BRIDGE BANCORP INC
10-Q, 1998-05-14
NATIONAL COMMERCIAL BANKS
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<PAGE>

              U.S. SECURITIES AND EXCHANGE COMMISSION
                       Washington, D.C. 20549
                        ----------------------

                              FORM 10-QSX

(Mark One)
[X] Quarterly report pursuant to Section 13 or 15(d) of the Securities  Exchange
Act of 1934.

For the quarterly period ended March 31, 1998
                                OR

[ ] Transition report pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934.

For the transition period from          to


                       -------------------------
                   COMMISSION FILE NUMBER: 000-18546
                       -------------------------

                         BRIDGE BANCORP, INC.
   (Exact name of small business issuer as specified in its charter)

                              NEW YORK
                  (State or other jurisdiction of
                   incorporation or organization)

                        2200 MONTAUK HIGHWAY
                       BRIDGEHAMPTON, NEW YORK
              (Address of principal executive offices)

                                11932
                              (Zip Code)

                              11-2934195
                 (IRS Employer Identification Number)

                            (516) 537-1000
                      (Issuer's telephone number)

                             NOT APPLICABLE
          (Former name, former address and former fiscal year,
                     if changed since last report.)

Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15 (d) of the  Exchange Act during the past 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 [ ]
* As a small business issuer


<PAGE>



     State the number of shares  outstanding of each of the issuer's  classes of
common equity,  as of the latest  practicable  date:  1,408,249 shares of common
stock as of May 13, 1998.

<PAGE>



                     BRIDGE BANCORP, INC.
                            INDEX


Part 1. FINANCIAL INFORMATION
- -----------------------------

Item 1.  Financial Statements

     Unaudited Consolidated Statements of Condition as of March 31, 1998
          and December 31, 1997

     Unaudited  Consolidated  Statements  of Income for the three months
          ended March 31, 1998 and 1997

     Unaudited  Consolidated  Statements of  Stockholder's  Equity for the three
          months ended March 31, 1998

     Unaudited Consolidated  Statements of Cash Flows for the three months ended
          March 31, 1998 and 1997

     Notes to Unaudited Consolidated Financial Statements

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


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

Item 6.  Exhibits and Reports on Form 8K

No reports on Form 8K have been filed  during the quarter  ended March 31, 1998.
The exhibits filed as part of this report are listed below.

Exhibit Index
- -------------

11.0   Statement re: Computation of Per Share Earnings

27.0   Financial Data Schedule

SIGNATURES


<PAGE>
<TABLE>
<CAPTION>
Part 1.  Financial Information
Item 1.  Financial Statements
                       BRIDGE BANCORP, INC. AND SUBSIDIARY
                 UNAUDITED CONSOLIDATED STATEMENTS OF CONDITION
               (In thousands, except share and per share amounts)

                                                         March 31   December 31,
                                                           1998           1997
- --------------------------------------------------------------------------------
<S>                                                       <C>          <C>
ASSETS
Cash and due from banks ...............................   $  13,260    $  12,740
Interest earning deposits with banks ..................          66           89
Federal funds sold ....................................        --           --
                                                           ---------    --------
    Total cash and cash equivalents ...................      13,326       12,829

Investment in debt and equity securities, net:
   Securities available for sale, at fair value .......      58,914       60,190
   Securities held to maturity (fair value of $11,013
   and $11,823 respectively) ..........................      11,003       11,812
                                                          ---------    ---------
    Total investment in debt and equity securities, net      69,917       72,002

Loans .................................................     149,637      138,636
Less:
  Allowance for possible loan losses ..................       1,452        1,393
                                                          ---------    ---------
    Loans, net ........................................     148,185      137,243

Banking premises and equipment, net ...................       8,756        8,728
Accrued interest receivable ...........................       1,840        1,460
Deferred income taxes .................................        --           --
Other assets ..........................................       1,474          850
                                                          ---------    ---------
TOTAL ASSETS ..........................................   $ 243,498    $ 233,112
                                                          =========    =========

LIABILITIES AND STOCKHOLDERS' EQUITY
Demand deposits .......................................   $  61,295    $  63,629
Savings, NOW, and money market deposits ...............      82,937       76,740
Certificates of deposit of $100,000 or more ...........      32,311       20,872
Other time deposits ...................................      42,609       42,456
                                                          ---------    ---------
    Total deposits ....................................     219,152      203,697


Overnight borrowings ..................................       2,000        6,500
Accrued interest on depositors' accounts ..............       1,277        1,244
Deferred income taxes .................................         142           94
Other liabilities and accrued expenses ................         583        2,126
                                                          ---------    ---------
    Total Liabilities .................................     223,154      213,661
                                                          ---------    ---------

Stockholders' equity:
  Common stock, par value $5.00 per share:
   Authorized: 6,500,000 shares; issued and outstanding
  1,407,999 shares at 3/31/98 and 12/31/97 ............       7,202        7,202
  Surplus .............................................         607          607
  Undivided profits ...................................      12,329       11,509
 Less:  Treasury Stock at cost, 32,400 shares .........        (621)        (621)
                                                          ---------    ---------
                                                             19,517       18,697
  Accumulated other comprehensive income, net of taxes          827          754
                                                          ---------    ---------
    Total Stockholders' Equity ........................      20,344       19,451
                                                          ---------    ---------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY ............   $ 243,498    $ 233,112
                                                          =========    =========

