede EITF Issue No. 03-1, “The Meaning of Other-Than-Temporary Impairment and Its Application to Certain Investments,” and EITF Topic No. D-44, “Recognition of Other-Than-Temporary Impairment upon the Planned Sale of a Security Whose Cost Exceeds Fair Value.” The final FSP (re-titled FSP FAS 115-1,

Page 9

“The Meaning of Other-Than-Temporary Impairment and Its Application to Certain Investments”) will replace the guidance set forth in paragraphs 10-18 of Issue 03-1 with references to existing other-than-temporary impairment guidance, such as FASB Statement No. 115, “Accounting for Certain Investments in Debt and Equity Securities;” SEC Staff Accounting Bulletin No. 59, “Accounting for Non-current Marketable Equity Securities;” and APB Opinion No. 18, “The Equity Method of Accounting for Investments in Common Stock.” FASB Staff Position No. FAS 115-1 and FAS 124-1, “The Meaning of Other-Than-Temporary Impairment and Its Application to Certain Investments” (the “FSP”), were issued on November 3, 2005 and addresses the determination of when an investment is considered impaired; whether the impairment is other than temporary; and how to measure an impairment loss. The FSP replaces the impairment guidance in EITF Issue No. 03-1 with references to existing authoritative literature concerning other-than-temporary determinations, principally Statement of Financial Accounting Standards (“SFAS”) No. 115 and SEC Staff Accounting Bulletin 59. Under the FSP, impairment losses must be recognized in earnings equal to the entire difference between the security’s cost and its fair value at the financial statement date, without considering partial recoveries subsequent to that date. The FSP also requires that an investor recognize an other-than-temporary impairment loss when a decision to sell a security has been made and the investor does not expect the fair value of the security to fully recover prior to the expected time of sale. The FSP is effective for reporting periods beginning after December 15, 2005. Suffolk has adopted the provisions of FSP EITF 03-1a which did not have a material impact on its consolidated financial condition, consolidated results of operations, or consolidated financial statement disclosures.

In May 2005, FASB issued Statement No. 154, “Accounting Changes and Error Corrections – a replacement of APB Opinion No. 20 and FASB Statement No. 3.” This statement changes the requirements for the accounting for and reporting of a change in accounting principle. Opinion 20 previously required that most voluntary changes in accounting principle be recognized by including in net income of the period of the change the cumulative effect of changing to the new principle. Statement No. 154 requires retrospective application to prior periods financial statements of changes in accounting principle, where practicable, and limits retrospective application of a change to direct effects of the change in accounting principle. Indirect effects of a change in accounting principle should be recognized in the period of accounting change. This statement is effective for accounting changes made in fiscal years after December 15, 2005. Suffolk has adopted the provisions of FAS. No. 154 which did not have a material effect on either its consolidated financial position or consolidated results of operations.

In March 2006, FASB issued Statement No. 156, “Accounting for Servicing of Financial Assets – an amendment of FASB Statement No. 140”. This statement addresses the recognition and measurement of separately recognized servicing assets and liabilities. It requires an entity to recognize a servicing asset or servicing liability each time it undertakes an obligation to service a financial asset by entering into a servicing contract in certain situations. Statement No. 156 requires all separately recognized servicing assets and servicing liabilities to be initially measured at fair value, if practicable. An entity is permitted to choose from two measurement methods for each class of separately recognized servicing assets and servicing liabilities: an amortization method or fair value measurement method. This statement also permits a one-time reclassification of available-for-sale securities to trading securities by entities with recognized servicing rights. Separate presentation of servicing assets and servicing liabilities subsequently measured at fair value in the statement of financial position and additional disclosures for all separately recognized servicing assets and servicing liabilities are required. This statement is effective for fiscal years beginning after September 15, 2006. The impact of FAS. No. 156 on its financial condition, results of operations and disclosures has been determined not to be material.

