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 14, 2004

                            Pathfinder Bancorp, Inc.
          -------------------------------------------------------------

             (Exact name of registrant as specified in its charter)

       Federal                        000-23601                 16-1540137
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 (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  1-7     Not  Applicable.

Item  8.01     Other  Events

     On  September  14,  2004,  Pathfinder  Bank, the wholly owned subsidiary of
Pathfinder  Bancorp, Inc. entered into a contract with Paul A. Castaldo, Inc. to
perform  as the general contractor in the construction of a new branch office to
be  located  at  3025  East  Avenue (Route 49) in the village of Central Square,
Oswego  County,  New  York.

     The  contract  is  contingent  upon  the receipt of all relevant regulatory
approvals  to  operate  a  branch office of Pathfinder Bank at the location. The
construction  of the branch office is expected to be completed during the second
quarter  of  2005.

                                   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:  September  14,  2004    By:  /s/  Thomas  W.  Schneider

                               -------------------------------------
                               Thomas  W.  Schneider
                               President  and  Chief  Executive
                               Officer