NEW YORK BANCORP INC
10-Q, 1996-02-07
SAVINGS INSTITUTION, FEDERALLY CHARTERED
Previous: EMCON, 8-K, 1996-02-07
Next: MICRONETICS WIRELESS INC, 10QSB, 1996-02-07



<PAGE>

                                    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:              December 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
January 31, 1996:  11,935,259.


<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 December 31, 1995 and September 30, 1995               4

            Consolidated Statements of Income for the Three
            Months ended December 31, 1995 and 1994                   5

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

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

            Notes to Consolidated Financial Statements              9 - 12

            Independent Auditors' Review Report                       3

  Item 2.   Management's Discussion and Analysis of Financial
            Condition and Results of Operations                    13 - 23



PART II - OTHER INFORMATION
___________________________

  Item 1.   Legal Proceedings                                         24

  Item 2.   Changes in Securities                                     24

  Item 3.   Defaults Upon Senior Securities                           24

  Item 4.   Submission of Matters to a Vote of Security Holder        24

  Item 5.   Other Information                                         25

  Item 6.   Exhibits and Reports on Form 8-K                          25

  Signature Page                                                      26


                                     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 December 31, 1995,  and for the three month
periods ended  December 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.

Effective  October  1, 1995 the  Company  adopted  provisions  of  Statement  of
Accounting Standards No. 114 (Accounting by Creditors for Impairment of a Loan),
No. 118  (Accounting by Creditors for Impairment of a Loan - Income  Recognition
and Disclosures) and No. 122 (Accounting for Mortgage Servicing Rights).

We have  previously  audited,  in accordance  with generally  accepted  auditing
standards, the consolidated statement of financial condition of New York Bancorp
Inc. and  Subsidiary  as of September  30,  1995,  and the related  consolidated
statements of income,  changes in shareholders'  equity,  and cash flows for the
year then ended (not  presented  herein);  and in our report  dated  October 23,
1995,  we  expressed  an  unqualified  opinion on those  consolidated  financial
statements.  In our  opinion,  the  information  set  forth in the  accompanying
condensed  consolidated  statement  of financial  condition as of September  30,
1995,  is  fairly  stated,  in  all  material  respects,   in  relation  to  the
consolidated statement of financial condition from which it has been derived.

                                      KPMG Peat Marwick LLP

January 18, 1996




                                     3

<PAGE>

<TABLE>
<CAPTION>



                     NEW YORK BANCORP INC. AND SUBSIDIARY
          ----- CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION -----
                 (DOLLARS IN THOUSANDS, EXCEPT PER SHARE DATA)
                                  (UNAUDITED)

                                                       December 31, September 30,
                                                           1995         1995
                                                       ____________ _____________
<S>                                                     <C>           <C>      
ASSETS
Cash and due from banks..............................   $   30,284    $  31,189
Money market investments.............................       11,400       13,915
Trading account securities...........................           --        2,003
Investment in debt and equity securities, net:
  Held to maturity (estimated market value of
   $1,181 and $21,107 at December 31, 1995
  and September 30, 1995, respectively)..............        1,178       21,179
  Available for sale.................................       55,107       46,273
Mortgage-backed securities, net:
  Held to maturity (estimated market value of
   $571,730 and $637,503 at December 31,
  1995 and September 30, 1995, respectively).........      584,431      664,726
 Available for sale..................................      266,815      206,794
Federal Home Loan Bank stock.........................       23,056       20,288
Loans receivable, net:
  First mortgage loans...............................    1,394,408    1,389,776
  Other loans........................................      288,209      296,439
                                                        __________    _________
                                                         1,682,617    1,686,215
  Less allowance for possible loan losses............      (20,723)     (21,272)
                                                        __________    _________
   Total loans receivable, net.......................    1,661,894    1,664,943
Accrued interest receivable..........................       21,607       21,723
Premises and equipment, net..........................       12,650       12,851
Other assets.........................................       26,866       25,708
                                                        __________   __________
   Total assets......................................   $2,695,288   $2,731,592
                                                        ==========   ==========

LIABILITIES AND SHAREHOLDERS' EQUITY
LIABILITIES:
  Deposits..........................................    $1,757,211   $1,748,874
  Borrowed funds.....................................      729,492      767,138
  Mortgagors' escrow payments........................       10,997       16,520
  Accrued expenses and other liabilities.............       40,363       42,674
                                                        __________   __________
   Total liabilities.................................    2,538,063    2,575,206
                                                        __________   __________
Commitments, contingencies and contracts (note 4)
SHAREHOLDERS' EQUITY (NOTES 4 AND 5):
  Preferred stock, $.01 par value, 2,000,000 shares
   authorized; none issued...........................           --          --
  Common stock, $.01 par value, 30,000,000 shares
   authorized;  14,746,850  shares issued at December
   31, 1995 and September 30, 1995; 11,878,974 and 
   12,138,974 shares outstanding at December 31,
   1995 and September 30, 1995, respectively.........          147          147
  Additional paid-in capital.........................       63,575       63,575
  Retained earnings, substantially restricted........      131,060      125,593
  Treasury stock, at cost, 2,867,876 and 2,607,876 
   shares at December 31, 1995 and September 30, 
   1995, respectively                                      (39,072)     (33,740)
  Unrealized appreciation on securities
   available for sale, net of tax effect.............        1,515          811
                                                        __________   __________
    Total shareholders' equity.......................      157,225      156,386
                                                        __________   __________
   Total liabilities and shareholders' equity........   $2,695,288   $2,731,592
                                                        ==========   ==========

         See accompanying notes to consolidated financial statements.

