NEW YORK BANCORP INC
10-Q, 1995-05-12
SAVINGS INSTITUTION, FEDERALLY CHARTERED
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                                   FORM 10-Q


                       SECURITIES AND EXCHANGE COMMISSION
                            Washington, D. C. 20549


                   Quarterly Report Under Section 13 or 15(d)
                     of the Securities Exchange Act of 1934



For Quarter Ended:            March 31, 1995
                              ______________


Commission File Number            1-11684
                              ______________


                             NEW YORK BANCORP INC.
________________________________________________________________________________
             (Exact name of registrant as specified in its charter)

             Delaware                                   11-2869250
________________________________________________________________________________
  (State or other jurisdiction of                    (I.R.S. Employer
  incorporation or organization)                    Identification No.)

    241-02 Northern Boulevard, Douglaston, N. Y.                   11362
________________________________________________________________________________
      (Address of principal executive offices)                  (Zip Code)

                                 (718) 631-8100
________________________________________________________________________________
              (Registrant's telephone number, including area code)


                                 Not Applicable
________________________________________________________________________________
              (Former name, former address and former fiscal year,
                         if changed since last report)


     Indicate  by check mark  whether the  registrant  (1) has filed all reports
required to be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of
1934  during  the  preceding  12 months  (or for such  shorter  period  that the
registrant was required to file such reports),  and (2) has been subject to such
filing requirements for the past 90 days.

                                              Yes    X        No
                                                  ______         ______


     Number of shares of common stock, par value $.01 per share,  outstanding as
of May 4, 1995: 13,416,775.

<PAGE>


                             NEW YORK BANCORP INC.

                                   FORM 10-Q

                                     INDEX



PART I - FINANCIAL INFORMATION                                              Page
______________________________                                              ____

 Item 1.       Financial Statements:

               Consolidated Statements of Financial Condition as 
               of March 31, 1995 and September 30, 1994                     4 


               Consolidated Statements of Operations for the Three
               and Six Months ended March 31, 1995 and 1994                 5

               Consolidated Statement of Changes in Shareholders'
               Equity for the Six Months ended March 31, 1995               6

               Consolidated Statements of Cash Flows for the
               Six Months ended March 31, 1995 and 1994                  7  -  8

               Notes to Consolidated Financial Statements                9  - 13

               Independent Auditors' Review Report                          3

Item 2.        Management's Discussion and Analysis of Financial
               Condition and Results of Operations                      14  - 28



PART II - OTHER INFORMATION
___________________________


   Item 1.       Legal Proceedings                                          29

   Item 2.       Changes in Securities                                      29

   Item 3.       Defaults Upon Senior Securities                            29

   Item 4.       Submission of Matters to a Vote of Security Holder         29

   Item 5.       Other Information                                          29

   Item 6.       Exhibits and Reports on Form 8-K                       30  - 31

   Signature Page                                                           32


                                       2

<PAGE>

KPMG Peat Marwick LLP

   345 Park Avenue
   New York, NY 10154






                      Independent Auditors' Review Report
                      ___________________________________





To the Board of Directors of New York Bancorp Inc.:

We have reviewed the  condensed  consolidated  financial  statements of New York
Bancorp  Inc.  and  Subsidiary  as of  March  31,  1995,  and for the  three-and
six-month  periods  ended March 31, 1995 and 1994 as listed in the  accompanying
index. These condensed  consolidated financial statements are the responsibility
of the Company's management.

We conducted our review in accordance with standards established by the American
Institute  of  Certified  Public  Accountants.  A review  of  interim  financial
information consists principally of applying analytical  procedures to financial
data and making inquiries of personnel  responsible for financial and accounting
matters. It is substantially less in scope than an audit conducted in accordance
with  generally  accepted  auditing  standards,  the  objective  of which is the
expression of an opinion  regarding the financial  statements  taken as a whole.
Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material  modifications that should
be made to the condensed consolidated financial statements referred to above for
them to be in conformity with generally accepted accounting principles.



                                              KPMG Peat Marwick LLP

April 25, 1995

                                       3

<PAGE>

<TABLE>
<CAPTION>


                                       NEW YORK BANCORP INC. AND SUBSIDIARY
                            ----- CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION -----
                                  (Dollars in Thousands, Except Per Share Data)
                                                   (Unaudited)
                                                                                         March 31,      September 30,
                                                                                           1995           1994(1)  
ASSETS                                                                                 -----------    --------------
<S>                                                                                   <C>             <C>         
Cash and due from banks ...........................................................   $     21,556    $     22,231
Money market investments ..........................................................         16,221          21,844
Trading account securities ........................................................         13,294          12,939
Investment securities held to maturity (estimated  market
 value of $44,183 and $51,390 at March 31, 1995
 and September 30, 1994, respectively) ............................................         45,445          52,984
Investment securities available for sale ..........................................          1,910             180
Federal Home Loan Bank stock ......................................................         17,950          17,409
Mortgage-backed securities held to maturity (estimated
 market value of $637,156 and $730,500 at March 31,
 1995 and September 30, 1994, respectively) .......................................        693,094         785,593
Mortgage-backed securities available for sale .....................................        214,441         171,983
Loans receivable, net:
   First mortgage loans ...........................................................      1,262,114       1,158,494
   Other loans ....................................................................        305,942         299,565
                                                                                      ------------    ------------
                                                                                         1,568,056       1,458,059
   Less allowance for possible loan losses ........................................        (25,579)        (25,705)
                                                                                      ------------    ------------
     Total loans receivable, net ..................................................      1,542,477       1,432,354
Accrued interest receivable .......................................................         20,014          19,104
Premises and equipment, net .......................................................         14,294          14,804
Other assets ......................................................................         39,359          34,767
                                                                                      ------------    ------------
     Total assets .................................................................   $  2,640,055    $  2,586,192
                                                                                      ============    ============

LIABILITIES AND SHAREHOLDERS' EQUITY
Liabilities:
   Deposits .......................................................................   $  1,744,409    $  1,791,492
   Borrowed funds .................................................................        672,593         581,106
   Mortgagors' escrow payments ....................................................         16,711          15,247
   Accrued expenses and other liabilities .........................................         36,012          27,056
                                                                                      ------------    ------------
     Total liabilities ............................................................      2,469,725       2,414,901
                                                                                      ------------    ------------
Commitments, contingencies and contracts (note 3)
Shareholders' equity (notes 2 and 3):
   Preferred stock, $.01 par value, 2,000,000 shares
    authorized; none issued .......................................................             --              --
   Common stock, $.01 par value, 30,000,000 shares authorized;
    14,746,876 and 14,756,005 shares issued; 13,523,935 and
    13,223,698 shares outstanding at March 31, 1995
    and September 30, 1994, respectively ..........................................            147             147
   Additional paid-in capital .....................................................         62,450          61,802
   Retained earnings, substantially restricted ....................................        117,262         126,538
   Treasury stock, at cost, 1,222,941 and 1,532,307 shares at
    March 31, 1995 and September 30, 1994, respectively ...........................         (6,282)         (9,995)
   Employee stock ownership plan ..................................................           --            (2,174)
   Recognition and retention plan .................................................           --            (1,130)
   Unrealized depreciation on securities
    available for sale, net of tax effect .........................................         (3,247)         (3,897)
                                                                                      ------------    ------------
     Total shareholders' equity ...................................................        170,330         171,291
                                                                                      ------------    ------------
     Total liabilities and shareholders' equity ...................................   $  2,640,055    $  2,586,192
                                                                                      ============    ============  
______________
(1)   Restated to reflect the merger with Hamilton Bancorp, which was accounted for as a pooling of interests.

                          See accompanying notes to consolidated financial statements.
</TABLE>

                                                 4
<PAGE>

<TABLE>
<CAPTION>
                                      NEW YORK BANCORP INC. AND SUBSIDIARY
                               ----- CONSOLIDATED STATEMENTS OF OPERATIONS -----
                                                  (Unaudited)

                                                               Three Months Ended     Six Months Ended
                                                                   March 31,              March 31,
                                                               ------------------         ---------
                                                                1995      1994(1)     1995      1994(1)
                                                               -------    -------    -------    -------
                                                               (In Thousands, except per share amounts)
Interest income:
<S>                                                           <C>        <C>        <C>        <C>    
  Interest and fees on loans:
   First mortgage loans ....................................  $ 25,525   $ 22,170   $ 49,471   $ 44,889
   Other loans .............................................     6,393      5,919     12,639     12,083
                                                              --------   --------   --------   --------
   Total interest and fees on loans ........................    31,918     28,089     62,110     56,972
  Money market investments .................................       302        651        560      1,427
  Trading account securities ...............................       193         96        355        187
  Investment securities - taxable ..........................     1,188        452      2,403        999
  Mortgage-backed securities ...............................    15,389     12,721     30,987     22,512
                                                              --------   --------   --------   --------
   Total interest income ...................................    48,990     42,009     96,415     82,097
                                                              --------   --------   --------   --------
Interest expense:
  Deposits .................................................    15,395     14,045     30,384     27,763
  Borrowed funds ...........................................     9,465      5,486     17,286     10,284
                                                              --------   --------   --------   --------
   Total interest expense ..................................    24,860     19,531     47,670     38,047
                                                              --------   --------   --------   --------
   Net interest income .....................................    24,130     22,478     48,745     44,050
Provision for possible loan losses .........................      (400)      (800)      (900)    (1,600)
                                                              --------   --------   --------   --------
   Net interest income after provision
    for possible loan losses ...............................    23,730     21,678     47,845     42,450
                                                              --------   --------   -------    --------
Other operating income:
  Loan fees and service charges ............................       946      1,079      1,997      2,124
  Net gain (loss) on sales of mortgage loans
   and securities available for sale .......................    (1,177)       469     (1,516)       637
  Real estate operations, net ..............................      (345)       (77)      (719)      (100)
  Other ....................................................       922        863      1,751      1,767
                                                              --------   --------   --------   --------
   Total other operating income ............................       346      2,334      1,513      4,428
                                                              --------   --------   --------   --------
Other operating expenses:
  Compensation and benefits ................................     5,905      5,799     12,183     11,773
  Occupancy, net ...........................................     2,209      2,141      4,247      4,160
  Advertising and promotion ................................       686        719      1,431      1,262
  Federal deposit insurance premiums .......................     1,208      1,205      2,349      2,392
  Restructuring and merger .................................    19,024       --       19,024       --
  Other ....................................................     2,850      2,728      5,505      5,385
                                                              --------   --------   --------   --------
   Total other operating expenses ..........................    31,882     12,592     44,739     24,972
                                                              --------   --------   --------   --------
   Income (loss) before income tax expense
    and cumulative effect of change
    in accounting principle ................................    (7,806)    11,420      4,619     21,906
                                                              --------   --------   --------   --------
Income tax expense:
  Federal expense ..........................................     1,454      3,364      5,383      6,206
  State and local expense ..................................       544      1,610      2,573      3,195
                                                              --------   --------   --------   --------
   Total income tax expense ................................     1,998      4,974      7,956      9,401
                                                              --------   --------   --------   --------
   Income (loss) before cumulative effect of
    change in accounting principle .........................    (9,804)     6,446     (3,337)    12,505
Cumulative effect of change in accounting
 for income taxes ..........................................      --         --         --        5,685
                                                              --------   --------   --------   --------
   Net income (loss) .......................................  $ (9,804)  $  6,446   $ (3,337)  $ 18,190
                                                              ========   ========   ========   ========
Earnings (loss) per common share (2):
  Income (loss) before cumulative effect of
   change in accounting principle ..........................   $ (.73)     $ .47    $  (.25)   $   .91
  Cumulative effect of change in
   accounting for income taxes .............................   $  .--      $ .--    $   .--    $   .42
  Net income (loss) ........................................   $ (.73)     $ .47    $  (.25)   $  1.33
____________
(1) Restated to reflect the merger with Hamilton Bancorp, which was accounted for as a pooling of interests.
(2) Earnings (loss) per common share have been calculated to fully reflect the ten percent stock dividend effective
    February 14, 1994.

