---

**United States
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549**

****FORM 10-K/A****

| | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended **December 31, 2003**
| | ------------------------------------------------------------------------------------------------------------------------------------
| | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934                                            

|**Delaware**                                                     | **06-1497903**                           
|---------------------------------------------------------------- | -----------------------------------------
|*(State or Other Jurisdiction of Incorporation or Organization)* | *(I.R.S. Employer Identification Number)*
|                                                                 |                                          
|**18 Oakland Avenue**Warwick, New York                           | **10990-0591**                           
|*(Address of Principal Executive Offices)*                       | *(Zip Code)*                             

**(845) 986-2206***(Registrant's Telephone Number including area code)*

Securities Registered Pursuant to Section 12(b) of the Act:
**None**


Securities Registered Pursuant to Section 12(g) of the Act:
**Common Stock, par value $.01 per share**
*(Title of Class)*
**Preferred Stock Purchase Rights**
*(Title of Class)*

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 twelve months (or for such shorter period that the Registrant was required to file reports) and (2) has been subject to such requirements for
the past 90 days.
YES X      NO

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained
herein, and will not be contained, to the best of Registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendments to
this Form 10-K. [   ]

Indicate by check mark whether the Registrant is an accelerated filer (as defined in Rule 12b-2 of the Act).
YES X      NO

---

**ITEM 10.      Directors and Executive Officers of the Registrant**

(a)      **Directors of the Registrant**

*Thomas G. Kahn* was elected a director of The Warwick Savings Bank ("Warwick Savings" or
the "Bank") and the Company in December 2001. Mr. Kahn also serves as a director of Warwick Commercial Bank ("Warwick Commercial"). Mr. Kahn is President of Kahn Brothers and Company, Inc., an
investment management and advisory firm located in New York City with over $700 million of institutional and private funds under management. Mr. Kahn is a graduate of Cornell, and earned an MBA from
New York University. He is a director of Haggar Corporation (Nasdaq:HGGR), a member of the New York Society of Securities Analysts, and a chartered financial analyst. He serves as a director of the
Jewish Braille Institute of America, and serves as director and treasurer of both the New York City Job and Career Center and the Jewish Guild for the Blind.

*Fred M. Knipp* has served as a director of Warwick Savings since 1992 and of the Company since 1997.  He also serves as a director of Warwick Commercial, Towne Center Mortgage and Towne Center Bank.  He is the former President and Chief Executive Officer of, and is currently a director of, Warwick Valley Telephone Company, and he is also a director of Centrex Communications Corporation.

*Fred G. Kowal* joined the Company in 1999 and serves as Chairman of the Board and Chief
Executive Officer of the Company. He also serves as Chairman of the Board and Chief Executive Officer of Warwick Savings and as Chairman of the Board, President and Chief Executive Officer of The
Towne Center Bank ("Towne Center Bank"). He was appointed Chairman of the Board and Chief Executive Officer of the Company and Chairman of the Board of Warwick Savings in July 2001. He previously
served as Vice Chairman of the Company, and as Executive Vice President of the Company prior to 2001. In addition, Mr. Kowal serves as Chairman of the Board of Warwick Commercial and WSB Funding
Corp. ("WSB Funding") and as President of The Warwick Savings Foundation. He is also a director of Warsave Development, Inc. ("Warsave"), WSB Financial Services, Inc. ("WSB Financial"), Hardenburgh
Abstract Company of Orange County, Inc. ("Hardenburgh") and The Warwick Savings Foundation. Prior to joining the Company, Mr. Kowal served as Senior Vice President of PNC Bank and Senior Vice
President of First Union National Bank, where he worked for 16 years. Mr. Kowal serves on the Board of Regents of Felician College in Lodi, New Jersey, and he is also active in several
banking-related organizations.

*David F. McBride* was elected a director of Warwick Savings and the Company in February
2002. Mr. McBride also serves as a director of Warwick Commercial and Towne Center Bank. He is currently a partner of Harwood Lloyd, LLC, a Hackensack, New Jersey based law firm. Mr. McBride also
serves as Chairman of the Board of Keystone Property Trust (NYSE:KTR), a real estate investment trust with interests in over 26 million square feet of commercial real estate located in New York, New
Jersey, Pennsylvania, Florida, Indiana and South Carolina. He also serves as Chief Executive Officer of McBride Enterprises, Inc. and affiliated family real estate, construction and brokerage
companies since 1987 and has been a director of McBride Enterprises, Inc. and such affiliates since 1975. He has been a member of the Georgetown University Board of Regents since 1990. Mr. McBride
served as a director of Midlantic Corporation, Midlantic National Bank and various subsidiaries for 13 years prior to its merger with PNC Bank in 1996. Prior to 1987, he was a partner in the law firm
of Murphy, Ellis & McBride from 1977 to 1982, and an associate in the law firm of Robinson, Wayne & Greenberg from 1973 to 1977, all located in New Jersey. He is a member of the bars of
New Jersey and New York.

