<PAGE>
   As filed with the Securities and Exchange Commission on June 12, 1996

                                              Registration No. 33-          
- ------------------------------------------------------------------------------ 
                      SECURITIES AND EXCHANGE COMMISSION
                           Washington, DC  20549
                                                  
                           -------------------------
                                                       
                              REGISTRATION STATEMENT
                                 ON FORM S-8
                         UNDER THE SECURITIES ACT OF 1933
                                                  
                         -------------------------
                           
                                SFS BANCORP, INC.
            (Exact name of registrant as specified in its charter)

                Delaware                                 22-3366295
(State or other jurisdiction of incorporation  (I.R.S. Employer Identification 
            or organization)                                 No.)

261-263 State Street, Schenectady, New York                12305
(Address of principal executive offices)                (Zip Code)

                              SFS BANCORP, INC.
               1995 STOCK OPTION AND INCENTIVE PLAN
                            (Full title of the plan)

                            Robert L. Freedman, P.C.
                             Beth A. Freedman, Esq.
                        Silver, Freedman & Taff, L.L.P.
     (a limited liability partnership including professional corporations)
                                 Suite 700 East
                           1100 New York Avenue, N.W.
                           Washington, DC  20005-3934
                  (Name and address of agent for service)

                                 (202) 414-6100
      (Telephone number, including area code, of agent for service)

<TABLE>
<CAPTION>
                         CALCULATION OF REGISTRATION FEE
==============================================================================
                                                       Proposed      Amount 
                                 Proposed maximum     maximum      of regis-
Title of securities  Amount to be  offering price  aggregate offer-  tration 
to be registered      registered     per share        ing price        fee   

- ------------------------------------------------------------------------------
<C>                  <C>           <C>             <C>              <C>
Common Stock, par
value $.01 per share  149,500 shares  $12.625(2)    $1,877,159(2)   $648(2)  
- ------------------------------------------------------------------------------ 
<FN>  (1)  Pursuant to Rule 416 under the Securities Act of 1933, as amended, 
           this Registration Statement covers, in addition to the number of  
           shares set forth above, an indeterminate number of shares which, by 
           reason of certain events specified in the Plan, may become subject 
           to the Plan.
      (2)  Estimated in accordance with Rule 457(h), solely for the purpose of 
           calculating the registration fee.  Of the 149,500 shares being    
           registered hereby (i) 133,054 shares are subject to options with an
           exercise price of $12.625 per share ($1,679,807 in the aggregate) 
           and (ii) the remaining 16,446 shares which have not been awarded to 
           date are being registered based upon the closing price of the     
           Common Stock on the Nasdaq National Market of $12.00 per share on 
           June 10, 1996 (197,352 in the aggregate).

</TABLE>

<PAGE>
<PAGE> I-1
                                      PART I 

               INFORMATION REQUIRED IN THE SECTION 10(A) PROSPECTUS


     The document(s) containing the information specified in Part I of Form S-8 
will be sent or given to participants in the SFS Bancorp, Inc. 1995 Stock
Option and Incentive Plan (the "Plan") as specified by Rule 428(b)(1)
promulgated by the Securities and Exchange Commission (the "Commission") under
the Securities Act of 1933, as amended (the "Securities Act").

     Such document(s) are not being filed with the Commission, but constitute
(along with the documents incorporated by reference into the Registration
Statement pursuant to Item 3 of Part II hereof) a prospectus that meets the
requirements of Section 10(a) of the Securities Act.