On July 13, 2006, the FASB issued Interpretation No. 48, “Accounting for Uncertainty in Income Taxes—An Interpretation of FASB Statement No. 109” (“FIN 48”). FIN 48 clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements in accordance with FASB Statement No. 109, Accounting for Income Taxes. FIN 48 also prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. The provisions of FIN 48 are to be applied to all tax positions upon initial adoption of this standard. Only tax positions that meet a “more-likely-than-not” recognition threshold at the effective date may be recognized or continue to be recognized upon adoption of FIN 48. The cumulative effect of applying the provisions of FIN 48 are to be reported as an adjustment to the opening balance of retained earnings (or other appropriate components of equity or net assets in the statement of financial position) for that fiscal year. The new interpretation also provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition. The provisions of FIN 48 are effective for fiscal years beginning after December 15, 2006. The Company is currently assessing what the impact of this interpretation will be on the Company’s financial position or results of operations.

In September 2006, FASB issued Statement No. 157, “Fair Value Measurements”. This statement defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles and expands disclosures about fair value measurements. The definition of fair value retains the exchange price notion, however this statement clarifies that the exchange price is the price in an orderly transaction between market participants to sell the asset or transfer the liability in

Page 10

the principal market for the asset or liability. This statement emphasizes that fair value is a market-based measurement, not an entity-specific measurement, therefore a fair value measurement should be determined based on the assumptions that market participants would use in pricing the asset or liability. This statement clarifies that market participant assumptions include assumptions about risk, the risk inherent in a particular valuation technique used to measure fair value and/or the risk inherent in the inputs to the valuation technique, as well as the effect of credit risk on the fair value of liabilities. This statement also expands disclosures about the use of fair value to measure assets and liabilities in interim and annual periods, focusing on the inputs used to measure fair value. This statement is effective for fiscal years beginning after November 15, 2007. Suffolk is currently evaluating the impact of FAS. No. 157 on its financial condition, results of operations and disclosures.

In September 2006, FASB issued Statement No. 158, “Employers’ Accounting for Defined Benefit Pension and Other Postretirement Plans – an amendment of FASB Statements No. 87, 88, 106 and 132(R)”. This statement requires an employer to recognize the overfunded or underfunded status of a defined benefit postretirement plan as an asset or liability in its statement of financial position and to recognize changes in that funded status in the year in which the changes occur through comprehensive income. It also requires an employer to measure the funded status of a plan as of the date of its year-end statement of financial position, with limited exceptions. This statement requires an employer that is a business entity and sponsors one or more single-employer defined benefit plans to recognize the funded status of a benefit plan in its statement of financial position; recognize as a component of other comprehensive income, net of tax, the gains or losses and prior service costs or credits that arise during the period but are not recognized as components of net periodic benefit cost pursuant to FASB No. 87 or No. 106; measure defined benefit plan assets and obligation as of the date of the employer’s fiscal year-end statement of financial position (with limited exceptions); and disclose in the notes to financial statements additional information about certain effects of net periodic benefit cost for the next fiscal year that arise from delayed recognition of the gains or losses, prior service costs or credits, and transition asset and obligation. Upon initial application of this statement and subsequently, an employer should continue to apply the provisions in Statements 87, 88, and 106 in measuring plan assets and benefit obligations as of the date of its statement of financial position and in determining the amount of net periodic benefit cost. An employer with publicly traded equity securities is required to initially recognize the funded status of a defined benefit postretirement plan and to provide the required disclosures as of the end of the fiscal year ending after December 15, 2006. Suffolk is currently evaluating the impact of FAS. No. 158 on its financial condition, results of operations and disclosures.

On September 13, 2006, the Securities and Exchange Commission issued Staff Accounting Bulletin No. 108 which provides guidance on the consideration of the effects of prior year misstatements in quantifying current year misstatements for the purpose of a materiality assessment. The guidance is effective for any report filed for an interim period of the first fiscal year ending after November 15, 2006. Suffolk is currently evaluating the impact of SAB No. 108 on its financial condition, results of operations and disclosures.

Item 2.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

AND RESULTS OF OPERATIONS

For the Three-Month Periods ended September 30, 2006 and 2005

Recent Developments

The yield curve for interest rates has remained flat or inverted throughout the year, where short-term funds have been priced at or above medium term funds. Rates in general have increased during the period. This lead to an increase in interest income and interest expense, of which interest expense increased at a higher percentage as a result of increased rates on borrowings. As a result, net interest margin decreased to 5.17 percent in the third quarter of 2006, down from 5.21 percent, in the third quarter of 2005.