                         See accompanying notes to consolidated financial statements.
</TABLE>

                                                 5
<PAGE>

<TABLE>
<CAPTION>


                                      NEW YORK BANCORP INC. AND SUBSIDIARY
                     ----- CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY -----
                                          Six Months Ended March 31, 1995
                                                    (Unaudited)
                                                                                                                Unrealized
                                                                                         Common    Common    Depreciation
                                                     Additional                          Stock     Stock     on Securities
                                             Common   Paid-in     Retained    Treasury  Acquired  Acquired     Available
                                             Stock    Capital     Earnings    Stock      by ESOP   by RRP      for Sale      Total
                                           --------  ----------  ----------  ---------  --------- ---------  ------------- ---------
                                                                       (Dollars in Thousands, Except Per Share Data)

<S>                                        <C>      <C>          <C>         <C>        <C>        <C>         <C>        <C>      
Balance at September 30, 1994 (1)......... $  147   $  61,802    $ 126,538   $ (9,995)  $ (2,174)  $ (1,130)   $ (3,897)  $ 171,291

Net income for the six months
 ended March 31, 1995.....................     --          --       (3,337)        --         --         --          --      (3,337)

Dividends declared on common stock........     --          --       (4,159)        --         --         --          --      (4,159)

Exercise of 338,256 shares of stock
 options..................................      3        (116)          --        612         --         --          --         499

Purchase of 20,873 shares of treasury 
 stock....................................     --          --           --       (394)        --         --          --        (394)

Net proceeds from sale of 298,375
 shares of treasury stock.................     --       1,035           --      3,495         --         --          --       4,530

Sale of ESOP shares to repay plan
 borrowings...............................     --       1,360           --         --        827         --          --       2,187

Allocation of ESOP shares to plan
 participants.............................     --       2,666           --         --      1,347         --          --       4,013

Retirement of 16,212 unallocated 
 RRP shares...............................     --         (67)          --         --         --         67          --          --

Allocation of 258,284 RRP shares to
 plan participants........................     --          --           --         --         --      1,063          --       1,063

Withheld and retired 299,179 shares for
 stock options and RRP participants'
 taxes due upon issuance..................     (3)     (5,644)          --         --         --         --          --      (5,647)

Cash paid in lieu of shares, attributed
 to RRP...................................     --          (2)          --         --         --         --          --          (2)

Hamilton Bancorp's net income for the
 three months ended December 31, 1994.....     --          --       (1,780)        --         --         --          --      (1,780)

Tax benefit of appreciation of
 RRP shares allocated.....................     --       1,416           --         --         --         --          --       1,416

Change in unrealized depreciation
 on securities available for sale.........     --          --           --         --        ---         --         650         650
                                           ------   ---------   ----------   --------   --------  ---------    --------  -----------

Balance at March 31, 1995................. $  147   $  62,450   $  117,262   $ (6,282)   $    --  $      --    $ (3,247)  $ 170,330
                                           ======   =========   ==========   ========   ========  =========    ========  ===========
______________
(1)   Restated to reflect the merger with Hamilton Bancorp, which was accounted for as a pooling of interests.

                           See accompanying notes to consolidated financial statements.
</TABLE>


                                                           6

<PAGE>

<TABLE>
<CAPTION>


                                      NEW YORK BANCORP INC. AND SUBSIDIARY
                               ----- CONSOLIDATED STATEMENTS OF CASH FLOWS -----
                                                  (UNAUDITED)

                                                                                             Six Months Ended
                                                                                                 March 31,
                                                                                      ---------------------------         
                                                                                           1995          1994(1)
                                                                                      ------------   ------------ 
                                                                                             (In Thousands)
<S>                                                                                   <C>            <C>      
CASH FLOWS FROM OPERATING ACTIVITIES:
   Interest received ..............................................................   $    96,384    $    84,707
   Fees and other income received .................................................         3,301          4,592
   Interest paid ..................................................................       (46,118)       (37,917)
   General and administrative expenses ............................................       (34,240)       (20,599)
   Income taxes paid ..............................................................        (9,008)       (10,009)
                                                                                      -----------    -----------
     Net cash provided by operating activities ....................................        10,319         20,774
                                                                                      -----------    -----------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Principal payments on first mortgage loans .....................................        64,120         87,715
   Principal payments on other loans ..............................................        27,496         32,861
   Principal payments on mortgage-backed
    securities held to maturity ...................................................        27,876        103,199
   Principal payments on mortgage-backed
    securities available for sale .................................................        11,237         71,229
   Proceeds on sales of first mortgage loans ......................................        19,014         76,117
   Proceeds on sales of mortgage-backed securities
    available for sale ............................................................        65,779         26,016
   Proceeds on redemptions of investment
    securities available for sale .................................................         6,500          7,690
   Proceeds on sales of investment securities
    available for sale ............................................................         9,943          1,502
   Proceeds on sales of real estate owned .........................................         3,313          2,475
   Investment in first mortgage loans .............................................      (197,845)      (173,779)
   Investment in other loans ......................................................       (39,314)       (19,396)
   Investment in mortgage-backed securities held to maturity ......................          --         (426,750)
   Investment in mortgage-backed securities
    available for sale ............................................................       (45,789)       (31,159)
   Purchase of investment securities held to maturity .............................          --          (15,985)
   Purchase of investment securities available for sale ...........................       (11,322)          --
   Other, net .....................................................................        (2,655)         1,301
                                                                                      -----------    -----------
     Net cash used by investing activities ........................................       (61,647)      (256,964)
                                                                                      -----------    -----------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Proceeds from increase in deposit accounts .....................................     1,499,053      1,263,535
   Payments for withdrawal of deposit accounts ....................................    (1,538,522)    (1,218,954)
   Proceeds from borrowed funds ...................................................     3,895,747        423,409
   Repayment of borrowed funds ....................................................    (3,799,159)      (245,100)
   Proceeds from sale of treasury stock ...........................................         4,530           --
   Cash in lieu of fractional shares ..............................................            (2)          --
   Purchases of treasury stock ....................................................        (6,041)        (6,227)
   Payment of common stock dividends ..............................................        (4,159)        (2,796)
   Exercise of stock options ......................................................           499             21
                                                                                      -----------    -----------
     Net cash provided (used) by financing activities .............................        51,946        213,888
                                                                                      -----------    -----------
Net increase (decrease) in cash and cash equivalents ..............................           618        (22,302)
Cash and cash equivalents at beginning of period ..................................        44,075        100,218
Hamilton Bancorp activity for the three months
 ended December 31, 1994 ..........................................................        (6,916)          --
                                                                                      -----------    -----------

Cash and cash equivalents at end of period ........................................   $    37,777    $    77,916
                                                                                      ===========    =========== 
</TABLE>

                                              (Continued)


                                                   7

<PAGE>

<TABLE>
<CAPTION>
                                      NEW YORK BANCORP INC. AND SUBSIDIARY
                               ----- CONSOLIDATED STATEMENTS OF CASH FLOWS -----
                                                  (Continued)

                                                                                          Six Months Ended
                                                                                              March 31,
                                                                                       ---------------------
                                                                                          1995       1994(1)
                                                                                       ----------  ---------        
                                                                                           (In Thousands)
<S>                                                                                   <C>          <C>
RECONCILIATION OF NET INCOME (LOSS) TO NET CASH
 PROVIDED BY OPERATING ACTIVITIES:
Income (loss) before cumulative effect of change
 in accounting principle ..........................................................   $  (3,337)   $  12,505
Cumulative effect of change in accounting for income taxes ........................          --        5,685
                                                                                      ---------    ---------
Net income (loss) .................................................................      (3,337)      18,190
                                                                                      ---------    ---------

ADJUSTMENTS TO RECONCILE NET INCOME TO NET CASH
 PROVIDED BY OPERATING ACTIVITIES:
   Increase in accrued interest receivable ........................................        (870)        (187)
   Decrease in accrued fees and
    other income receivable .......................................................       1,214        4,205
   (Increase) decrease in prepaid expenses ........................................         149          (69)
   Increase in accrued interest payable ...........................................       1,552          315
   Increase in accrued income taxes payable .......................................       1,281        4,510
   Increase in deferred income tax assets .........................................      (1,804)     (10,955)
   Increase in accrued expenses ...................................................       6,531        2,096
   Provision for possible loan losses .............................................         900        1,600
   Net (gain) loss on the sale of mortgage loans and
    securities available for sale .................................................       1,516         (637)
   Termination of ESOP and RRP ....................................................       5,089         --
   Other, net .....................................................................      (1,902)       1,706
                                                                                      ---------    ---------
     Total adjustments ............................................................      13,656        2,584
                                                                                      ---------    ---------
     Net cash provided by operating activities ....................................   $  10,319    $  20,774
                                                                                      =========    =========  



SUPPLEMENTAL SCHEDULE OF NONCASH INVESTING
 AND FINANCING ACTIVITIES:
   Transfer of loans to real estate owned .........................................   $   2,309    $   2,236
                                                                                      =========    =========    
   Transfer of mortgage-backed securities held to maturity
    to mortgage-backed securities available for sale (note 2) .....................   $  69,817    $ 149,559
                                                                                      =========    =========    
   Transfer of investment securities held to maturity
    to investment securities available for sale ...................................   $   7,465    $   9,848
                                                                                      =========    =========
   Securitization and transfer of loans to
    mortgage-backed securities available for sale .................................   $      --    $  18,817
                                                                                      =========    =========
______________
(1)   Restated to reflect the merger with Hamilton Bancorp, which was accounted for as a pooling of interests.
     
                         See accompanying notes to consolidated financial statements.

</TABLE>

                                                 8

<PAGE>


                      NEW YORK BANCORP INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                  (Unaudited)


NOTE 1:      BASIS OF PRESENTATION

             The  accompanying   unaudited   consolidated  financial  statements
             include the accounts of New York Bancorp Inc.  ("New York  Bancorp"
             or the "Company")  and its  wholly-owned  subsidiary,  Home Federal
             Savings   Bank  ("Home   Federal"  or  the   "Savings   Bank")  and
             Subsidiaries,  as of March 31, 1995 and  September 30, 1994 and for
             the three and six month periods ended March 31, 1995 and 1994.

             On January 27, 1995, Hamilton Bancorp,  Inc.  ("Hamilton  Bancorp")
             was merged with and into New York Bancorp (the  "Merger") (see note
             2). The Merger was accounted for as a pooling of interests, and, as
             a result, the Company's consolidated financial statements have been
             retroactively  restated  for all  reporting  periods to include the
             consolidated  amounts of Hamilton  Bancorp.  In connection with the
             Merger Hamilton Bancorp's  principal  subsidiary,  Hamilton Federal
             Savings Bank, was merged with Home Federal.