<PAGE>
<PAGE>II-1                           PART II

                       INFORMATION NOT REQUIRED IN PROSPECTUS


Item 3.   Incorporation of Certain Documents by Reference.
          -----------------------------------------------

    The following documents previously or concurrently filed by SFS Bancorp,
Inc. (the "Company") with the Commission are hereby incorporated by reference
in this Registration Statement:

(a)   the Company's Annual Report on Form 10-KSB for the year ended December 
      31, 1995 (File No. 0-25994) filed pursuant to Rule 13a-1 of the        
      Securities Exchange Act of 1934, as amended (the "Exchange Act");

(b)   all other reports filed by the Company pursuant to Section 12 or 15(d) 
      of the Exchange Act since the end of the period covered by the Report  
      referred to above;

(c)   the Company's definitive Proxy Statement for its Annual Meeting of     
      Stockholders held on April 17, 1996; and 

(d)   the description of the common stock, par value $.01 per share, of the  
      Company contained in the Company's Registration Statement on Form S-1  
      (File No. 33-99422) filed with the Commission on March 17, 1995 and all 
      amendments or reports filed for the purpose of updating such           
      description.

     All documents subsequently filed by the Company with the Commission
pursuant to Sections 13(a), 13(c), 14, or 15(d) of the Exchange Act, after the
date hereof, and prior to the filing of a post-effective amendment which
indicates that all securities offered hereby have been sold or which
deregisters all securities then remaining unsold, shall be deemed incorporated
by reference into this Registration Statement and to be a part thereof from
the date of the filing of such documents.  Any statement contained in the
documents incorporated, or deemed to be incorporated, by reference herein or
therein shall be deemed to be modified or superseded for purposes of this
Registration Statement and the Prospectus to the extent that a statement
contained herein or therein or in any other subsequently filed document which
also is, or is deemed to be, incorporated by reference herein or therein
modifies or supersedes such statement.  Any such statement so modified or
superseded shall not be deemed, except as so modified or superseded, to
constitute a part of this Registration Statement and the Prospectus.

    The Company shall furnish without charge to each person to whom the
Prospectus is delivered, on the written or oral request of such person, a copy
of any or all of the documents incorporated by reference, other than exhibits
to such documents (unless such exhibits are specifically incorporated by
reference to the information that is incorporated).  Requests should be
directed to Richard D. Ammian, Senior Vice President and Secretary, 251-263
State Street, Schenectady, New York 12305, telephone number (518) 395-2300.

    All information appearing in this Registration Statement and the
Prospectus is qualified in its entirety by the detailed information, including
financial statements, appearing in the documents incorporated herein or
therein by reference.


<PAGE> II-2
Item 4.  Description of Securities.
         --------------------------
         Not Applicable.

Item 5.  Interests of Named Experts and Counsel.
         --------------------------------------
         Not Applicable.

Item 6.  Indemnification of Directors and Officers.
         -----------------------------------------
      Article ELEVENTH of the Company's Certificate of Incorporation provides
for indemnification of directors and officers of the Registrant against any
and all liabilities, judgments, fines and reasonable settlements, costs,
expenses and attorneys' fees incurred in any actual, threatened or potential
proceeding, except to the extent that such indemnification is limited by
Delaware law and such law cannot be varied by contract or bylaw.  Article
ELEVENTH also provides for the authority to purchase insurance with respect
thereto.

      Section 145 of the General Corporation Law of the State of Delaware
authorizes a corporation's board of directors to grant indemnity under certain
circumstances to directors and officers, when made, or threatened to be made,
parties to certain proceedings by reason of such status with the corporation,
against judgments, fines, settlements and expenses, including attorneys' fees. 
In addition, under certain circumstances such persons may be indemnified
against expenses actually and reasonably incurred in defense of a proceeding
by or on behalf of the corporation.  Similarly, the corporation, under certain
circumstances, is authorized to indemnify directors and officers of other
corporations or enterprises who are serving as such at the request of the
corporation, when such persons are made, or threatened to be made, parties to
certain proceedings by reason of such status, against judgments, fines,
settlements and expenses, including attorneys' fees; and under certain
circumstances, such persons may be indemnified against expenses actually and
reasonably incurred in connection with the defense or settlement of a
proceeding by or in the right of such other corporation or enterprise. 
Indemnification is permitted where such person (i) was acting in good faith,
(ii) was acting in a manner he reasonably believed to be in or not opposed to
the best interests of the corporation or other corporation or enterprise, as
appropriate, (iii) with respect to a criminal proceeding, had no reasonable
cause to believe his conduct was unlawful, and (iv) was not adjudged to be
liable to the corporation or other corporation or enterprise (unless the court
where the proceeding was brought determines that such person is fairly and
reasonably entitled to indemnity).