Return on average equity increased, to 24.49 percent for the third quarter in 2006, up from 23.66 percent during the third quarter of 2005, and earnings-per-share increased from $.56 in the third quarter of 2005 to $.60 in the third quarter of 2006.

Key to maintaining performance was close management of the balance sheet. Steps included:

• Redirecting flow of investment from the consumer loan portfolio comprised primarily of indirect automobile paper, to the commercial and commercial real estate loan portfolios, as well as residential mortgages and construction loans. Balances of investment securities were comparable to the same period of 2005.

Page 11

• Pursuing ongoing program of capital management, which applies leverage to shareholders’ investment by means of the selective repurchase of shares, while maintaining “well-capitalized” status with regulatory agencies.

• Utilizing the market for wholesale funds to offset a decrease in deposits, the result of which is due to an unusually competitive environment. Demand deposits decreased 1.7 percent quarter to quarter, while savings, N.O.W. and money market deposits declined by 5.4 percent.

Net Income

Net income was $6,168,000 for the quarter, up 5.5 percent from $5,845,000 posted during the same period last year. Earnings per share for the quarter were $0.60 versus $0.56, an increase of 7.1 percent.

Interest Income

Interest income was $21,858,000 for the third quarter of 2006, up 13.0 percent from $19,348,000 posted for the same quarter in 2005. Average net loans during the third quarter of 2006 totaled $893,092,000 compared to $858,713,000 for the same period of 2005. During the third quarter of 2006, the yield on a fully taxable-equivalent basis was 6.83 percent on average earning assets of $1,313,722,000 up from 6.09 percent on average earning assets of $1,289,238,000 during the third quarter of 2005. Increases in interest income were attributable primarily to an increase in interest income on loans and obligations of states and political subdivisions.

Interest Expense

Interest expense for the third quarter of 2006 was $5,438,000, up 89.7 percent from $2,866,000 for the same period of 2005. During the third quarter of 2006, the cost of funds was 2.55 percent on average interest-bearing liabilities of $852,458,000, up from 1.38 percent on average interest-bearing liabilities of $829,747,000 during the third quarter of 2005. Interest expense increased primarily as a result of increases in market rates of interest, and increased interest on repurchase agreements and other borrowings.

Each of the Bank’s demand deposit accounts has a related non-interest-bearing sweep account. The sole purpose of the sweep accounts is to reduce the non-interest-bearing reserve balances that the Bank is required to maintain with the Federal Reserve Bank, and thereby increase funds available for investment. Although the sweep accounts are classified as savings accounts for regulatory purposes, they are included in demand deposits in the accompanying consolidated statements of condition.

Net Interest Income

Net interest income, before the provision for loan losses, is the largest component of Suffolk’s earnings. It was $16,420,000 for the third quarter of 2006, down .4 percent from $16,482,000 during the same period of 2005. The net interest margin for the quarter, on a fully taxable-equivalent basis, was 5.17 percent compared to 5.21 percent for the same period of 2005.

Page 12

The following table details the components of Suffolk’s net interest income on a taxable-equivalent basis: (in thousands of dollars)