             The accompanying  unaudited  consolidated financial statements have
             been  prepared in accordance  with  generally  accepted  accounting
             principles  for  interim   financial   information   and  with  the
             instructions  to  Form  10-Q  and  Article  10 of  Regulation  S-X.
             Accordingly,  they  do  not  include  all of  the  information  and
             footnotes required by generally accepted accounting  principles for
             complete  financial  statements.  In the opinion of management  all
             necessary adjustments  consisting only of normal recurring accruals
             necessary for a fair presentation  have been included.  The results
             of  operations  for the three and six month periods ended March 31,
             1995 are not  necessarily  indicative  of the  results  that may be
             expected for the entire fiscal year.


NOTE 2:      MERGER WITH HAMILTON BANCORP, INC.

                  On January 27,  1995,  New York Bancorp  completed  its Merger
             with  Hamilton  Bancorp in a  transaction  accounted  for under the
             pooling of interests method of accounting.  Pursuant to the Merger,
             New York  Bancorp  issued  1.705  shares of  common  stock for each
             outstanding share of Hamilton Bancorp common stock and reserved for
             issuance  182,824  shares of common  stock for  Hamilton  Bancorp's
             stock options  outstanding as of the Merger  consummation  date. In
             addition,  109,749 shares of common stock were issued to holders of
             Hamilton  Bancorp stock  options who received  stock for options in
             accordance  with the  merger  agreement.  As a result of the above,
             6,224,921 shares of common stock were issued in connection with the
             Merger.


                                       9

<PAGE>

             The Company  reports its  financial  results on a fiscal year basis
             ending  September  30,  whereas  Hamilton  Bancorp had reported its
             financial  results  on a  calendar  year  basis.  The  consolidated
             financial  statements  for the current  year have been  adjusted to
             conform Hamilton  Bancorp's  year-end with that of the Company.  In
             addition,  the  accompanying  Consolidated  Statement  of Financial
             Condition as of September 30, 1994 has been restated to include the
             financial  position of Hamilton Bancorp as of December 31, 1994 and
             the  accompanying  Consolidated  Statements of Operations  and Cash
             Flows for the three and six months  ended  March 31, 1994 have been
             restated to include  the  operations  of  Hamilton  Bancorp for the
             three and six  months  ended  June 30,  1994,  respectively.  Total
             interest income of $14.6 million and total other  operating  income
             of $.3 million  relating to the three month period  ended  December
             31, 1994 have been  included in the results of  operations  for the
             three  and six month  periods  ended  March  31,  1995 and are also
             included in the  results of  operations  for fiscal year 1994.  The
             effect  on  the  accompanying   consolidated  financial  statements
             arising  from the  inclusion  of the  $1,780,000  of net  income of
             Hamilton  Bancorp for the three months  ended  December 31, 1994 in
             the Company's  results of operations  for both fiscal year 1994 and
             the six month  period  ended  March 31,  1995 is  presented  in the
             accompanying  Consolidated  Statement of Shareholders' Equity as an
             adjustment for change in fiscal year of Hamilton Bancorp.

             In accordance  with the pooling of interests  method of accounting,
             the  Company's  financial  statements  have been  restated  for all
             periods  presented  to include  the  reported  results of  Hamilton
             Bancorp. Operating results for the Company and Hamilton Bancorp for
             the three  months ended  December 31, 1994,  the three months ended
             March 31, 1994,  and the six months ended March 31, 1994,  prior to
             restatement, are presented below:

<TABLE>
<CAPTION>

                                                      Three Months Ended            Six Months Ended
                                                 -------------------------------    
                                                 Dec. 31, 1994     Mar. 31, 1994      Mar. 31, 1994
                                                 --------------    -------------      -------------
                                                                   (In Thousands)
<S>                                             <C>                 <C>
Net interest income after provision
for loan losses:
    New York Bancorp........................    $    16,210        $     13,985       $     27,279
    Hamilton Bancorp........................          7,905               7,693             15,171
                                                -----------        ------------       ------------
                                                $    24,115        $     21,678       $     42,450
                                                ===========        ============       ============
Net income before cumulative effect
of a change in accounting principle:
    New York Bancorp........................    $     4,687        $      3,832       $      7,440
    Hamilton Bancorp........................          1,780               2,614              5,065
                                                -----------        ------------       ------------
                                                $     6,467        $      6,446       $     12,505
                                                ===========        ============       ============
Cumulative effect of a change 
in accounting principle:
    New York Bancorp........................    $        --        $         --       $      5,685
    Hamilton Bancorp........................             --                  --                 --
                                                         --                  --                 --
                                                $        --        $         --       $      5,685
                                                ===========        =============      ============
Net income:
    New York Bancorp........................    $     4,687        $      3,832       $     13,125
    Hamilton Bancorp........................          1,780               2,614              5,065
                                                -----------        -------------      ------------
                                                $     6,467        $      6,446       $     18,190
                                                ===========        =============      ============

</TABLE>

                                       10

<PAGE>

             New York Bancorp's investment in Hamilton Bancorp was eliminated in
             the accompanying  Consolidated  Statement of Financial Condition as
             of September 30, 1994,  which resulted in a $4.2 million  reduction
             of the combined  shareholders'  equity.  The following provides the
             effect of combining New York Bancorp's  shareholders'  equity as of
             September 30, 1994 with that of Hamilton Bancorp as of December 31,
             1994:

<TABLE>
<CAPTION>

                                                                                    Shareholders'
                                                                                       Equity
                                                                                   --------------
                                                                                   (In Thousands)

<S>                                                                                 <C>         
New York Bancorp............................................................        $     91,376
Hamilton Bancorp............................................................              84,129
Elimination of intercorporate investment....................................              (4,214)
                                                                                    ------------ 
                                                                                    $    171,291
                                                                                    ============           
</TABLE>

The following is a summary of Hamilton Bancorp's cash flows for the three months
ended December 31, 1994 (in thousands):

<TABLE>
<CAPTION>

<S>                                                                                 <C>         
Net cash provided by operating activities...................................        $        704
Net cash used by investing activities.......................................              (4,412)
Net cash provided by financing activities...................................              10,624
                                                                                    ------------
Net increase in cash and cash equivalents...................................        $      6,916
                                                                                    ============
</TABLE>

             In  connection  with  the  Merger,  the  Company  recorded  certain
             non-recurring   merger-  related  and  restructuring   expenses  of
             approximately $16.1 million,  on an after-tax basis, and a net loss
             resulting from the  restructuring  and subsequent sale of a portion
             of Hamilton  Bancorp's  securities  portfolio which amounted to $.7
             million,  on an after-tax basis. The  non-recurring  merger-related
             and  restructuring  charges  reflected  $4.3 million in  investment
             banking,  legal and  accounting  fees,  $5.1  million in  severance
             costs,   $4.7  million  related  to  the  termination  of  Hamilton
             Bancorp's  ESOP and the  accelerated  vesting  of shares of the RRP
             pursuant  to the  requirements  of  such  plans  upon a  change  in
             control,  and $2.0 million in certain  back-office  and  facilities
             consolidation  costs  and  signage  costs.  The  restructuring  and
             subsequent  sale of a  portion  of  Hamilton  Bancorp's  securities
             portfolio primarily reflects the effect of management's decision to
             reclassify $77.3 million of the acquired investment  securities and
             mortgage-backed  securities from the held to maturity portfolios to
             the available for sale  portfolios,  whereby $66.8 million of these
             securities were sold in February 1995.


                                       11
<PAGE>


             The  following  table  summarizes  the activity with respect to the
             merger-related and restructuring  expenses, on a pre-tax basis, for
             the current fiscal year.

<TABLE>
<CAPTION>
                                                                                   Restructuring
                                                                                      Accrual
                                                                                   (In Thousands)

<S>                                                                                 <C>         
Balance at December 31, 1994................................................        $         --
Provision charged against operations........................................              19,024
Cash outlays................................................................             (10,745)
Noncash items...............................................................              (5,143)
                                                                                    ------------ 
Balance at March 31, 1995...................................................        $      3,136
                                                                                    ============
</TABLE>

             The noncash items relate to the  termination of Hamilton  Bancorp's
             ESOP and the accelerated vesting of shares of the RRP. There was no
             merger-related  and  restructuring  expenses  recorded in the prior
             year period.


NOTE 3:      COMMITMENTS, CONTINGENCIES AND CONTRACTS

             At March 31, 1995, Home Federal had commitments of $62.7 million to
             originate first mortgage and cooperative residential loans. Of this
             amount,  adjustable rate mortgage loans  represented  $58.8 million
             and fixed rate  mortgage  loans with  interest  rates  ranging from
             7.625% to 11.00%, represented $3.9 million.

             The Savings Bank is a party to interest rate swap  arrangements  to
             extend the  repricing  or maturity of its  liabilities  in order to
             create a more consistent and predictable  interest rate spread.  At
             March 31, 1995,  outstanding notional amounts of interest rate swap
             arrangements totaled $205.0 million.

             Additionally,  in accordance  with its  asset/liability  management
             strategy,  Home Federal is a party to $1.0 billion of interest rate
             floor  agreements  which expire on February  22,  1998.  Under $500
             million of these agreements, the Savings Bank will be paid if three
             month libor falls below 5.50%,  and for the remaining  $500 million
             of these  agreements,  the Savings Bank will be paid if three month
             libor falls below 6.00%.  At March 31, 1995,  three month libor was
             6.25%.

             At March 31, 1995,  the Savings Bank was servicing  first  mortgage
             loans of approximately  $518.1 million,  which are either partially
             or wholly-owned by others.


NOTE 4:      STOCK REPURCHASE PLAN

             During the quarter  ended March 31, 1995,  New York Bancorp did not
             repurchase any additional shares under its present stock repurchase
             plan.  At March 31,  1995,  the total  number  of  Treasury  shares
             amounted to  1,222,941.  The Company has  regulatory  authority  to
             repurchase up to an additional  335,856 shares.  Repurchases may be
             made  from time to time in open  market  transactions,  subject  to
             availability  of shares at prices  deemed  appropriate  by New York
             Bancorp.


                                       12

<PAGE>







NOTE 5:      RECENT ACCOUNTING PRONOUNCEMENTS

             In May 1993,  the FASB issued  Statement  of  Financial  Accounting
             Standards No. 114,  "Accounting  by Creditors  for  Impairment of a
             Loan" ("SFAS No. 114"). In October 1994, the FASB issued  Statement
             of Financial  Accounting Standards No. 118 "Accounting by Creditors
             for  Impairment of a Loan -- Income  Recognition  and  Disclosures"
             ("SFAS No.  118")  which  amended  SFAS No. 114  (collectively  the
             "Statements").   Both   Statements   are  effective  for  financial
             statements  issued for fiscal years  beginning  after  December 15,
             1994.  These  Statements  address the  accounting  by creditors for
             impairment of certain loans which, among other things,  include all
             loans  that  are  restructured  in a  troubled  debt  restructuring
             involving a modification of terms. They require that impaired loans
             that are within the scope of these  Statements be measured based on
             the present value of expected  future cash flows  discounted at the
             loan's effective interest rate or, as a practical expedient, at the
             loan's  observable market price or the fair value of the collateral
             if the  loan is  collateral  dependent.  Based  upon a  preliminary
             review of these  Statements,  management  does not believe that the
             adoption  of SFAS No. 114 and SFAS No. 118 on a  prospective  basis
             will have a materially adverse effect on the Company.