</TABLE>

                                     4

<PAGE>

<TABLE>
<CAPTION>



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

                                                              Three Months Ended
                                                                  December 31,
                                                            _____________________
                                                              1995       1994(1)
                                                            ________   __________
                                                            (In Thousands, except
                                                              per share amounts)

<S>                                                          <C>       <C>     
INTEREST INCOME:
  Interest and fees on loans:
   First mortgage loans...................................   $28,412    $ 23,946
   Other loans............................................     6,529       6,246
                                                             _______    ________
    Total interest and fees on loans......................    34,941      30,192
  Money market investments................................       107         258
  Trading account securities..............................        13         162
  Debt and equity securities - taxable....................     1,395       1,215
  Mortgage-backed securities..............................    14,203      15,598
                                                             _______    ________
    Total interest income.................................    50,659      47,425
                                                             _______    ________
INTEREST EXPENSE:
  Deposits................................................    15,881      14,989
  Borrowed funds..........................................    11,110       7,821
                                                             _______    ________
    Total interest expense................................    26,991      22,810
                                                             _______    ________
    Net interest income...................................    23,668      24,615
Provision for possible loan losses........................      (300)       (500)
                                                             _______    ________
    Net interest income after provision
     for possible loan losses.............................    23,368      24,115
                                                             _______    ________
OTHER OPERATING INCOME:
  Loan fees and service charges...........................       631         763
  Net gain (loss) on sales of mortgage loans
   and securities available for sale......................       507        (339)
  Real estate operations, net.............................      (133)       (374)
  Other...................................................     1,564       1,117
                                                             _______    ________
    Total other operating income..........................     2,569       1,167
                                                             _______    ________
OTHER OPERATING EXPENSES:
  Compensation and benefits...............................     5,517       6,278
  Occupancy, net..........................................     2,040       2,038
  Advertising and promotion...............................       855         745
  Federal deposit insurance premiums......................       965       1,141
  Other...................................................     2,533       2,655
                                                             _______    ________
    Total other operating expenses........................    11,910      12,857
                                                             _______    ________
    Income before income tax expense......................    14,027      12,425
                                                             _______    ________
INCOME TAX EXPENSE:
  Federal expense.........................................     4,242       3,929
  State and local expense.................................     1,957       2,029
                                                             _______    ________
    Total income tax expense..............................     6,199       5,958
                                                             _______    ________
    Net income............................................   $ 7,828    $  6,467
                                                             =======    ========

EARNINGS PER SHARE........................................    $  .64      $  .48
____________
(1) Restated to reflect the merger with Hamilton Bancorp, Inc. which was accounted
    for as a pooling of interests.

         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 -----
                               THREE MONTHS ENDED DECEMBER 31, 1995
                                            (UNAUDITED)



                                                                                 Unrealized
                                                                                Appreciation
                                             Additional                         on Securities
                                   Common     Paid-in     Retained    Treasury    Available
                                    Stock     Capital     Earnings     Stock      for Sale      Total
                                  _______    _________    ________  __________  _____________ _________ 
                                          (Dollars in Thousands, Except Per Share Data)

<S>                               <C>        <C>         <C>        <C>            <C>        <C>      
Balance at September 30, 1995     $  147     $  63,575   $ 125,593  $ (33,740)     $  811     $ 156,386

Net income for the three months
 ended December 31, 1995.             --            --       7,828         --          --         7,828

Dividends declared on
 common stock............             --            --      (2,361)        --          --        (2,361)

Purchase of 260,000 shares
 of treasury stock.......             --            --          --     (5,332)         --        (5,332)

Unrealized depreciation on
 securities transferred from
 held to maturity to
 available for sale......             --            --          --         --        (223)         (223)

Change in unrealized
 appreciation on securities
 available for sale......             --            --          --         --         927            927
                                  ______      ________   _________  _________      ______      _________

Balance at December 31, 1995      $  147      $ 63,575   $ 131,060  $ (39,072)     $1,515      $ 157,225
                                  ======      ========   =========  =========      ======      =========

         See accompanying notes to consolidated financial statements.

</TABLE>

                                                  6

<PAGE>

<TABLE>
<CAPTION>






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

                                                           Three Months Ended
                                                              December 31,
                                                        _______________________
                                                           1995        1994(1)
                                                        __________   __________
                                                              (In Thousands)
<S>                                                     <C>          <C>      
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net income..........................................  $    7,828   $   6,467
                                                        __________   __________
  Adjustments to reconcile net income to net
   cash provided by operating activities:
    Depreciation and amortization......................        531         474
    Amortization and accretion of deferred fees,
     discounts and premiums............................        510         331
    Provision for possible loan losses.................        300         500
    Provision for losses on foreclosed real estate.....        156         426
    Net (gain) loss on sale of foreclosed real estate..         42        (105)
    Net (gain) loss on sale of mortgage loans and
     securities available for sale.....................       (507)        339
    Deferred income taxes..............................        607          86
    Amortization of ESOP and RRP compensation
     expense...........................................         --         464
    Net (increase) decrease in trading account.........      2,003        (165)
    (Increase) decrease in accrued interest receivable.        116      (1,810)
    Increase (decrease) in accrued interest payable....        605      (2,360)
    Increase (decrease) in accrued expenses and
     other liabilities.................................     (2,865)        579
    Increase in other assets...........................     (1,855)     (3,707)
                                                        __________   _________
    Total adjustments..................................       (357)     (4,948)
                                                        __________   _________
   Net cash provided by operating activities...........      7,471       1,519
                                                        __________   _________

CASH FLOWS FROM INVESTING ACTIVITIES:
  Principal payments on loans.........................      64,508      49,653
  Principal payments on mortgage-backed securities....      20,839      23,216
  Principal payments, maturities and calls
   on debt and equity securities......................      37,000          84
  Proceeds on sales of loans..........................      16,386      13,663
  Proceeds on sales of mortgage-backed securities
   available for sale.................................          --       6,530
  Proceeds on sales of debt and equity securities
   available for sale.................................       2,718          --
  Investment in first mortgage loans..................     (63,988)    (74,992)
  Investment in other loans...........................     (15,012)    (22,596)
  Investment in mortgage-backed securities
   available for sale.................................          --      (6,929)
  Investment in debt and equity securities available
   for sale...........................................     (28,284)     (6,433)
  Proceeds on sales of foreclosed real estate.........         616       2,287
  Net purchases of Federal Home Loan Bank Stock.......      (2,768)       (800)
  Other, net..........................................        (330)         99
                                                        __________   _________
  Net cash provided by (used in) investing activities.      31,685     (16,218)
                                                        __________   _________
                                  (Continued)
</TABLE>