*Anthony R. Bottini* was elected a director of the Company and Warwick Savings in February
2002. He also serves as a director of Warwick Commercial. Mr. Bottini is the Chairman and founder of Bottini Fuel Oil Company, located in Wappingers Falls, New York, which is one of the 20 largest
privately held fuel oil businesses in the United States. In addition, Mr. Bottini is Chairman of Mid-Hudson Park Management, which invests in manufactured home communities, and he is also Chairman of
South Corporation, a holding company representing multiple gasoline and convenience store properties located in New York State. Mr. Bottini has over 30 years prior experience as a bank
director/trustee.

*Ronald J. Gentile* serves as President and Chief Operating Officer and a director of the
Company and as President and Chief Operating Officer and a director of Warwick Savings. Mr. Gentile joined Warwick Savings and has been a director of Warwick Savings since 1990 and President and
Chief Operating Officer and a director of the Company since 1997. Mr. Gentile also serves as a director of Warwick Commercial. In addition, he serves as President

---

*R. Michael Kennedy* has served as a director of Warwick Savings and the Company since
1997. Mr. Kennedy also serves as a director of Warwick Commercial, Towne Center Mortgage and Towne Center Bank, Warsave, WSB Financial, WSB Funding, Hardenburgh, and The Warwick Savings Foundation.
Mr. Kennedy is a general partner and manager of various real estate companies, all managed through Kennedy Companies, Inc. He is also the general managing partner of the Fireplace
Restaurant.

*Emil R. Krahulik* has served as a director of Warwick Savings since 1984 and of the
Company since 1997. He also serves as a director of Warwick Commercial, Towne Center Mortgage and Hardenburgh. He is a partner in the law firm of Bonacic, LoBiondo & Krahulik, LLP, and he
served as Warwick Savings' general counsel until January 2000, when he was succeeded as general counsel by his son, Robert E. Krahulik.

*John J. McDermott, III* has served as a director of Warwick Savings and the Company since
1999. He also serves as a director of Warwick Commercial, Warsave, WSB Financial, The Warwick Savings Foundation, and Towne Center Mortgage. Mr. McDermott is a managing partner in J.D. Blake Company
and in Land Investment Group of Newburgh, and he is President of Hudson West Realty Corp. Mr. McDermott also serves as a director of The Chamber of Commerce of Orange County, Inc.

*John W. Sanford, III* has served as a director of Warwick Savings since 1986 and of the
Company since 1997. Mr. Sanford also serves as a director of Warwick Commercial, WSB Funding and Towne Center Mortgage. Mr. Sanford also serves as President of John W. Sanford & Son, Inc., an
insurance agency, and is a partner in Maple Terrace Farms, a dairy and beef business.

*Robert N. Smith* has served as a director of Warwick Savings since 1994 and of the
Company since 1997. Mr. Smith also serves as a director of Warwick Commercial, Towne Center Mortgage, Hardenburgh and The Warwick Savings Foundation. He is currently President of Lazear-Smith Funeral
Homes and President of Lazear-Smith and Vander-Plaat Memorial Home. Mr. Smith is also sole proprietor of Smith and Gesell Associates, a bookkeeping and tax accounting service.

(b)      **Executive Officers of the Registrant**

Information concerning Executive Officers of Warwick Community Bancorp, Inc. is contained under
the caption "Executive Officers" in Part I of this Form 10-K, and is incorporated hereby by reference.

(c)      **Audit Committee Membership**

The Audit Committee is currently comprised of Messrs. Bottini, Knipp, Sanford and Smith. The
Board of Directors has determined that although none of its members is an "audit committee financial expert" as defined in Item 401(h) of Regulation S-K of the Securities Exchange Act of 1934, all of
the Audit Committee members meet the independence and financial literacy requirements and one member is financially sophisticated as set forth in the NASD's listing standards. The Board believes the
members of the Audit Committee are qualified to fulfill the responsibilities of this committee. The Board has in the past and will continue to search for an appropriate new board member who can also
serve as an audit committee financial expert.

(d)      **Compliance with Section 16(a) of the Exchange Act**

Under the securities laws of the United States, the Company's directors and executive officers,
and any person holding more than ten percent of the Company's common stock, are required to file initial reports of ownership of the Company's common stock and reports of changes in that ownership
with the SEC. Specific due dates for these reports have been established, and the Company is required to disclose in this proxy statement any failure to file by these dates

---

(e)      **Code of Ethics**

The Company has adopted a code of ethics that applies to the Company's principal executive
officer, principal accounting officer, and persons performing similar functions, and to all of the Company's other employees and directors. A copy of the Company's code of ethics is available on the
Company's Internet website address, http://www.warwicksb.com.

**ITEM 11.      Executive Compensation**

The following table sets forth summary information concerning compensation earned by or paid to
the Company's Chief Executive Officer and any other executive officer, whose total salary and bonus exceeded $100,000, for services rendered to the Company and its affiliates in all capacities during
the fiscal year ended December 31, 2003. Each of these officers received perquisites and other personal benefits in addition to salary and bonus during the periods stated. The aggregate amount of
these perquisites and other personal benefits, however, did not exceed the lesser of $50,000 or 10% of the total of their annual salary and bonus and, therefore, has been omitted as permitted by the
rules of the SEC.