See accompanying notes to the unaudited consolidated financial statements.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>


                       BRIDGE BANCORP, INC. AND SUBSIDIARY
                   UNAUDITED CONSOLIDATED STATEMENTS OF INCOME
               (In thousands, except share and per share amounts)

                          Three Months Ended March 31,
                                    1998 1997
- --------------------------------------------------------------------------------
<S>                                                            <C>        <C>
Interest income:
  Loans (including fee income) ...........................     $3,364     $2,921
  Mortgage-backed securities .............................        449        451
  State and municipal obligations ........................        330        252
  U.S. Treasury and government agency securities .........        228        294
  Other securities .......................................         19         16
  Federal funds sold .....................................          7         77
  Deposits with banks ....................................          2          1
                                                               ------     ------
    Total interest income ................................      4,399      4,012

Interest expense:
  Savings, N.O.W. and money market deposits ..............        432        395
  Certificates of deposit of $100,000 or more ............        394        379
  Other time deposits ....................................        544        551
  Other borrowed money ...................................         44         13
                                                               ------     ------
    Total interest expense ...............................      1,414      1,338
                                                               ------     ------

Net interest income ......................................      2,985      2,674
Provision for possible loan losses .......................         90         60
                                                               ------     ------

Net interest income after provision for
  possible loan losses ...................................      2,895      2,614
                                                               ------     ------

Other income:
  Mortgage banking activities ............................        326        242
  Service charges on deposit accounts ....................        198        176
  Other operating income .................................        188        120
                                                               ------     ------
    Total other income ...................................        712        538
                                                               ------     ------

Other expenses:
  Salaries and employee benefits .........................      1,233      1,100
  Net occupancy expense ..................................        197        138
  Furniture and fixture expense ..........................        163        133
  Other operating expenses ...............................        799        650
                                                               ------     ------
    Total other expenses .................................      2,392      2,021
                                                               ------     ------


Income before provision for income taxes .................      1,215      1,131
Provision for income taxes ...............................        395        374
                                                               ------     ------
Net income ...............................................     $  820     $  757
                                                               ======     ======
Basic earnings per share .................................     $ 0.58     $ 0.54
                                                               ======     ======
Diluted earnings per share ...............................     $ 0.57       --
                                                               ======     ======

See accompanying notes to the unaudited consolidated  financial statements.  All
per share amounts have been adjusted to reflect the effects of the stock split.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Bridge Bancorp, Inc. and Subsidiary
Unaudited Consolidated Statements of Stockholders' Equity
(In thousands, except per share amounts)


                                                                                                                 Accumulated
                                                                                                                   Other
                                         Common Stock                   Comprehensive  Undivided    Treasury   Comprehensive
                                      Shares        Amount     Surplus      Income      profits      Stock         Income     Total
                                     -----------------------------------------------------------------------------------------------
<S>                                  <C>         <C>         <C>         <C>         <C>          <C>          <C>         <C>
                                      ==================================             ===============================================

Balance at December 31, 1997 ......  1,407,999   $   7,202   $     607   $       0   $  11,509    ($    621)   $     754   $  19,451
Net income ........................       --          --          --     $     820   $     820         --           --     $     820
Net change in unrealized
  appreciation in securities
  available for sale, net of tax ..       --          --          --     $      73        --           --      $      73   $      73
                                                                         ---------
Comprehensive Income ..............       --          --          --     $     893        --           --           --
                                     ------------------------------------=========--------------------------------------------------

Balance at March 31, 1998 .........  1,407,999   $   7,202   $     607               $  12,329   ($    621)    $     827   $  20,344
                                     ====================================         ==================================================
</TABLE>

<PAGE>
<TABLE>
<CAPTION>

                       BRIDGE BANCORP, INC. AND SUBSIDIARY
                 UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 (In thousands)
                                                                  Three months ended March 31,
                                                                      1998          1997
- ----------------------------------------------------------------------------------------------
<S>                                                                <C>         <C>
Operating activities:
  Net Income ...................................................   $    820    $    757
  Adjustments to reconcile net income to net cash provided by
    operating activities:
      Provision for possible loan losses .......................         90          60
      Depreciation and amortization ............................        166         111
      Accretion of discounts ...................................        (16)        (15)
      Amortization of premiums .................................         32          32
      (Increase) in accrued interest receivable ................       (380)       (389)
      (Increase) in other assets ...............................       (624)       (206)
      Increase in accrued and other liabilities ................        110           4
                                                                   --------    --------
Net cash provided by operating activites .......................        198         354
                                                                   --------    --------

Investing activities:
  Purchases of securities available for sale ...................       --        (6,300)
  Purchases of securities held to maturity .....................       --          (789)
  Proceeds from maturing securities available for sale .........         55        --
  Proceeds from maturing securities held to maturity ...........        809        --
  Proceeds from principal payments on mortgage-backed securities      1,326         814
  Net increase in loans ........................................    (11,032)     (2,977)
  Purchases of banking premises and equipment, net of deletions        (194)       (878)
                                                                   --------    --------
Net cash used by investing activities ..........................     (9,036)    (10,130)
                                                                   --------    --------