     Unless ordered by a court, indemnification may be made only following a
determination that such indemnification is permissible because the person
being indemnified has met the requisite standard of conduct.  Such
determination may be made (i) by the corporation's board of directors by a
majority vote of a quorum consisting of directors not at the time parties to
such proceeding; or (ii) if such a quorum cannot be obtained or the quorum so
directs, then by independent legal counsel in a written opinion; or (iii) by
the stockholders.

     Section 145 also permits expenses incurred by directors and officers in
defending a proceeding to be paid by the corporation in advance of the final
disposition of such proceedings upon the receipt of an undertaking by the
director or officer to repay such amount if it is ultimately determined that
he is not entitled to be indemnified by the corporation against such expenses.

<PAGE>II-3
     Under a directors' and officers' liability insurance policy, directors
and officers of the Company are insured against certain liabilities.

Item 7.  Exemption from Registration Claimed.
          -----------------------------------
         Not Applicable.

Item 8.  Exhibits.
         --------
                                             Reference to
Regulation                                  Prior Filing or
S-B Exhibit                                 Exhibit Number
Number       Document                       Attached Hereto   
- ----------------------------------------------------------------------------
  4      Instruments defining the rights of
          security holders, including debentures              
                                  
          SFS Bancorp, Inc. 1995 Stock 
          Option and Incentive Plan              4(a)         
                                  
  5      Opinion of Silver, Freedman & Taff, 
          L.L.P.                                 5
                                  
 23       Consents of Experts and Counsel

          Consent of Silver, Freedman & Taff,    23(a) 
          L.L.P.

          Consent of KPMG Peat Marwick, LLP      23(b)        

 24      Power of Attorney                 Contained on
                                           Signature Page

Item 9.  Undertakings.
         ------------
(a)   The undersigned Registrant hereby undertakes:

      (1)  To file, during any period in which offers or sales are being made,
a post-effective amendment to this registration statement to include any
material information with respect to the plan of distribution not previously
disclosed in the registration statement or any material change to such
information in the registration statement.

      (2)  That, for the purpose of determining any liability under the
Securities Act of 1933, each such post-effective amendment shall be deemed to
be a new registration statement relating to the securities offered therein,
and the offering of such securities at that time shall be deemed to be the
initial bona fide offering thereof.

      (3)  To remove from registration by means of a post-effective amendment
any of the securities being registered which remain unsold at the termination
of the offering.

(b)  The undersigned Registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act of 1933, each filing of the
Registrant's annual report pursuant to Section 13(a) or Section 15(d) of the
Securities Exchange Act of 1934 that is incorporated by reference in the
registration statement shall be deemed to be a new registration statement
relating to the securities offered therein, and the offering of such
securities at that time shall be deemed to be the initial bona fide offering
thereof.

<PAGE>II-4

(c)    Insofar as indemnification for liabilities arising under the Securities
Act of 1933 may be permitted to directors, officers and controlling persons of
the Registrant pursuant to the foregoing provisions, or otherwise, the
Registrant has been advised that in the opinion of the Securities and Exchange
Commission such indemnification is against public policy as expressed in the
Act and is, therefore, unenforceable.  In the event that a claim for
indemnification against such liabilities (other than the payment by the
Registrant of expenses incurred or paid by a director, officer or controlling
person of the Registrant of expenses incurred or paid by a director, officer
or controlling person in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the Registrant will, unless
in the opinion of its counsel the matter has been settled by controlling
precedent, submit to a court of appropriate jurisdiction the question whether
such indemnification by it is against public policy as expressed in the Act
and will be governed by the final adjudication of such issue.