September 30,	2006							2005
	Average Balance		Interest			Average Rate		Average Balance		Interest			Average Rate
INTEREST-EARNING ASSETS
U.S. Treasury securities	$	9,321	$	98		4.21	%	$	9,413	$	98		4.16	%
Collateralized mortgage obligations		169,178		1,938		4.58			224,433		2,257		4.02
Mortgage backed securities		1,312		23		7.01			2,234		38		6.80
Obligations of states and political subdivisions		108,522		1,636		6.03			62,976		919		5.84
U.S. govt. agency obligations		121,884		1,218		4.00			125,467		1,222		3.90
Corporate bonds and other securities		5,620		87		6.19			2,668		39		5.85
Federal funds sold and securities purchased under agreements to resell		4,793		63		5.26			3,334		29		3.48
Loans, including non-accrual loans
Commercial, financial & agricultural loans		187,012		3,955		8.46			172,679		3,019		6.99
Commercial real estate mortgages		305,879		5,732		7.50			293,420		5,093		6.94
Real estate construction loans		74,942		1,925		10.27			54,004		1,473		10.91
Residential mortgages (1st and 2nd liens)		135,122		2,216		6.56			118,892		1,865		6.27
Home equity loans		76,645		1,629		8.50			79,629		1,338		6.72
Consumer loans		112,218		1,898		6.77			139,038		2,254		6.48
Other loans (overdrafts)		1,274		—		—			1,051		—		—
Total interest-earning assets	$	1,313,722	$	22,418		6.83	%	$	1,289,238	$	19,644		6.09	%
Cash and due from banks	$	48,552						$	50,425
Other non-interest-earning assets		43,792							62,520
Total assets	$	1,406,066						$	1,402,183
INTEREST-BEARING LIABILITIES
Saving, N.O.W. and money market deposits	$	469,826	$	1,293		1.10	%	$	559,863	$	974		0.70	%
Time deposits		254,673		2,390		3.75			224,349		1,457		2.60
Total saving and time deposits		724,499		3,683		2.03			784,212		2,431		1.24
Federal funds purchased and securities sold under agreement to repurchase		52,913		728		5.50			297		0		0.47
Other borrowings		75,046		1,027		5.47			45,238		435		3.85
Total interest-bearing liabilities	$	852,458	$	5,438		2.55	%	$	829,747	$	2,866		1.38	%
Rate spread						4.27	%						4.71	%
Non-interest-bearing deposits	$	439,814						$	449,230
Other non-interest-bearing liabilities		13,070							24,386
Total liabilities	$	1,305,342						$	1,303,363
Stockholders’ equity		100,724							98,820
Total liabilities and stockholders’ equity	$	1,406,066						$	1,402,183
Net-interest income (taxable-equivalent basis) and effective interest rate differential			$	16,980		5.17	%			$	16,778		5.21	%
Less: taxable-equivalent basis adjustment				(560	)						(296	)
Net-interest income			$	16,420						$	16,482

Other Income

Other income increased to $2,750,000 for the three months compared to $2,528,000 the previous year. Service charges on deposits were down 4.9 percent. Service charges, including commissions and fees other than for deposits, increased by 39.3 percent. Trust revenue was up .3 percent. Other operating income increased by 22.8 percent. There were no net gains on the sale of securities for the third quarter of 2006 and 2005.

Other Expense

Other expense for the third quarter of 2006 was $10,002,000, up 9.0 percent from $9,178,000 for the comparable period in 2005. Employee compensation increased by 7.1 percent, net occupancy expense increased 4.9 percent owing primarily to increased rent and building maintenance, equipment expense increased by 11.1 percent owing primarily to increased depreciation expense, and other operating expense increased by 14.8 percent.

Page 13

In accordance with the requirements of Statement of Financial Accounting Standards 132R (“SFAS 132R”), Suffolk presents information concerning net periodic defined benefit pension expense for the three months ended September 30, 2006 and 2005, including the following components:

	3 months 9/30/2006			3 months 9/30/2005			9 months 9/30/2006			9 months 9/30/2005
Service cost	$	350,337		$	298,660		$	1,051,011		$	895,980
Interest cost		339,996			312,648		$	1,019,987		$	937,944
Expected return on plan assets		(444,960	)		(392,810	)	$	(1,334,880	)	$	(1,178,430	)
Amortization of prior service cost		(995	)		(3,595	)	$	(2,984	)	$	(10,785	)
Amortization of unrecognized net actuarial loss		66,802			48,787		$	200,407		$	146,361
Net periodic benefit expense	$	311,180		$	263,690		$	933,541		$	791,070

A contribution of approximately $1,431,000 was made to the pension plan in June of 2006. Management is currently evaluating the impact of the Pension Funding Equity Act enacted in April 2004 on projected funding. There were no additional contributions required to be made to the plan in the three months ended September 30, 2006.