                                     7

<PAGE>

<TABLE>
<CAPTION>






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


                                                           Three Months Ended
                                                              December 31,
                                                        _______________________
                                                          1995          1994(1)
                                                        __________   __________
                                                              (In Thousands)

<S>                                                     <C>          <C>       
CASH FLOWS FROM FINANCING ACTIVITIES:
  Net increase (decrease) in non-interest bearing
   demand, savings, money market,
   and NOW accounts...................................  $    3,127   $ (46,578)
  Net increase in time deposits.......................       5,210      29,654
  Net increase (decrease) in borrowings with original
   maturities of three months or less.................     (18,221)     36,649
  Repayment of long-term borrowings...................     (19,425)     (4,642)
  Purchase of common stock for treasury...............      (5,332)         --
  Payment of common stock dividends...................      (2,412)     (1,461)
  Exercise of stock options...........................          --          38
  Decrease in mortgagors' escrow accounts.............      (5,523)     (5,943)
                                                        __________   _________
  Net cash provided by (used in) financing activities.     (42,576)      7,717
                                                        __________   _________
  Net decrease in cash and cash equivalents...........      (3,420)     (6,982)
  Hamilton Bancorp, Inc. activity for the three 
   months ended December 31, 1994 ....................          --      (5,771)
  Cash and cash equivalents at beginning of year......      45,104      41,865
                                                        __________   _________
  Cash and cash equivalents at end of year............  $   41,684   $  29,112
                                                        ==========   =========

SUPPLEMENTAL SCHEDULE OF NONCASH INVESTING
 AND FINANCING ACTIVITIES:
  Transfer of loans to real estate owned..............  $    1,578   $   1,164
                                                        ==========   =========
  Transfer of mortgage-backed securities available
   for sale to mortgage-backed securities
   held to maturity ..................................  $   15,421   $      --
                                                        ==========   =========
  Transfer of mortgage-backed securities held
   to maturity to mortgage-backed securities
   available for sale ................................  $   84,109   $      --
                                                        ==========   =========
  Transfer of debt and equity securities held to 
   maturity to debt and equity securities available 
   for sale ..........................................  $   15,000   $      --
                                                        ==========   =========
_____________
(1) Restated to reflect the merger with Hamilton Bancorp, Inc. 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 December
         31, 1995 and  September  30, 1995 and for the three month periods ended
         December 31, 1995 and 1994.

         On  October  1,  1995,  the  Company  adopted  Statement  of  Financial
         Accounting  Standards No. 114,  "Accounting by Creditors for Impairment
         of a Loan"  ("SFAS No.  114") and  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""). Under the Statements, a loan
         is  considered  impaired  when it is probable that the Company will not
         collect all amounts due according to the contractual  terms of the loan
         agreement.  Certain  loans  are  exempt  from  the  provisions  of  the
         Statements,  including large groups of smaller-balance homogenous loans
         that are  collectively  evaluated for  impairment,  such as residential
         mortgage loans and consumer loans. The Statements 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. The adoption of SFAS Nos. 114 and 118
         did  not  have  a  significant   effect  on  the  Company's   financial
         statements.

         On  October  1,  1995,  the  Company  adopted  Statement  of  Financial
         Accounting  Standards  No.  122,  "Accounting  for  Mortgage  Servicing
         Rights" (SFAS No. 122"). The Statement establishes accounting standards
         for  mortgage  servicing  rights,  which are the  contractual  right to
         service  loans  owned by  others,  typically  for a fee.  Prior to this
         Statement, only purchased mortgage servicing rights were capitalized as
         an asset. SFAS No. 122 requires  originated  mortgage  servicing rights
         ("OMSR")  to  be  capitalized  as an  asset.  OMSR  represent  mortgage
         servicing   rights   acquired  when  an   institution   originates  and
         subsequently sells mortgage loans but retains the servicing rights. The
         Statement also requires all capitalized mortgage servicing rights to be
         evaluated for impairment based on their value. The adoption of SFAS No.
         122  did not  have a  significant  effect  on the  Company's  operating
         results or financial position.


                                        9

<PAGE>







         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 month periods ended
         December 31, 1995 are not  necessarily  indicative  of the results that
         may be expected for the entire fiscal year.


NOTE 2:  INVESTMENT IN DEBT AND EQUITY SECURITIES AND MORTGAGE-BACKED SECURITIES

         As permitted under recent  guidance issued by the Financial  Accounting
         Standards  Board,  during the quarter,  the Company  transferred  $99.1
         million  of  its   mortgage-backed   securities  and  debt  and  equity
         securities  previously  classified as held to maturity to the available
         for sale classification.  Additionally, mortgage-backed securities with
         a  carrying  value and market  value of  approximately  $15.4  million,
         previously  classified as available for sale,  were  transferred to the
         held to maturity portfolio.


NOTE 3:  LOANS RECEIVABLE, NET

         In  connection  with the adoption of SFAS Nos. 114 and 118, at December
         31, 1995, the Company's recorded investment in impaired loans was $14.0
         million, all of which were on nonaccrual status. Due to charge-offs, or
         the crediting of interest payments to principal,  the loans do not have
         an  impairment  reserve at December  31, 1995.  No interest  income was
         recognized on these loans during the quarter  ended  December 31, 1995.
         The average  recorded  investment in impaired  loans during the current
         quarter was $14.6  million.  The  allowance  for  possible  loan losses
         contains additional amounts for impaired loans, as deemed necessary, to
         maintain reserves at levels considered adequate by management.


NOTE 4:  COMMITMENTS, CONTINGENCIES AND CONTRACTS

         At December 31, 1995,  Home Federal had commitments of $75.5 million to
         originate  first mortgage and  cooperative  residential  loans. Of this
         amount,  adjustable rate mortgage loans  represented  $59.9 million and
         fixed rate  mortgage  loans with  interest  rates ranging from 5.50% to
         10.625%, represented $15.6 million.