<PAGE>
<PAGE>                               SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933, the
Registrant certifies that it has reasonable grounds to believe that it meets
all the requirements for filing on Form S-8 and the Registrant has duly caused
this Registration Statement to be signed on its behalf by the undersigned,
thereunto duly authorized in the City of Schenectady, State of New York, on
June 10, 1996.
                                      
                                SFS BANCORP, INC.



                                By:  /s/ Joseph H. Giaquinto                
                                Joseph H. Giaquinto, Chairman of the Board,
                                President and Chief Executive Officer
                                (Duly Authorized Representative)

     KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears
below constitutes and appoints Joseph H. Giaquinto, his or her true and lawful
attorney-in-fact and agent, with full power of substitution and re-substitution,
for him or her in his or her name, place and stead, in any and
all capacities, to sign any and all amendments (including post-effective
amendments) to this Registration Statement, and to file the same, with all
exhibits thereto, and all other documents in connection therewith, with the
Securities and Exchange Commission, granting unto said attorney-in-fact and
agent full power and authority to do and perform each and every act and thing
requisite and necessary to be done, as fully to all intents and purposes as he
might or could do in person, hereby ratifying and confirming said attorney-in-
fact and agent or his substitute or substitutes may lawfully do or cause to be
done by virtue hereof.

      Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed below by the following persons in the
capacities and on the dates indicated.


/s/ Richard D. Ammian                /s/ Joseph H. Giaquinto         
- -------------------------            --------------------------------

Richard A. Ammian, Senior Vice       Joseph H. Giaquinto, Chairman of
President and Secretary               the Board, President and Chief
                                      Executive Officer
                                      (Principal Executive and Operating
                                      Officer)

Date:  June 10, 1996                 Date:  June 10, 1996


/s/ John F. Assini, M.D.             /s/ George J. Finster                  
John F. Assini, M.D., Vice           George J. Finster, Director
 Chairman of the Board

Date:  June 10, 1996                 Date:  June 10, 1996

<PAGE>
<PAGE>
/s/ Gerald I. Klein                  /s/ Robert A. Schlansker
Gerald L. Klein, Director            Robert A. Schlansker, Director



Date:  June 10, 1996                 Date:  June 10, 1996                   

/s/ Richard A. Ahl                                                          
Richard A. Ahl, Executive Vice President,
 Treasurer and Chief Financial Officer
(Principal Financial and Accounting Officer)

Date:  June 10, 1996
<PAGE>
<PAGE>
============================================================================


                      SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C.  20549




                                                  
                          -------------------------



                                   EXHIBITS


                                      TO


                     REGISTRATION STATEMENT ON FORM S-8



                                    UNDER


                          THE SECURITIES ACT OF 1933




                                                  
                          -------------------------




                                SFS BANCORP, INC.






<PAGE>
<PAGE>                               EXHIBIT INDEX

                                                      Reference to
 Regulation                                         Prior Filing or
S-B Exhibit                                          Exhibit Number
  Number              Document                      Attached Hereto
- -------------------------------------------------------------------------

  4           Instruments defining the rights of 
              security holders, including debentures         
                
              SFS Bancorp, Inc. 1995 Stock Option and
              Incentive Plan                                 4(a)
                
  5          Opinion of Silver, Freedman & Taff, L.L.P.      5    
                
 23           Consents of Experts and Counsel

              Consent of Silver, Freedman & Taff, L.L.P.    23(a)

              Consent of KPMG Peat Marwick, LLP             23(b)     