Financing activities:
  Net increase in deposits .....................................     15,455       4,848
  (Decrease) Increase in other borrowings ......................     (4,500)      6,700
  Cash dividends paid ..........................................     (1,620)       (680)
                                                                   --------    --------
Net cash provided by financing activities ......................      9,335      10,868
                                                                   --------    --------

(Decrease) increase in cash and cash equivalents ...............        497       1,092
Cash and cash equivalents beginning of period ..................     12,829      13,565
                                                                   --------    --------
Cash and cash equivalents end of period ........................   $ 13,326    $ 14,657
                                                                   ========    ========

Supplemental information-Cash Flows:
  Cash paid for:
    Interest ...................................................   $  1,381    $  1,375
    Income taxes ...............................................   $    189    $    117
 Noncash investing and financing activities:
     None

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

                              =====================


                       BRIDGE BANCORP, INC. AND SUBSIDIARY
                       NOTES TO THE UNAUDITED CONSOLIDATED
                              FINANCIAL STATEMENTS

1.  Basis of Financial Statement Presentation

The  accompanying   unaudited  consolidated  financial  statements  include  the
accounts  of  Bridge   Bancorp,   Inc.  (the  Registrant  or  Company)  and  its
wholly-owned  subsidiary,  The  Bridgehampton  National  Bank  (the  Bank).  The
unaudited  consolidated  financial statements included herein reflect all normal
recurring  adjustments which are, in the opinion of management,  necessary for a
fair presentation of the results for the interim periods presented. In preparing
the interim financial statements,  management has made estimates and assumptions
that affect the reported  amounts of assets and  liabilities and the revenue and
expense  for  the  reported   periods.   Actual  future   results  could  differ
significantly  from these  estimates.  The results of  operations  for the three
months  ended March 31, 1998 are not  necessarily  indicative  of the results of
operations that may be expected for the entire fiscal year. Certain  information
and note disclosures  normally included in the financial  statements prepared in
accordance with generally accepted accounting  principles have been condensed or
omitted  pursuant to the rules and  regulations  of the  Securities and Exchange
Commission.  The unaudited  consolidated  financial statements should be read in
conjunction with the audited consolidated financial statements and notes thereto
included in the Company's 1997 Annual Report on Form 10-KSB.

2. Earnings Per Share

Earnings per share is computed by dividing  net income by the  weighted  average
number  of  shares  of  common  stock  and  dilutive  common  stock  equivalents
outstanding.  For the  three  months  ended  March 31,  1998 and  1997,  diluted
weighted average common stock and common stock equivalent shares outstanding for
the diluted earnings per share were 1,422,897 and 1,407,600,  respectively.  For
the three  months  ended March 31,  1998 and 1997,  the total  weighted  average
number of shares of common stock  outstanding  for the basic  earnings per share
calculation were 1,407,999 and 1,407,600 respectively.

3. Comprehensive Income

The Company adopted Statement of SFAS No. 130 "Reporting  Comprehensive  Income"
this quarter. All comparative  financial statements provided for earlier periods
have  been  reclassified  to  reflect  application  of the  provisions  of  this
Statement.

Comprehensive  income includes net income and all other changes in equity during
a period except those resulting from investments by owners and  distributions to
owners. Other comprehensive income includes revenues, expenses, gains and losses
that  under   generally   accepted   accounting   principles   are  included  in
comprehensive income but excluded from net income.

Comprehensive income and accumulated other comprehensive income are reported net
of related income taxes.  Accumulated other comprehensive income for the Company
consists  solely of  unrealized  holding  gains or losses on available  for sale
securities.  Such gains or losses are net of  reclassification  adjustments  for
realized gains (losses) on sales of available for sale securities.

<PAGE>
4. Investment in Debt and Equity Securities

A  summary  of the  amortized  cost  and  estimated  fair  value  of  investment
securities is as follows:
<TABLE>
<CAPTION>
                                              March 31, 1998             December 31,1997
- ---------------------------------------------------------------------------------------------
(In thousands)
                                                       Estimated                    Estimated
                                         Amortized        Fair        Amortized       Fair
                                           Cost           Value          Cost         Value
- ---------------------------------------------------------------------------------------------
<S>                                        <C>           <C>           <C>           <C>
Available for sale:
  U.S. Treasury securities .............   $14,080       $14,435       $14,084       $14,409
  Oblig. of NY State & pol.subs ........    18,567        19,001        18,636        19,063
  Mortgage-backed securities ...........    24,866        25,478        26,190        26,718
                                           -------------------------------------------------
    Total available for sale ...........   $57,513       $58,914       $58,910       $60,190
                                           -------------------------------------------------
Held to maturity:
  Oblig. of NY State & pol.subs ........   $ 9,920       $ 9,930       $10,729       $10,740

Non marketable Equity securities:
  Federal Reserve Bank Stock ...........   $    36       $    36       $    36       $    36
  Federal Home Loan Bank Stock .........     1,047         1,047         1,047         1,047
                                           -------------------------------------------------
    Total held to maturity .............   $11,003       $11,013       $11,812       $11,823
                                           --------------------------------------------------

Total debt and equity securities .......   $68,516       $69,927       $70,722       $72,013
                                           =================================================
</TABLE>
<PAGE>
5. Loans