                                       10

<PAGE>







         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 December 31,
         1995,  outstanding  notional amounts of interest rate swap arrangements
         totaled  $205.0  million.  These interest rate swap  arrangements  have
         maturities ranging from January 1996 to May 1996.

         The Savings Bank has also entered into $300.0  million of interest rate
         swap  arrangements,  $200.0  million  of which  begin in March 1996 and
         mature in December 1996 and $100.0  million of which begin in June 1996
         and mature in June 1997.

         At December 31, 1995,  the Savings Bank was  servicing  first  mortgage
         loans of  approximately  $525.3 million,  which are either partially or
         wholly-owned by others.


NOTE 5:  STOCK REPURCHASE PLAN

         During  the  quarter  ended   December  31,  1995,   New  York  Bancorp
         repurchased  260,000 shares under its present stock repurchase plan. At
         December 31,  1995,  the total  number of Treasury  shares  amounted to
         2,867,876.   Additionally,  at  December  31,  1995,  the  Company  had
         authority  to  repurchase  up  to  an  additional   1,127,278   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.


NOTE 6:  RECENT ACCOUNTING PRONOUNCEMENTS

         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
         review of the Statement,  management does not believe that the adoption
         of SFAS No. 121 would have a materially adverse effect on the Company.



                                       11

<PAGE>







         In October  1995,  the FASB issued  Statement of  Financial  Accounting
         Standards No. 123, Accounting for Stock-Based  Compensation" ("SFAS No.
         123").  The  Statement is effective  for fiscal years  beginning  after
         December 15, 1995. The Statement  establishes  accounting and reporting
         standards  for  stock-based  employee  compensation  awards  granted in
         fiscal years that begin after December 15, 1994. Examples of such plans
         are stock purchase plans,  stock options,  restricted  stock, and stock
         appreciation rights. The Statement defines a fair value based method of
         accounting for employee stock options or similar equity instruments and
         encourages  all entities to adopt that method of  accounting.  Entities
         may elect,  however, to remain with previous accounting standards which
         do not  require the fair value  method of  accounting.  Those  entities
         electing not to adopt the fair value method of accounting must make pro
         forma  disclosures  of net income and earnings per share as if the fair
         value method of accounting defined in the Statement were adopted. Under
         the fair value based method, compensation cost is measured at the grant
         date based on the value of the award and is recognized over the service
         period,  which is usually the vesting  period.  Management  has not yet
         performed a review to determine the effect this Statement could have on
         the Company.


NOTE 7:  PROPOSED LEGISLATIVE MATTERS

         Pending Federal legislation currently provides for a one-time,  special
         assessment on all SAIF insured deposits of  approximately  $.85 to $.90
         per $100 of deposits.  If the assessment is made at the proposed rates,
         the effect on the Savings Bank would be a charge in the period  enacted
         of approximately $6.8 million to $7.3 million on an after tax basis. It
         is anticipated that if the one-time  assessment is levied,  the Savings
         Bank  may see a  decrease  in the  annual  deposit  premium  in  future
         periods.

         There  have  also  been  proposals  to  merge  the  SAIF  with the BIF,
         eliminate the Federal  Thrift  Charter and,  under certain  conditions,
         require institutions to recapture a portion of their Federal, state and
         local bad debt reserves maintained for income tax purposes.  If the bad
         debt recapture is made at the income tax rates currently in effect, the
         Company   could  have  a  one-time   charge  to  future   earnings   of
         approximately  $5.0 million on an after tax basis  related to the state
         and local bad debt recapture.

         No assurance can be given as to whether  legislation as discussed above
         will be  enacted  or, if  enacted,  what the terms of such  legislation
         would be.



                                       12

<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 a
   savings and loan holding company. The Company,  through its subsidiary,  Home
   Federal  Savings Bank ("Home Federal" or the "Savings  Bank"),  operates as a
   community  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  mortgage-backed  securities  and debt and equity
   securities,  including  obligations  of  the U.  S.  Government  and  federal
   agencies, money market investments, corporate notes and other securities.

          On January 27, 1995,  Hamilton Bancorp,  Inc. was merged with and into
   New York Bancorp. The merger was accounted for as a pooling of interests, and
   as a result, the Company's  consolidated  financial  statements for the three
   months ended  December 31, 1994 have been  retroactively  restated to include
   the consolidated amounts of Hamilton Bancorp, Inc.

B. FINANCIAL POSITION

          Total  assets at December  31, 1995  amounted  to  approximately  $2.7
   billion,  the same amount as reported at  September  30,  1995.  As permitted
   under recent guidance  issued by the Financial  Accounting  Standards  Board,
   during  the  quarter,   the  Company   transferred   $99.1   million  of  its
   mortgage-backed   securities  and  debt  and  equity  securities   previously
   classified  as held to maturity  to the  available  for sale  classification.
   Additionally,  mortgage-backed  securities  with a carrying  value and market
   value of approximately $15.4 million,  previously classified as available for
   sale, were transferred to the held to maturity portfolio.


                                       13

<PAGE>







C. ASSET/LIABILITY MANAGEMENT

          The  Company 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. The Company utilizes gap
   management  as part of its  approach to  controlling  interest  rate risk and
   maximizing net interest margin. The Company 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  Company's
   cumulative  one  year  gap as a  percent  of  total  interest-earning  assets
   amounted to a negative  13.8% at December  31, 1995 as compared to a negative
   12.5% at September 30, 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 and,  consequently,  net income 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. The Company's net
   interest margin  decreased to 3.61% in the first quarter of fiscal year 1996,
   compared to 3.90% in the first  quarter of fiscal year 1995,  reflecting  the
   greater upward repricing of the Savings Bank's  interest-bearing  liabilities
   versus   interest-earning   assets  in  connection  with  the  interest  rate
   environment  under  which the Company  operates.  However,  the net  interest
   margin of 3.61% for the current  quarter  reflects a 7 basis  point  increase
   from the net  margin of 3.54%  for the  quarter  ended  September  30,  1995,
   reflecting the recent decline in short term interest rates.