 24           Power of Attorney                          Contained on
                                                        Signature Page
[{"type": "S-8", "sequence": "1", "description": "FORM S-8 FOR 1996 STOCK OPTION AND INCENTIVE PLAN", "secsgml_size_bytes": 20263}]
{"company-data": {"conformed-name": "SFS BANCORP INC", "cik": "0000942135", "assigned-sic": "6035", "irs-number": "223366295", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-05831", "film-number": "96580107"}, "business-address": {"street1": "251 263 STATE ST", "city": "SCHNECTADY", "state": "NY", "zip": "12305", "phone": "5183952300"}, "mail-address": {"street1": "251-263 STATE STREET", "city": "SCHENECTADY", "state": "NY", "zip": "12305"}}
As filed with the Securities and Exchange Commission on June 12, 1996

                                              Registration No. 33-          
- ------------------------------------------------------------------------------ 
                      SECURITIES AND EXCHANGE COMMISSION
                           Washington, DC  20549
                                                  
                           -------------------------
                                                       
                              REGISTRATION STATEMENT
                                 ON FORM S-8
                         UNDER THE SECURITIES ACT OF 1933
                                                  
                         -------------------------
                           
                                SFS BANCORP, INC.
            (Exact name of registrant as specified in its charter)

                Delaware                                 22-3366295
(State or other jurisdiction of incorporation  (I.R.S. Employer Identification 
            or organization)                                 No.)

261-263 State Street, Schenectady, New York                12305
(Address of principal executive offices)                (Zip Code)

                              SFS BANCORP, INC.
               1995 STOCK OPTION AND INCENTIVE PLAN
                            (Full title of the plan)

                            Robert L. Freedman, P.C.
                             Beth A. Freedman, Esq.
                        Silver, Freedman & Taff, L.L.P.
     (a limited liability partnership including professional corporations)
                                 Suite 700 East
                           1100 New York Avenue, N.W.
                           Washington, DC  20005-3934
                  (Name and address of agent for service)

                                 (202) 414-6100
      (Telephone number, including area code, of agent for service)
CALCULATION OF REGISTRATION FEE
==============================================================================
                                                       Proposed      Amount 
                                 Proposed maximum     maximum      of regis-
Title of securities  Amount to be  offering price  aggregate offer-  tration 
to be registered      registered     per share        ing price        fee   

- ------------------------------------------------------------------------------
Common Stock, par
value $.01 per share  149,500 shares  $12.625(2)    $1,877,159(2)   $648(2)  
- ------------------------------------------------------------------------------
(1)  Pursuant to Rule 416 under the Securities Act of 1933, as amended, 
           this Registration Statement covers, in addition to the number of  
           shares set forth above, an indeterminate number of shares which, by 
           reason of certain events specified in the Plan, may become subject 
           to the Plan.
      (2)  Estimated in accordance with Rule 457(h), solely for the purpose of 
           calculating the registration fee.  Of the 149,500 shares being    
           registered hereby (i) 133,054 shares are subject to options with an
           exercise price of $12.625 per share ($1,679,807 in the aggregate) 
           and (ii) the remaining 16,446 shares which have not been awarded to 
           date are being registered based upon the closing price of the     
           Common Stock on the Nasdaq National Market of $12.00 per share on 
           June 10, 1996 (197,352 in the aggregate).
I-1
                                      PART I 

               INFORMATION REQUIRED IN THE SECTION 10(A) PROSPECTUS

     The document(s) containing the information specified in Part I of Form S-8 
will be sent or given to participants in the SFS Bancorp, Inc. 1995 Stock
Option and Incentive Plan (the "Plan") as specified by Rule 428(b)(1)
promulgated by the Securities and Exchange Commission (the "Commission") under
the Securities Act of 1933, as amended (the "Securities Act").

