EXHIBIT 23.4


                      Consent of Ostrowski & Company, Inc.


We hereby consent to the use of our name in the Form S-4 Registration  Statement
of Webster Financial Corporation ("Webster") and any amendments thereto relating
to the  registration  of  shares  of  Webster's  common  stock to be  issued  in
connection with Webster's proposed acquisition of Maritime Bank & Trust Company.
We also consent to the inclusion of our opinion  letter dated  February 25, 1999
as an  appendix  to the  Proxy  Statement/Prospectus  included  as  part  of the
Registration Statement,  and the references to our opinion included in the Proxy
Statement/Prospectus.

/s/ Ostrowski & Company, Inc.

Cranford, New Jersey
February 25, 1999