             In March 1995,  the FASB issued  Statement of Financial  Accounting
             Standards  No. 121,  "Accounting  for the  Impairment of Long-Lived
             Assets  and for  Long-Lived  Assets To Be  Disposed  Of"" (SFAS No.
             121"). The Statement is effective for financial  statements  issued
             for fiscal years  beginning  after December 15, 1995. The Statement
             establishes  accounting  standards  for,  among other  things,  the
             impairment  of  long-lived  assets.  The  Statement  requires  that
             long-lived  assets be reviewed for  impairment  whenever  events or
             changes in  circumstances  indicate that the carrying  amount of an
             asset may not be  recoverable.  Based upon a preliminary  review of
             the  Statement,  management  does not believe  that the adoption of
             SFAS No. 121 would have a materially adverse effect on the Company.


                                       13

<PAGE>



                      NEW YORK BANCORP INC. AND SUBSIDIARY
                          MANAGEMENT'S DISCUSSION AND
                         ANALYSIS OF FINANCIAL POSITION
                           AND RESULTS OF OPERATIONS




A.  GENERAL

              New York Bancorp Inc. ("New York Bancorp" or the "Company") is the
    holding  company  for Home  Federal  Savings  Bank  ("Home  Federal"  or the
    "Savings  Bank"),  a  federally  chartered  stock  savings  bank.  New  York
    Bancorp's  business  currently consists of the business of the Savings Bank.
    The Savings Bank's principal  business consists of attracting  deposits from
    the general public and investing  these  deposits,  together with funds from
    ongoing  operations  and  borrowings,  in the  origination  and  purchase of
    residential and commercial mortgage loans, cooperative residential loans and
    consumer  loans.  The  Savings  Bank  maintains  a portion  of its assets in
    investment  securities,  including  obligations of the U. S.  Government and
    federal  agencies,  money  market  investments,  corporate  notes  and other
    securities.


B.  MERGER WITH HAMILTON BANCORP, INC.

              On January 27, 1995,  New York Bancorp  completed  its merger (the
    "Merger") with Hamilton Bancorp, Inc. ("Hamilton Bancorp").  Pursuant to the
    Merger,  each  outstanding  share  of  Hamilton  Bancorp  Common  Stock  was
    converted  into the right to receive 1.705 shares of New York Bancorp Common
    Stock.  This  transaction  has been accounted for as a pooling of interests,
    and, as a result,  the  financial  results for the current and prior periods
    reported in the  accompanying  management's  discussion and analysis include
    the results of Hamilton  Bancorp.  The Company reports its financial results
    on a fiscal year ending  September 30, whereas Hamilton Bancorp had reported
    its financial  results on a calendar year basis. The consolidated  financial
    statements  for the  current  year have been  adjusted  to conform  Hamilton
    Bancorp's  year-end  with that of the Company.  (See note 2 to  Consolidated
    Financial Statements - Merger with Hamilton Bancorp, Inc.)

              At March 31, 1995,  the  acquisition  of Hamilton  Bancorp had the
    effect  of  increasing  the  Company's   asset  size  to  $2.6  billion  and
    shareholders'  equity to $170.3  million  with the  issuance  of 6.2 million
    shares of common stock in connection  with the  transaction and the combined
    operating  results.  The discussion that follows  describes the consolidated
    results of operations and financial condition of the Company, which includes
    Hamilton Bancorp for all periods.



                                       14

<PAGE>

C.  FINANCIAL POSITION

              Total  assets at March  31,  1995  amounted  to $2.6  billion,  an
    increase of $53.9 million from that  reported at September  30, 1994.  Total
    assets  include a $110.0  million  increase in loans  receivable,  partially
    offset by a $50.0 million  decrease in  mortgage-backed  securities  held to
    maturity and mortgage-backed  securities available for sale. The decrease in
    mortgage-backed  securities  primarily  reflects the effect of  management's
    decision to reclassify $77.3 million of the acquired  investment  securities
    and  mortgage-backed  securities from the held to maturity portfolios to the
    available for sale  portfolios,  whereby  $66.8 million of these  securities
    were  sold in  February  1995,  resulting  in a loss of $.7  million,  on an
    after-tax  basis.  Such  securities  were  reclassified in order to make the
    acquired portfolio's risk profile more consistent with the Company's.

              Total  deposits at March 31,  1995  amounted  to $1.7  billion,  a
    decrease of $47.1 million, or 2.6%, reflecting  competitive pressures in the
    marketplace as a result of a comparatively higher interest rate environment.
    The increase in total assets and decrease in deposits were primarily  funded
    through the Savings Bank's $91.5 million increase in borrowed funds.

D.  ASSET/LIABILITY MANAGEMENT

              Home  Federal is subject to interest  rate risk to the extent that
    its interest-bearing  liabilities reprice or mature more or less frequently,
    or on a different basis, than its  interest-earning  assets.  Home Federal's
    primary  approach  to  controlling  interest  rate risk and  maximizing  net
    interest margin emphasizes gap management.  The Savings Bank does not have a
    mandated targeted one year gap, but historically has managed the gap so that
    it will range from a modest  positive to a modest negative  position,  which
    would generally result in upper-end ranges of positive to negative positions
    of 15%.  The size and  direction  of the gap is  determined  by  management,
    reflecting  its views on the direction of interest  rates and general market
    conditions. The Savings Bank's cumulative one year gap as a percent of total
    interest-earning assets amounted to a negative 8.8% at March 31, 1995.

               A negative  gap denotes  liability  sensitivity  which in a given
    period  will  result  in more  liabilities  than  assets  being  subject  to
    repricing.  Generally,  liability  sensitive  gaps  would  result  in a  net
    positive  effect  on  net  interest  margin  in a  declining  interest  rate
    environment.  Alternatively, liability sensitive gaps would generally result
    in a net negative  effect on net interest  margin in an increasing  interest
    rate   environment.   Assets  and   liabilities   with   similar   repricing
    characteristics,  however,  may not reprice to the same degree. As a result,
    the  Company's  gap  position  does not  necessarily  predict  the impact of
    changes in general  levels of interest  rates on net interest  margin.  With
    respect to the Company,  the net interest  margin  increased to 3.74% in the
    second quarter of fiscal year 1995 when compared to 3.70% for the comparable
    period in 1994.  However,  net  interest  margin for the  second  quarter of
    fiscal year 1995  declined when compared to 3.91% earned in the first fiscal
    quarter of 1995.


                                       15

<PAGE>

              At March 31,  1995,  the Savings  Bank's  interest-earning  assets
    principally  consisted  of  adjustable  rate  mortgage  and other  loans and
    securities,  multi-tranched fixed rate REMIC securities and an assortment of
    fixed  rate  mortgage  and other  loans.  At March 31,  1995,  47.2% of such
    interest-earning assets were adjustable rate assets. Within the framework of
    the  targeted  one year gap,  the  Savings  Bank may  choose  to extend  the
    maturity of its funding  source and/or  reduce the  repricing  mismatches by
    using interest rate swaps and financial futures arrangements.  Additionally,
    the  Savings  Bank  uses   interest   rate  caps  and  interest  rate  floor
    arrangements to assist in further  insulating the Savings Bank from volatile
    interest rate changes.

              In connection with its  asset/liability  management  strategy,  at
    March 31, 1995, included in the Company's interest-bearing  liabilities were
    $50.0  million  of  borrowed  funds   consisting  of  capped  variable  rate
    repurchase  agreements.  Such  agreements  have imbedded  interest rate caps
    ranging  from  3.92% to 4.18% and  mature  between  April 1995 and May 1995.
    Additionally, in connection with its asset/liability management strategy, at
    March 31, 1995 Home Federal maintained  interest rate swap arrangements with
    a  notional  amount of $205.0  million.  For  $140.0  million  of the $205.0
    million of interest  rate swap  arrangements,  the Savings  Bank  receives a
    variable rate (which is matched against the related variable rate borrowing)
    and pays a fixed rate, thus locking in a spread on fixed rate mortgage loans
    or fixed rate  mortgage-backed  securities during the term of the swap. Such
    swaps  have  maturities  ranging  from  January  1996 to May  1996.  For the
    remaining  $65.0  million  of  interest  rate  swaps,  the  Savings  Bank is
    receiving  a fixed rate of 5.80% and pays a  variable  rate based on Federal
    Funds (6.30% on March 31, 1995). This interest rate swap effectively unwound
    $65.0 million (of the aforementioned  $140.0 million in interest rate swaps)
    where the Savings Bank was  receiving a variable rate based on Federal funds
    (6.30% at March 31, 1995) and paying a fixed rate of 4.04%.
    The term of such swaps extends through January 1996.

              Additionally,  in an effort to further  protect the  Savings  Bank
    against   interest   rate  risk   associated   with  the  repricing  of  its
    interest-bearing  deposit  liabilities,  Home  Federal  is a  party  to $1.0
    billion of interest rate floor agreements which expire on February 22, 1998.
    Under $500  million of these  agreements,  the Savings  Bank will be paid if
    three month libor falls below 5.50%,  and for the remaining  $500 million of
    these  agreements,  the Savings Bank will be paid if three month libor falls
    below 6.00%. At March 31, 1995, three month libor was 6.25%.

              At March 31, 1995 the Company had  approximately  $2.6  million in
    contracts  for  purposes of hedging the  "Standard & Poor's 500" index.  The
    call options  maturities  range from March 1999 through  October  1999.  The
    Savings  Bank uses stock  indexed  call  options for purposes of hedging its
    MarketSmart CD's and MarketSmart I.R.A. CD's.


                                       16

<PAGE>

E.  LIQUIDITY AND CAPITAL RESOURCES

              Home  Federal is  required to  maintain  minimum  levels of liquid
    assets as defined by the OTS  regulations.  This  requirement,  which may be
    varied by the OTS, is based upon a percentage of  withdrawable  deposits and
    short-term  borrowings.  The  required  ratio is  currently  5%. The Savings
    Bank's ratio was 5.02% during March 1995 and 5.40% during September 1994.

              The  Savings  Bank's  liquidity  levels will vary  depending  upon
    savings flows, future loan fundings,  operating needs and general prevailing
    economic conditions.  Because of the multitude of available funding sources,
    the Savings  Bank does not foresee any problems in  generating  liquidity to
    meet its operational and regulatory requirements.

              The  Savings  Bank's   lending  and   investment   activities  are
    predominately  funded  by  deposits,  Federal  Home  Loan  Bank of New  York
    advances,  reverse repurchase  agreements with primary government securities
    dealers, subordinated capital notes, scheduled amortization and prepayments,
    and funds provided by operations.

              During the quarter ended March 31, 1995,  New York Bancorp did not
    repurchase any additional shares under its present stock repurchase plan. At
    March 31, 1995, the total number of Treasury  shares  amounted to 1,222,941.
    The Company has  regulatory  authority  to  repurchase  up to an  additional
    335,856  shares.  Repurchases  may be made from time to time in open  market
    transactions, subject to availability of shares at prices deemed appropriate
    by New York Bancorp.

