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): July 23, 1998

                          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
                    (Address of principal executive offices)
       Registrant's telephone number, including area code: (203) 753-2921

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


<PAGE>



ITEM 5. OTHER EVENTS.

        Filed  as  Exhibit  99.1  are  Selected  Financial  Data,   Management's
        Discussion   and  Analysis  of  Financial   Condition   and  Results  of
        Operations,  Consolidated  Financial  Statements and other Annual Report
        data  of  Webster   Financial   Corporation   restated  to  reflect  the
        acquisition by merger of Eagle Financial  Corp.  which was accounted for
        as a pooling of  interests.  The  consolidated  financial  statements of
        Webster Financial Corporation are restated for periods prior to the date
        of the acquisition.

ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.

(a)     Not applicable.

(b)     Not applicable.

(c)     Exhibits.

         23.1     Consent of KPMG Peat Marwick LLP.

         99.1     Webster  Financial  Corporation  Restated  Selected  Financial
                  Data,   Management's  Discussion  and  Analysis  of  Financial
                  Condition and Results of Operations, Financial Statements  and
                  other Annual Report data.

         27       Financial Data Schedules

         27.1     Restated Financial Data Schedule

         27.2     Restated Financial Data Schedule

         27.3     Restated Financial Data Schedule



<PAGE>



                                   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/ John V. Brennan
                                           -------------------------------------
                                           John V. Brennan
                                           Executive Vice President,
                                           Chief Financial Officer, Treasurer,
                                           Principal Financial Officer,
                                           Principal Accounting Officer


Date: July 23, 1998


<PAGE>



                  EXHIBIT INDEX

         23.1     Consent of KPMG Peat Marwick LLP.

         27       Restated Financial Data Schedules

         27.1     Restated Financial Data Schedule

         27.2     Restated Financial Data Schedule

         27.3     Restated Financial Data Schedule

         99.1     Webster  Financial  Corporation  Restated  Selected  Financial
                  Data,   Management's  Discussion  and  Analysis  of  Financial
                  Condition and Results of Operations, Financial Statements  and
                  other Annual Report data.
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{"company-data": {"conformed-name": "WEBSTER FINANCIAL CORP", "cik": "0000801337", "assigned-sic": "6035", "irs-number": "061187536", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-15213", "film-number": "98670471"}, "business-address": {"street1": "WEBSTER PLAZA", "street2": "145 BANK ST", "city": "WATERBURY", "state": "CT", "zip": "06720", "phone": "2037532921"}, "mail-address": {"street1": "WEBSTER PLAZA", "city": "WATERBURY", "state": "CT", "zip": "06720"}}
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): July 23, 1998

                          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
                    (Address of principal executive offices)
       Registrant's telephone number, including area code: (203) 753-2921

                                 NOT APPLICABLE
          (Former name or former address, if changed since last report)
ITEM 5. OTHER EVENTS.

        Filed  as  Exhibit  99.1  are  Selected  Financial  Data,   Management's
        Discussion   and  Analysis  of  Financial   Condition   and  Results  of
        Operations,  Consolidated  Financial  Statements and other Annual Report
        data  of  Webster   Financial   Corporation   restated  to  reflect  the
        acquisition by merger of Eagle Financial  Corp.  which was accounted for
        as a pooling of  interests.  The  consolidated  financial  statements of
        Webster Financial Corporation are restated for periods prior to the date
        of the acquisition.

ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.

(a)     Not applicable.

(b)     Not applicable.

(c)     Exhibits.

         23.1     Consent of KPMG Peat Marwick LLP.

         99.1     Webster  Financial  Corporation  Restated  Selected  Financial
                  Data,   Management's  Discussion  and  Analysis  of  Financial
                  Condition and Results of Operations, Financial Statements  and
                  other Annual Report data.

         27       Financial Data Schedules

         27.1     Restated Financial Data Schedule

         27.2     Restated Financial Data Schedule

         27.3     Restated Financial Data Schedule
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/ John V. Brennan
                                           -------------------------------------
                                           John V. Brennan
                                           Executive Vice President,
                                           Chief Financial Officer, Treasurer,
                                           Principal Financial Officer,
                                           Principal Accounting Officer

Date: July 23, 1998
EXHIBIT INDEX

         23.1     Consent of KPMG Peat Marwick LLP.

         27       Restated Financial Data Schedules

         27.1     Restated Financial Data Schedule

         27.2     Restated Financial Data Schedule

         27.3     Restated Financial Data Schedule

         99.1     Webster  Financial  Corporation  Restated  Selected  Financial
                  Data,   Management's  Discussion  and  Analysis  of  Financial
                  Condition and Results of Operations, Financial Statements  and
                  other Annual Report data.