**Summary Compensation Table**

|                                   |          | **Annual Compensation** | **Long-Term
Compensation
Awards** |                                       
|---------------------------------- | -------- | ----------------------- | --------------------------------- | --------------------------------------
|**Name and
Principal Position**    | **Year** | **Salary
($)**          | **Bonus
($)**                     | **Restricted
Stock
Awards
($)**(1)****
|                                   |          |                         |                                   |                                       
|Fred G. Kowal(2)                   | 2003     | $350,000                | $       ---                       | ---                                   
|*Chairman of the Board and CEO*    | 2002     | 225,000                 | 100,000                           | ---                                   
|                                   | 2001     | 165,000                 | 35,000                            | $528,750                              
|                                   |          |                         |                                   |                                       
|Ronald J. Gentile                  | 2003     | $170,300                | $       ---                       | ---                                   
|*President and COO*                | 2002     | 170,000                 | ---                               | ---                                   
|                                   | 2001     | 170,000                 | ---                               | ---                                   
|                                   |          |                         |                                   |                                       
|Arthur W. Budich                   | 2003     | $125,000                | $       ---                       | ---                                   
|*Senior Vice President, Treasurer* | 2002     | 120,000                 | ---                               | ---                                   
|*and CFO*                          | 2001     | 120,000                 | ---                               | ---                                   
|                                   |          |                         |                                   |                                       

|(1) | As of December 31, 2003, the number of shares and the value of restricted common stock held by the each of the named executive officers was as follows: Mr.
Kowal, 17,854 shares/$614,178; Mr. Gentile, 8,878 shares/$305,403; and Mr. Budich, 3,804 shares/$130,858. Dividends are paid on the restricted stock at the rate paid to all shareholders.
|--- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(2) | Mr. Kowal was appointed Chairman of the Board and Chief Executive Officer in July 2001.                                                                                                                                                                                                                                                               
|(3) | Includes the Bank's contributions under the 401(k) Plan, ESOP and BRP, as follows:                                                                                                                                                                                                                                                                    

---

|                  | **401(k)** |  | **ESOP** |  | **BRP**  |  | **Total**
|----------------- | ---------- |  | -------- |  | -------- |  | ---------
|Fred G. Kowal     | $ 4,500    |  | $52,921  |  | $ 62,470 |  | $ 119,891
|Ronald G. Gentile | 4,896      |  | 50,292   |  | 5,470    |  | 60,658   
|Arthur W. Budich  | 3,750      |  | 36,389   |  | ---      |  | 40,139   

The following table summarizes for each of the named executive officers information relating to
stock options exercised by him during the fiscal year ended December 31, 2003, and the number and value of unexercised stock options held by the named executive officers at year end. The dollar
amounts set forth in the table below under the "Value Realized" column represent the difference between the fair market value of the underlying stock on the exercise date and the exercise or base
price of the option(s). The dollar amounts set forth in the table below under the "Value of Unexercised In-the-Money Options/SARs at FY-End" column represent the difference between the exercise or
base price of the named executive officer's stock option(s) and the $34.40 closing price per share of Company common stock as quoted on the Nasdaq National Market on December 31, 2003. The amounts
set forth in the column "Value of Unexercised In-the-Money Options at FY-End," unlike the amounts set forth in the column "Value Realized," have not been, and may never be, realized. These options
have not been, and may not ever be, exercised. Actual gains, if any, on exercise will depend on the value of Company common stock on the date of exercise. There can be no assurance that these values
will be realized. Unexercisable options are those which have not yet vested. No stock options were granted to the named executive officers during the fiscal year ended December 31, 2003.

**Aggregated Option/SAR Exercises in Last Fiscal Year and FY-End Option/SAR Values**

|**Name**          | **Shares
Acquired
on
Exercise
#** | **Value
Realized
$** | **Number of Securities Underlying Unexercised
Options/SARs at FY-End
(#)** | **Value of Unexercised
In-the-Money
Options/SARs at FY-
End
($)**
|----------------- | --------------------------------- | -------------------- | -------------------------------------------------------------------------- | -----------------------------------------------------------------
|**Exercisable**   | **Unexercisable**                 | **Exercisable**      | **Unexercisable**                                                         
|                  |                                   |                      |                                                                            |                                                                  
|Fred G. Kowal     | ---                               | ---                  | 38,000                                                                     | 42,000                                                           
|Ronald J. Gentile | ---                               | ---                  | 65,000                                                                     | ---                                                              
|Arthur W. Budich  | ---                               | ---                  | 35,000                                                                     | ---                                                              

**** *Employment Agreements.*
    The Company has entered into an employment agreement with each of Mr. Kowal, Mr. Gentile and Mr. Budich. These employment agreements
provide for three-year terms ending on February 15, 2005, except that Mr. Kowal's provides for a three-year term with automatic daily extensions such that the remaining terms of his employment
agreement shall be three years unless written notice of non-renewal is given by the Company or him, and in any event will terminate on the last day of the month following his 68th
birthday. The employment agreements provide that the executive's base salary will be reviewed annually and may be increased, but not decreased, on the basis of such officer's job performance and the
overall performance of the Company. The employment agreements also provide for, among other things, entitlement to participation in stock, retirement and welfare benefit plans and reimbursement for
ordinary and necessary business expenses. The executives would also be entitled to reimbursement of certain costs incurred in interpreting or enforcing their employment agreements. The employment
agreements provide for termination by the Company at any time for "cause" as defined in the employment agreements.

