As filed with the Securities and Exchange Commission on July 1, 1999
REGISTRATION NO. 33-92442-99
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM S-8
POST EFFECTIVE AMENDMENT NO. 1 TO THE
REGISTRATION STATEMENT
under
THE SECURITIES ACT OF 1933
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DIME COMMUNITY BANCSHARES, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE
(STATE OR OTHER JURISDICTION OF 11 - 3297463
INCORPORATION OR (I.R.S. EMPLOYER
ORGANIZATION) IDENTIFICATION NO.)
209 Havemeyer Street
Brooklyn, New York 11211
(718) 782-6200
(ADDRESS, INCLUDING ZIP CODE, OF PRINCIPAL EXECUTIVE OFFICES)
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FINANCIAL BANCORP, INC.
1995 INCENTIVE STOCK OPTION PLAN
1995 STOCK OPTION PLAN FOR OUTSIDE DIRECTORS
(FULL TITLE OF THE PLAN)
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Mr. Vincent F. Palagiano
Chairman of the Board and Chief Executive Officer
Dime Community Bancshares, Inc.
209 Havemeyer Street
Brooklyn, New York 11211
(718) 782-6200
Copy to:
W Edward Bright, Esq.
Thacher Proffitt & Wood
Two World Trade Center - 38th Floor
New York, New York 10048
(212) 912-7400
(NAME AND ADDRESS, INCLUDING ZIP CODE, TELEPHONE NUMBER
AND AREA CODE, OF AGENT FOR SERVICE)
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<TABLE>
<CAPTION>
CALCULATION OF REGISTRATION FEE
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Proposed Maximum Offering Proposed Maximum Amount of
Title of Securities to be Registered Amount to be Registered Price Per Share Aggregate Offering Price Registration Fee
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<S> <C> <C> <C> <C>
Common Stock 152,950 shares (1) $10.03 $1,534,088.5 (3)
$0.01 par value 65,550 (2) $9.90 $648,945 (4)
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(1) This Registration Statement covers the number of shares of the
Registrant's common stock that was issued under the Financial Bancorp,
Inc. 1995 Incentive Stock Option Plan described herein and deregisters
127,717 shares not required therefor as a result of a merger of
Financial Bancorp, Inc. into Dime Community Bancshares, Inc. after the
close of business on January 21, 1999.
(2) This Registration Statement covers the number of shares of the
Registrant's common stock that was issued under the Financial Bancorp,
Inc. 1995 Stock Option Plan for Outside Directors described herein and
deregisters 54,625 shares not required therefor as a result of a merger
of Financial Bancorp, Inc. into Dime Community Bancshares, Inc. after
the close of business on January 21, 1999.
(3) Registration fee of $529 paid with Form S-8 filed on May 17, 1995.
(4) Registration fee of $224 paid with Form S-8 filed on May 17, 1995.
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<PAGE>
Pursuant to the undertaking set forth in Item 9 of Part II of the
Registration Statement on Form S-8 filed on May 17, 1995, the Registrant hereby
deregisters 182,342 shares of the Registrant's Common Stock because the offering
under which these shares were registered has been terminated as a consequence of
the merger of the Registrant with and into Dime Community Bancshares, Inc.
effective after the close of business on January 21, 1999.
Pursuant to the requirements of the Securities and Exchange Act of
1934, Dime Community Bancshares, Inc. has caused this post-effective amendment
to be signed on its behalf by the undersigned duly authorized person.
By: /s/ Vincent F. Palagiano
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Vincent F. Palagiano
Chairman of the Board, and Chief
Executive Officer
Dime Community Bancshares, Inc.
(as successor to Financial Bancorp, Inc.)