              As of March  31,  1995,  Home  Federal  continued  to  exceed  all
    regulatory capital requirements as detailed in the following table:

<TABLE>
<CAPTION>
                                      TANGIBLE CAPITAL          CORE CAPITAL(1)     RISK-BASED CAPITAL(2)

                                    Amount    Percentage     Amount    Percentage    Amount    Percentage
                                  ---------   ----------  -----------  ----------  ---------   ----------
                                                          (Dollars in Thousands)

<S>                               <C>           <C>       <C>           <C>        <C>            <C>
Capital for regulatory
 purposes.....................    $ 145,586     5.53%     $  145,872    5.54%      $ 159,699     12.81%

Minimum regulatory
 requirement..................       39,483     1.50          78,975    3.00          99,743      8.00
                                  ---------    -----      ----------    ----       ---------     -----

Excess........................    $ 106,103     4.03%     $   66,897    2.54%      $  59,956      4.81%
                                  =========    =====      ==========    ====       =========      ====   
_____________
(1)  Beginning December 19, 1992, the core capital requirement was effectively increased to 4.00% since OTS
     regulations  stipulate that as of that date an institution  with less than 4.00%  core capital will be
     deemed  to be  classified  as  "undercapitalized."  
(2)  In August  1993, the OTS adopted a final regulation which incorporates an interest rate risk component 
     into its existing risk-based capital standard.  The regulation requires certain institutions with more
     than a "normal  level" of interest  rate risk to maintain  capital in addition to the 8.0%  risk-based
     capital requirement. The Savings Bank does not anticipate that its risk-based capital requirement will
     be materially affected as a result of the new regulation. 
(3)  For purposes of determining capital for regulatory purposes, unrealized appreciation (depreciation) on
     securities available for sale, net of tax effect, is excluded.
(4)  For tangible and core capital, the ratio is  to adjusted total  assets.   For risk-based capital,  the 
     ratio is to total risk-weighted assets.
</TABLE>

                                                    17

<PAGE>

F.  ANALYSIS OF CORE EARNINGS

              The  Company's  profitability  is  primarily  dependent  upon  net
    interest income,  which represents the difference  between interest and fees
    earned on loans, mortgage-backed securities and investments, and the cost of
    deposits and borrowings.  Net interest income is dependent on the difference
    between the average  balances  and rates earned on  interest-earning  assets
    versus the average balances and rates paid on interest-bearing  deposits and
    borrowings.  Net income is further affected by other operating income, other
    operating expenses,  taxes, and, in the prior year, the cumulative effect of
    a change in accounting principle.

              The following tables set forth certain information relating to the
    Company's average consolidated statements of financial condition and reflect
    the average yield on assets and average cost of liabilities  for the periods
    indicated.  Such yields and costs are derived by dividing  income or expense
    by the  average  balance  of  assets  (which  include  nonaccrual  loans) or
    liabilities, respectively, for the periods shown.

<TABLE>
<CAPTION>

                                                                   Quarter Ended March 31,
                                           ---------------------------------------------------------------------------
                                                            1995                                    1994(1)
                                           -------------------------------------   -----------------------------------
                                              Average                   Yield/        Average                  Yield/
                                              Balance       Interest     Cost         Balance      Interest     Cost
                                           -------------   ----------   ------     ------------   ----------  --------   
                                                                       (Dollars in Thousands)
<S>                                        <C>             <C>           <C>      <C>            <C>            <C>
Assets:
  Interest-earning assets:
    First mortgage loans..............     $   1,210,453   $  25,525     8.44%    $   1,086,862  $  22,170      8.17%
    Other loans.......................           305,825       6,393     8.40           302,894      5,919      7.85
    Mortgage-backed securities........           934,796      15,389     6.58           912,608     12,721      5.58
    Money market investments..........            21,116         302     5.80            71,245        651      3.70
    Trading account securities........            13,198         193     5.95            12,625         96      3.08
    Investment securities.............            72,591       1,188     6.57            24,840        452      7.31
                                           -------------   ---------              -------------  ---------          
  Total interest-earning assets.......         2,557,979      48,990     7.67         2,411,074     42,009      6.98
                                                           ---------                             ---------          
  Non-interest-earning assets.........            43,496                                 53,635
                                           -------------                          -------------
    Total assets......................     $   2,611,475                          $   2,464,709
                                           =============                          =============

Liabilities and Shareholders' Equity:
  Interest-bearing liabilities:
    Deposits..........................     $   1,755,573      15,395     3.56     $   1,787,288     14,045      3.19
    Borrowed funds....................           655,497       9,465     5.83           473,167      5,486      4.69
                                           -------------      ------              -------------     ------          
  Total interest-bearing liabilities..         2,411,070      24,860     4.17         2,260,455     19,531      3.50
                                                              ------                                ------          
  Other liabilities...................            28,790                                 39,757
                                           -------------                          -------------
    Total liabilities.................         2,639,860                              2,300,212
  Shareholders' equity................           171,615                                164,497
                                           -------------                          -------------
    Total liabilities and
     shareholders' equity.............     $   2,611,475                          $   2,464,709
                                           =============                          =============
Net interest income/interest rate
 spread...............................                     $  24,130     3.50%                   $  22,478      3.48%
                                                           =========     ====                    =========      ==== 
Net earning assets/net
 interest margin......................     $     146,909                 3.74%    $     150,619                 3.70%
                                           =============                 ====     =============                 ==== 
Percentage of interest-earning assets
 to interest-bearing liabilities......                                 106.09%                                106.66%
                                                                       ======                                 ====== 
____________
(1) Restated to reflect the merger with  Hamilton  Bancorp,  which was accounted for as a pooling of interests.
</TABLE>


                                                    18

<PAGE>

<TABLE>
<CAPTION>


                                                                     Six Months Ended March 31,
                                           --------------------------------------------------------------------------
                                                            1995                                   1994(1)
                                           -----------------------------------    -----------------------------------
                                               Average                  Yield/       Average                   Yield/
                                               Balance      Interest     Cost        Balance       Interest     Cost
                                           -------------   ---------    ------    -------------  -----------   ------   
                                                                       (Dollars in Thousands)
<S>                                        <C>             <C>           <C>      <C>            <C>            <C>
ASSETS:
  Interest-earning assets:
    First mortgage loans..............     $   1,193,367   $  49,471     8.29%    $   1,087,486  $  44,889      8.26%
    Other loans.......................           303,118      12,639     8.35           306,570     12,083      7.89
    Mortgage-backed securities........           945,766      30,987     6.55           833,232     22,512      5.40
    Money market investments..........            20,258         560     5.54            82,062      1,427      4.19
    Trading account securities........            13,108         355     5.44            12,578        187      2.98
    Investment securities.............            73,570       2,403     6.54            24,720        999      8.09
                                           -------------   ---------              -------------  ---------          
  Total interest-earning assets.......         2,549,187      96,415     7.57         2,346,648     82,097      7.02
                                                           ---------                             ---------          
  Non-interest-earning assets.........            41,391                                 52,688
                                           -------------                          -------------
    Total assets......................     $   2,590,578                          $   2,399,336
                                           =============                          =============

LIABILITIES AND SHAREHOLDERS' EQUITY:
  Interest-bearing liabilities:
    Deposits..........................     $   1,765,856      30,384     3.45     $   1,778,229     27,763      3.13
    Borrowed funds....................           620,930      17,286     5.58           418,947     10,284      4.92
                                           -------------      ------              -------------     ------          
  Total interest-bearing liabilities..         2,386,786      47,670     4.00         2,197,176     38,047      3.47
                                                              ------                                ------          
  Other liabilities...................            29,715                                 38,400
                                           -------------                          -------------
    Total liabilities.................         2,416,501                              2,235,576
  Shareholders' equity................           174,077                                163,760
                                           -------------                          -------------
    Total liabilities and
     shareholders' equity.............     $   2,590,578                          $   2,399,336
                                           =============                          =============
NET INTEREST INCOME/INTEREST RATE
 SPREAD...............................                     $  48,745     3.57%                   $  44,050      3.55%
                                                           =========     ====                    =========      ==== 
NET EARNING ASSETS/NET
 INTEREST MARGIN......................     $     162,401                 3.82%    $     149,472                 3.77%
                                           =============                 ====     =============                 ==== 
PERCENTAGE OF INTEREST-EARNING ASSETS
 TO INTEREST-BEARING LIABILITIES......                                 106.80%                                106.80%
                                                                       ======                                 ====== 
______________
(1)   Restated to reflect the merger with Hamilton Bancorp, which was accounted for as a pooling of interests.
</TABLE>


                                                    19

<PAGE>

G.  COMPARISON OF THREE MONTHS ENDED MARCH 31, 1995 AND 1994

    General
    -------

              New York Bancorp incurred a net loss of $9.8 million,  or $.73 per
    share, for the quarter ended March 31, 1995,  compared to net income of $6.4
    million,  or $.47 per share, for the comparable prior year period.  Included
    in the  results of  operations  for the  quarter  ended  March 31,  1995 are
    certain non-recurring  restructuring and merger-related costs which amounted
    to  approximately  $16.1  million,  on an  after-tax  basis,  and a net loss
    resulting  from  the  restructuring  and  subsequent  sale of a  portion  of
    Hamilton Bancorp's securities portfolio which amounted to $.7 million, on an
    after-tax  basis.  Such  sale was  transacted  in order to  reduce  the risk
    profile  of the  securities  portfolio  acquired.  Of the $16.1  million  in
    non-recurring  costs,  $5.1 million of the expenses relating to the Hamilton
    Employee  Stock  Ownership Plan ("ESOP") and the  Recognition  and Retention
    Plan ("RRP") had no impact on shareholders' equity. Other comments regarding
    the components of net income are detailed in the following paragraphs.

    Interest Income
    ---------------

              Interest income on  interest-earning  assets for the quarter ended
    March  31,  1995  increased  by $7.0  million,  or 16.6%,  to $49.0  million
    compared to $42.0 million for the quarter ended March 31, 1994. The increase
    in interest income is primarily attributable to a 69 basis point increase in
    yield, coupled with a $146.9 million increase in interest-earning assets.

              Interest  and fee income on loans for the quarter  ended March 31,
    1995 increased by $3.8 million, or 13.6%, to $31.9 million compared to $28.1
    million for the same quarter in 1994. The increase in loan income reflects a
    27 basis  point  increase  in yield on first  mortgage  loans and a 55 basis
    point  increase  in yield  on other  loans,  coupled  with a $126.5  million
    increase  in the  average  loan  balance to  $1,516.3  million.  Interest on
    mortgage-backed  securities held to maturity and mortgage-backed  securities
    available  for sale for the quarter  ended March 31, 1995  increased by $2.7
    million  to $15.4  million as  compared  to the same  quarter  in 1994.  The
    increase  in income  on  mortgage-backed  securities  held to  maturity  and
    mortgage-backed  securities  available for sale  primarily  reflects a $22.2
    million  increase in the average balance to $934.8  million,  coupled with a
    100 basis point increase in yield.  Money market  investment  income for the
    quarter ended March 31, 1995  decreased by $.3 million to $.3 million.  This
    decrease  reflects a $50.1  million  decrease in the average  balance of the
    portfolio which, however, was partially offset by a 210 basis point increase
    in the yield.  Interest on trading account  securities for the quarter ended
    March 31, 1995 increased $.1 million to $.2 million.  The increase primarily
    reflects a 287 basis point increase in yield on trading  account  securities
    to 5.95%.  Interest and dividends on investment  securities increased by $.7
    million to $1.2 million as compared to $.5 million earned in the prior year.
    This increase  reflects a $47.8 million  increase in the average  balance of
    the portfolio to $72.6 million, which, however, was partially offset by a 74
    basis  point  decrease  in the  yield on  investment  securities  to  6.57%,
    reflecting  the  decline in  dividends  received  on Federal  Home Loan Bank
    stock.


