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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b)(c), AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2(b)
(Amendment No. __)*
INDEPENDENCE COMMUNITY BANK CORP.
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(Name of Issuer)
COMMON STOCK, $0.01 PAR VALUE PER SHARE
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(Title of Class of Securities)
453414 10 4
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(CUSIP Number)
December 31, 1998
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(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[x] Rule 13d-1(b)
Page 1 of 6 Pages
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CUSIP NO. 453414 10 4 13G Page 2 of 6 Pages
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1.
NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Independence Savings Bank Employee Stock Ownership Plan Trust
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2.
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ( )
(b) ( )
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3.
SEC USE ONLY
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4.
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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5.
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE VOTING
POWER
5,351,226
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6.
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SHARED
VOTING POWER
281,644
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7.
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE
DISPOSITIVE POWER
5,351,226
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8.
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SHARED
DISPOSITIVE POWER
281,644
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9.
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5,632,870
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10.
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ( )
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11.
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
7.89%
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12.
TYPE OF REPORTING PERSON
EP
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CUSIP NO. 453414 10 4 13G Page 3 of 6 Pages
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Item 1(a) Name of Issuer:
Independence Community Bank Corp.
Item 1(b) Address of Issuer's Principal Executive Office:
195 Montague Street
Brooklyn, New York 11201
Item 2(a) Name of Person Filing:
Independence Savings Bank Employee Stock Ownership Plan
Trust
Item 2(b) Address of Principal Business Office or, if None, Residence:
Independence Community Bank Corp.
195 Montague Street
Brooklyn, New York 11201
Item 2(c) Citizenship:
United States
Item 2(d) Title of Class of Securities:
Common Stock, par value $0.01 per share
Item 2(e) CUSIP Number:
453414 10 4
Item 3. If this statement is filed pursuant to Rules 13-d(b), or
13D-2(b), check whether the person filing is a:
[x] An employee benefit plan or endowment fund in
accordance with Rule 13d-1(b)(1)(ii)(F).
Item 4. Ownership.
(a) Amount beneficially owned:
5,632,870
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CUSIP NO. 453414 10 4 13G Page 4 of 6 Pages
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(b) Percent of class:
7.89%
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote
5,351,226
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(ii) Shared power to vote or to direct the vote
281,644
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(iii) Sole power to dispose or to direct the
disposition of
5,351,226
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(iv) Shared power to dispose or to direct the
disposition of
281,644
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The Independence Savings Bank Employee Stock Ownership
Plan Trust (the "Trust") was established pursuant to the
Independence Community Bank Corp. Employee Stock
Ownership Plan ("ESOP"). Under the terms of the ESOP,
the Trustee must vote the allocated shares held in the
ESOP in accordance with the instructions of the
participating employees. Unallocated shares held in the
ESOP will be voted by the ESOP Trustee in the same
proportion for and against proposals to shareholders as
the ESOP participants and beneficiaries actually vote
shares of Common Stock allocated to their individual
accounts. Any allocated shares which either abstain on
the proposal or are not voted will be disregarded in
determining the percentage of stock voted for and against
each proposal by the participants and beneficiaries.
Item 5. Ownership of Five Percent or Less of a Class.
Not Applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another
Person.
Marine Midland Bank is the trustee ("Trustee") of the
Trust which holds 5,632,870 shares of Common Stock, of
which 281,644 shares have been allocated to the accounts
of participating employees as of December 31, 1998 and
5,351,226 shares of which have not yet been allocated to
the accounts of participating employees and which will
be voted by the Trustee pursuant to the terms of the ESOP
and may be deemed to be beneficially owned by the Trust.
The ESOP does not own more than 5% on behalf of another
person.
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on by the Parent
Holding Company.
Not Applicable.
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CUSIP NO. 453414 10 4 13G Page 5 of 6 Pages
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Item 8. Identification and Classification of Members of the Group.
Not Applicable.
Item 9. Notice of Dissolution of Group.
Not Applicable.
Item 10. Certification.
By signing below, I certify that, to the best of my
knowledge and belief, the securities referred to above
were acquired and are held in the ordinary course of
business and were not acquired and are not held for the
purpose of or with the effect of changing or influencing
the control of the issuer of the securities and were not
acquired and are not held in connection with or as a
participant in any transaction having that purpose or effect.
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CUSIP NO. 453414 10 4 13G Page 6 of 6 Pages
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Independence Savings Bank Employee Stock
Ownership Plan Trust
Date: February 16, 1999 By: /s/ Irene Wexler
Name: /s/ Irene Wexler
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Title: Trust Account Office
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of Marine Midland Bank
Trustee for Independence Savings
Bank Employee Stock Ownership Plan Trust
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