SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13D
Under the Securities Exchange Act of 1934
Haven Bancorp, Inc.
(Name of Issuer)
Common Stock, $.01 par value
(Title of Class of Securities)
(CUSIP Number)
419352109
Daniel M. Healy
Executive Vice President
and
Chief Financial Officer
North Fork Bancorporation, Inc.
275 Broad Hollow Road
Melville, New York 11747
(516) 844-1004
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
Copy to:
William S. Rubenstein, Esq.
Skadden, Arps, Slate, Meagher & Flom
919 Third Avenue
New York, New York 10022
(212) 735-2642
May 23, 1996
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a
statement on Schedule 13G to report the acquisition which
is the subject of this Schedule 13D, and is filing this
Schedule because of Rule 13d-1(b)(3) or (4), check the
following box: [ ]
Check the following box if a fee is being paid
with this statement: [ X ]
CUSIP No. 419352109
1. NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICA-
TION NO. OF ABOVE PERSON:
North Fork Bancorporation, Inc.
I.R.S. Identification No. 36-3154608
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
(a)[ ]
(b)[ ]
3. SEC USE ONLY
4. SOURCE OF FUNDS:
OO (See Item 3)
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) or 2(e):
[ ]
6. CITIZENSHIP OR PLACE OF ORGANIZATION:
State of Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING
PERSON WITH
7. SOLE VOTING POWER
214,000
8. SHARED VOTING POWER
None
9. SOLE DISPOSITIVE POWER
214,000
10. SHARED DISPOSITIVE POWER
None
11. AGGREGATE AMOUNT BENEFICIALLY OWNED
BY EACH REPORTING PERSON
214,000
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EX-
CLUDES CERTAIN SHARES:
[ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.0%
14. TYPE OF REPORTING PERSON
CO
Item 1. Security and Issuer.
This statement relates to the common stock, par
value $.01 per share (the "Common Stock"), of Haven
Bancorp, Inc., a Delaware corporation (the "Company").
The principal executive offices of the Company are locat-
ed at 93-22 Jamaica Avenue, Woodhaven, New York 11421.
Item 2. Identity and Background.
(a)-(c) and (f) This statement is being filed
by North Fork Bancorporation, Inc., a Delaware corpora-
tion ("North Fork"). The principal executive offices of
North Fork are located at 275 Broad Hollow Road, Mel-
ville, New York 11747.
The principal business of North Fork is to
provide, through its bank subsidiary North Fork Bank,
comprehensive consumer and commercial banking services
which include deposit and loan products, trust services,
annuity sales, cash management and investments through
its brokerage subsidiary.
Information as to each of the executive offi-
cers and directors of North Fork is set forth on Schedule
I hereto. Each of such persons is a citizen of the
United States.
(d) During the last five years, neither North
Fork nor, to the best of North Fork's knowledge, any of
the individuals named in Schedule I hereto, has been
convicted in a criminal proceeding (excluding traffic
violations or similar misdemeanors).
(e) During the last five years, neither North
Fork nor, to the best of North Fork's knowledge, any of
the individuals named in Schedule I hereto, has been a
party to a civil proceeding of a judicial or administra-
tive body of competent jurisdiction and as a result of
such proceeding was or is subject to a judgment, decree
or final order enjoining future violations of, or prohib-
iting or mandating activities subject to, federal or
state securities laws or finding any violation with
respect to such laws.
Item 3. Source and Amount of Funds or Other Consider-
ation.
North Fork has financed its acquisition of the
shares of Common Stock, and currently intends to finance
any future acquisition of shares of Common Stock, from
available cash held by North Fork. The aggregate amount
of funds used to purchase the shares of Common Stock was
approximately $4,877,218.
Item 4. Purpose of Transaction.
North Fork has acquired the shares of Common
Stock because it believes the Common Stock is an attrac-
tive investment, and because of consolidation activity in
the thrift industry and the possibility that the Company
may participate in such consolidation in a manner that
will result in stockholders of the Company receiving a
premium for their shares. To date, North Fork has ac-
quired 214,000 shares, or approximately 5.0%, of the
outstanding Common Stock.
Pursuant to applicable federal law, North Fork
may not acquire ownership or control of more than 5% of
the outstanding voting shares of the Company without
approval of the Board of Governors of the Federal Reserve
System (the "Federal Reserve"). North Fork anticipates
filing a notice with the Federal Reserve, under Section
4(c)(8) of the Bank Holding Company Act of 1956, and the
relevant portions of Regulation Y promulgated thereunder,
of its intention to acquire up to 9.9% of the outstanding
voting shares of the Company, and to thereby indirectly
acquire an interest in the Company's wholly owned subsid-
iary savings bank, Columbia Federal Savings Bank and its
wholly owned subsidiaries.