     Such document(s) are not being filed with the Commission, but constitute
(along with the documents incorporated by reference into the Registration
Statement pursuant to Item 3 of Part II hereof) a prospectus that meets the
requirements of Section 10(a) of the Securities Act.
II-1                           PART II

                       INFORMATION NOT REQUIRED IN PROSPECTUS

Item 3.   Incorporation of Certain Documents by Reference.
          -----------------------------------------------

    The following documents previously or concurrently filed by SFS Bancorp,
Inc. (the "Company") with the Commission are hereby incorporated by reference
in this Registration Statement:

(a)   the Company's Annual Report on Form 10-KSB for the year ended December 
      31, 1995 (File No. 0-25994) filed pursuant to Rule 13a-1 of the        
      Securities Exchange Act of 1934, as amended (the "Exchange Act");

(b)   all other reports filed by the Company pursuant to Section 12 or 15(d) 
      of the Exchange Act since the end of the period covered by the Report  
      referred to above;

(c)   the Company's definitive Proxy Statement for its Annual Meeting of     
      Stockholders held on April 17, 1996; and 

(d)   the description of the common stock, par value $.01 per share, of the  
      Company contained in the Company's Registration Statement on Form S-1  
      (File No. 33-99422) filed with the Commission on March 17, 1995 and all 
      amendments or reports filed for the purpose of updating such           
      description.

     All documents subsequently filed by the Company with the Commission
pursuant to Sections 13(a), 13(c), 14, or 15(d) of the Exchange Act, after the
date hereof, and prior to the filing of a post-effective amendment which
indicates that all securities offered hereby have been sold or which
deregisters all securities then remaining unsold, shall be deemed incorporated
by reference into this Registration Statement and to be a part thereof from
the date of the filing of such documents.  Any statement contained in the
documents incorporated, or deemed to be incorporated, by reference herein or
therein shall be deemed to be modified or superseded for purposes of this
Registration Statement and the Prospectus to the extent that a statement
contained herein or therein or in any other subsequently filed document which
also is, or is deemed to be, incorporated by reference herein or therein
modifies or supersedes such statement.  Any such statement so modified or
superseded shall not be deemed, except as so modified or superseded, to
constitute a part of this Registration Statement and the Prospectus.

    The Company shall furnish without charge to each person to whom the
Prospectus is delivered, on the written or oral request of such person, a copy
of any or all of the documents incorporated by reference, other than exhibits
to such documents (unless such exhibits are specifically incorporated by
reference to the information that is incorporated).  Requests should be
directed to Richard D. Ammian, Senior Vice President and Secretary, 251-263
State Street, Schenectady, New York 12305, telephone number (518) 395-2300.

    All information appearing in this Registration Statement and the
Prospectus is qualified in its entirety by the detailed information, including
financial statements, appearing in the documents incorporated herein or
therein by reference.
II-2
Item 4.  Description of Securities.
         --------------------------
         Not Applicable.

Item 5.  Interests of Named Experts and Counsel.
         --------------------------------------
         Not Applicable.

Item 6.  Indemnification of Directors and Officers.
         -----------------------------------------
      Article ELEVENTH of the Company's Certificate of Incorporation provides
for indemnification of directors and officers of the Registrant against any
and all liabilities, judgments, fines and reasonable settlements, costs,
expenses and attorneys' fees incurred in any actual, threatened or potential
proceeding, except to the extent that such indemnification is limited by
Delaware law and such law cannot be varied by contract or bylaw.  Article
ELEVENTH also provides for the authority to purchase insurance with respect
thereto.