Loans are summarized as follows:

III.A. Types of Loans
<TABLE>
<CAPTION>
The following table shows the Registrant's loan distribution in each of the periods ended,

                                               03/31/98                12/31/97
                                                     Percent of                Percent of
                                         Balance    Total Loans    Balance    Total Loans
- -----------------------------------------------------------------------------------------
(in thousands)
<S>                                     <C>            <C>        <C>            <C>
Mortgage Loans:
    Single-family residential .......   $ 22,516       15.05%     $ 20,322       14.66%
    Multi-family residential ........   $     76        0.05%     $     76        0.05%
    Commercial real estate ..........   $ 60,469       40.41%     $ 57,853       41.73%
    Construction and Land ...........   $ 27,472       18.36%     $ 22,166       15.99%
    Home Equity .....................   $ 14,479        9.68%     $ 13,940       10.06%
                                        -----------------------------------------------
Total mortage loans .................   $125,012       83.54%     $114,357       82.49%
Other Loans:
Unsecured business and personal loans     19,553       13.07%       17,638       12.72%
Secured business and personal loans .        714        0.48%          725        0.52%
Installment/consumer loans ..........      4,358        2.91%        5,916        4.27%
                                        -----------------------------------------------
Total loans .........................   $149,637      100%        $138,636      100%
                                        ===============================================
</TABLE>

6. Allowance for Loan Loss

Management uses criteria set forth by the OCC in its  classification  and review
of the loan portfolio  which includes a general  allocation  reserve with a high
and low range for each loan type.  The ranges are reviewed on a quarterly  basis
to determine if any adjustments are necessary. The information reviewed includes
past due trends,  economic conditions and concentrations of credit. Based on the
loan  classification  committee's review of the classified loans and the general
allocation  reserve  as it  relates to the  entire  loan  portfolio,  management
believes the  allowance for possible  loan losses is adequate.  However,  future
additions to the the allowance may be necessary based on changes in conditions.

Changes in the allowance for possible loan losses are summarized as follows:
<TABLE>
<CAPTION>
IV.A.  SUMMARY OF LOAN LOSS EXPERIENCE
- --------------------------------------

Period ended,                                   03/31/98    12/31/97    03/31/97
- --------------------------------------------------------------------------------
(In thousands)
<S>                                               <C>         <C>         <C>
Allowance for possible loan losses
  balance at beginning of period ............     $1,393      $1,238      $1,238

Charge-offs:
Real estate loans ...........................       --          --          --
Unsecured business & personal loans .........          2          87           0
Secured business & personal loans ...........       --          --          --
Installment/consumer loans ..................         47         229           4
                                                  ------------------------------
   Total ....................................         49         316           4

Recoveries:
Real estate loans ...........................       --          --          --
Unsecured business & personal loans .........          3           6           0
Secured business & personal loans ...........       --          --          --
Installment/consumer loans ..................         15          55          18
                                                  ------------------------------
   Total ....................................         18          61          18
                                                  ------------------------------

Net charge-offs .............................         31         255         -14
Provision for possible loan losses
 charged to operations ......................         90         410          60
                                                  ------------------------------
Balance at end of period ....................     $1,452      $1,393      $1,312
                                                  ==============================
Ratio of net charge-offs during period
  to average loans outstanding ..............       0.02%       0.20%     -0.01%
                                                  ==============================
</TABLE>
<PAGE>
7. Asset Quality

The following table summarizes non-performing loans:

<TABLE>
<CAPTION>
III.C.  NONACCRUAL, PAST DUE AND RESTRUCTURED LOANS
- ---------------------------------------------------

                                                          03/31/98     12/31/97
- --------------------------------------------------------------------------------
(In thousands)
<S>                                                          <C>            <C>
Loans 90 days or more past due and still accruing:
  Other ..........................................           $  6           $  1
Nonaccrual loans:
Mortgage loans:
    Single-family residential ....................            133            134
    Commercial real estate .......................            674            674
    Other ........................................            122            167
                                                             -------------------
Total nonaccrual loans ...........................            929            975
Restructured loans ...............................            --             --
Other real estate owned, net .....................            --             --
                                                             -------------------
Total ............................................           $935           $976
                                                             ===================
</TABLE>
<PAGE>

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

Bridge  Bancorp,  Inc.  (the  Company),  a New York  corporation,  is a one-bank
holding company formed effective March 31, 1989, and on a parent only basis, has
minimal results of operations. In the event the Company subsequently expands its
current  operations,  it will be dependent  on  dividends  from its wholly owned
subsidiary,  The  Bridgehampton  National  Bank (the  Bank),  its own  earnings,
additional  capital raised and borrowings as sources of funds.  The  information
below reflects  principally the financial condition and results of operations of
the Bank. The Bank's  results of operations  are primarily  dependent on its net
interest income, which is mainly the difference between interest income on loans
and investments and interest  expense on deposits.  Interest income on loans and
investments is a function of the average  balances  outstanding  and the average
rates  earned  during a period.  Interest  expense is a function  of the average
amount of interest-bearing  deposits and the average rates paid on such deposits
during a period.  The Bank also  generates  other income,  such as fee income on
deposit accounts and income from mortgage banking operations and merchant credit
card processing programs. The Bank's net income is further affected by the level
of its other  expenses,  such as employees'  salaries and benefits and occupancy
costs.  This  discussion  and analysis  should be read in  conjunction  with the
audited  consolidated  financial  statements  and notes thereto  included in the
Company's 1997 Annual Report on Form 10-KSB.