In the event that (i) the Company terminates an Executive's employment for reasons other than for
cause, (ii) an executive resigns from the Company for certain reasons specified in the employment agreements or (iii) a

---

In addition, the employment agreements with Messrs. Kowal, Gentile and Budich also
provide that in the event that any of the executives become subject to the excise tax on "excess
parachute payments" under Section 4999 of the Internal Revenue Code of 1986, as amended, the
executive would become entitled to an additional payment such that the executive would be
placed in the same after-tax position as if no such excise tax had been imposed.

Contemporaneously with the execution of the merger agreement with Provident Bancorp,
Inc. on March 15, 2004 (the "Provident Merger Agreement"), each of Messrs. Kowal, Gentile
and Budich entered into agreements with Warwick Community Bancorp whereby such executive
would receive a lump sum cash payment at the merger effective date of $1,869,385, $896,600
and $540,009, respectively, in lieu of any payments under their employment agreements, other
than the excise tax gross-up payments, and indemnification for attorneys' fees incurred to defend
or enforce the surviving terms of the agreements, which provisions will survive in their entirety.

*Benefit Restoration Plan.* The Benefit Restoration Plan, or the BRP, adopted by the
Company provides eligible employees with the benefits that would be due to the employees under the Company's Pension Plan, 401(k) Savings Plan and the ESOP if such benefits were not limited under the
provisions of the Internal Revenue Code. The BRP also makes up allocations lost by participants of the ESOP who retire prior to the complete repayment of the ESOP loan. BRP benefits to be provided
with respect to the pension plan are reflected in the pension table below and BRP benefits to be provided with respect to the ESOP and the 401(k) plan are reflected in the Summary Compensation Table
above.

Contemporaneously with the execution of the Provident Merger Agreement, Messrs.
Kowal and Gentile each entered into an agreement with Warwick Community Bancorp whereby
such executive would receive, within 30 days of the effective time of the merger, a lump sum
payment of $200,000 and $195,000, respectively (representing the amount accrued for such executive as of December 31, 2003), and an additional amount to be determined representing the accrual for the period from January 1, 2004 through the effective time of the merger, in full satisfaction of all of their respective rights under the Benefit Restoration Plan.

*Pension Plan.* All eligible employees of the Company, as of the curtailment date of April
30, 2002, participate in the Warwick Savings' non-contributory, defined benefit pension plan. All employees, except (i) those paid on an hourly basis or contract basis, (ii) leased employees or (iii)
employees regularly employed by outside employers for maintenance of properties, are eligible to participate in the Pension Plan upon the later of (i) the end of the twelve-month period in which he
completes 1,000 hours of service or (ii) the date he attains age 21. The Pension Plan provides an annual benefit for each participant equal to 2% of the participant's average annual compensation,
multiplied by the participant's years of credited service, up to a maximum of 30 years.

Average annual compensation is the average of a participant's compensation (excluding amounts
attributable to the vesting of restricted stock awards and the exercise of stock options) over the three years of employment out of the participant's last 10-year period of employment during which
the participant's compensation is the highest. A participant is fully vested in his or her pension benefit after five years of service. The pension plan is funded by Warwick Savings on an actuarial
basis, and all assets are held in trust by the pension plan trustee.

*Pension Plan Table.* The following table sets forth the estimated annual benefits payable
under the Pension Plan upon a participant's normal retirement at age 65, expressed in the form of a single life annuity, and any related amounts payable under the BRP, for the average annual
compensation and years of credited service specified.

---

|**Average Annual
Compensation** | **Years of Credited Service at Retirement**
|------------------------------- | -------------------------------------------
|**15**                          | **20**                                     
|                                |                                            
|$125,000                        | $37,500                                    
|150,000                         | 45,000                                     
|175,000                         | 52,500                                     
|200,000                         | 60,000                                     
|225,000(3)                      | 67,500                                     
|250,000(3)                      | 75,000                                     
|300,000(3)                      | 90,000                                     

|(1) | The annual benefits shown in the table above assume the participant would receive his or her retirement benefits under the pension plan and the BRP in the
form of a straight life annuity at normal retirement age.                                                                                                                   
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(2) | Normal retirement benefits are limited to 60% of average annual compensation.                                                                                                                                                                                                                                                          
|(3) | For plan years beginning in 2004, the annual compensation for calculating benefits under the Internal Revenue Code may not exceed $205,000. The table
reflects amounts payable in conjunction with the BRP.                                                                                                                            
|(4) | These are hypothetical benefits based upon the pension plan's normal retirement benefit formula. The maximum annual benefit permitted under the Internal
Revenue Code in 2003 is $160,000. The BRP will provide the difference between the amounts appearing in this table and the maximum amount allowed by the Internal Revenue Code.

