INDEPENDENCE COMMUNITY BANK CORP
DEFA14A, 1998-08-28
SAVINGS INSTITUTIONS, NOT FEDERALLY CHARTERED
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                 Independence Community Bancorp
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Independence Savings bank
195 Montague Street
Brooklyn, New York 11201
718/722-5300

INDEPENDENCE

                                   August 28th, 1998


                            IMPORTANT REMINDER!!!
                            ---------------------
                      
Dear Stockholder:

     The first Annual Meeting of Stockholders of INDEPENDENCE COMMUNITY BANK 
CORP. is approaching fast and, according to our records, your vote for this 
important meeting has not been received.  Regardless of the number of shares 
you own, it is important that you be represented at this meeting.  Your vote 
is very important to us and we need your support.

     In addition to the election of Directors and ratification of our 
independent auditors, your Board of Directors is presenting for approval two 
stock incentive proposals at our meeting this year.  One plan presented is a 
stock option plan while the other is a stock grant plan.  Stock options and 
grants of stock are used to reward employees of the Company based upon the 
Company's performance, as well as their individual performance in making our 
Company a strong and competitive force in today's market place.  Stock 
options are also a useful tool in attracting highly skilled people to our 
Company and for motivating employees by tying their compensations directly to
the performance of the Company.  There are no previous stock incentive plans 
in place.  These two stock plans are very important to the successful 
operation of your Company and they align closely management focus with 
stockholder interests.  We are laying the groundwork to make Independence 
Community Bank Corp.  one of the best financial services companies in the 
industry, and we need your support.

      Your Board of Directors recommends a vote in favor of all proposals.
      --------------------------------------------------------------------

     Since the time remaining is short, we urge you to sign, date and return 
your vote as soon as possible.  Please save your Company the expense of 
additional solicitation costs by voting as soon as possible.  We appreciate 
your time and effort.  Please vote today.

                              Sincerely,


                              /s/ Charles J. Hamm
                              Charles J. Hamm 
                              Chairman, President and Chief Executive Officer

            IF YOU HAVE RECENTLY MAILED YOUR PROXY,
      PLEASE ACCEPT OUR THANKS AND DISREGARD THIS REQUEST.
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