Financial Condition
- -------------------

The assets of the Registrant totaled $243,498,000 at March 31, 1998, an increase
of $10,386,000 or 4.5% from the year end. This increase  mainly results from the
increase in net loans of $10,942,000 or 8.0%,  partially offset by a decrease in
debt and equity  securities of $ 2,085,000 or 2.9%.  The source of funds for the
increase in assets was derived  from an increase in deposits of  $15,455,000  or
7.6%. Demand deposits decreased $2,334,000 or 3.67% over December 31, 1997. This
decrease is mainly attributed to seasonal fluctuations.  Certificates of deposit
of  $100,000  or more  increased  $10,834,000  or 51.9%  over the prior year end
primarily as a result of increased public fund deposits.


Total  stockholders'  equity was  $20,344,000  at March 31, 1998, an increase of
4.60% over  December  31,  1997.  The increase of $893,000 was the result of net
income for the three month period ended March 31,  1998,  of $820,000,  plus the
net increase in unrealized appreciation in securities available for sale, net of
tax, of $73,000.  The net increase in securities  available for sale is directly
attributable to appreciation due to changes in market conditions.
<PAGE>
Analysis of Net Interest Income
- -------------------------------

Net  interest  income,  the primary  contributor  to  earnings,  represents  the
difference  between  income on interest  earning assets and expenses on interest
bearing liabilities.

The  following  table sets forth certain  information  relating to the Company's
average consolidated  statements of financial condition and reflects the average
yields on assets and average  costs of  liabilities  for the three month periods
ended March 31, 1998 and 1997,  respectively.  Average balances are derived from
daily average balances.  Interest on nonaccruing loans has been included only to
the extent reflected in the consolidated statements of income. However, the loan
balances are included in the average amounts outstanding.


<TABLE>
<CAPTION>
I.A. & I. B.  DISTRIBUTION OF ASSETS, LIABILITIES AND STOCKHOLDERS' EQUITY: INTEREST RATES AND INTEREST DIFFERENTIAL



Three months ended March  31,                                        1998                                  1997
- ------------------------------------------------------------------------------------------------------------------------------------
(Dollars in thousands)
                                                                                  Average                                    Average
                                                     Average                      Yield/         Average                      Yield/
                                                     Balance        Interest       Cost          Balance       Interest        Cost
- ------------------------------------------------------------------------------------------------------------------------------------
Interest earning assets:
<S>                                                  <C>           <C>             <C>          <C>            <C>             <C> 
  Loans (including fee income) <F1> .............    $145,271      $  3,364        9.4%         $121,541       $  2,921        9.7%
  Deposits with banks ...........................         136             2        6.0%            2,024             25        5.0%
  Federal funds sold ............................         491             7        5.8%            4,141             53        5.2%
  Taxable investment securities .................      14,083           228        6.6%           18,085            294        6.6%
  Tax exempt investment securities ..............      29,214           330        4.6%           20,872            252        4.9%
  Other securities ..............................       1,083            19        7.1%            1,083             16        6.0%
  Mortgage backed securities ....................      25,639           449        7.1%           25,405            451        7.2%
                                                     -------------------------------------------------------------------------------

Total interest earning assets ...................    $215,917      $  4,399        8.3%         $193,151       $  4,012        8.4%

Interest bearing liabilities:
  Savings, N.O.W. and
    money market deposits .......................    $ 81,357      $    432        2.2%         $ 68,851       $    395        2.3%
  Certificates of deposit of $100,000
     or more ....................................      29,461           394        5.4%           29,026            379        5.3%
  Other time deposits ...........................      42,421           544        5.2%           43,135            551        5.2%
  Federal funds purchased .......................           0             0        0.0%                0              0        0.0%
  Other borrowings ..............................       3,293            44        5.4%              906             13        5.8%
                                                     -------------------------------------------------------------------------------

Total interest bearing liabilities ..............    $156,532      $  1,414        3.7%         $141,918       $  1,338        3.8%
                                                     -------------------------------------------------------------------------------

Net interest income/interest
  rate spread ...................................                  $  2,985        4.6%                        $  2,674        4.6%
                                                                   --------------------                        --------------------
Net earning assets/net yield on
  average interest earnings assets ..............    $ 59,385                      5.6%         $ 51,233                       5.6%
                                                     --------                    -----------------------                     ------
Ratio of interest earning assets to
  interest bearing liabilities ..................                                137.9%                                      136.1%
                                                                                 ------                                      ------
<FN>
<F1>
Interest on nonaccruing  loans has been included only to the extent reflected in
the consolidated  statements of income.  However, the loan balances are included
in average amounts outstanding.
<F2>
For  purposes  of this table the average  balances  for  investment  in debt and
equity  securities  exclude  unrealized  appreciation\depreciation  due  to  the
application of SFAS No. 115.
</FN>
</TABLE>

<PAGE>
Rate/Volume Analysis
- --------------------

The following table sets forth a summary  analysis of the relative impact on net
interest income of changes in the average volume of interest  earning assets and
interest  bearing  liabilities  and changes in average  rates on such assets and
liabilities.  Information  is provided in each  category with respect to changes
attributable to changes in volume (changes in volume  multiplied by prior rate),
changes  attributable to changes in rates (changes in rates  multiplied by prior
volume) and the net changes.  Due to the numerous  simultaneous  volume and rate
changes  during the period  analyzed,  it is not possible to precisely  allocate
changes between volume and rates. For presentation  purposes,  changes which are
not solely due to volume  changes or rate changes  have been  allocated to these
categories  based on the  respective  percentage  changes in average  volume and
average rates as they compare to each other. In addition, average earning assets
include nonaccrual loans.