      Section 145 of the General Corporation Law of the State of Delaware
authorizes a corporation's board of directors to grant indemnity under certain
circumstances to directors and officers, when made, or threatened to be made,
parties to certain proceedings by reason of such status with the corporation,
against judgments, fines, settlements and expenses, including attorneys' fees. 
In addition, under certain circumstances such persons may be indemnified
against expenses actually and reasonably incurred in defense of a proceeding
by or on behalf of the corporation.  Similarly, the corporation, under certain
circumstances, is authorized to indemnify directors and officers of other
corporations or enterprises who are serving as such at the request of the
corporation, when such persons are made, or threatened to be made, parties to
certain proceedings by reason of such status, against judgments, fines,
settlements and expenses, including attorneys' fees; and under certain
circumstances, such persons may be indemnified against expenses actually and
reasonably incurred in connection with the defense or settlement of a
proceeding by or in the right of such other corporation or enterprise. 
Indemnification is permitted where such person (i) was acting in good faith,
(ii) was acting in a manner he reasonably believed to be in or not opposed to
the best interests of the corporation or other corporation or enterprise, as
appropriate, (iii) with respect to a criminal proceeding, had no reasonable
cause to believe his conduct was unlawful, and (iv) was not adjudged to be
liable to the corporation or other corporation or enterprise (unless the court
where the proceeding was brought determines that such person is fairly and
reasonably entitled to indemnity).

     Unless ordered by a court, indemnification may be made only following a
determination that such indemnification is permissible because the person
being indemnified has met the requisite standard of conduct.  Such
determination may be made (i) by the corporation's board of directors by a
majority vote of a quorum consisting of directors not at the time parties to
such proceeding; or (ii) if such a quorum cannot be obtained or the quorum so
directs, then by independent legal counsel in a written opinion; or (iii) by
the stockholders.

     Section 145 also permits expenses incurred by directors and officers in
defending a proceeding to be paid by the corporation in advance of the final
disposition of such proceedings upon the receipt of an undertaking by the
director or officer to repay such amount if it is ultimately determined that
he is not entitled to be indemnified by the corporation against such expenses.
II-3
     Under a directors' and officers' liability insurance policy, directors
and officers of the Company are insured against certain liabilities.

Item 7.  Exemption from Registration Claimed.
          -----------------------------------
         Not Applicable.

Item 8.  Exhibits.
         --------
                                             Reference to
Regulation                                  Prior Filing or
S-B Exhibit                                 Exhibit Number
Number       Document                       Attached Hereto   
- ----------------------------------------------------------------------------
  4      Instruments defining the rights of
          security holders, including debentures              
                                  
          SFS Bancorp, Inc. 1995 Stock 
          Option and Incentive Plan              4(a)         
                                  
  5      Opinion of Silver, Freedman & Taff, 
          L.L.P.                                 5
                                  
 23       Consents of Experts and Counsel

          Consent of Silver, Freedman & Taff,    23(a) 
          L.L.P.

          Consent of KPMG Peat Marwick, LLP      23(b)        

 24      Power of Attorney                 Contained on
                                           Signature Page

Item 9.  Undertakings.
         ------------
(a)   The undersigned Registrant hereby undertakes:

      (1)  To file, during any period in which offers or sales are being made,
a post-effective amendment to this registration statement to include any
material information with respect to the plan of distribution not previously
disclosed in the registration statement or any material change to such
information in the registration statement.

      (2)  That, for the purpose of determining any liability under the
Securities Act of 1933, each such post-effective amendment shall be deemed to
be a new registration statement relating to the securities offered therein,
and the offering of such securities at that time shall be deemed to be the
initial bona fide offering thereof.

      (3)  To remove from registration by means of a post-effective amendment
any of the securities being registered which remain unsold at the termination
of the offering.

(b)  The undersigned Registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act of 1933, each filing of the
Registrant's annual report pursuant to Section 13(a) or Section 15(d) of the
Securities Exchange Act of 1934 that is incorporated by reference in the
registration statement shall be deemed to be a new registration statement
relating to the securities offered therein, and the offering of such
securities at that time shall be deemed to be the initial bona fide offering
thereof.
II-4