Subject to the receipt of the requisite regula-
tory approvals, North Fork intends to purchase an aggre-
gate of up to 9.9% of the outstanding Common Stock from
time to time in the market or in privately negotiated
transactions, subject to market conditions. North Fork
reserves the right not to purchase any additional shares
of Common Stock and to sell some or all of the Common
Stock that it currently owns or that it may acquire in
the future.
Further, the Chief Executive Officer of North
Fork communicated on several occasions to the Chief
Executive Officer of the Company North Fork's desire to
initiate discussions with the Company regarding a possi-
ble business combination between the two entities. The
Chief Executive Officer of the Company advised North Fork
that the Company was not interested in pursuing such
discussions.
Except as set forth in this Item 4, neither
North Fork nor, to the best of North Fork's knowledge,
any of the individuals named in Schedule I hereto, has
any plans or proposals which relate to or which would
result in any of the actions specified in Clauses (a)
through (j) of Item 4 of Schedule 13D.
Item 5. Interest in Securities of the Issuer.
(a)-(b) By reason of its recent purchases of
Common Stock, North Fork has sole voting and dispositive
power with respect to 214,000 shares, or approximately
5.0% of the shares of Common Stock reported by the Compa-
ny to be outstanding as of May 10, 1996.
Except as set forth above, neither North Fork
nor, to the best of North Fork's knowledge, any of the
individuals named in Schedule I hereto, owns any Common
Stock.
(c) The following purchases of Common Stock were
effected by North Fork during the past 60 days:
Trade Settle Number of Price Per
Date Date Shares Share
_______ _______ _________ _________
5/23/96 5/29/96 8,000 $26.125
The foregoing purchases were accomplished
through brokerage transactions effected through The
Nasdaq National Market. Except as set forth above,
neither North Fork nor, to the best of North Fork's
knowledge, any of the individuals named in Schedule I
hereto, has effected any transaction in the Common Stock
during the past 60 days.
(d) Inapplicable.
(e) Inapplicable.
Item 6. Contracts, Arrangements, Understandings or
Relationships with Respect to Securities of the
Issuer.
Except as set forth in Item 4 hereof, neither
North Fork nor, to the best of North Fork's knowledge,
any of the individuals named in Schedule I hereto, has
any contracts, arrangements, understandings or relation-
ships (legal or otherwise), with any person with respect
to any securities of the Company, including, but not
limited to, transfer or voting of any securities,
finder's fees, joint ventures, loan or option arrange-
ments, puts or calls, guarantees of profits, division of
profits or losses, or the giving or withholding of prox-
ies.
Item 7. Material to be filed as Exhibits.
None.
SIGNATURE
After reasonable inquiry and to the best of its
knowledge and belief, the undersigned certifies that the
information set forth in this statement is true, complete
and correct.
Dated: May 30, 1996
NORTH FORK BANCORPORATION, INC.
By: /s/ Daniel M. Healy
Name: Daniel M. Healy
Title: Executive Vice
President and Chief
Financial Officer
SCHEDULE I
DIRECTORS AND EXECUTIVE OFFICERS
OF NORTH FORK BANCORPORATION, INC.
The name, business address, present principal
occupation or employment, and the name, principal busi-
ness and address of any corporation or other organization
in which such employment is conducted, of each of the
directors and executive officers of North Fork Bancorp-
oration, Inc. ("North Fork") is set forth below. If no
business address is given, the director's or officer's
address is 275 Broad Hollow Road, Melville, New York
11747. Unless otherwise indicated, each occupation set
forth opposite an executive officer's name refers to
employment with North Fork.
Present Principal Occupation
Name or Employment and Address
____ ____________________________
John Adam Kanas Chairman, President and Chief
Executive Officer
Anthony J. Abate Vice President and Secretary
John Bohlsen Vice Chairman - North Fork
President
The Helm Development Corp.
166 W. Main St.
East Islip, NY 11730
Malcolm J. Delaney Retired
Heritage Hills
518A
Somers, NY 10589
Allan C. Dickerson Retired
2255 Grand Ave.
Mattituck, NY 11952
Lloyd A. Gerard Antique Dealer and Auctioneer
P.O. Box 146
Remsenburg, NY 11960
Daniel M. Healy Executive Vice President and
Chief Financial Officer
James F. Reeve President
Harold R. Reeve & Sons, Inc.
North Road
Mattituck, NY 11952
James H. Rich, Jr. President
Southold Lumber Co., Inc.
3045 Wells Ave.
P.O. Box 208
Southold, NY 11971
George H. Rowsom President
S.T. Preston & Son, Inc.
South Main St. Wharf
Greenport, NY 11944
Kurt R. Schmeller President
Queens Borough Community College
City University of New York
Bayside, NY 11364
Raymond W. Terry, Jr. Retired
610 Jockey Creek Dr.
P.O. Box 983
Southold, NY 11971