I.C.  VOLUME AND YIELD/RATE VARIANCES
- -------------------------------------
<TABLE>
<CAPTION>
                            Three months ended March
                                 1998 Over 1997
(In thousands)
- --------------------------------------------------------------------------------
                                                    Changes Due To         Net
                                                   Volume       Rate     Change
                                                  ------------------------------
<S>                                              <C>        <C>        <C>
INTEREST INCOME ON INTEREST
   EARNING ASSETS:
Federal funds sold ...........................   ($   84)   $    38    ($   46)
Deposits with banks ..........................       (51)        28        (23)
Taxable investment securities ................       (65)        (1)       (66)
Tax exempt investment securities .............       181       (103)        78
Other securities .............................         0          3          3
Mortgage-backed securities ...................        19        (21)        (2)
Loans (including loan fee income*) ...........     1,102       (659)       443
                                                  ------------------------------
   Total interest earning assets .............     1,103       (716)       387
                                                  ------------------------------

INTEREST EXPENSE ON INTEREST
   BEARING LIABILITIES:

Savings, NOW and money market deposits .......       196       (159)        37
Certificates of deposits of $100,000 or more..         6          9         15
Other time deposits ..........................       (20)        13         (7)
Other borrowings .............................        38         (7)        31
                                                  ------------------------------
   Total interest bearing liabilities ........       220       (144)        76
                                                  ------------------------------
Net interest income ..........................       883       (572)       311
                                                  ------------------------------
</TABLE>
<PAGE>
Capital
- -------

The Bank is subject to various regulatory capital  requirements  administered by
the federal banking agencies.  Failure to meet minimum capital  requirements can
initiate  certain  mandatory and possibly  additional  discretionary  actions by
regulators  that,  if  undertaken,  could have a direct  material  effect on the
Bank's  financial   statements.   Under  capital  adequacy  guidelines  and  the
regulatory  framework for prompt corrective  action, the Bank must meet specific
capital  guidelines  that involve  quantitative  measures of the Bank's  assets,
liabilities,  and certain  off-balance  sheet items  calculated under regulatory
accounting  practices.  The Bank's capital amounts and  classification  are also
subject to  qualitative  judgments  by the  regulators  about  components,  risk
weightings, and other factors.

Quantitative  measures  established  by  regulation to ensure  capital  adequacy
require the Bank to maintain  minimum amounts and ratios (set forth in the table
below) of total and Tier 1  capital  (as  defined  in the  regulations)  to risk
weighted  assets (as  defined),  and of Tier 1 capital  (as  defined) to average
assets (as defined).  Management  believes,  as of March 31, 1998, that the Bank
meets all capital adequacy requirements to which it is subject.

The Bank's  actual  capital  amounts and ratios are  presented in the  following
table:


<TABLE>
<CAPTION>
As of March 31,                                                                                1998
- ------------------------------------------------------------------------------------------------------------------------------------
(In thousands)                                                                                                       To Be Well
                                                                                           For Capital            Capitalized Under
                                                                                             Adequacy             Prompt Corrective
                                                                       Actual                Purposes             Action Provisions
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                                                            <C>            <C>       <C>           <C>        <C>           <C>
                                                                Amount        Ratio     Amount      Ratio       Amount        Ratio
                                                               ---------------------------------------------------------------------
Total Capital (to risk weighted assets) ................       20,969         12.2%     13,790       >8.0%       17,238       >10.0%
Tier 1 Capital (to risk weighted assets) ...............       19,517         11.3%      6,895       >4.0        10,343       >6.0
Tier 1 Capital (to average assets) .....................       19,517          8.2%      9,523       >4.0        11,903       >5.0

As of December 31,                                                                             1997
- ------------------------------------------------------------------------------------------------------------------------------------
(In thousands)                                                                                                       To Be Well
                                CapitalizedtUnder                                          For Capital            Capitalized Under
                                PrompteCorrective                                            Adequacy             Prompt Corrective
                                                                       Actual                Purposes             Action Provisions
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                                                            <C>            <C>       <C>           <C>        <C>           <C>
                                                                     Amount          Ratio          Amount           Ratio
                                                                 -------------------------------------------------------------------
Total Capital (to risk weighted assets) ................       20,090         12.3%     13,104       >8.0%       16,381       >10.0%
Tier 1 Capital (to risk weighted assets) ...............       18,697         11.4%      6,552       >4.0         9,828       >6.0
Tier 1 Capital (to average assets) .....................       18,697          8.3%      9,037       >4.0        11,296       >5.0
</TABLE>

<PAGE>
Comparison  of  Operating  Results for the Three Months Ended March 31, 1998 and
- --------------------------------------------------------------------------------
1997
- ----

During  the first  three  months of 1998,  the  Registrant  earned net income of
$820,000 or $.58 per share as compared  with  $757,000 or $.54 per share for the
same  period in 1997.  Highlights  for the three  months  ended  March 31,  1998
include:  (i) a  $311,000  or 11.6%  increase  in net  interest  income;  (ii) a
$174,000 or 32.3% increase in total other income;  and (iii) a $371,000 or 18.4%
increase in total other expenses.