(c)    Insofar as indemnification for liabilities arising under the Securities
Act of 1933 may be permitted to directors, officers and controlling persons of
the Registrant pursuant to the foregoing provisions, or otherwise, the
Registrant has been advised that in the opinion of the Securities and Exchange
Commission such indemnification is against public policy as expressed in the
Act and is, therefore, unenforceable.  In the event that a claim for
indemnification against such liabilities (other than the payment by the
Registrant of expenses incurred or paid by a director, officer or controlling
person of the Registrant of expenses incurred or paid by a director, officer
or controlling person in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the Registrant will, unless
in the opinion of its counsel the matter has been settled by controlling
precedent, submit to a court of appropriate jurisdiction the question whether
such indemnification by it is against public policy as expressed in the Act
and will be governed by the final adjudication of such issue.
SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933, the
Registrant certifies that it has reasonable grounds to believe that it meets
all the requirements for filing on Form S-8 and the Registrant has duly caused
this Registration Statement to be signed on its behalf by the undersigned,
thereunto duly authorized in the City of Schenectady, State of New York, on
June 10, 1996.
                                      
                                SFS BANCORP, INC.

                                By:  /s/ Joseph H. Giaquinto                
                                Joseph H. Giaquinto, Chairman of the Board,
                                President and Chief Executive Officer
                                (Duly Authorized Representative)

     KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears
below constitutes and appoints Joseph H. Giaquinto, his or her true and lawful
attorney-in-fact and agent, with full power of substitution and re-substitution,
for him or her in his or her name, place and stead, in any and
all capacities, to sign any and all amendments (including post-effective
amendments) to this Registration Statement, and to file the same, with all
exhibits thereto, and all other documents in connection therewith, with the
Securities and Exchange Commission, granting unto said attorney-in-fact and
agent full power and authority to do and perform each and every act and thing
requisite and necessary to be done, as fully to all intents and purposes as he
might or could do in person, hereby ratifying and confirming said attorney-in-
fact and agent or his substitute or substitutes may lawfully do or cause to be
done by virtue hereof.

      Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed below by the following persons in the
capacities and on the dates indicated.

/s/ Richard D. Ammian                /s/ Joseph H. Giaquinto         
- -------------------------            --------------------------------

Richard A. Ammian, Senior Vice       Joseph H. Giaquinto, Chairman of
President and Secretary               the Board, President and Chief
                                      Executive Officer
                                      (Principal Executive and Operating
                                      Officer)

Date:  June 10, 1996                 Date:  June 10, 1996

/s/ John F. Assini, M.D.             /s/ George J. Finster                  
John F. Assini, M.D., Vice           George J. Finster, Director
 Chairman of the Board

Date:  June 10, 1996                 Date:  June 10, 1996
/s/ Gerald I. Klein                  /s/ Robert A. Schlansker
Gerald L. Klein, Director            Robert A. Schlansker, Director

Date:  June 10, 1996                 Date:  June 10, 1996                   

/s/ Richard A. Ahl                                                          
Richard A. Ahl, Executive Vice President,
 Treasurer and Chief Financial Officer
(Principal Financial and Accounting Officer)

Date:  June 10, 1996
============================================================================

                      SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C.  20549

                                                  
                          -------------------------

                                   EXHIBITS

                                      TO

                     REGISTRATION STATEMENT ON FORM S-8

                                    UNDER

                          THE SECURITIES ACT OF 1933

                                                  
                          -------------------------

                                SFS BANCORP, INC.
EXHIBIT INDEX

                                                      Reference to
 Regulation                                         Prior Filing or
S-B Exhibit                                          Exhibit Number
  Number              Document                      Attached Hereto
- -------------------------------------------------------------------------

  4           Instruments defining the rights of 
              security holders, including debentures         
                
              SFS Bancorp, Inc. 1995 Stock Option and
              Incentive Plan                                 4(a)
                
  5          Opinion of Silver, Freedman & Taff, L.L.P.      5    
                
 23           Consents of Experts and Counsel

              Consent of Silver, Freedman & Taff, L.L.P.    23(a)

              Consent of KPMG Peat Marwick, LLP             23(b)     

 24           Power of Attorney                          Contained on
                                                        Signature Page