                                                    20

<PAGE>

    Interest Expense
    ----------------

              Interest expense on  interest-bearing  liabilities for the quarter
    ended March 31, 1995 increased by $5.3 million,  or 27.3%,  to $24.9 million
    compared  to the  quarter  ended March 31,  1994.  The  increase in interest
    expense  for the  quarter  primarily  reflects  a $150.6  million  growth in
    interest-bearing  liabilities  to $2,411.1  million  coupled with a 67 basis
    point increase in cost on interest-bearing  liabilities to 4.17%. The impact
    of the Savings Bank's use of interest rate swaps and other off-balance sheet
    instruments  was to  increase  interest  expense by $21,000  for the quarter
    ended March 31, 1995 and  increase  interest  expense by $.6 million for the
    quarter ended March 31, 1994.

              Interest  expense on deposits  increased  by $1.4 million to $15.4
    million for the quarter ended March 31, 1995,  compared to the quarter ended
    March 31,  1994.  This  increase  reflects a 37 basis point  increase in the
    average cost of deposits from 3.19% in 1994 to 3.56% in 1995. This increase,
    however,  was partially  offset by a $31.7  million  decrease in the average
    balance  of  deposits  to  $1,755.6  million  in 1995.  Interest  expense on
    borrowed funds  increased $4.0 million to $9.5 million for the quarter ended
    March 31,  1995 as  compared  to the  quarter  ended  March 31,  1994.  This
    increase  reflects  a $182.3  million  increase  in the  average  balance of
    borrowed  funds to $655.5  million,  and, a 114 basis point  increase in the
    average  cost of  borrowed  funds from  4.69% in 1994 to 5.83% in 1995.  The
    increase in the average cost of borrowed funds reflects the higher  interest
    rate environment in the current fiscal quarter.

    Provision for Possible Loan Losses
    ----------------------------------

              Home  Federal  provided  $.4 million and $.8 million for  possible
    loan losses during the quarters ended March 31, 1995 and 1994, respectively.
    The  reduction  in the  provision  for  possible  loan losses  reflects  the
    improvement in management's  assessment for  anticipated  losses inherent in
    the loan portfolios.  The Savings Bank's ratio of its allowance for possible
    loan losses to total  nonaccrual  loans amounted to 67.0% and 66.2% at March
    31, 1995 and 1994, respectively.

              As part of the Savings Bank's determination of the adequacy of the
    allowance  for loan  losses,  the Savings Bank  monitors its loan  portfolio
    through its Asset Classification  Committee.  The Committee,  which meets no
    less than  quarterly,  consists of employees who are independent of the loan
    origination  process.  This  Committee  reviews  individual  loans  with the
    lending officers and assesses risks relating to the  collectibility of these
    loans.  The Asset  Classification  Committee  determines the adequacy of the
    allowance for possible loan losses  through  ongoing  analysis of historical
    loss experience, the composition of the loan portfolios, delinquency levels,
    underlying   collateral   values   and   cash   flow   values,    geographic
    concentrations,  and current and prospective economic conditions.  Utilizing
    these procedures,  management  believes that the allowance at March 31, 1995
    is sufficient to cover anticipated losses inherent in the loan portfolios.


                                                    21

<PAGE>

              Based on recently  released  statistical data regarding Nassau and
    Suffolk Counties, a portion of the Savings Bank's primary lending areas, the
    residential  housing market has shown a decrease in values of  approximately
    6.3% over the twelve  month  period  ended  March 31,  1995.  However,  this
    decline has recently  slowed to 2.5% in Nassau County and in Suffolk  County
    residential  housing  values have  recently  increased by .7%.  Furthermore,
    sales of existing homes in Nassau and Suffolk  Counties have been increasing
    steadily at 12.4% over the past twelve months. Additionally,  employment has
    been rising and unemployment has been declining over the past twelve months.
    In Manhattan,  another primary lending area for the Savings Bank, commercial
    rents  have been on the rise  while  the  commercial  vacancy  rates in most
    sections have been declining by approximately 20%. Although in recent months
    there have been indications that economic  conditions and loan demand in the
    region have been  improving,  there can be no assurance  that these improved
    conditions will continue.

              Nonaccrual  loans at March 31, 1995 amounted to $38.2 million,  or
    2.4% of total loans,  as compared to $36.8 million,  or 2.5% of total loans,
    at September 30, 1994. Of the $38.2 million in nonaccrual loans at March 31,
    1995,  $11.6 million  represents  loans  restructured to assist borrowers in
    meeting their obligations.

              The following table sets forth the Savings Bank's nonaccrual loans
    at the dates indicated:
<TABLE>
<CAPTION>

                                                                             March 31,        September 30,
                                                                               1995               1994
                                                                           -----------        -------------
                                                                                   (In Thousands)
<S>                                                                       <C>                 <C>    
Nonaccrual Loans
First mortgage loans:
  One to four family conventional residential.....................        $    14,978         $   14,885
  Commercial real estate..........................................             21,143             20,359
                                                                          -----------         ----------
                                                                               36,121             35,244
                                                                          -----------         ----------

Other loans - Cooperative residential loans.......................              2,074              1,509
                                                                          -----------         ----------
    Total nonaccrual loans........................................        $    38,195         $   36,753
                                                                          ===========         ==========
</TABLE>

              The amount of interest income on nonaccrual  loans that would have
    been recorded had these loans been current in accordance with their original
    terms, was $966,000 and $862,000 for the three month periods ended March 31,
    1995 and 1994, respectively. The amount of interest income that was recorded
    on these loans was $278,000 and $331,000 for the three month  periods  ended
    March 31, 1995 and 1994, respectively.

              Additionally, at March 31, 1995, the Savings Bank had $3.2 million
    in real estate  owned as compared to $6.0  million at  September  30,  1994.
    Further,  at March 31,  1995 the Savings  Bank also had twelve  restructured
    commercial  real estate loans  amounting to  approximately  $7.0 million for
    which interest is being recorded in accordance with the loans'  restructured
    terms. The amount of the interest income lost on these restructured loans is
    immaterial.


                                                    22

<PAGE>

              The Savings Bank also has $3.9 million of consumer and other loans
    which are past due 90 days and still accruing interest as of March 31, 1995.
    Of the $3.9 million,  $2.1 million  represent loans guaranteed by the United
    States  Department of Education  through the New York State Higher Education
    Services Corporation.

              The Savings Bank's allowance for possible loan losses at March 31,
    1995 was $25.6 million which  represented  67.0% of nonaccrual loans or 1.6%
    of total  loans,  compared  to $25.7  million at  September  30,  1994 which
    represented 69.9% of nonaccrual loans or 1.8% of total loans.

              The  following is a summary of the activity in the Savings  Bank's
    allowance for possible loan losses for the quarters ended March 31:

<TABLE>
<CAPTION>

    Summary of Loan Loss Experience
    -------------------------------
                                                                                       As of and for the
                                                                                         Quarter Ended
                                                                                            March 31,
                                                                                ------------------------------             
                                                                                    1995              1994  
                                                                                -----------       ------------
                                                                                        (In Thousands)

<S>                                                                             <C>               <C>        
Allowance for possible loan losses, beginning of quarter.....................   $    25,838       $    27,048
 Charge-offs:
 Commercial real estate......................................................          (160)              (51)
 Real estate - construction..................................................            --                --
 Real estate - mortgage......................................................          (134)             (799)
 Other loans.................................................................          (377)              (62)
                                                                                -----------       ----------- 
   Total charge-offs.........................................................          (671)             (912)
                                                                                -----------       ----------- 
 Less:  Recoveries
   Commercial real estate....................................................            --                --
   Real estate - mortgage....................................................            --                --
   Other loans...............................................................            12                33
                                                                                -----------       -----------
    Total recoveries.........................................................            12                33
                                                                                -----------       -----------
 Net charge-offs.............................................................          (659)             (879)
                                                                                -----------       ----------- 
 Addition to allowance charged to expense....................................           400               800
                                                                                -----------       -----------
 Allowance at end of quarter.................................................   $    25,579       $    26,969
                                                                                ===========       ===========
</TABLE>


    Net Interest Income After Provision for Possible Loan Losses
    ------------------------------------------------------------

               Net interest  income after provision for possible loan losses for
     the quarter ended March 31, 1995 amounted to $23.7 million, representing an
     increase of $2.0 million from the $21.7  million  amount during the quarter
     ended March 31, 1994.  This increase  primarily  reflects a $146.9  million
     increase in average  interest-earning  assets, coupled with a 4 basis point
     increase in the Savings  Bank's net  interest  margin from 3.70% in 1994 to
     3.74% in 1995.

                                       23

<PAGE>


     Other Operating Income
     ----------------------

               Other  operating  income  amounted to $.3 million for the quarter
     ended March 31,  1995,  compared  with $2.3  million for the quarter  ended
     March 31, 1994.  The $2.0 million  decrease in other  operating  income was
     primarily  attributable to a $1.2 million net loss on the sales of mortgage
     loans and securities  available for sale during the quarter ended March 31,
     1995 as compared  to a $.5 million net gain on the sales of mortgage  loans
     and securities available for sale during the comparable prior year quarter.
     The net loss on the sales of mortgage  loans and  securities  available for
     sale for the  quarter  ended  March 31,  1995 was  principally  incurred in
     connection  with the  restructuring  and sale of a portion of the  Hamilton
     Bancorp mortgage-backed  securities portfolio.  Such restructuring and sale
     were completed in order to make the acquired  portfolio's risk profile more
     consistent with the Company's.

     Other Operating Expenses
     ------------------------

               Other  operating  expenses  totaled $31.9 million for the quarter
     ended March 31, 1995, as compared to $12.6 million during the quarter ended
     March 31, 1994. The $19.3 million increase in other operating  expenses was
     primarily  attributable  to the $19.0  million in merger and  restructuring
     charges.  Such charges included $4.3 million in investment  banking,  legal
     and accounting fees, $6.3 million in severance costs,  $5.1 million related
     to the termination of Hamilton  Bancorp's ESOP and  accelerated  vesting of
     RRP  shares,  and  $3.3  million  in  certain  back-office  and  facilities
     consolidation   costs  and  signage   costs.   Excluding   the  merger  and
     restructuring expenses,  other operating expenses totaled $12.9 million, or
     1.96% of average  assets,  during the quarter  ended March 31,  1995.  This
     compares with $12.6 million,  or 2.04% of average assets during the quarter
     ended March 31,  1994.  As a result of the Merger,  cost  savings and other
     consolidation  efficiencies  could  result in  annual  pre-tax  savings  of
     approximately $9.0 million.  Although actions taken to realize cost savings
     and other consolidation efficiencies occurred in large part by quarter end,
     the favorable  impact of the major part of these  savings and  efficiencies
     were not yet reflected in this quarter, but are anticipated to be reflected
     in future periods as they are realized.

