UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                     FORM 15

CERTIFICATION  AND NOTICE OF TERMINATION OF REGISTRATION  UNDER SECTION 12(g) OF
THE SECURITIES  EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER
SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.

                                                Commission File Number   0-19843


                          ALBANK Financial Corporation
             (Exact name of registrant as specified in its charter)


       10 North Pearl Street, Albany, New York 12207-2774, (518) 445-2100
    (Address, including zip code, and telephone number, including area code,
                  of registrant's principal executive offices)


                     Common Stock, par value $0.01 per share
            (Title of each class of securities covered by this Form)


                                      None
       (Titles of all other classes of securities for which a duty to file
                 reports under section 13(a) or 15(d) remains)

         Please  place an X in the box(es) to  designate  the  appropriate  rule
provision(s) relied upon to terminate or suspend the duty to file reports:

    Rule 12g-4(a)(1)(i)      [X]            Rule 12h-3(b)(1)(i)     [ ]
    Rule 12g-4(a)(1)(ii)     [ ]            Rule 12h-3(b)(1)(ii)    [ ]
    Rule 12g-4(a)(2)(i)      [ ]            Rule 12h-3(b)(2)(i)     [ ]
    Rule 12g-4(a)(2)(ii)     [ ]            Rule 12h-3(b)(2)(ii)    [ ]
                                            Rule 15d-6              [ ]

         Approximate  number of holders  of record as of  the  certification  or
notice date:   None

         Pursuant to the  requirements  of the Securities  Exchange Act of 1934,
ALBANK Financial Corporation has caused this  certification/notice  to be signed
on its behalf by the undersigned duly authorized person.



Date: December 17, 1998          By: /s/ Robert J. Vana
      -----------------              --------------------
                                     Robert J. Vana
                                     Chief Corporate Counsel and Corporate
                                     Secretary of Charter One Financial, Inc.
                                     (successor by merger to ALBANK 
                                        Financial Corporation)