The following table sets forth the years of credited service and the average annual compensation
(as defined above), as of the Pension Plan curtailment date of April 30, 2002, for each of the individuals named in the Summary Compensation Table.

|            | **Years of Credited Service** | **Average
 Annual**
|----------- | ----------------------------- | -------------------
|            | **Years**                     | **Months**         
|            |                               |                    
|Mr. Kowal   | 2                             | 3                  
|Mr. Gentile | 11                            | 11                 
|Mr. Budich  | 16                            | 3                  

Effective as of January 1, 2003, the Company adopted the Warwick Community Bancorp, Inc.
Supplemental Executive Retirement Plan (the "SERP") to provide for supplemental retirement benefits for Mr. Kowal. The SERP is designed to provide monthly benefits over a 10-year period to Mr. Kowal
upon his retirement. The benefit payable to Mr. Kowal upon retirement is a function of years of service earned after December 31, 2002 and the maximum annual benefit, $200,000. Generally, reduced
early retirement benefit payments under the SERP can commence upon the later of the date of the termination of Mr. Kowal's employment or age 60; otherwise, benefit payments generally will commence at
age 62. Mr. Kowal is fully vested under the SERP, however, if he is terminated for cause he is not entitled to any benefits under the SERP.

If Mr. Kowal dies before receiving any retirement benefits under the SERP, three additional years
of service will be credited in calculating retirement benefits and his designated beneficiary will receive payment of his retirement benefits. If he dies after he has begun to receive retirement
benefits under the SERP, the remaining payments will continue to made to his designated beneficiary for the rest of the payout period. The committee administering the SERP may, however, accelerate
the payment of Mr. Kowal's retirement benefits at such time and

---

The SERP is an unfunded plan. As of December 31, 2003, the monthly benefit payments that would be
paid under the SERP would be approximately $7,448.

Contemporaneously with the execution of the Provident Merger Agreement, Mr. Kowal
entered into an agreement whereby he has agreed to accept a lump sum cash payment of
$1,258,978 on the effective date of the merger in lieu of any payments under the SERP.

**Directors Compensation**

**Fee Arrangements**

**** The Boards of Directors of the Company and its wholly owned and principal
operating subsidiary, Warwick Savings, have identical membership. Directors who were employed by the Company or its subsidiaries do not receive fees for their service on these Boards or for any Board
committees on which they serve. Each non-employee director of the Company and Warwick Savings receives the following compensation for service on these Boards, as follows:

- in the aggregate, a $10,000 annual retainer paid quarterly in Company common stock for his service as a director on these Boards; and
- $500 for each board meeting attended, with board meetings of the Company and Warwick Savings occurring on the same day counting as one meeting for purposes of board fees.

Audit committee members receive a $3,000 annual retainer paid quarterly and a fee of $300 for each audit committee meeting they attend; no separate fees are
paid for attendance at any other board committee meetings. Messrs. Kennedy, Knipp and McBride also serve on the Board of Directors of the Towne Center Bank, an operating subsidiary of the Company,
and receive a fee of $500 for each Towne Center Bank board meeting attended.

In April 2002, the Company's shareholders approved a Voluntary Retainer Stock and Deferred
Compensation Plan For Directors. This plan allows the Company's directors to elect to receive fees otherwise payable in cash in the form of Company common stock and to defer all or a portion of their
director fees. The plan provides for the deferral of a director's (i) cash compensation in the form of either cash-equivalent units or share-equivalent units and (ii) the annual retainer, which is
otherwise payable in Company common stock, in the form of share-equivalent units. Cash-equivalent unit deferrals accrue phantom interest at the rate the Compensation Committee of the Board of
Director specifies from time to time, but in no event in excess of the Warwick Savings' prime rate available to its customers during the applicable quarter. Share-equivalent units accrue phantom
dividends and appreciate (or depreciate) as would an actual share of Company common stock purchased on the deferral date. After the participant's service as a director terminates, cash-equivalent
units will be paid in cash and stock-equivalent units will be paid in shares of Company common stock.

**Compensation Committee Interlocks and Insider Participation**

During 2003, the Compensation Committee consisted of Anthony R. Bottini, R. Michael Kennedy,
Thomas G. Kahn , Fred M. Knipp, David F. McBride, John J. McDermott, III, John W. Sanford, III and Robert N. Smith.

Mr. Krahulik is a partner in the law firm of Bonacic, LoBiondo & Krahulik, LLP, which
Warwick Savings retains to provide certain legal services. During the fiscal year ended December 31, 2003, Warwick Savings paid $127,694 to such firm for legal services provided during such period.
Mr. Krahulik's firm also received fees in the amount of $333,530 from third parties pursuant to its representation of Warwick Savings in loan closings and other legal matters for the fiscal year
ended December 31, 2003. In addition, Mr. McBride is a partner in the law firm of Harwood Lloyd, LLC, which Warwick Savings and Towne Center Bank retain to provide legal services from time to
time.

