- Annual Statement of Changes in Beneficial Ownership (5)

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	OMB APPROVAL OMB Number: 3235-0362 Expires: January 31, 2014 Estimated average burden hours per response... 1.0
	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(f) of the Investment Company Act of 1940

1. Name and Address of Reporting Person * Rooney Kathleen M	2. Issuer Name and Ticker or Trading Symbol TOMPKINS FINANCIAL CORP [TMP]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director                      _____ 10% Owner __ X __ Officer (give title below)      _____ Other (specify below) EVP, Corp Marketing Officer
(Last)          (First)          (Middle) TOMPKINS FINANCIAL CORPORATION,  P O BOX 460	3. Statement for Issuer's Fiscal Year Ended (MM/DD/YYYY) 12/31/2011
(Street) ITHACA, NY 14851 (City)        (State)        (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) _ X _ Form Filed by One Reporting Person ___ Form Filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. Code (Instr. 8)	4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (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	12/31/2011		L	179	A	$ 0   (1)	1788   (5)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. 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 (MM/DD/YYYY)		7. Title and Amount of Securities Underlying Derivative Security (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)	$ 33.9273						(2)	6/28/2014	Common Stock	3352		3352	D
Incentive Stock Option (Right to Buy)	$ 38.5364						(3)	1/23/2016	Common Stock	4840		4840	D
Incentive Stock Option (Right to Buy)	$ 37.2727						(3)	11/29/2017	Common Stock	10846		10846	D
Non-qualified Stock Option (Right to Buy)	$ 37.2727						(3)	11/29/2017	Common Stock	154		154	D
Stock Appreciation Rights (SAR)	$ 41.7091						(4)	9/17/2019	Common Stock	11000		11000	D

Explanation of Responses:
( 1)	Shares acquired through profit sharing, 401K contributions and reinvestment of quarterly cash dividends.
( 2)	The stock option becomes exercisable in four annual installments commencing two years after the date of grant.
( 3)	The stock option becomes exercisable in six annual installments commencing two years after the date of the grant.
( 4)	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.
( 5)	Includes 1,499 shares of TMP stock held in the reporting person's 401K/ESOP, 1,329 of which were previously reported as "Common Stock - 401K/ESOP" shares in Table I in the reporting person's Form 5 filed on February 15, 2011.

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Rooney Kathleen M TOMPKINS FINANCIAL CORPORATION P O BOX 460 ITHACA, NY 14851			EVP, Corp Marketing Officer

Signatures
/s/ Kathleen M. Rooney		2/15/2012
** Signature of Reporting Person		Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*	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).
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