SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549



                                    FORM 8-K
                                 CURRENT REPORT


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



         Date of Report (Date of earliest event reported): June 23, 2000



                          WEBSTER FINANCIAL CORPORATION
             -------------------------------------------------------
             (Exact name of registrant as specified in its charter)



                                                                                  
                  DELAWARE                                   0-15213                        06-1187536
- --------------------------------------------       -----------------------------        ------------------
        (State or other jurisdiction                       (Commission                     (IRS Employer
              of incorporation)                             File Number)                 Identification No.)




                   WEBSTER PLAZA, WATERBURY, CONNECTICUT 06702
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                    (Address of principal executive offices)



       Registrant's telephone number, including area code: (203) 753-2921
                                                           --------------



                                 NOT APPLICABLE
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          (Former name or former address, if changed since last report)




ITEM 5.  OTHER EVENTS.

                  On June 23, 2000,  Webster Financial  Corporation,  a Delaware
corporation  ("Webster"),  completed its acquisition of MECH Financial,  Inc., a
Connecticut  corporation ("MECH"),  pursuant to an Agreement and Plan of Merger,
dated  December 1, 1999, as amended by Amendment  Number 1 thereto,  dated as of
December 21, 1999 (the "Merger  Agreement").  Also as contemplated by the Merger
Agreement,  Mechanics  Savings Bank, a wholly owned  subsidiary of MECH,  merged
with and into Webster Bank, a wholly owned subsidiary of Webster.

                  In accordance with the provisions of the Merger Agreement, the
merger was  effected on a stock for stock  basis.  Each  issued and  outstanding
share of MECH common stock  converted  into 1.52 shares of Webster common stock,
par value $0.01 per share, or  approximately  8.2 million  shares,  plus cash in
lieu of fractional shares.

ITEM 7.           FINANCIAL STATEMENTS AND EXHIBITS.



(a)      Financial Statements of business acquired.
         Not applicable


(b)      Pro forma financial information.
         Not applicable.


(c)      Exhibits
         Not applicable.






                                   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.


                                           WEBSTER FINANCIAL CORPORATION
                                           -----------------------------
                                           (Registrant)


                                           /s/ James C. Smith
                                           ------------------------------------
                                           James C. Smith
                                           Chairman and Chief Executive Officer



Date: June 26, 2000