From time to time, the Company's bank subsidiaries make loans or extend credit to the Company's
directors and executive officers, including members of the Compensation Committee, and to certain persons related to them, to the extent consistent with applicable laws and regulations. All such
loans are made in the ordinary course of business and on the same terms, including interest rates and collateral, as those prevailing at the time for comparable

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|**ITEM 12.** | **Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters**
|------------ | --------------------------------------------------------------------------------------------------

The following table sets forth certain information as to those persons believed by management to
be beneficial owners of more than 5% of the Company's outstanding shares of common stock as of March 15, 2004. Except as otherwise indicated, the information provided in the following table was
obtained from filings with the Securities and Exchange Commission pursuant to the Securities Exchange Act of 1934, as amended. For purposes of the following table and the table set forth under
"Beneficial Stock Ownership of Management" below, a person is deemed to beneficially own any shares of common stock (a) over which such person has, directly or indirectly, sole or shared voting or
investment power or (b) of which such person has the right to acquire beneficial ownership, including the right to acquire beneficial ownership by the exercise of stock options, at any time within 60
days of March 15, 2004. Voting power includes the power to vote, or direct the voting of, such shares, and investment power includes the power to dispose, or direct the disposition of, such shares.
As of March 15, 2004, there were 4,498,724 shares of Company common stock outstanding.

|**Name and Address of
Beneficial Owner**                                                                                                               | **Amount and Nature
of Beneficial
Ownership** | **Percent of
Common Stock
Outstanding**
|------------------------------------------------------------------------------------------------------------------------------------------------------ | --------------------------------------------- | ---------------------------------------
|                                                                                                                                                       |                                               |                                        
|Warwick Community Bancorp, Inc.
Employee Stock Ownership Plan
18 Oakland Avenue
Warwick, New York 10990-0591                                           | 460,370(1)                                    | 10.23%                                 
|                                                                                                                                                       |                                               |                                        
|Citigroup Global Markets, Inc.
Citigroup Financial Products, Inc.
Citigroup Global Markets Holdings Inc.
388 Greenwich Street
New York, New York 10013 | 430,983(2)                                    | 9.58%                                  
|and                                                                                                                                                    |                                               |                                        
|Citigroup Inc.
399 Park Avenue
New York, New York 10043                                                                                                |                                               |                                        
|                                                                                                                                                       |                                               |                                        
|Kahn Brothers & Co., Inc.
555 Madison Avenue, 22nd Floor
New York, New York 10022                                                                      | 428,415(3)                                    | 9.52%                                  
|                                                                                                                                                       |                                               |                                        



|(1) | The Employee Stock Ownership Plan, referred to as the ESOP, is administered by the ESOP Committee consisting of the Company's President and Chief Operating
Officer, Ronald J. Gentile, as plan administrator and a committee established pursuant to the ESOP, consisting of Company officers. The ESOP Committee may instruct the ESOP trustee, RS Group Trust
Co., regarding investment of assets held in the ESOP. The ESOP generally votes all allocated shares held in the ESOP in accordance with the instructions of participants. As of December 31, 2003,
190,380 of the 460,370 shares held in the ESOP were allocated to participants. Pursuant to the terms of the ESOP, allocated shares for which no instructions are given and unallocated shares are
generally voted by the ESOP in a manner calculated to most accurately reflect the voting instructions received from participants regarding the allocated shares so long as such vote is in accordance
with the requirements of the Employee Retirement Income Security Act of 1974, as amended.
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(2) | Based on information in a Schedule 13G/A, dated February 17, 2004, filed by Citigroup Global Markets, Inc. ("CGM"), a New York corporation, Citigroup
Financial Products, Inc. ("CFP"), a Delaware corporation, Citigroup Global Markets Holdings Inc. ("CGMH"), a New York corporation and Citigroup Inc. ("Citigroup"), a Delaware corporation. CGM, CFP,
CGMH and Citigroup have reported shared voting and shared dispositive power over all of the shares shown.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                

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|(3) | Based on information provided to us as of March 15, 2004, by Mr. Thomas G. Kahn, President and Director of Kahn Brothers & Co., Inc. , a New York
corporation and registered investment advisor. Kahn Brothers & Co., Inc. has reported shared voting and dispositive power over all of the shares shown. The reporting person may acquire or
dispose of additional shares on behalf of its clients from time to time. Mr. Kahn is also a Director of the Company. See "Beneficial Stock Ownership of Management" below for additional shares
beneficially owned by Mr. Kahn.
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

The following table sets forth information with respect to the shares of Company common stock
beneficially owned by each director of the Company, by each named executive officer of the Company identified in the Summary Compensation Table included under Item 11 of this annual report on Form
10-K and by all directors and executive officers as a group as of March 15, 2004. Except as otherwise indicated, each person shown in the table has sole voting and investment power with respect to
the shares of common stock indicated. The titles for the individuals listed in the following table are Company titles, except as otherwise noted.

|**Name**                                                     | **Title**                                                    | **Amount and Nature of Beneficial
Ownership(1)(2)(3)(4)(5)** | **Percent of
Common
Stock
Outstanding**
|------------------------------------------------------------ | ------------------------------------------------------------ | ------------------------------------------------------------ | ---------------------------------------
|Fred G. Kowal                                                | Chairman of the Board and Chief
Executive Officer            | 76,888                                                       | (6)                                    
|Ronald J. Gentile                                            | President, Chief Operating Officer
and Director              | 133,970                                                      | (6)                                    
|Arthur W. Budich                                             | Senior Vice President, Treasurer and
Chief Financial Officer | 85,469                                                       |                                        
|Anthony R. Bottini                                           | Director                                                     | 25,705                                                       | (7)                                    
|Thomas G. Kahn                                               | Director                                                     | 58,916                                                       | (7)(8)                                 
|R. Michael Kennedy                                           | Director                                                     | 74,120                                                       |                                        
|Fred M. Knipp                                                | Director                                                     | 45,501                                                       |                                        
|Emil R. Krahulik                                             | Director                                                     | 35,120                                                       |                                        
|David F. McBride                                             | Director                                                     | 10,948                                                       |                                        
|John J. McDermott, III                                       | Director                                                     | 34,517                                                       |                                        
|John W. Sanford, III                                         | Director                                                     | 35,367                                                       | (7)                                    
|Robert N. Smith                                              | Director                                                     | 46,755                                                       |                                        
|All directors and executive officers as a group (12 persons) | 663,276                                                      |                                                              | 13.95%                                 

|*   | Represents less than 1.0% of the outstanding common stock.                                                                                                                                                                                                                                                                                                                                                                                                       
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(1) | Includes the following number of shares which individuals have the right to acquire beneficial ownership of by the exercise of vested stock options: Mr.
Kowal, 44,000 shares; Mr. Gentile, 65,000 shares; Mr. Budich, 35,000 shares; each of Messrs. Kennedy, Knipp, Sanford and Smith, 19,819 shares; Mr. Krahulik, 17,319 shares; Mr. McBride, 8,000 shares;
Mr. McDermott, 8,000 shares; and all directors and executive officers as a group, 256,595 shares.
|(2) | Includes the following number of shares that have been allocated as of December 31, 2003 to individual accounts of ESOP participants: Mr. Kowal, 1,539
shares; Mr. Gentile, 1,462 shares; Mr. Budich, 1,058 shares;                                                                                                                                                                                                                                              

---

|    | and all executive officers as a group, 4,059 shares. Such persons have voting power (subject to the duties of the ESOP trustee) but no
investment power, except in limited circumstances, as to these shares. The figures shown do not include 190,380 shares of Company common stock that have not been allocated to any individual's account
and as to which the members of the Company's ESOP Committee and each of the participants identified in the table may be deemed to share investment power, except in limited circumstances, thereby
causing each such person to be deemed a beneficial owner of such unallocated shares. Each of the members of the ESOP Committee and the participants identified in the table disclaims beneficial
ownership of such shares and, accordingly, such shares are not attributed to the members of the ESOP Committee or the participants identified in the table individually.
|--- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(3) | Includes the following number of shares held in the Company's 401(k) Savings Plan that have been allocated as of February 28, 2004, the latest
practicable date, to individual accounts as follows: Mr. Kowal, 735 shares; Mr. Gentile, 11,803 shares; and Mr. Budich, 5,882 shares; and all executive officers as a group, 18,420 shares. Such
persons have shared voting and investment power as to such shares.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|(4) | Includes the following number of restricted shares of Company common stock over which each individual has sole voting but no investment power: Mr. Kowal,
17,854 shares; Mr. Gentile, 8,878 shares; Mr. Budich, 3,804 shares; each of Messrs. Kennedy, Knipp, Krahulik, Sanford and Smith, 2,141 shares; and all directors and executive officers as a group,
41,241 shares.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|(5) | Includes the following number of shares over which individuals may be deemed to share voting and investment power (other than as disclosed in notes 1, 2, 3,
and 4): Mr. Gentile, 15,000 shares; Mr. Budich, 8,500 shares; Mr. Kennedy, 1,078 shares; Mr. Knipp, 15,000 shares; Mr. McDermott, 1,000 shares; Mr. Kahn 52,600; and all directors and executive
officers as a group, 93,178 shares.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|(6) | Does not include 4,638 and 3,524 share-equivalent units credited to Mr. Kowal's and Mr. Gentile's share-unit accounts, respectively, under the Company's
Benefit Restoration Plan, or BRP. The value of these share-equivalent units mirrors the value of the Company common stock. The amounts ultimately realized by these individuals will reflect changes in
the market value of the Company's common stock from the date of accrual until the date of payout. The share-equivalent units do not have voting rights, but are credited with dividend equivalent
units. Share-equivalent units under the BRP are payable only in cash.                                                                                                                                                                                                                                                                                   
|(7) | Includes share-equivalent units, as follows: Messrs Bottini, Kahn and Sanford, 603 shares, 996 shares and 961 shares, respectively, in deferral accounts.
The value of these share-equivalent units mirrors the value of the Company common stock. The amounts ultimately realized by these individuals will reflect changes in the market value of the Company's
common stock from the date of deferral until the date of payout. The share-equivalent units do not have voting rights, but are credited with dividend equivalent units.                                                                                                                                                                                                                                                                                                                                                                                  
|(8) | Does not include 369,499 shares held by Kahn Brothers & Co., Inc. of which Mr. Kahn disclaims beneficial ownership. See footnote 3 under the "
Beneficial Stock Ownership of 5% or More Shareholders" table above.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         

**Equity Compensation Plan Information Table**

The following table provides information as of December 31, 2003 with respect to shares of
Company common stock that may be issued under the Company's existing equity compensation plans and arrangements, which include the Company's Stock Option Plan, Recognition and Retention Plan and
Voluntary Retainer Stock and Deferred Compensation Plan For Directors. Each of the foregoing plans has been approved by the Company's shareholders and filed with the Securities and Exchange
Commission.

---

|Plan Category                                              | Number of securities to
be issued upon exercise
of outstanding options
warrants and rights | Weighted-average
exercise price of
outstanding options
warrants and rights | Number of securities
remaining available for
future issuance under
equity compensation plans
|---------------------------------------------------------- | ------------------------------------------------------------------------------------------ | -------------------------------------------------------------------------- | --------------------------------------------------------------------------------------------
|Equity compensation plans
   approved by security holders  | 459,542(1)                                                                                 | $17.48                                                                     | 343,195(2)                                                                                  
|Equity compensation plans
not approved by security holders | ---                                                                                        | ---                                                                        | ---                                                                                         

---

|(1) | This amount does not include shares available for issuance under the Company's Voluntary Retainer Stock and Deferred Compensation Plan For Directors.
This plan permits the deferral of director compensation into either an interest-bearing or share-equivalent account. Deferrals in the share-equivalent account are valued as if each deferral were
invested in Company common stock as of the deferral date, and are paid out only in shares of Company common stock, on a one-for-one basis. The share-equivalent units do not have voting rights, but
are credited with dividend equivalent units. As of December 31, 2003, there were 2,638 share-equivalent units outstanding in the share-equivalent accounts under this plan.
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(2) | Includes 268,195 shares available for future grants under the Company's Stock Option Plan and 75,000 shares that may be distributed in settlement of
share-equivalent accounts deferred under the Company's Voluntary Retainer Stock and Deferred Compensation Plan For Directors.                                                                                                                                                                                                                                                                                                                                                                                                                                                       

**ITEM 13.       Certain Relationships and Related Transactions**

From time to time, the Company's bank subsidiaries make loans or extend credit to the Company's
directors and executive officers and to certain persons related to them, to the extent consistent with applicable laws and regulations. All such loans are made in the ordinary course of business and
on the same terms, including interest rates and collateral, as those prevailing at the time for comparable transactions with other persons, and do not involve more than the normal risk of
collectibility or present other unfavorable features. In addition, Warwick Savings has committed a line of credit of $4 million to Warwick Valley Telephone Company, which line of credit had a zero
balance at December 31, 2003. Mr. Knipp is a director and the former Chief Executive Officer of Warwick Valley Telephone Company.

**ITEM 14.       Principal Accountant Fees and Services**

KPMG LLP was the Company's principal auditor for fiscal 2002 and 2003. The aggregate fees billed
to the Company by KPMG LLP and its affiliates for the fiscal years ended December 31, 2002 and 2003 were as follows:

|                       | Year Ended December 31,
|---------------------- | -----------------------
|                       | 2002                   
|Audit Fees             | $121,000               
|Audit Related Fees (1) | 30,000                 
|Tax Fees (2)           | 55,000                 
|All Other Fees (3)     | 23,550                 
|                       |                        

|(1) | Primarily for audit related work pertaining to the Company's employee benefit
plans.
|--- | ------------------------------------------------------------------------------------
|(2) | Primarily for tax compliance, tax advice and tax return preparation services.       
|(3) | Primarily for consultations related to the Company's health plan.                   

The Company's Audit Committee pre-approves all audit and permissible non-audit services provided
by the Company's independent auditors. These services may include audit services, audit-related services, tax services and other services. Prior to engaging the Company's independent auditors to
render an audit or permissible non-audit service, the Audit Committee specifically approves the engagement to render that service. Accordingly, the

---

---

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the
Company has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

|                      | **WARWICK COMMUNITY BANCORP, INC.**
|--------------------- | -----------------------------------
|Dated: April 30, 2004 | By:                                

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|Exhibit No. | Document                                                           
|----------- | -------------------------------------------------------------------
|            |                                                                    
|31.1        | Certification of Chief Executive Officer Pursuant to Rule 13a-14(a)
|31.2        | Certification of Chief Financial Officer Pursuant to Rule 13a-14(a)
|32          | Section 1350 Certifications                                        
|            |                                                                    

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