Exhibit 11

                         CATSKILL FINANCIAL CORPORATION
                   COMPUTATION OF NET INCOME PER COMMON SHARE
                 (IN THOUSANDS, EXCEPT SHARE AND PER SHARE DATA)


                                                Three Months Ended December 31,
                                                -------------------------------

                                                   1997                 1996
                                                ----------          ----------

NET INCOME PER COMMON SHARE - BASIC

   Net income applicable to common shares       $      958          $    1,066

   Weighted average common shares outstanding    4,250,413           5,090,814

   Net income per common share - basic          $      .23          $      .21
                                                ==========          ==========

NET INCOME PER COMMON SHARE - DILUTED

   Net income applicable to common shares       $      958          $    1,066

   Weighted average common shares outstanding    4,250,413           5,090,814

   Dilutive common stock options (1)               143,426              19,548
                                                ----------          ----------

   Weighted average common shares and
     common share equivalents outstanding        4,393,839           5,110,362
                                                ==========          ==========

   Net income per common share - diluted        $      .22          $      .21
                                                ==========          ==========


(1) Dilutive common stock options (includes restricted stock under the Company's
MRP plan and  options  under its stock  option  plan) are based on the  treasury
stock method using average market price.  The treasury  stock method  recognizes
the use of assumed  proceeds  upon the  exercise of  options,  and the amount of
unearned  compensation   attributed  to  future  services  under  the  Company's
restricted stock plan, including any tax benefits,  will be used to purchase the
Company's common stock at the average market price during the period.



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