          At December  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 December 31, 1995,  52.37% of such
   interest-earning  assets were  adjustable  rate  assets.  The amount of total
   adjustable  rate loans  repricing  upward  over the next four  quarters  will
   amount to $245.6 million, $153.8 million, $168.5 million, and $146.1 million,
   respectively.  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. At December 31, 1995, the amount of
   unamortized gain on terminated  interest rate floor arrangements  amounted to
   $6.6 million.



                                       14

<PAGE>







          In  connection  with  its  asset/liability   management  strategy,  at
   December 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 (5.60%
   on December 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 (5.60%
   at  December  31,  1995) and paying a fixed  rate of 4.04%.  The term of such
   swaps extends through January 1996.

          The Savings Bank has also entered into $300.0 million of interest rate
   swap arrangements,  $200.0 million of which begin in March 1996 and mature in
   December  1996 and $100.0  million of which  begin in June 1996 and mature in
   June 1997. On these $300.0  million of interest rate swap  arrangements,  the
   Savings  Bank will  receive a variable  rate  (which is matched  against  the
   related  variable rate borrowing) and pay a fixed rate during the term of the
   swap.

          At December  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.

D. LIQUIDITY AND CAPITAL RESOURCES

          Home Federal is required to maintain  minimum  levels of liquid assets
   as defined by the Office of Thrift Supervision (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 5.19% during  December  1995 and
   5.28% during September 1995.

          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.


                                     15

<PAGE>







          During  the  quarter  ended   December  31,  1995,  New  York  Bancorp
   repurchased  260,000  shares  under its present  stock  repurchase  plan.  At
   December 31, 1995, the total number of Treasury shares amounted to 2,867,876.
   Additionally,  at December 31, 1995,  the Company had authority to repurchase
   up to an additional  1,127,278  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  December  31,  1995,   Home  Federal  is  considered  a  "well
   capitalized"  institution under the prompt corrective action  regulations and
   continues 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............  $141,229    5.22%        $141,229     5.22%        $151,746     11.89%

Minimum regulatory
 requirement.........    40,609    1.50           81,218     3.00          102,066      8.00
                       ________    ____         ________     ____         ________     _____ 

Excess...............  $100,620    3.72%        $ 60,011     2.22%        $ 49,680      3.89%
                       ========    ====         ========     ====         ========     =====
____________
(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 this 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>

E. 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  in  debt  and  equity
   securities,  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 and taxes.


                                     16

<PAGE>







          The  following  table sets 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 annualized income or
   expense by the average balance of assets (which include  nonaccrual loans) or
   liabilities, respectively, for the periods shown.

<TABLE>
<CAPTION>

                                                                Quarter Ended December 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 ............  $ 1,386,258     $ 28,412     8.20%  $ 1,176,710   $ 23,946        8.14%
    Other loans .....................      291,691        6,529     8.93       300,459      6,246        8.29
    Mortgage-backed securities ......      861,566       14,203     6.59       956,371     15,598        6.52
    Money market investments ........        7,903          107     5.39        18,598        258        5.50
    Trading account securities ......          874           13     5.70        13,019        162        4.93
    Debt and equity securities ......       83,853        1,395     6.64        74,499      1,215        6.51
                                       ___________     ________             __________   ________         
  Total interest-earning assets .....    2,632,145       50,659     7.69     2,539,656     47,425        7.46
                                                       ________                          ________
  Non-interest-earning assets .......       47,439                              34,255
                                       ___________                          __________                            
    Total assets ....................  $ 2,679,584                         $ 2,573,911
                                       ===========                          ==========

LIABILITIES AND SHAREHOLDERS' EQUITY:
  Interest-bearing liabilities:
    Deposits ........................  $ 1,746,167       15,881     3.62   $ 1,775,778     14,989        3.35
    Borrowed funds ..................      734,805       11,110     6.02       588,520      7,821        5.29
                                       ___________     ________            ___________   ________
  Total interest-bearing liabilities     2,480,972       26,991     4.33     2,364,298     22,810        3.83
                                                       ________                          ________
  Other liabilities .................       42,298                              36,960
                                       ___________                         ___________     
    Total liabilities ...............    2,523,270                           2,401,258
  Shareholders' equity ..............      156,314                             172,653
                                       ___________                         ___________                       
    Total liabilities and
     shareholders' equity ...........  $ 2,679,584                         $ 2,573,911
                                       ===========                         ===========
NET INTEREST INCOME/INTEREST RATE
 SPREAD .............................                  $ 23,668     3.36%                  24,615        3.63%
                                                       ========     ====                 ========        ====
NET EARNING ASSETS/NET
 INTEREST MARGIN ....................  $   151,173                  3.61%  $   175,358                   3.90%
                                       ===========                  ====   ===========                   ====
PERCENTAGE OF INTEREST-EARNING ASSETS
 TO INTEREST-BEARING LIABILITIES ....                             106.09%                              107.42%
                                                                  ======                               ======

(1)  Restated to reflect the merger with Hamilton Bancorp, Inc., which was accounted for as a pooling of interests.

</TABLE>


F. COMPARISON OF THREE MONTHS ENDED DECEMBER 31, 1995 AND 1994

   General
   _______

          New York Bancorp's net income for the quarters ended December 31, 1995
   and 1994 was $7.8 million,  or $.64 per share, and $6.5 million,  or $.48 per
   share,  respectively.  Comments  regarding  the  components of net income are
   detailed in the following paragraphs.



                                     17

<PAGE>







   Interest Income
   _______________

          Interest  income on  interest-earning  assets  for the  quarter  ended
   December  31, 1995  increased  by $3.2  million,  or 6.8%,  to $50.7  million
   compared to the quarter  ended  December 31,  1994.  The increase in interest
   income   is   attributable   to  a  $92.5   million   increase   in   average
   interest-earning assets, coupled with a 23 basis point increase in yield.