Capital Resources

Stockholders’ equity totaled $108,012,000 on September 30, 2006, an increase of 5.9 percent from $102,001,000 on December 31, 2005. This was the result of net income and improvements in the market value of securities available for sale, offset by a combination of the repurchase of shares, and cash dividends. The ratio of equity to assets was 7.6 percent at September 30, 2006 and 7.2 percent at December 31, 2005. The following table details amounts and ratios of Suffolk’s regulatory capital: (in thousands of dollars except ratios)

	Actual				For capital adequacy				To be well capitalized under prompt corrective action provisions
	Amount		Ratio		Amount		Ratio		Amount		Ratio
As of September 30, 2006
Total Capital (to risk-weighted assets)	$	115,713	10.83	%	$	85,459	8.00	%	$	106,824	10.00	%
Tier 1 Capital (to risk-weighted assets)		108,186	10.13	%		42,730	4.00	%		64,095	6.00	%
Tier 1 Capital (to average assets)		108,186	7.70	%		56,205	4.00	%		70,256	5.00	%
As of December 31, 2005
Total Capital (to risk-weighted assets)	$	113,172	10.91	%	$	82,984	8.00	%	$	103,730	10.00	%
Tier 1 Capital (to risk-weighted assets)		103,344	9.96	%		41,492	4.00	%		62,238	6.00	%
Tier 1 Capital (to average assets)		103,344	7.52	%		54,943	4.00	%		68,679	5.00	%

Credit Risk

Suffolk makes loans based on the best evaluation possible of the creditworthiness of the borrower. Even with careful underwriting, some loans may not be repaid as originally agreed. To provide for this possibility, Suffolk maintains an allowance for loan losses, based on an analysis of the performance of the loans in its portfolio. The analysis includes subjective factors based on management’s judgment as well as quantitative evaluation. Prudent, conservative estimates should produce an allowance that will provide for a range of losses. According to generally accepted accounting principles (“GAAP”) a financial institution should record its best estimate. Appropriate factors contributing to the estimate may include changes in the composition of the institution’s assets, or potential economic slowdowns or downturns. Also important is the geographical or political environment in which the institution operates. Suffolk’s management considers all of these factors when determining the provision for loan losses.

Page 14

The provision for the allowance for loan losses was $345,000 for the third quarter of 2006, and $450,000 for the comparable period in 2005. During the second quarter of 2006, the remainder of a large loan that is in litigation and not performing, previously disclosed and fully reserved, was charged off. Suffolk will continue to pursue all legal remedies to collect the balance of this loan. Management believes the circumstances particular to this loan are not reflective of systematic weakness in Suffolk’s loan portfolio or of its underwriting standards.

The following table presents information about the allowance for loan losses: (in thousands of dollars except for ratios)

	For the last 12 months			For the three months ended
				Sept. 30 2006			June 30 2006			Mar. 31 2006			Dec. 31 2005
Allowance for loan losses
Beginning balance	$	9,384		$	7,084		$	10,150		$	9,828		$	9,384
Total charge-offs		(3,791	)		(25	)		(3,504	)		(151	)		(111	)
Total recoveries		539			123			138			173			105
Provision for loan losses		1,395			345			300			300			450
Ending balance	$	7,527		$	7,527		$	7,084		$	10,150		$	9,828
Coverage ratios
Loans, net of discounts: average	$	901,464		$	900,375		$	923,372		$	903,490		$	878,617
at end of period		908,976			886,987			919,622			924,256			905,037
Non-performing assets		2,651			1,355			608			4,182			4,459
Non-performing assets/total loans (net of discount)		0.29	%		0.15	%		0.07	%		0.45	%		0.49	%
Net charge-offs/average net loans (annualized)		(0.44	)%		(0.04	)%		(1.58	)%		(0.14	)%		0.00	%
Allowance/non-accrual, restructured, & OREO		545.94	%		555.50	%		1,165.13	%		242.71	%		220.41	%
Allowance for loan losses/net loans		0.95	%		0.85	%		0.77	%		1.10	%		1.09	%

Critical Accounting Policies, Judgments and Estimates

Suffolk’s accounting and reporting policies conform to the accounting principles generally accepted in the United States of America and general practices within the financial services industry. The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the amounts reported in the financial statements and the accompanying notes. Actual results could differ from those estimates.

Allowance for Loan Losses

Suffolk considers that the determination of the allowance for loan losses involves a higher degree of judgment and complexity than its other significant accounting policies. The balance in the allowance for loan losses is determined based on management’s review and evaluation of the loan portfolio in relation to past loss experience, the size and composition of the portfolio, current economic events and conditions, and other pertinent factors, including management’s assumptions as to future delinquencies, recoveries and losses. All of these factors may change significantly. To the extent actual performance differs from management’s estimates, additional provisions for loan losses may be required that would reduce earnings in future periods.