Net income for the first three  months of 1998  reflects  annualized  returns of
17.60% on average total  stockholders'  equity and 1.40% on average total assets
as compared to the  corresponding  figures for the  preceding  calendar  year of
18.52% on average total  stockholders'  equity and 1.49% on average total assets
excluding the gain on the sale of the  building.  Including the gain on the sale
of the  building,  return on  average  equity  was  23.08% and return on average
assets was 1.86% for the preceding calendar year.

For purposes of these calculations,  average  stockholder's  equity excludes the
effects of changes in the unrealized  appreciation  (depreciation) on securities
available for sale, net of taxes.

Net  interest  income,  the primary  source of income,  increased by $311,000 or
11.6% for the  current  three month  period over the same period last year.  The
increase  primarily  resulted from an increase in average total interest earning
assets from  $193,151,000 in the first three months of 1997 to $215,917,000  for
the comparable period in 1998, an 11.8% increase.  The yield on average interest
earning  assets at March 31,  1998  decreased  to 8.3% from 8.4% during the same
period in 1997. The cost of average  interest bearing  liabilities  decreased to
3.7% from 3.8% during the same period in 1997. The net yield on average  earning
assets of 5.6% for the period ended March 31, 1998 was consistent  with the same
period in 1997.

A $90,000  provision  for  possible  loan losses was made during the three month
period ended March 31, 1998, compared to a $60,000 provision for the same period
in 1997. The provision for loan losses for 1998 was used to increase the general
allocation as a result of average loans for the period increasing 19.5% over the
same period last year.  The  allowance  for  possible  loan losses  increased to
$1,452,000 at March 31, 1998, as compared to $1,393,000 at December 31, 1997. As
a  percentage  of loans the  allowance  was .97% at March 31,  1998 and 1.00% at
December  31,  1997.  The  allowance  as a  percentage  of  nonperforming  loans
(including  loans  past due 90 days or more and still  accruing)  was  156.3% at
March 31, 1998 compared to 142.6% at December 31, 1997.  The allowance  reflects
management's evaluation of classified loans,  charge-off trends,  concentrations
of credit and other  pertinent  factors.  It also reflects input from the Bank's
outside loan review consultants.

Total other income  increased during the three month period ended March 31, 1998
by $174,000 or 32.3% over the same period last year. Mortgage banking activities
totaled  $326,000,  an  increase  of $84,000 or 34.7% over the same  period last
year.  This increase  results from the Bank's  efforts to further  penetrate the
mortgage  market,  and the low interest rate  environment  fueling the refinance
market.  Other operating income totaled $188,000 an increase of $68,000 or 56.7%
over the same period last year. This increase  primarily  results from increased
fee income including new surcharges  imposed on non-bank  customers at automatic
teller machines and higher merchant processing revenues.

<PAGE>
Total other  expenses  increased  during the three month  period ended March 31,
1998 by $371,000  or 18.4% over the same  period  last year.  Salary and benefit
expense increased $133,000 or 12.1% over the same period in the prior year. This
increase  mainly results from  increased  staffing and salary  increases.  Other
operating  expenses  increased  $149,000 or 22.9% for the three month  period as
compared  to last  year,  primarily  as a result of  increased  loan  processing
expenses  relative to the mortgage banking  operations,  and increased  merchant
processing expenses both of which are attributable to increased volumes.

The  provision  for income taxes  increased  during the three month period ended
March 31, 1998 by $21,000 or 5.6% over the same period last year.  The effective
tax rate for the three month  period  ended March 31, 1998 was 32.5% as compared
to the prior year period of 33.1%.  mainly as a result of increased  benefits of
tax exempt income in the current year.

Asset/Liability Management
- --------------------------

The Company's primary earnings source is net interest income,  which is affected
by changes in the level of interest rates, the  relationship  between rates, the
impact  of  interest  rate  fluctuations  on asset  prepayments,  the  level and
composition of deposits,  and the credit quality of the portfolio.  Management's
asset/liability objectives are to maintain a strong, stable net interest margin,
to utilize its capital  effectively  without  taking undue risks and to maintain
adequate liquidity.

The  Company's  Asset/  Liability  Committee,  comprised  of  members  of senior
management and the Board,  meets  periodically to evaluate the impact of changes
in market interest rates on assets and liabilities, net interest margin, capital
and liquidity.  Risk assessments are governed by policies and limits established
by senior  management  which are  reviewed  and  approved  by the full  Board of
Directors.

Liquidity
- ---------

The  objective  of  liquidity  management  is  to  ensure  the  availability  of
sufficient  resources to meet all financial  commitments.  Liquidity  management
addresses  the  ability  to  meet  deposit   withdrawals  either  on  demand  or
contractual  maturity,  to repay other borrowings as they mature and to make new
loans and investments as opportunities arise.