     Income Tax Expense
     ------------------

               Income  taxes  decreased  $3.0  million to $2.0  million  for the
     quarter  ended  March 31,  1995.  The income tax  expense  for the  current
     quarter reflects the  non-deductibility of certain merger and restructuring
     charges.

                                       24

<PAGE>


H.  COMPARISON OF SIX MONTHS ENDED MARCH 31, 1995 AND 1994

    General
    -------

              New York Bancorp incurred a net loss of $3.3 million,  or $.25 per
    share,  for the six months ended March 31,  1995,  compared to net income of
    $18.2 million,  or $1.33 per share,  for the  comparable  prior year period,
    which  included  $5.7  million  in  income,  or $.42  per  share,  from  the
    cumulative  effect of a change in accounting  for income taxes.  Included in
    the  results of  operations  for the six  months  ended  March 31,  1995 are
    certain non-recurring  restructuring and merger-related costs which amounted
    to  approximately  $16.1  million,  on an  after-tax  basis,  and a net loss
    resulting  from  the  restructuring  and  subsequent  sale of a  portion  of
    Hamilton Bancorp's securities portfolio which amounted to $.7 million, on an
    after-tax  basis.  Such  sale was  transacted  in order to  reduce  the risk
    profile of the securities portfolio acquired.

    Interest Income
    ---------------

              Interest  income on  interest-earning  assets  for the six  months
    ended March 31, 1995 increased by $14.3 million,  or 17.4%, to $96.4 million
    compared to $82.1  million  for the six months  ended  March 31,  1994.  The
    increase in interest  income is primarily  attributable  to a 55 basis point
    increase   in   yield,   coupled   with  a  $202.5   million   increase   in
    interest-earning assets.

              Interest  and fee income on loans for the six months  ended  March
    31, 1995  increased by $5.1 million,  or 9.0%, to $62.1 million  compared to
    $57.0  million  for the same  period in 1994.  The  increase  in loan income
    reflects a $102.4  million  increase in the average loan balance to $1,496.5
    million,  coupled with a 3 basis point  increase in yield on first  mortgage
    loans and a 46 basis  point  increase in yield on other  loans.  Interest on
    mortgage-backed  securities held to maturity and mortgage-backed  securities
    available for sale for the six months ended March 31, 1995 increased by $8.5
    million  to $31.0  million  as  compared  to the same  period  in 1994.  The
    increase  in income  on  mortgage-backed  securities  held to  maturity  and
    mortgage-backed  securities  available for sale primarily  reflects a $112.5
    million  increase in the average balance to $945.8  million,  coupled with a
    115 basis point increase in yield.  Money market  investment  income for the
    six months  ended March 31, 1995  decreased  by $.9 million to $.6  million.
    This decrease  reflects a $61.8 million  decrease in the average  balance of
    the portfolio  which,  however,  was  partially  offset by a 135 basis point
    increase in the yield.  Interest on trading  account  securities for the six
    months  ended  March 31, 1995  increased  $.2  million to $.4  million.  The
    increase  primarily  reflects a 246 basis point increase in yield on trading
    account securities to 5.44%. Interest and dividends on investment securities
    increased by $1.4 million to $2.4 million as compared to $1.0 million earned
    in the prior year.  This increase  reflects a $48.9 million  increase in the
    average  balance of the  portfolio to $73.6  million,  which,  however,  was
    partially  offset by a 155 basis point  decrease in the yield on  investment
    securities to 6.54%.


                                       25

<PAGE>

    Interest Expense
    ----------------

              Interest  expense  on  interest-bearing  liabilities  for  the six
    months ended March 31, 1995  increased by $9.6 million,  or 25.3%,  to $47.7
    million  compared to $38.1  million for the six months ended March 31, 1994.
    The  increase in interest  expense for the six months  primarily  reflects a
    $189.6 million growth in  interest-bearing  liabilities to $2,386.8  million
    coupled  with  a  53  basis  point  increase  in  cost  on  interest-bearing
    liabilities to 4.00%.  The impact of the Savings Bank's use of interest rate
    swaps and other  off-balance  sheet  instruments  was to  increase  interest
    expense by $.1 million for the six months  ended March 31, 1995 and increase
    interest expense by $1.1 million for the six months ended March 31, 1994.

              Interest  expense on deposits  increased  by $2.6 million to $30.4
    million for the six months ended March 31, 1995,  compared to the six months
    ended March 31, 1994.  This increase  reflects a 32 basis point  increase in
    the  average  cost of  deposits  from  3.13% in 1994 to 3.45% in 1995.  This
    increase,  however,  was partially offset by a $12.4 million decrease in the
    average balance of deposits to $1,765.9 million in 1994. Interest expense on
    borrowed  funds  increased  $7.0 million to $17.3 million for the six months
    ended March 31, 1995 as  compared  to the six months  ended March 31,  1994.
    This increase  reflects a $202.0 million  increase in the average balance of
    borrowed funds to $620.9 million,  coupled with a 66 basis point increase in
    the average cost of borrowed funds from 4.92% in 1994 to 5.58% in 1994.

    Provision for Possible Loan Losses
    ----------------------------------

              Home  Federal  provided  $.9 million and $1.6 million for possible
    loan  losses   during  the  six  months  ended  March  31,  1995  and  1994,
    respectively.  The  reduction  in the  provision  for  possible  loan losses
    reflects the improvement in management's  assessment for anticipated  losses
    inherent in the loan  portfolios.  The Savings Bank's ratio of its allowance
    for possible  loan losses to total  nonaccrual  loans  amounted to 67.0% and
    66.2% at March 31, 1995 and 1994, respectively.

    Net Interest Income After Provision for Possible Loan Losses
    ------------------------------------------------------------

              Net interest  income after  provision for possible loan losses for
    the six months ended March 31, 1995 amounted to $47.8 million,  representing
    an increase of $5.3 million from the $42.5 million amount during the quarter
    ended March 31, 1994.  This  increase  primarily  reflects a $202.5  million
    increase in average  interest-earning  assets,  coupled with a 5 basis point
    increase in the  Savings  Bank's net  interest  margin from 3.77% in 1994 to
    3.82% in 1995.


                                       26

<PAGE>

    Other Operating Income
    ----------------------

              Other operating income amounted to $1.5 million for the six months
    ended March 31, 1995, compared with $4.4 million for the quarter ended March
    31, 1994. The $2.9 million  decrease in other operating income was primarily
    attributable  to a $1.5 million net loss on the sales of mortgage  loans and
    securities  available for sale during the six months ended March 31, 1995 as
    compared  to a $.6  million  net gain on the  sales of  mortgage  loans  and
    securities  available for sale during the comparable prior year quarter. The
    net loss on the sales of mortgage  loans and  securities  available for sale
    for the six  months  ended  March  31,  1995  was  principally  incurred  in
    connection  with the  restructuring  and sale of a portion  of the  Hamilton
    Bancorp  mortgage-backed  securities  portfolio.  Net  loss on  real  estate
    operations also increased $.6 million to $.7 million, primarily representing
    disposals of real estate owned during the current six month period.

    Other Operating Expenses
    ------------------------

              Other operating  expenses totaled $44.7 million for the six months
    ended March 31,  1995,  as compared to $25.0  million  during the six months
    ended March 31, 1994. The $19.7 million increase in other operating expenses
    was primarily  attributable to the $19.0 million in merger and restructuring
    charges.  Without the merger and  restructuring  expenses,  other  operating
    expenses  would have  totaled  $25.7  million,  or 1.99% of average  assets,
    during  the six  months  ended  March 31,  1995.  This  compares  with $25.0
    million,  or 2.08% of average  assets  during the six months ended March 31,
    1994.

    Income Tax Expense
    ------------------

              Income  taxes  decreased  $1.4 million to $8.0 million for the six
    months  ended  March 31,  1995  reflecting  lower  operating  income for the
    period,  offset by the non-deductibility of certain merger and restructuring
    charges.

    Cumulative Effect of Change in Accounting Principle
    ---------------------------------------------------

              During the six months  ended  March 31,  1994,  the  Savings  Bank
    recognized $5.7 million in income from the cumulative  effect of a change in
    accounting   principle  related  to  implementing   Statement  of  Financial
    Accounting  Standards No. 109 "Accounting for Income Taxes" on a prospective
    basis.


                                       27

<PAGE>

H.  SELECTED FINANCIAL DATA

    The following table sets forth certain selected financial data.

<TABLE>
<CAPTION>

                                                                          Three Months Ended                Six Months Ended
                                                                               March 31,                        March 31,
                                                                        -----------------------         -----------------------
                                                                         1995           1994(1)          1995            1994(1)
                                                                        -------         -------         -------         -------
                                                                          (Dollars in Thousands, except per share amounts)

<S>                                                                      <C>             <C>             <C>              <C>
FINANCIAL RATIOS (2)
- --------------------
Average Yield:
   First mortgage loans.........................................         8.44%           8.17%           8.29%            8.26%
   Other loans..................................................         8.40            7.85            8.35             7.89
   Money market investments.....................................         5.80            3.70            5.54             4.19
   Trading account securities...................................         5.95            3.08            5.44             2.98
   Investment securities........................................         6.57            7.31            6.54             8.09
   Mortgage-backed securities...................................         6.58            5.58            6.55             5.40
      All interest-earning assets...............................         7.67            6.98            7.57             7.02
Average cost:
   Deposits.....................................................         3.56            3.19            3.45             3.13
   Borrowed funds...............................................         5.83            4.69            5.58             4.92
      All interest-bearing liabilities..........................         4.17            3.50            4.00             3.47
Net interest rate spread........................................         3.50            3.48            3.57             3.55
Net interest margin.............................................         3.74            3.70            3.82             3.77
Average interest-earning assets to
  average interest-bearing liabilities..........................       106.09          106.66          106.80           106.80
Return on average assets........................................        (1.50)           1.05            (.26)            1.52
Return on average common equity.................................       (22.85)          15.67           (3.93)           22.22
Operating expense to average assets.............................         4.87            2.04            3.45             2.08
Equity to asset ratio at March 31...............................         6.45            6.52            6.45             6.52
Cumulative one year gap as a percent of total
  interest-earning assets at March 31 (3).......................         -8.8%           +6.3%           -8.8%           +6.3%
SHARE INFORMATION(4):
- --------------------
   Earnings per common share....................................     $   (.73)       $    .47         $  (.25)        $  1.33
   Weighted average number of common shares
     and equivalents outstanding................................   13,377,124      13,780,729      13,191,066       13,718,838
   Number of shares outstanding at March 31.....................   13,523,935      13,251,964      13,523,935       13,251,964
   Book value per share at March 31.............................     $  12.59        $  12.25         $ 12.59         $ 12.25
NET INTEREST POSITION:
- ---------------------
   Excess of average interest-earning assets
     over average interest-bearing liabilities..................   $  146,909      $  150,619      $  162,401      $  149,472
LOAN HIGHLIGHTS:
- ---------------
   Loan originations............................................   $  117,721      $   93,494      $  200,798      $  189,466
   Loan purchases...............................................   $    5,584      $       --      $   13,981      $      453
   Loan sales...................................................   $    4,719      $   29,604      $   18,312      $   59,506
   Loans serviced for others at March 31........................   $  518,102      $  535,048      $  518,102      $  535,048
   Loan servicing fees..........................................   $      499      $      490      $      990      $    1,090
ADJUSTABLE RATE ASSETS AT MARCH 31:
- ----------------------------------
   First mortgage loans and mortgage-backed securities..........   $  926,552      $  815,626      $  926,552      $  815,626
   Other loans, money market investments, trading
     account securities and investment securities...............   $  286,861      $  293,028      $  286,861      $  293,028
   Total adjustable rate assets as a percent
     of total interest-earning assets...........................        47.21%          46.58%          47.21%          46.58%

____________
(1) Restated to reflect the merger with  Hamilton  Bancorp,  which was accounted for as a pooling of interests. 
(2) Selected financial ratios were computed using daily average  balances  and  annualized,  where  applicable. 
(3) The  cumulative  one  year  gap as  a  percent  of  total  interest-earning  assets is  computed  based  on
    assumptions substantially similar to those used by the OTS.
(4) Share and per share  information have been restated in all periods  presented  to  fully  reflect  the  ten 
    percent stock dividend effective February 14, 1994.

</TABLE>

                                       28

<PAGE>



                          PART II - OTHER INFORMATION
                          ---------------------------


Item 1.  Legal Proceedings
- --------------------------

          Not Applicable


Item 2.  Changes in Securities
- ------------------------------

          Not Applicable


Item 3.  Defaults Upon Senior Securities
- ----------------------------------------

          Not applicable


Item 4.  Submission of Matters to a Vote of Security Holders
- ------------------------------------------------------------

          Not applicable


Item 5.  Other Information
- --------------------------

          Not applicable




                                       29

<PAGE>







Item 6.  Exhibits and Reports on Form 8-K
- -----------------------------------------

          (a) Exhibits
              --------

           Exhibit
           Number                           Description
           -------                          -----------

               3.1    Certificate of Incorporation of New York Bancorp Inc., as 
                        amended(9)
               3.2    Bylaws of New York Bancorp Inc., as amended(7)
              10.2    New York Bancorp Inc. Incentive Stock Option Plan(2)
              10.3    New York Bancorp Inc. Option Plan for Outside Directors(3)
              10.4    Home Federal Savings Bank Management Recognition Plan and
                        Trust(1)
              10.8    Home Federal Savings Bank Employee Stock Purchase Plan(4)
              10.9    New York Bancorp Inc. 1990 Incentive Stock Option Plan(5)
              10.10   New York Bancorp Inc. 1990 Option Plan for Outside 
                        Directors(6)
              10.13   Home Federal Savings Bank Supplemental Executives Benefit
                        Plan, as amended(9)
              10.14   Home Federal Savings Bank Deferred Compensation Plan, as 
                        amended(9)
              10.17   New York Bancorp Inc. 1993 Long-Term Incentive Plan(7)
              10.18   New York Bancorp Inc. 1993 Stock Option Plan for Outside 
                        Directors(8)
              11      Statements re computation of per share earnings
              27      Financial Data Schedule

(1)  Incorporated by reference to Exhibits filed with Registration Statement on
     Form S-1, No.  33-16369 
(2)  Incorporated  by reference to Exhibits  filed with Registration  Statement 
     on Form S-8, No. 33-23468 
(3)  Incorporated by reference to Exhibits  filed with  Registration  Statement
     on Form S-8,  No.  33-23478 
(4)  Incorporated  by reference to Exhibits  filed with New York Bancorp  Inc.'s
     1989 Form  10-K 
(5)  Incorporated  by  reference  to Annex A of the  Company's  Proxy Statement
     furnished to shareholders in connection with the Annual Meeting of
     Shareholders held on January 23, 1991
(6)  Incorporated  by  reference  to Annex B of the  Company's  Proxy  Statement
     furnished  to  shareholders  in  connection  with  the  Annual  Meeting  of
     Shareholders held on January 23, 1991
(7)  Incorporated by reference to Exhibits filed with New York Bancorp Inc.'s 
     1992 Form 10-K
(8)  Incorporated  by reference to Exhibit A of the  Company's  Proxy  Statement
     furnished  to  shareholders  in  connection  with  the  Annual  Meeting  of
     Shareholders held on January 25, 1994
(9)  Incorporated by reference to Exhibits filed with New York Bancorp Inc.'s
     1994 Form 10-K





                                       30

<PAGE>


          (b) Reports on Form 8-K

              On  February  10,  1995 New York  Bancorp  filed Form 8-K with the
              Securities  and Exchange  Commission to report that on January 27,
              1995,  pursuant to the  Agreement  and Plan of Merger  dated as of
              June 30,  1994,  between New York  Bancorp and  Hamilton  Bancorp,
              Hamilton Bancorp merged with and into the Company.

              On March 6, 1995 New York Bancorp filed Form 8-K (Item 5) with the
              Securities and Exchange  Commission relating to the resignation of
              Gerald E. Lundgren,  as President and Chief  Executive  Officer of
              Home Federal Savings Bank and Executive Vice President of New York
              Bancorp,   together  with  related  Executive  Officer  and  Board
              appointments.

              On March 24,  1995 New York  Bancorp  filed Form 8-K (Item 5) with
              the Securities and Exchange Commission relating to a press release
              announcing its earnings for the two and five months ended February
              28, 1995.

              On April 11,  1995 New York  Bancorp  filed  Form  8-K/A  with the
              Securities  and Exchange  Commission  which  provided the required
              financial statements and pro forma financial  information relating
              to the Merger of New York Bancorp and Hamilton Bancorp.


                                       31

<PAGE>



                                   SIGNATURES



          Pursuant to the  requirements of the Securities  Exchange Act of 1934,
the  registrant  has duly  caused  this report to be signed on its behalf by the
undersigned thereunto duly authorized.



                                            NEW YORK BANCORP INC.
                                                (Registrant)


Date:  May 12, 1995                         By:     /s/ Michael A. McManus, Jr.
                                                --------------------------------
                                                        Michael A. McManus, Jr.
                                                        President and
                                                        Chief Executive Officer


Date:  May 12, 1995                         By:     /s/ Stan I. Cohen
                                                --------------------------------
                                                        Stan I. Cohen
                                                        Senior Vice President,
                                                        Controller and Secretary



                                       32

<PAGE>



                             NEW YORK BANCORP INC.
                           241-02 Northern Boulevard
                           Douglaston, New York 11362


                                   Form 10-Q
                                 March 31, 1995


Exhibit 11.  Statement re:  Computation of Per Share Earnings

<TABLE>
<CAPTION>

                                                                 Three Months Ended            Six Months Ended
                                                                      March 31,                     March 31,
                                                                ---------------------              ---------
                                                                 1995          1994           1995           1994
                                                                -------       -------        -------        ----
                                                                (In Thousands, except per share amounts)

<S>                                                          <C>            <C>           <C>            <C>        
Income before cumulative effect of change
 in accounting principle...................................  $   (9,804)    $   6,446     $   (3,337)    $   12,505
Cumulative effect of change in accounting
 for income taxes..........................................          --            --             --          5,685
                                                             ----------     ---------     ----------     ----------
Net income.................................................  $   (9,804)    $   6,446     $   (3,337)    $   18,190
                                                             ==========     =========     ==========     ==========

Weighted average common shares outstanding.................      13,377        13,090         13,191         13,104

Common stock equivalents due to dilutive
 effect of stock options...................................          --           647             --            611
                                                             ----------     ---------     ----------     ----------

Total weighted average common shares and
 equivalents outstanding...................................      13,377        13,737         13,191         13,715
                                                             ==========     =========     ==========     ==========

Primary earnings per share:
  Income before cumulative effect of
   change in accounting principle..........................     $ (.73)        $  .47        $  (.25)       $  .91
  Cumulative effect of change in
   accounting for income taxes.............................        .--            .--            .--           .42
                                                               -------         ------        -------        ------
  Net income...............................................    $  (.73)        $  .47        $  (.25)       $ 1.33
                                                               =======         ======        =======        ======

Total weighted average common shares and
 equivalents outstanding...................................     13,377         13,737         13,191        13,715

Additional  dilutive  shares using  ending
 period  market value versus  average market 
 value for the period when utilizing the
 treasury stock method regarding stock options.............         --             44             --            84
                                                             ---------      ---------     ----------     ---------

Total shares for fully diluted earnings per share..........     13,377         13,781         13,191        13,799
                                                             =========      =========     ==========     =========

Fully diluted earnings per share:
  Income before cumulative effect of
   change in accounting principle..........................     $ (.73)        $  .47        $  (.25)       $  .91
  Cumulative effect of change in
   accounting for income taxes.............................        .--            .--            .--           .41
                                                                ------         ------        -------        ------
  Net income...............................................     $ (.73)        $  .47        $  (.25)       $ 1.32
                                                                ======         ======        =======        ======
</TABLE>




<TABLE> <S> <C>

<ARTICLE> 9
<LEGEND>
This schedule contains summary information extracted from the Form 10-Q
and is qualified in its entirety by reference to such financial statements.
</LEGEND>
<CIK> 0000820068
<NAME> NEW YORK BANCORP INC.
       
<S>                             <C>
<PERIOD-TYPE>                   6-MOS
<FISCAL-YEAR-END>                          SEP-30-1994
<PERIOD-END>                               MAR-31-1995
<CASH>                                          21,556
<INT-BEARING-DEPOSITS>                               0
<FED-FUNDS-SOLD>                                16,221
<TRADING-ASSETS>                                13,294
<INVESTMENTS-HELD-FOR-SALE>                     19,860
<INVESTMENTS-CARRYING>                          45,445
<INVESTMENTS-MARKET>                            44,183
<LOANS>                                      1,568,056
<ALLOWANCE>                                   (25,579)
<TOTAL-ASSETS>                               2,640,055
<DEPOSITS>                                   1,744,409
<SHORT-TERM>                                   672,593
<LIABILITIES-OTHER>                             52,723
<LONG-TERM>                                          0
<COMMON>                                        62,597
                                0
                                          0
<OTHER-SE>                                     107,733
<TOTAL-LIABILITIES-AND-EQUITY>               2,640,055
<INTEREST-LOAN>                                 31,918
<INTEREST-INVEST>                                1,683
<INTEREST-OTHER>                                15,389
<INTEREST-TOTAL>                                48,990
<INTEREST-DEPOSIT>                              15,395
<INTEREST-EXPENSE>                              24,860
<INTEREST-INCOME-NET>                           24,130
<LOAN-LOSSES>                                      400
<SECURITIES-GAINS>                             (1,177)
<EXPENSE-OTHER>                                 31,882
<INCOME-PRETAX>                                (7,806)
<INCOME-PRE-EXTRAORDINARY>                     (9,804)
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                   (9,804)
<EPS-PRIMARY>                                    (.73)
<EPS-DILUTED>                                    (.73)
<YIELD-ACTUAL>                                    3.74
<LOANS-NON>                                     38,195
<LOANS-PAST>                                     3,900
<LOANS-TROUBLED>                                 7,000
<LOANS-PROBLEM>                                      0
<ALLOWANCE-OPEN>                                25,838
<CHARGE-OFFS>                                      671
<RECOVERIES>                                        12
<ALLOWANCE-CLOSE>                               25,579
<ALLOWANCE-DOMESTIC>                            25,579
<ALLOWANCE-FOREIGN>                                  0
<ALLOWANCE-UNALLOCATED>                              0<F1>
<FN>
<F1>
This information is not contained in the quarterly report.
</FN>
        


</TABLE>


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