Ownership Submission
FORM 5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Form 3 Holdings Reported
Form 4 Transactions Reported
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person *
FULMER JAMES W
 2. Issuer Name and Ticker or Trading Symbol
TOMPKINS FINANCIAL CORP [TMP] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Vice Chairman
(Last)
(First)
(Middle)

TOMPKINS FINANCIAL CORPORATION, P O BOX 460		 3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2013
(Street)


ITHACA, NY 14851		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Reporting
(check applicable line)

_X_ Form Filed by One Reporting Person
___ Form Filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned at end of Issuer's Fiscal Year
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Amount (A) or (D) Price
Common Stock             56,799 (1) D  
Common Stock             9,948 (2) I by ESOP
Common Stock             28,155 (3) I By Spouse

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 2270 (9-02)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)		 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		 6. Date Exercisable and Expiration Date
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned at End of Issuer's Fiscal Year
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
(A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Incentive Stock Option (Right to Buy) $ 35.7636             (4) 05/03/2014 Common Stock
11,181
  11,181
D
 
Incentive Stock Option (Right to Buy) $ 38.5364             (5)(6) 01/23/2016 Common Stock
7,986
  7,986
D
 
Incentive Stock Option (Right to Buy) $ 37.2727             (6)(7) 11/29/2017 Common Stock
4,123
  4,123
D
 
Non-qualified Stock Option (Right to Buy) $ 35.7636             (4) 05/03/2014 Common Stock
2,130
  2,130
D
 
Non-qualified Stock Option (Right to Buy) $ 38.5364             (5)(6) 01/23/2016 Common Stock
4,114
  4,114
D
 
Non-qualified Stock Option (Right to Buy) $ 37.2727             (6)(7) 11/29/2017 Common Stock
6,878
  6,878
D
 
Stock Appreciation Rights (SAR) $ 41.7091             (8) 09/17/2019 Common Stock
11,000
  11,000
D
 
Stock Appreciation Rights (SAR) $ 37             (8) 08/19/2021 Common Stock
5,250
  5,250
D
 
Stock Appreciation Rights (SAR) $ 40.6             (8) 05/03/2023 Common Stock
3,055
  3,055
D
 

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
FULMER JAMES W
TOMPKINS FINANCIAL CORPORATION
P O BOX 460
ITHACA, NY 14851		   X     Vice Chairman  

Signatures

/s/ James W. Fulmer 02/07/2014
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) As indicated in a Form 4 filed by the reporting person on 10/25/2013, this total includes 250 shares which had been inadvertently omitted from previously filed Form 4s. The reporting person's corrected holdings were reflected in the 10/25/2013 Form 4 and in any subsequently filed Form 4s.
(2) Includes shares acquired through profit sharing, 401K contributions and reinvestment of quarterly cash dividends.
(3) As indicated ina Form 4 filed by the reporting person on 10/25/2013, this total includes 2,557 shares which had been inadvertently omitted from previoulsy filed Form 4s. The reporting person's corrected holdings were reflected in the 10/25/2013 form 4 and in any subsequently filed Form 4s.
(4) The stock option becomes exercisable in four annual installments commencing two years after the date of grant.
(5) The option becomes exercisable in six annual installments commencing two years after the date of the grant.
(6) The stock option becomes exercisable in six annual installments commencing two years after the date of grant.
(7) The option becomes exercisable in six annual installments commencing two years after the date of grant.
(8) Stock Appreciation Rights (SARs) were granted pursuant to the Tompkins Financial Corporation 2009 Equity Plan. SARs have a seven year vesting schedule with 0% vesting in year one, 17% vesting in years two through six, and 15% vesting in year seven. When exercised, the SARs will be settled in Common Stock of the Company. The grant will expire ten years from the date of the grant.

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