The  Company's  most  liquid  assets are cash and cash  equivalents,  securities
available for sale,  and  securities  held to maturity due within one year.  The
levels of these assets are dependent  upon the Company's  operating,  financing,
lending and  investing  activities  during any given  period.  Other  sources of
liquidity include loan and security principal  repayments and maturities,  lines
of credit with other  financial  institutions,  the sale of securities  from the
available for sale portfolio,  and growth in the core deposit base. At March 31,
1998, the Company had aggregate lines of credit of $3,000,000 with correspondent
banks to provide short term credit for liquidity requirements.  The Company also
has the ability,  as a member of the Federal Home Loan Bank ("FHLB") system,  to
borrow approximately  $10,786,000.  At March 31, 1998 the Company had $2,000,000
in such borrowings outstanding.

The Company's  liquidity positions are monitored daily to ensure the maintenance
of an optimum level and efficient use of available  funds.  Management  believes
the Company has sufficient liquidity to meet its operating requirements.
<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

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

         (A) Exhibit Index
         -----------------

         11.0   Statement re: Computation of Per Share Earnings

         27.0 Financial Data Schedule

         (B) Reports on Form 8-K
         -----------------------

         Not applicable

         Submitted only with filing in electronic format.

<PAGE>

In accordance  with the  requirement of the Exchange Act, the registrant  caused
this  report to be  signed on its  behalf  by the  undersigned,  thereunto  duly
authorized.


                       BRIDGE BANCORP, INC.


Date: May 14, 1998  Thomas J. Tobin
                    ---------------
                    Thomas J. Tobin
                    President and Chief Executive Officer


Date: May 14, 1998  Christopher Becker
                    ------------------
                    Christopher Becker
                    Senior Vice President and Treasurer

<TABLE>
<CAPTION>
Bridge Bancorp Inc. and Subsidiary Computation of Per Share Earnings March 31, 1998

                                                                    Three Months Ended March 31,
                                                                            1998           1997
- ------------------------------------------------------------------------------------------------
<S>                                                                      <C>          <C>
Net income ...........................................................   $  820,000   $  757,000
                                                                         =======================
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING .................    1,407,999    1,407,600

WEIGHTED AVERAGE NUMBER OF COMMON SHARES EQUIVALENTS:
Net shares assumed to be issued for dilutive stock options:   ........       14,898            0
                                                                         -----------------------
TOTAL WEIGHTED AVERAGE COMMON AND COMMON EQUIVALENT SHARES OUTSTANDING    1,422,897    1,407,600
                                                                         =======================
EARNINGS PER COMMON SHARES ...........................................   $     0.57   $     0.54
                                                                         =======================
</TABLE>

<TABLE> <S> <C>

<ARTICLE>                              9
<CIK>                            0000846617
<NAME>                           Bridge Bancorp, Inc.
<MULTIPLIER>                       1,000
       
<S>                                  <C>
<PERIOD-TYPE>                      3-MOS
<FISCAL-YEAR-END>                Dec-31-1998
<PERIOD-END>                     Mar-31-1998
<CASH>                            13,260
<INT-BEARING-DEPOSITS>                66
<FED-FUNDS-SOLD>                       0
<TRADING-ASSETS>                       0
<INVESTMENTS-HELD-FOR-SALE>       58,914
<INVESTMENTS-CARRYING>            11,003
<INVESTMENTS-MARKET>              11,013
<LOANS>                          149,637
<ALLOWANCE>                        1,452
<TOTAL-ASSETS>                   243,499
<DEPOSITS>                       219,152
<SHORT-TERM>                       2,000
<LIABILITIES-OTHER>                2,002
<LONG-TERM>                            0
                  0
                            0
<COMMON>                           7,202
<OTHER-SE>                           607
<TOTAL-LIABILITIES-AND-EQUITY>   243,499
<INTEREST-LOAN>                    3,364
<INTEREST-INVEST>                  1,026
<INTEREST-OTHER>                       9
<INTEREST-TOTAL>                   4,399
<INTEREST-DEPOSIT>                 1,370
<INTEREST-EXPENSE>                 1,414
<INTEREST-INCOME-NET>              2,985
<LOAN-LOSSES>                         49
<SECURITIES-GAINS>                     0
<EXPENSE-OTHER>                    2,392
<INCOME-PRETAX>                    1,215
<INCOME-PRE-EXTRAORDINARY>         1,215
<EXTRAORDINARY>                        0
<CHANGES>                              0
<NET-INCOME>                         820
<EPS-PRIMARY>                        .58
<EPS-DILUTED>                        .57
<YIELD-ACTUAL>                      5.60
<LOANS-NON>                          929
<LOANS-PAST>                           6
<LOANS-TROUBLED>                       0
<LOANS-PROBLEM>                        0
<ALLOWANCE-OPEN>                   1,393
<CHARGE-OFFS>                         49
<RECOVERIES>                          18
<ALLOWANCE-CLOSE>                  1,452
<ALLOWANCE-DOMESTIC>               1,452
<ALLOWANCE-FOREIGN>                    0
<ALLOWANCE-UNALLOCATED>                0
        

</TABLE>


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