Income Taxes

Under the liability method, deferred tax assets and liabilities are determined by the difference between the financial statement, and the tax bases of assets and liabilities. Deferred tax assets are subject to management’s judgment of available evidence that future realization is more likely than not. If management determines that Suffolk may be unable to realize all or part of the net deferred tax assets in the future, a direct charge to income tax expense may be required to reduce the recorded value of the net deferred tax asset to the amount management expects can be realized.

Page 15

Item 3.

Quantitative and Qualitative Disclosures about Market Risk

Market Risk

Suffolk originates and invests in interest-earning assets and solicits interest-bearing deposit accounts. Suffolk’s operations are subject to market risk resulting from fluctuations in interest rates to the extent that there is a difference between the amounts of interest-earning assets and interest-bearing liabilities that are prepaid, withdrawn, mature, or re-priced in any given period of time. Suffolk’s earnings or the net value of its portfolio (the present value of expected cash flows from liabilities) will change when interest rates change. The principal objective of Suffolk’s asset/liability management program is to maximize net interest income while keeping risks acceptable. These risks include both the effect of changes in interest rates, and risks to liquidity. The program also provides guidance to management in funding Suffolk’s investment in loans and securities. Suffolk’s exposure to interest-rate risk has not changed substantially since December 31, 2005.

Business Risks and Uncertainties

This report contains some statements that look to the future. These may include remarks about Suffolk Bancorp, the banking industry, and the economy in general. Factors affecting Suffolk Bancorp include particularly, but are not limited to: changes in interest rates; increases or decreases in retail and commercial economic activity in Suffolk’s market area; variations in the ability and propensity of consumers and businesses to borrow, repay, or deposit money, or to use other banking and financial services. Further, it could take Suffolk longer than anticipated to implement its strategic plans to increase revenue and manage non-interest expense, or it may not be possible to implement those plans at all. Finally, new and unanticipated legislation, regulation, or accounting standards may require Suffolk to change its practices in ways that materially change the results of operation. Each of the factors may change in ways that management does not now foresee. These remarks are based on current plans and expectations. They are subject, however, to a variety of uncertainties that could cause future results to vary materially from Suffolk’s historical performance, or from current expectations.

Item 4.

Controls and Procedures

Suffolk’s Chief Executive Officer and Chief Financial Officer (collectively, the “Certifying Officers”) are responsible for establishing and maintaining disclosure controls and procedures as defined in Rules 13a-15(e) of the Securities Exchange Act of 1934 for Suffolk. Based upon their evaluation of these controls and procedures as of September 30, 2006, the Certifying Officers have concluded that Suffolk’s disclosure controls and procedures are effective.

In addition, there has been no significant change in Suffolk’s internal controls over financial reporting that occurred during Suffolk’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, Suffolk’s internal controls over financial reporting.

PART II

Item 2.

Changes in Securities, Use of Proceeds and Issuer Purchases of Equity Securities

The following table details repurchases of common stock during the third quarter of 2006:

Quarter ending	Total shares repurchased	Average price per share		Aggregate cost
September 30, 2006	14,808	$	32.60	$	482,741

Page 16

Item 6.

Exhibits and Reports on Form 8-K

CERTIFICATION OF PERIODIC REPORT - Exhibit 31.1

CERTIFICATION OF PERIODIC REPORT - Exhibit 31.2

CERTIFICATION OF PERIODIC REPORT - Exhibit 32.1

CERTIFICATION OF PERIODIC REPORT - Exhibit 32.2

The following reports were filed on Form 8-K during the three month period ended September 30, 2006.

Current Report on Form 8-K – July 17, 2006 – Press Release of July 17, 2006, “Suffolk Bancorp Announces Earnings for the Second Quarter of 2006”.

Current Report on Form 8-K – August 28, 2006 – Press Release of August 29, 2006, “Suffolk Bancorp Announces Regular Quarterly Dividend”.

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.

SUFFOLK BANCORP

Date: November 3, 2006	/s/ Thomas S. Kohlmann
	Thomas S. Kohlmann
	President & Chief Executive Officer
Date: November 3, 2006	/s/ J. Gordon Huszagh
	J. Gordon Huszagh
	Executive Vice President & Chief Financial Officer

Page 17