          Interest  and fee income on loans for the quarter  ended  December 31,
   1995 increased by $4.7 million,  or 15.7%, to $34.9 million compared to $30.2
   million for the same quarter in 1994. The increase in loan income  reflects a
   $200.8  million  increase  in the  average  loan  balance to $1.678  billion,
   coupled with a 6 basis point  increase in yield on first mortgage loans and a
   64 basis point increase in yield on other loans.  Interest on mortgage-backed
   securities  for the quarter ended December 31, 1995 decreased by $1.4 million
   to $14.2  million as compared to the same quarter in 1994.  This  decrease in
   income is primarily  due to a $94.8 million  decrease in the average  balance
   which,  however,  was partially  offset by a 7 basis point increase in yield.
   Money market  investment  income  decreased  $.2 million as an 11 basis point
   decrease in yield was coupled  with a $10.7  million  decrease in the average
   balance.  Interest on trading account securities decreased $.1 million in the
   current  quarter as  compared  to the prior year period as an increase in the
   yield of 77 basis  points was more than  offset by a decrease  in the average
   balance of $12.1 million. The decrease in the average balance of money market
   investments  and trading account  securities is due to the Company  investing
   these funds in higher  yielding  assets and/or  utilizing the funds to reduce
   certain short-term borrowed funds.  Interest and dividends on debt and equity
   securities  increased by $.2 million to $1.4  million in the current  quarter
   compared to $1.2 million in the comparable  prior year quarter.  The increase
   in income is  attributed to a $9.4 million  increase in the average  balance,
   coupled with a 13 basis point increase in yield.


Interest Expense
________________

          Interest expense on interest-bearing liabilities for the quarter ended
   December  31, 1995  increased by $4.2  million,  or 18.3%,  to $27.0  million
   compared to the quarter  ended  December 31,  1994.  The increase in interest
   expense for the quarter primarily  reflects a 50 basis point increase in cost
   on  interest-bearing  liabilities  to 4.33%,  coupled  with a $116.7  million
   growth in interest-bearing liabilities to $2.481 billion. The increase in the
   cost of interest-bearing  liabilities  reflects the increased  utilization of
   short-term borrowed funds which reprice faster than deposit liabilities.  The
   impact of the Savings Bank's use of interest rate swaps and other off-balance
   sheet  instruments  was to decrease  interest  expense by $.8 million for the
   quarter ended December 31, 1995 and increase  interest expense by $.1 million
   for the quarter ended December 31, 1994.



                                     18

<PAGE>







          Interest expense on deposits increased by $.9 million to $15.9 million
   for the quarter  ended  December  31,  1995,  compared  to the quarter  ended
   December 31, 1994.  This increase  reflects a 27 basis point  increase in the
   average cost of deposits from 3.35% in 1994 to 3.62% in 1995.  This increase,
   however,  was  partially  offset by a $29.6  million  decrease in the average
   balance of deposits to $1.746  billion  during the quarter ended December 31,
   1995.  Interest  expense on borrowed  funds  increased  $3.3 million to $11.1
   million for the quarter  ended  December  31, 1995 as compared to the quarter
   ended December 31, 1994. This increase  reflects a $146.3 million increase in
   the average  balance of borrowed funds to $734.8  million,  coupled with a 73
   basis point  increase in the average cost of borrowed funds from 5.29% during
   the  quarter  ended  December  31,  1994 to 6.02%  during the  quarter  ended
   December 31, 1995.  The increase in the average cost of deposits and borrowed
   funds  reflects the higher  interest rate  environment  in the current fiscal
   quarter as compared to the same quarter last year.

   Provision for Possible Loan Losses
   __________________________________

          Home Federal  provided  $.3 million and $.5 million for possible  loan
   losses during the quarters  ended  December 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 71.9% and 68.4% at December 31,
   1995 and 1994, respectively.

          At December 31, 1995,  the Company's  recorded  investment in impaired
   loans was $14.0  million,  all of which  were on  nonaccrual  status.  Due to
   charge-offs, or the crediting of interest payments to principal, the loans do
   not have an impairment  reserve at December 31, 1995. No interest  income was
   recognized  on these loans during the quarter  ended  December 31, 1995.  The
   average recorded  investment in impaired loans during the current quarter was
   $14.6  million.  The allowance for possible loan losses  contains  additional
   amounts for impaired  loans,  as deemed  necessary,  to maintain  reserves at
   levels considered adequate by management.

          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  and  members  of  management.  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. Utilizing these procedures, management believes that the allowance at
   December 31, 1995 is sufficient to cover  anticipated  losses inherent in the
   loan portfolios.

          Nonaccrual  loans at December 31, 1995 amounted to $28.8  million,  or
   1.71% of total loans, as compared to $30.4 million,  or 1.80% of total loans,
   at  September  30, 1995 and as compared to $37.8  million,  or 2.56% of total
   loans, at December 31, 1994.


                                     19

<PAGE>







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

<TABLE>
<CAPTION>

                                                 December 31, September 30,
                                                    1995         1995
                                                 ____________ _____________
                                                      (In Thousands)

<S>                                                 <C>          <C>    
Nonaccrual Loans
________________
First mortgage loans:
  One to four family conventional residential       $13,619      $13,391
  Commercial real estate.....................        13,124       14,447
                                                    _______      _______
                                                     26,743       27,838
                                                    _______      _______
Other loans - Cooperative residential loans..         2,092        2,534
                                                    _______      _______
    Total nonaccrual loans...................       $28,835      $30,372
                                                    =======      =======
</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 $777,000 and $875,000 for the three month periods ended  December
   31,  1995 and 1994,  respectively.  The amount of  interest  income  that was
   recorded on these loans was $169,000 and $253,000 for the three month periods
   ended December 31, 1995 and 1994, respectively.

          Additionally,  at December 31, 1995, the Savings Bank had $2.8 million
   in real estate  owned as compared to $2.0  million at  September  30, 1995 or
   $4.7 million at December 31, 1994.  Further, at December 31, 1995 the Savings
   Bank also had seventeen  restructured  commercial real estate loans amounting
   to  approximately  $8.5  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.

          The Savings  Bank also has $4.9  million of  consumer  and other loans
   which are past due 90 days and still  accruing  interest as of  December  31,
   1995. Of the $4.9 million,  $2.9 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 December 31,
   1995 was $20.7 million,  which  represented 71.9% of nonaccrual loans or 1.2%
   of total  loans,  compared to $21.3  million at  September  30,  1995,  which
   represented 70.0% of nonaccrual loans or 1.3% of total loans.


                                     20

<PAGE>







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

   Summary of Loan Loss Experience
   _______________________________

<TABLE>
<CAPTION>

                                                             As of and for the
                                                               Quarter Ended
                                                                December 31,
                                                           _____________________
                                                             1995         1994
                                                           ________    _________
                                                               (In Thousands)

<S>                                                        <C>         <C>     
Allowance for possible loan losses, beginning of quarter   $ 21,272    $ 25,705
 Charge-offs:
 Commercial real estate .................................      (395)        (54)
 Residential real estate ................................      (132)       (370)
 Other loans ............................................      (343)        (33)
                                                           ________    ________
  Total charge-offs .....................................      (870)       (457)
 Less recoveries - other loans ..........................        21           3
                                                           ________    ________
 Net charge-offs ........................................      (849)       (454)
                                                           ________    ________ 
 Addition to allowance charged to expense ...............       300         500
                                                           ________    ________
 Hamilton Bancorp, Inc.'s net activity for the
  quarter ended December 31, 1994 .......................        --          87
                                                           ________    ________
 Allowance for possible loan losses, at end of quarter ..  $ 20,723    $ 25,838
                                                           ========    ========
</TABLE>

Net Interest Income After Provision for Possible Loan Losses
____________________________________________________________

     Net  interest  income  after  provision  for  possible  loan losses for the
quarter  ended  December  31, 1995  amounted to $23.4  million,  representing  a
decrease of $.7 million from the $24.1  million  amount during the quarter ended
December 31, 1994. This decrease primarily reflects a 29 basis point decrease in
the Savings Bank's net interest margin from 3.90% in 1994 to 3.61% in 1995.

Other Operating Income
______________________

     Other  operating  income  amounted to $2.6  million  for the quarter  ended
December  31,  1995,  compared  to $1.2  million  for the  prior  year  quarter,
primarily  reflecting an $.8 million improvement in net gain (loss) on the sales
of mortgage loans and securities  available for sale, and a $.4 million increase
in banking related fees.

Other Operating Expenses
________________________

     Other operating expenses totaled $11.9 million, or 1.77% of average assets,
during the quarter ended December 31, 1995,  compared to $12.8 million, or 1.98%
of average  assets during the quarter ended  December 31, 1994.  The $.9 million
decrease in other  operating  expense was primarily  attributed to a decrease in
compensation and benefits  primarily as a result of  consolidation  efficiencies
from the merger  with  Hamilton  Bancorp,  Inc. in January  1995.  Additionally,
federal deposit  insurance  premium  expense was down by $.2 million,  primarily
reflecting  the  reduced  premium  relative  to the  Savings  Bank's BIF insured
deposits  acquired in connection  with its  acquisition of Union Savings Bank in
1992.

                                     21

<PAGE>



       Income Tax Expense
       __________________

           Income taxes  increased  $.2 million to $6.2 million for an effective
       tax rate of 44.2%  during the quarter  ended  December 31, 1995 versus an
       effective tax rate of 48.0% during the quarter ended December 31, 1994.



                                     22

<PAGE>











G.     SELECTED FINANCIAL DATA

       The following table sets forth certain selected financial data.

<TABLE>
<CAPTION>

                                                                  Three Months Ended
                                                                     December 31,
                                                               _______________________
                                                                  1995        1994(1)
                                                               _________    __________
                                                                (Dollars in Thousands,
                                                               except per share amounts)

<S>                                                                <C>        <C>  
FINANCIAL RATIOS (2)
____________________
Average Yield:
  First mortgage loans..................................           8.20%        8.14%
  Other loans...........................................           8.93         8.29
  Money market investments..............................           5.39         5.50
  Trading account securities............................           5.70         4.93
  Debt and equity securities............................           6.64         6.51
  Mortgage-backed securities............................           6.59         6.52
   All interest-earning assets..........................           7.69         7.46
Average cost:
  Deposits..............................................           3.62         3.35
  Borrowed funds........................................           6.02         5.29
   All interest-bearing liabilities.....................           4.33         3.83
Net interest rate spread................................           3.36         3.63
Net interest margin.....................................           3.61         3.90
Average interest-earning assets to
 average interest-bearing liabilities...................         106.09       107.42
Return on average assets................................           1.16         1.00
Return on average common equity.........................          19.92        14.86
Operating expense to average assets.....................           1.77         1.98
Equity to asset ratio at December 31....................           5.83         6.71
SHARE INFORMATION:
_________________
  Earnings per share....................................        $   .64      $   .48
  Weighted average number of common shares and
   equivalents outstanding..............................     12,219,570   13,431,393
  Number of shares outstanding at December 31...........     11,878,974   13,227,410
  Book value per share at December 31...................        $ 13.24      $ 13.11
NET INTEREST POSITION:
_____________________
  Excess of average interest-earning assets
   over average interest-bearing liabilities............    $   151,173    $ 175,358
LOAN HIGHLIGHTS:
_______________
  Loan originations.....................................    $    70,620    $  89,171
  Loan purchases........................................    $     8,511    $   8,606
  Loan sales............................................    $    16,296    $  14,066
  Loans serviced for others at December 31..............    $   525,331    $ 524,869
  Loan servicing fees...................................    $       403    $     457
ADJUSTABLE RATE ASSETS AT DECEMBER 31:
_____________________________________
  First mortgage loans and mortgage-backed securities...    $ 1,144,049    $ 904,052
  Other loans, money market investments, trading
   account securities, and debt and equity securities...    $   230,522    $ 304,609
    Total adjustable rate assets as a percent of
    total interest-earning assets.......................          52.37%       47.84%
___________
(1) Restated to reflect the merger with Hamilton Bancorp, Inc., which was accounted 
    for as a pooling of interests. 
(2) Selected financial ratios were computed using daily average balances and 
    annualized, where applicable.

</TABLE>



                                     23

<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
____________________________________________________________

    (a) The Company's Annual Meeting of Shareholders was held January 23, 1996.

    (b) See Item 4-C below

    (c) At such meeting, the shareholders approved the following matters:

          1. The election of the following individuals as Directors for a term 
             of 3 years each:

<TABLE>
<CAPTION>
                                                                        Broker
                                         Votes For   Votes Withheld   Non-Votes
                                        __________   ______________   _________
             <S>                        <C>              <C>             <C>
             Patrick E. Malloy, III     11,126,556       41,783          -0-
             Michael A. McManus, Jr.    11,127,246       41,093          -0-
             Josiah T. Austin           11,121,612       46,727          -0-
             Walter R. Ruddy            11,125,606       42,733          -0-

</TABLE>

             Additionally,  the following individuals represent the names of the
             other Directors whose term of office as a Director  continued after
             the meeting:

                         Stan I. Cohen
                         Geraldine A. Ferraro
                         Peter D. Goodson
                         John E. D. Grunow, Jr.
                         Ronald H. McGlynn
                         Robert A. Simms

          2. The   ratification   of  KPMG  Peat  Marwick  LLP  as   independent
             accountants of the Company for the fiscal year ending September 30,
             1996, as reflected by 11,108,249  votes for,  28,117 votes against,
             31,973 abstentions and no broker non-votes.

    (d) Not applicable



                                     24

<PAGE>







Item 5.  Other Information
__________________________

       Not applicable


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(1)
          3.2   Bylaws of New York Bancorp Inc., as amended(2)
         11     Statements re:  computation of per share earnings
         27     Financial Data Schedule

(1)  Incorporated by reference to Exhibits filed with New York Bancorp Inc.'s
     1992 Form 10-K 
(2)  Incorporated by reference to Exhibits filed with New York Bancorp Inc.'s 
     1994 Form 10-K


    (b) Reports on Form 8-K
        ___________________

       None




                                     25

<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:  February 7, 1996                    By:     /s/ Michael A. McManus, Jr.
                                              __________________________________
                                                     Michael A. McManus, Jr.
                                                     President and
                                                     Chief Executive Officer


Date:  February 7, 1996                    By:     /s/ Stan I. Cohen
                                              __________________________________
                                                     Stan I. Cohen
                                                     Senior Vice President,
                                                     Controller and Secretary



                                     26

<PAGE>








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


                                   Form 10-Q
                               December 31, 1995


Exhibit 11.  Statement re:  Computation of Per Share Earnings

<TABLE>
<CAPTION>                                                
                                                            Three Months Ended
                                                                December 31,
                                                           _____________________
                                                               1995      1994
                                                           __________ __________
                                                           (In Thousands, except
                                                              per share amounts)

<S>                                                          <C>       <C>    
Net income.............................................      $ 7,828   $ 6,467
                                                             =======   =======

Weighted average common shares outstanding.............       11,940    12,856

Common stock equivalents due to dilutive
 effect of stock options...............................          280       575
                                                             _______   _______

Total weighted average common shares and
 equivalents outstanding...............................       12,220    13,431
                                                             =======   =======

Primary earnings per share.............................        $ .64    $  .48
                                                               =====    ======

Total weighted average common shares and
 equivalents outstanding...............................       12,220    13,431

Additional dilutive shares using ending
 period market value versus average market
 value for the period when utilizing the
 treasury stock method regarding stock options.........           52        --
                                                             _______    ______

Total shares for fully diluted earnings per share......       12,272    13,431
                                                             =======   =======

Fully diluted earnings per share.......................        $ .64    $  .48
                                                               =====    ======

</TABLE>




<TABLE> <S> <C>

<ARTICLE> 9
<LEGEND>
This legend 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>                   3-MOS
<FISCAL-YEAR-END>                          SEP-30-1996
<PERIOD-END>                               DEC-31-1995
<CASH>                                          30,284
<INT-BEARING-DEPOSITS>                               0
<FED-FUNDS-SOLD>                                11,400
<TRADING-ASSETS>                                     0
<INVESTMENTS-HELD-FOR-SALE>                    321,922
<INVESTMENTS-CARRYING>                         585,609
<INVESTMENTS-MARKET>                           572,911
<LOANS>                                      1,682,617
<ALLOWANCE>                                   (20,723)
<TOTAL-ASSETS>                               2,695,288
<DEPOSITS>                                   1,757,211
<SHORT-TERM>                                   729,492
<LIABILITIES-OTHER>                             51,360
<LONG-TERM>                                          0
                                0
                                          0
<COMMON>                                           147
<OTHER-SE>                                     157,078
<TOTAL-LIABILITIES-AND-EQUITY>               2,695,288
<INTEREST-LOAN>                                 34,941
<INTEREST-INVEST>                               15,598
<INTEREST-OTHER>                                   120
<INTEREST-TOTAL>                                50,659
<INTEREST-DEPOSIT>                              15,881
<INTEREST-EXPENSE>                              26,991
<INTEREST-INCOME-NET>                           23,668
<LOAN-LOSSES>                                      300
<SECURITIES-GAINS>                                 631
<EXPENSE-OTHER>                                 11,910
<INCOME-PRETAX>                                 14,027
<INCOME-PRE-EXTRAORDINARY>                       7,828
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                     7,828
<EPS-PRIMARY>                                      .64
<EPS-DILUTED>                                      .64
<YIELD-ACTUAL>                                    3.61
<LOANS-NON>                                     28,835
<LOANS-PAST>                                     4,900
<LOANS-TROUBLED>                                 8,500
<LOANS-PROBLEM>                                      0
<ALLOWANCE-OPEN>                                21,272
<CHARGE-OFFS>                                      870
<RECOVERIES>                                        21
<ALLOWANCE-CLOSE>                               20,723
<ALLOWANCE-DOMESTIC>                            20,723
<ALLOWANCE-FOREIGN>                                  0
<ALLOWANCE-UNALLOCATED>                              0<F1>
<FN>
<F1> Not contained in this document.
</FN>
        

</TABLE>


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission