UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-Q

(Mark One)     Quarterly Report Pursuant to Section 13 or 15(d) of
   [X]              the Securities Exchange Act of 1934
                  For the quarterly period ended March 31, 1999
                                       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 No.: 0-29826
 
                           LONG ISLAND FINANCIAL CORP.
             ------------------------------------------------------     
             (Exact name of registrant as specified in its charter)

               Delaware                                   11-3453684
    -------------------------------        ------------------------------------
    (State or other jurisdiction of        (I.R.S. Employer Identification No.)
     incorporation or organization)

   One Suffolk Square, Islandia, New York                   11722
  ---------------------------------------                ---------         
  (Address of Principal Executive Offices)               (Zip Code)

                                (516) 348-0888   
               ----------------------------------------------------     
               (Registrant's telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements  for the past 90 days;  Yes ( x ) No ( ).

Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common stock, as of the latest practicable date.

The  registrant  had 1,776,326  shares of Common Stock  outstanding as of May 7,
1999.

<PAGE>


                                   Form 10-Q
                           LONG ISLAND FINANCIAL CORP.

                                      INDEX

                                                                         Page
PART I - CONSOLIDATED FINANCIAL INFORMATION                              Number

ITEM 1.     Consolidated Financial Statements - Unaudited
   Consolidated Balance Sheets at March 31, 1999
       and December 31, 1998                                               2
   Consolidated Statements of Earnings for the Three Months Ended
       March 31, 1999 and 1998                                             3
   Consolidated Statement of Changes in Stockholders' Equity
       for the Three Months Ended March 31, 1999                           4
   Consolidated Statements of Cash Flows for the Three Months
       Ended March 31, 1999 and 1998                                       5-6
   Notes to Unaudited Consolidated Financial Statements                    7-9

ITEM 2.     Management's Discussion and Analysis of Financial
            Condition and Results of Operations                            10-18

ITEM 3.     Quantitative and Qualitative Disclosure About Market Risk      18-19

PART II  - OTHER INFORMATION

ITEM 1.       Legal Proceedings                                            20
ITEM 2.       Changes in Securities                                        20
ITEM 3.       Defaults Upon Senior Securities                              20
ITEM 4.       Submission of Matters to a Vote of Security Holders          20
ITEM 5.       Other Information                                            20
ITEM 6.       Exhibits and Reports on Form 8-K                             20

              Signatures                                                   21

--------------------------------------------------------------------------------
Statements  contained  in this Form  10-Q  which  are not  historical  facts are
forward- looking  statements,  as that term is defined in the Private Securities
Litigation  Reform Act of 1995. Such  forward-looking  statements are subject to
risk and  uncertainties  which could cause actual  results to differ  materially
from those projected.  Such risks and uncertainties include potential changes in
interest rates, competitive factors in the financial services industry,  general
economic  conditions,  the effect of new legislation and other risks detailed in
documents filed by the Company with the Securities and Exchange  Commission from
time to time.
--------------------------------------------------------------------------------



                                     1
<PAGE>

PART I - CONSOLIDATED FINANCIAL INFORMATION

Item 1.  Consolidated Financial Statements - Unaudited
<TABLE>
<CAPTION>

                                        LONG ISLAND FINANCIAL CORP.
                                        Consolidated Balance Sheets
                                                (Unaudited)
                                     (In thousands, except share data)

                                                                              March 31,      December 31,
                                                                                1999            1998    
                                                                              --------       ------------
Assets:
<S>                                                                       <C>   <C>           <C>    
Cash and due from banks.................................................  $       6,262        13,170
Interest earning deposits...............................................            222           269
Federal funds sold......................................................         10,800         8,050
                                                                                 ------        ------    
              Total cash and cash equivalents...........................         17,284        21,489

Securities held-to-maturity, net
 (estimated fair value of $576 and $665, respectively)..................            574           664
Securities available-for-sale...........................................        143,457       145,155
Loans receivable, net...................................................         97,828        94,144
Premises and equipment, net.............................................          2,206         1,975
Accrued interest receivable.............................................          2,183         1,614
Prepaid expenses and other assets.......................................          7,314         1,502
                                                                                -------       -------
              Total assets..............................................  $     270,846       266,543
                                                                                =======       =======     
Liabilities and Stockholders' Equity:

Deposits:
    Demand deposits.....................................................  $      30,461        36,605
    Savings deposits....................................................         21,545        12,476
    NOW and money market deposits.......................................         47,224        71,689
    Time certificates issued in excess of $100,000......................         29,168        18,998
    Other time deposits.................................................         79,046        78,099
                                                                                -------       -------
              Total deposits............................................  $     207,444       217,867
                                                                                =======       =======

Borrowed funds..........................................................         39,000        24,000
Accrued expenses and other liabilities    ..............................          2,972         2,808
                                                                                -------       -------
              Total liabilities.........................................        249,416       244,675
                                                                                =======       =======
Stockholders' equity:
    Common stock (par value $.01 per share, authorized
      10,000,000 shares, issued and outstanding
      1,776,326 and 1,771,306 shares, respectively).....................             18            18
    Surplus   ..........................................................         20,185        20,126
    Accumulated surplus.................................................          1,746         1,659
    Accumulated other comprehensive income:
      Net unrealized (depreciation) appreciation in available-for-
      sale securities, net of tax.......................................           (519)           65
                                                                                --------      -------          
              Total stockholders' equity................................         21,430        21,868
                                                                                --------       -------
              Total liabilities and stockholders' equity................  $     270,846       266,543
                                                                                ========      ========

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



                                     2

<PAGE>

<TABLE>
<CAPTION>
                                           LONG ISLAND FINANCIAL CORP.
                                        Consolidated Statements of Earnings
                                                    (Unaudited)
                                         (In thousands, except share data)

                                                                            For the Three Months
                                                                                Ended March 31,
                                                                            ---------------------         
                                                                              1999         1998
                                                                            --------     --------    
<S>                                                                  <C>     <C>          <C>  
         Interest income:
              Interest earning deposits                              $           2            4
              Federal funds sold                                               138           99
              Securities                                                     2,348        1,910
              Interest and fees on loans                                     2,063        1,822
                                                                             -----        -----   
                  Total interest income                                      4,551        3,835
                                                                             -----        -----   
         Interest expense:
              Savings deposits                                                 131           22
              NOW and money market deposits                                    325          228
              Time certificates issued in excess of $100,000                   342          454
              Other time deposits                                            1,134        1,247
              Borrowed funds                                                   442          115
                                                                             -----        -----   
                  Total interest expense                                     2,374        2,066
                                                                             -----        -----   
                  Net interest income                                        2,177        1,769

         Provision for possible loan losses                                    150           90
                                                                             -----        -----   
                  Net interest income after provision
                  for possible loan losses                                   2,027        1,679

         Other operating income:
              Service charges on deposit accounts                              143           77
              Mortgage banking operations                                      143            -
              Other                                                             31           35
                                                                             -----        -----   
                  Total other operating income                                 317          112

         Other operating expenses:
              Salaries and employee benefits                                   939          573
              Occupancy expense                                                135           85
              Premises and equipment expense                                   174          109
              Other                                                            574          420
                                                                             -----        -----   
                  Total other operating expenses                             1,822        1,187
                                                                             -----        -----        
                  Income before provision for income taxes                     522          604

         Provision for income taxes                                            190          242
                                                                             -----        -----        
                  Net income                                         $         332          362
                                                                             -----        -----   
                  Basic and diluted earnings per share               $        0.19         0.21
                                                                             =====        =====        
         Weighted average shares outstanding                                 1,775,991    1,760,432
                                                                             ---------    ---------   
See accompanying notes to unaudited consolidated financial statements.

</TABLE>

                                     3

<PAGE>

<TABLE>
<CAPTION>
                                              LONG ISLAND FINANCIAL CORP.
                               Consolidated Statement of Changes in Stockholders' Equity
                                       For the Three Months Ended March 31, 1999
                                                      (Unaudited)
                                           (In thousands, except share data)
 
 
                                                                                            Accumulated
                                                                                               other
                                              Common                     Accumulated        comprehensive
                                              stock        Surplus         surplus             income       Total
                                             ------------------------------------------------------------------------
<S>                                      <C>    <C>        <C>               <C>              <C>             <C>
Balance at December 31, 1998             $      18         20,126            1,659               65           21,868

Dividend reinvestment and stock
 purchase plan, issued 5,020 shares              -             59                -                -               59

Dividends declared on common
 stock ($.08 per common share)                   -              -             (142)               -            (142)

Corporate reorganization costs                                                (103)               -            (103)

Comprehensive income: (1)
   Net income for the period                     -              -              332                -              332
    Other comprehensive income,
     net of tax:
     Unrealized depreciation in available-
       for-sale securities, net of
       reclassification adjustment (2)           -              -                -            (584)            (584)
                                            ------        -------           ------          -------          -------   
   Total comprehensive income (loss)                                                                           (252)

Balance at March 31, 1999                $      18         20,185            1,746            (519)           21,430
                                            ------        -------           ------          -------          -------      
<FN>
(1)    The Company's comprehensive income for the three months ended March 31, 1998 was $299,000.
(2)    Disclosure of reclassification amount:
                                                                                   March 31, 1999
       Comprehensive income items, net of tax                                    ------------------       
       Unrealized (loss) in available-for-sale securities,                              (584)
         arising during the period
       Less: Reclassification adjustment for gains included in income                     -      
                                                                                   --------------       
       Net unrealized depreciation                                                      (584)
 


See accompanying notes to unaudited consolidated financial statements.

</FN>
</TABLE>





 




                                     4

<PAGE>

<TABLE>
<CAPTION>
                                              LONG ISLAND FINANCIAL CORP.
                                          Consolidated Statements of Cash Flows
                                                      (Unaudited)
                                                     (In thousands)

 
                                                                               For the Three Months
                                                                                  Ended March 31, 
                                                                               ---------------------      
                                                                               1999            1998
                                                                               ----            ---- 
<S>                                                                       <C> <C>        <C>   
Cash flows from operating activities:
       Net income                                                         $     332           362
       Adjustments to reconcile net income to net cash (used in)
             provided by operating activities:
                 Provision for possible loan losses                             150            90
                 Depreciation and amortization                                  138            76
                 Amortization of premiums, net
                     of discount accretion                                      (46)           68
                 Proceeds and gains from sales of loans held-for-
                     sale, net of originations                                1,103             -
                 Net deferred loan origination fees                              54            33
                 Deferred income taxes                                          (35)           30
                 Changes in asset and liability accounts:
                     Accrued interest receivable                               (569)          (33)
                     Accrued expenses and other liabilities                     210           681
                     Prepaid expenses and other assets                       (5,408)         (179)
                 Net cash (used in) provided by                              -------        ------   
                     operating activities                                    (4,071)        1,128
                                                                             -------        ------   
       Cash flows from investing activities:
             Purchases of securities available-for-sale                    (113,068)     (103,126)
             Proceeds from maturities of securities                         108,695        88,500
             Principal repayments on securities                               5,208         3,549
             Loan originations and principal
                 repayments on loans, net                                    (4,991)       (2,456)
             Purchase of premises and equipment                                (369)         (295)
                                                                             -------      --------   
                 Net cash used in investing activities                       (4,525)      (13,828)
                                                                             -------      --------   
       Cash flows from financing activities:
             Net decrease in demand deposit
                 accounts,  NOW accounts, money
                 market and savings accounts                                (21,540)      (34,791)
             Net increase in certificates of deposit                         11,117        18,466
             Payments for cash dividends                                       (142)         (140)
             Net increase in borrowings                                      15,000        14,000
             Proceeds from shares issued under the
                 dividend reinvestment plan                                      59            44
             Corporate reorganization costs                                    (103)            -
             Net cash provided by (used in)                                 --------     --------
                 financing activities                                         4,391       (2,421)
                                                                            --------     --------
             Net decrease in cash and cash equivalents                      (4,205)      (15,121)

       Cash and cash equivalents at beginning of period                      21,489        29,764
                                                                            -------      --------    
       Cash and cash equivalents at end of period                         $  17,284        14,643
                                                                            =======      ========         
</TABLE>
                                     5

<PAGE>

<TABLE>
<CAPTION>
(Continued)

                                              LONG ISLAND FINANCIAL CORP.
                                         Consolidated Statements of Cash Flows
                                                      (Unaudited)
                                                     (In thousands)

 
 
                                                                  For the Three Months
                                                                   Ended March 31, 
                                                                 ---------------------   
                                                                    1999        1998
                                                                 ---------     -------
<S>                                                           <C>   <C>         <C>   
        Supplemental disclosure of cash flow information
 
        Cash paid during the period for:
              Interest                                        $     2,212       1,649
                                                                    =====       =====  
              Income taxes                                    $         -          29
                                                                    =====       =====  



        See accompanying notes to unaudited consolidated financial statements.

</TABLE>











                                     6

<PAGE>

                            LONG ISLAND FINANCIAL CORP.
                NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS


1.       BASIS OF PRESENTATION

The  accompanying   unaudited  consolidated  financial  statements  include  the
accounts of Long Island  Financial Corp.  (the  "Company") and its  wholly-owned
subsidiary,  Long Island Commercial Bank (the "Bank").  Significant intercompany
accounts and transactions have been eliminated in  consolidation.

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.  The
results  of  operations  for  the  three  months  ended  March  31,1999  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  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. Certain reclassifications
have  been  made  to  prior  year   amounts  to  conform  to  the  current  year
presentation.

These unaudited  consolidated financial statements should be read in conjunction
with the audited consolidated  financial statements and notes thereto,  included
in the Company's 1998 Annual Report on Form 10-K.

2.       REORGANIZATION

At a special  meeting on  December  8, 1998,  the  stockholders  of Long  Island
Commercial  Bank approved a Plan of Acquisition  dated as of September 15, 1998,
which subsequently  became effective January 28, 1999, and as a result of which:
(i) the Bank became a wholly-owned  subsidiary of Long Island Financial Corp., a
Delaware  corporation;  and (ii) all of the  outstanding  shares  of the  Bank's
common stock were  converted,  subject to dissenter's  rights,  on a one-for-one
basis,  into  outstanding  shares of the common  stock of Long Island  Financial
Corp.  No  stockholders   asserted   dissenter's  rights.  This  transaction  is
hereinafter referred to as the  "Reorganization". 

The  Reorganization  created a bank holding  company  structure  which  provides
greater operating flexibility by allowing the Company to conduct a broader range
of business  activities  and permits  the Board of  Directors  of the Company to
determine  whether  to  conduct  such  activities  in the  Bank  or in  separate
subsidiaries of the Company.  Finally,  the reorganization will permit expansion
into a broader range of financial  services and other business  activities  that
are not currently permitted to the Bank as a New York state-chartered commercial
bank. Such  activities  include,  among others,  operating  non-bank  depository
institutions  or  engaging  in  financial  and  investment   advisory  services,
securities brokerage and management consulting  activities.  Costs to effect the
Reorganization amounting to $103,000 were charged against accumulated surplus.


                                     7
<PAGE>

3.       RECENT ACCOUNTING PRONOUNCEMENTS

In June 1998,  the  Financial  Accounting  Standards  Board issued  Statement of
Financial  Accounting  Standards  ("SFAS") No. 133,  "Accounting  for Derivative
Instruments and Hedging  Activities".  SFAS No. 133  establishes  accounting and
reporting standards for derivative  instruments and for hedging  activities.  It
requires  that  an  entity   recognize  all  derivatives  as  either  assets  or
liabilities   in  the  statement  of  financial   condition  and  measure  those
instruments  at fair value.  The  accounting  for changes in the fair value of a
derivative  (that is,  gains and  losses)  depends  on the  intended  use of the
derivative and the resulting  designation.  SFAS No. 133 is effective for fiscal
years  beginning  after June 15, 1999 and does not require  restatement of prior
periods.  Management of the Company believes the  implementation of SFAS No. 133
will not have a material impact on the Company's  financial condition or results
of operations.

4.       SECURITIES 

The following table sets forth certain information  regarding amortized cost and
estimated fair values of the securities  held-to-maturity and available-for-sale
as  of  the  dates   indicated:  

<TABLE>
<CAPTION>
                                                                    March 31, 1999           December 31, 1998  
                                                               ----------------------------------------------------   
                                                                              Estimated                   Estimated
                                                               Amortized        fair        Amortized       fair
                                                                 cost           value         cost          value
                                                               -----------------------------------------------------  
                                                                                  (In thousands)
<S>                                                        <C>  <C>           <C>           <C>             <C>    
      Held-to-maturity, net:
      Mortgage-backed securities:
         CMO                                               $        574           576           664             665
                                                                 ======        ======        ======          ======  
      Available-for-sale:
      U.S. Government and Agency Obligations               $     73,073        72,246        78,994          78,980
      Mortgage-backed securities:
         GNMA                                                    46,847        46,658        39,864          39,771
         FHLMC                                                    1,903         1,934         2,453           2,487
         FNMA                                                     4,866         4,881         6,060           6,097
      Municipal obligations                                      12,854        12,936        12,855          13,002
      Other debt securities                                         183           183           199             199
                                                                -------       -------       -------         -------     
      Total debt securities                                     139,726       138,838       140,425         140,536
 
      Equity securities - FHLB stock                              4,619         4,619         4,619           4,619
                                                                -------       -------       -------         -------
                  Total securities available-for-sale      $    144,345       143,457       145,044         145,155
                                                                =======       =======       =======         =======      
</TABLE>










                                     8
<PAGE>

5.       LOANS RECEIVABLE, NET

Loans receivable, net consist of the following as of the dates indicated:
<TABLE>
<CAPTION>
                                                              March 31, 1999               December 31, 1998
                                                            --------------------------------------------------
                                                                             (Dollars in thousands)
 
<S>                                                    <C>  <C>       <C>              <C> <C>        <C>    
         Commercial and industrial loans               $    30,103     30.2  %         $   30,853      32.1  %
         Commercial real estate loans                       62,375     62.6                53,990      56.2
         Automobile loans                                    5,546      5.6                 8,262       8.6
         Consumer loans                                      1,229      1.2                 1,396       1.5
         Residential real estate loans held-for-sale           383       .4                 1,486       1.6
                                                            ------    -----                ------     -----
                                                            99,636    100.0  %             95,987     100.0  %
         Less:
           Unearned income                             $       232                            362
           Deferred fees, net                                  464                            410
           Allowance for possible loan losses                1,112                          1,071
                                                            ------                         ------
                                                            97,828                         94,144
                                                            ======                         ======     
</TABLE>

6.       RECENT DEVELOPMENTS

On March 9, 1999,  the Board of  Directors  of the Company  declared a quarterly
dividend of eight cents ($0.08) per common share. The dividend was paid on April
1, 1999 to shareholders' of record as of March 24, 1999.

7.       SUBSEQUENT EVENT

On April 15, 1999 the Board of Directors of the Company, approved the repurchase
of up to 10% of it's  Common  Stock  outstanding  from  time to time in the open
market or through private purchases depending on market conditions.



















                                     9

<PAGE>

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

General

Long Island Commercial Bank, the subsidiary of Long Island Financial Corp., is a
New York  state-chartered  commercial bank, founded in 1989, which is engaged in
commercial  banking in Islandia,  New York and the  surrounding  communities  in
Suffolk and Nassau  counties.  The Bank offers a broad range of  commercial  and
consumer banking services, including loans to and deposit accounts for small and
medium-sized   businesses,   professionals,   high  net  worth  individuals  and
consumers. The Bank is an independent local bank, emphasizing personal attention
and  responsiveness to the needs of its customers.  The Bank's senior management
has  substantial  banking  experience,  and senior  management  and the Board of
Directors  of the  Bank  have  extensive  commercial  and  personal  ties to the
communities in Nassau and Suffolk Counties, New York.

The Bank's goal is to increase its lending,  especially  commercial  lending and
extend its deposit base.  Management  believes this can best be  accomplished by
the expansion of its branch  network.  At March 31, 1999,  the Bank operates six
branches in Nassau and Suffolk Counties. The Bank plans on opening more branches
in its market  area and  expects to have a network of up to 10 branches in place
by  December  31,  2000.  With an  expanded  branch  network in place,  the Bank
believes it can increase its lending and deposit bases by  emphasizing  personal
attention and responsiveness to the needs of its customers.  Lending growth will
be funded by deposits, which may include seasonal municipal deposits.

During 1998, the Bank began originating  residential real estate loans primarily
in its market area of Nassau and  Suffolk  counties.  Currently,  the Bank sells
residential  real estate loans together with the servicing rights to these loans
on a non-recourse basis to institutional investors. The Bank limits its exposure
to interest rate  fluctuations  and credit risk on these loans by obtaining,  at
the  point of  origination,  a  commitment  from an  institutional  investor  to
purchase that loan from the Bank.  Furthermore,  by selling the servicing rights
to the loans,  the Bank avoids the associated risks and expenses of managing and
servicing  a loan  portfolio.  Mortgage  banking  income is  generated  from the
premiums received on the sale of loans and servicing  rights,  coupled with fees
charged and interest earned during the period the Bank holds the loans for sale.

Financial Condition

The  Company's   total  assets  were  $270.8  million  as  of  March  31,  1999,
representing a 1.6% increase over total assets reported as of December 31, 1998.
A  contributing  factor to the growth in total  assets was an  increase  of $3.7
million,  or 3.9%, in loans  receivable,  net,  despite runoff in the automobile
loan portfolio of $2.7 million or 32.9% during the quarter ended March 31, 1999.
Prepaid expenses and other assets grew by $5.8 million  primarily as a result of
the purchase of bank owned life insurance,  covering the directors and executive
officers of the Bank. The purchase of this insurance  provides  benefits to both
the Bank and the covered employees. Future increases in the cash surrender value
of the insurance will be reflected in other operating income.

Offsetting  asset  growth  was a decline  in cash and cash  equivalents  of $4.2
million,  or 19.6%,  attributable to the timing of seasonal  municipal  deposits
which were not on deposit at March 31, 1999.


                                     10
<PAGE>


Total deposits decreased $10.4 million, or 4.8%, from $217.9 million at December
31, 1998 to $207.4 million at March 31, 1999, primarily reflecting a decrease in
NOW and money market deposits.  The decrease in NOW and money market deposits of
$24.5  million,  or 34.1%,  from $71.7  million at  December  31,  1998 to $47.2
million at March 31, 1999 is  attributable  to the timing of seasonal  municipal
deposits, which were not on deposit at March 31, 1999. In addition, the decrease
in demand deposits of $6.1 million, or 16.8% was also attributable to the effect
of the seasonal municipal deposits.  The effect of these declines were offset in
part by a $10.2 million increase in time deposits in excess of $100,000. Savings
deposits  increased by $9.1 million,  or 72.7%,  from December 31, 1998 to March
31,  1999,  as a result of new  products  offering  competitive  rates to higher
balance accounts while reducing the Company's overall cost of funds.

Borrowed  funds  increased by $15.0  million,  or 62.5%,  from $24.0  million at
December  31,  1998 to $39.0  million  at March  31,  1999,  resulting  from the
continuation of the Company's leveraging strategy in the first quarter of 1999.

Stockholders'  equity  amounted to $21.4  million at March 31, 1999  compared to
$21.9 million at December 31, 1998. This decline was primarily attributable to a
decrease in the unrealized  appreciation in available-for- sale securities,  net
of tax of approximately $584,000, offset in part by net income of $332,000.

Analysis of Net Interest Income

Net interest income represents the difference between income on interest-earning
assets and expense on interest-bearing  liabilities. Net interest income depends
upon the volume of interest-earning assets and interest-bearing  liabilities and
the interest rates earned or paid on them.

The  following  table sets forth certain  information  relating to the Company's
average balance sheets and its statements of earnings for the three months ended
March 31, 1999 and 1998,  and  reflects  the average  yield on  interest-earning
assets  and  average  cost  of  interest-bearing  liabilities  for  the  periods
indicated.  Such  yields and costs are  derived by  dividing  income or expense,
annualized,   by   the   average   balance   of   interest-earning   assets   or
interest-bearing  liabilities,  respectively.  Average balances are derived from
average daily balances. Average balances and yields include non-accrual loans.
 


 







                                     11

<PAGE>

<TABLE>
<CAPTION>
                                                                           Three Months Ended March 31,
                                                                 ---------------------------------------------                   
                                                                 1999                                     1998
                                                                 ----                                     ----                   
                                                                            Average                                   Average
                                                   Average                  Yield /          Average                  Yield /
                                                   Balance      Interest     Cost            Balance    Interest       Cost
                                                  ----------------------------------------------------------------------------   
                                                                              (Dollars in thousands)
<S>                                          <C>   <C>       <C>   <C>     <C>           <C> <C>       <C> <C>        <C>
Assets:
Interest earning assets:
       Federal funds sold and
         interest-earning deposits           $      12,140   $       140     4.61 %       $    7,551   $     103      5.46 %
       Securities held-to-maturity and
         available-for-sale, net (5)               145,294         2,210     6.08            114,679       1,910      6.66
       Municipal obligations (4)                    12,854           206     6.41                  -           -         -
       Loans receivable, net (1)                    96,883         2,063     8.52             79,832       1,822      9.13
                                                   -------         -----                     -------       -----    
         Total interest-earning assets             267,171         4,619     6.92            202,062       3,835      7.59
                                                                   -----                                   -----        
Non-interest-earning assets                         17,054                                    10,861
                                                   -------                                   -------    
Total assets                                 $     284,225                                $  212,923
                                                   =======                                   =======    
Liabilities and Stockholders' Equity
Interest-bearing liabilities:
       Savings deposits                      $      16,791   $       131     3.12         $    3,485   $      22      2.53
       NOW and money market deposits                68,116           325     1.91             39,919         228      2.28
       Certificates of deposit                     106,489         1,476     5.54            114,842       1,701      5.92
                                                   -------         -----                     -------       -----
         Total interest-bearing deposits           191,396         1,932     4.04            158,246       1,951      4.93
       Borrowed funds                               36,458           442     4.85              8,375         115      5.49
                                                   -------         -----                     -------       -----   
         Total interest-bearing liabilities        227,854         2,374     4.17            166,621       2,066      4.96
Other non-interest bearing liabilities              34,619         -----                      24,813       -----
                                                   -------                                   -------    
Total liabilities                                  262,473                                   191,434
Stockholders' Equity                                21,752                                    21,489
Total liabilities and stockholders'                -------                                   -------      
       equity                                $     284,225                                $  212,923
                                                   =======                                   =======  
Net interest income/interest rate spread (2)(4)              $     2,245     2.75 %                    $   1,769      2.63 %
                                                                   =====     ====                          =====      ====
Net interest margin (3)                                                      3.36 %                                   3.50 %
                                                                             ====                                     ====
Ratio of interest-earning assets to
       interest-bearing liabilities                                        117.26 %                                 121.27 %
                                                                           ======                                   ======     
                          
<FN>
(1)    Amount is net of residential real estate loans held-for-sale, deferred 
       loan fees and allowance for possible loan losses and includes non-performing loans.
(2)    Net interest rate spread represents the difference between the yield on
       interest-earning assets and the cost of interest-bearing liabilities.
(3)    Net interest margin represents net interest income divided by average 
       interest-earning assets.
(4)    Interest income and yields are presented on a fully-taxable equivalent
       basis using the Federal statutory income tax rate of 34%.
(5)    Securities held-to-maturity and available-for-sale, net exclude municipal
       obligations.
</FN>
</TABLE>









                                     12

<PAGE>

           COMPARISON OF OPERATING RESULTS FOR THE THREE MONTHS ENDED
                            March 31, 1999 and 1998

General

Net income for the three  months ended March 31, 1999  decreased by $30,000,  or
8.3%,  to $332,000  from  $362,000  for the  corresponding  period in 1998.  The
decrease  was  attributable  to an  increase  in  other  operating  expenses  of
$635,000,  or 53.5%, despite increases in other operating income of $205,000, or
183.0%, and net interest income of $408,000, or 23.1%.

Interest Income

Interest income, on a fully-taxable  equivalent basis, increased $784,000,
or 20.4%,  from $3.8  million for the three  months ended March 31, 1998 to $4.6
million for the three months ended March 31, 1999.  This was  attributable to an
increase  in the  average  balance  of total  interest-earning  assets  of $65.1
million,  or 32.2%,  from $202.1  million for the three  months  ended March 31,
1998. The average balance of securities held-to-maturity and available-for-sale,
net (exclusive of municipal obligations) increased $30.6 million, or 26.7%, with
a decrease in the average  yield from 6.66% for the three months ended March 31,
1998 to 6.08% for the comparable  period in 1999.  The Company began  purchasing
municipal  obligations  in the  second  quarter  of 1998,  because  the  taxable
equivalent  yields on these  securities  were  attractive.  For the three months
ended March 31,  1999 the average  balance of  municipal  obligations  was $12.9
million,  with a tax  equivalent  yield of 6.41%.  The average  balance of loans
receivable,  net increased  $17.1  million,  or 21.4% from $79.8 million for the
three months ended March 31, 1998  compared to $96.9 million for the same period
in 1999.  The average yield on loans  receivable,  net decreased 61 basis points
from 9.13% for the three months ended March 31, 1998 to 8.52% for the comparable
period in 1999.  This decrease  reflects the Company's  growth in the commercial
real  estate  portfolio  at lower  rates as a result  of  increased  competitive
pricing in 1999.

Interest Expense

Interest expense  increased  $308,000,  or 14.9% from $2.1 million for the three
months ended March 31, 1998 to $2.4 million for the three months ended March 31,
1999.  This was  attributable  to an increase  in the  average  balance of total
interest-bearing  liabilities  for the  period of $61.2  million,  or 36.7%,  to
$227.9 million for the three months ended March 31, 1999 from $166.6 million for
the  comparable  1998  period.  The growth  reflected an increase in the average
balance of interest-bearing deposits of $33.2 million, or 21.0%, coupled with an
increase in the average balances of borrowed funds of $28.1 million,  or 335.3%.
The average rate paid on interest-bearing deposits decreased 89 basis points for
the three month period ended March 31, 1999 to 4.04% in  comparison to 4.93% for
the same period in 1998. The decrease reflects the growth in lower cost deposits
as a result of increased  sales efforts in late 1998 and early 1999. The average
balance of savings deposits has increased by $13.3 million,  or 381.8%,  and the
average balance of NOW and money market deposits has increased by $28.2 million,
or 70.6%.  These increases  reflect the introduction of new deposit products and
services,  as well as an increased emphasis on sales throughout the Company.  In
addition,  the average  balance of certificates of deposit has decreased by $8.4
million as the  Company  continues  to focus on reducing  its cost of funds.  In
addition,  the average cost of borrowed  funds also decreased 64 basis points to
4.85% for the three  months  ended March 31, 1999 from 5.49% for the  comparable
period in 1998 due to increased  borrowings  throughout  1998 and 1999, at lower
market rates.




                                     13
<PAGE>

Net Interest Income

Net interest income on a fully-taxable  equivalent  basis increased by $476,000,
or 26.9%,  from $1.8  million for the three  months ended March 31, 1998 to $2.2
million for the three  months  ended March 31,  1999.  The average cost of total
interest-bearing  liabilities for the period  decreased 79 basis points to 4.17%
in 1999  from  4.96% in 1998.  The  average  yield  on  interest-earning  assets
decreased  by 67  basis  points  to 6.92% in 1999  from  7.59% in 1998.  The net
interest rate spread increased by 12 basis points from 2.63% in 1998 to 2.75% in
1999.

Provision for Possible Loan Losses

The  Company's  provision  for  possible  loan losses was $150,000 for the three
months  ended March 31,  1999,  compared to $90,000 for the same period in 1998.
This  increase  generally  reflects the growth  within the loan  portfolio,  the
average balance of which increased by $17.1 million,  or 21.4%, to $96.9 million
for the three months ended March 31, 1999.  Management  of the Company  assesses
the adequacy of the allowance for possible loan losses based on evaluating known
and  inherent  risks in the loan  portfolio  and  upon  management's  continuing
analysis of the factors  underlying  the  quality of the loan  portfolio.  While
management  believes  that,  based  on  information  currently  available,   the
Company's  allowance  for  possible  loan losses is  sufficient  to cover losses
inherent in its loan portfolio at this time, no assurances can be given that the
Company's  level of allowance  for possible  loan losses will be  sufficient  to
cover  future  possible  loan  losses  incurred  by the  Company or that  future
adjustments  to the  allowance for possible loan losses will not be necessary if
economic and other conditions differ  substantially  from the economic and other
conditions  used by  management  to determine the current level of the allowance
for possible  loan losses.  Management  may in the future  increase its level of
allowance  for  possible  loan  losses  as  a  percentage  of  total  loans  and
non-performing  loans in the event it  increases  the level of  commercial  real
estate,  commercial,  construction  or consumer  lending as a percentage  of its
total loan portfolio.  In addition,  various regulatory agencies, as an integral
part of their examination  process,  periodically review the Company's allowance
for possible loan losses.

The following table sets forth information  regarding  non-accrual  loans, loans
delinquent 90 days or more and still accruing  interest at the dates  indicated.
It is the Company's general policy to discontinue accruing interest on all loans
which  are  past  due 90  days or  when,  in the  opinion  of  management,  such
suspension  is  warranted.  When a loan is placed  on  non-accrual  status,  the
Company ceases the accrual of interest owed and previously  accrued  interest is
charged against interest income.  Loans are generally returned to accrual status
when principal and interest payments are current,  there is reasonable assurance
that the loan will be fully  collectible and a consistent  record of performance
has been demonstrated.








                                     14

<PAGE>

<TABLE>
<CAPTION>

                                                                   March 31, 1999            December 31, 1998
                                                                 -----------------          -------------------  
                                                                               (In thousands)
 
<S>                                                             <C>       <C>                          <C>    
Non-accrual loans:
           Commercial and industrial loans                      $            282                         366
           Automobile loans                                                    8                          37
           Consumer loans                                                     90                         108
                                                                            ----                        ----     
                Total non-accrual loans                                      380                         511

           Loans contractually past due 90 days or
           more, other than non-accruing  (2)                                  -                           -
                                                                            ----                        ---- 
                Total non-performing loans                      $            380                         511
                                                                            ====                        ====

Allowance for possible loan losses as a percentage
           of loans  (1)                                                    1.12 %                      1.12 %
Allowance for possible loan losses as a percentage
           of total non-performing loans                                  292.63 %                    209.59 %
Non-performing loans as a percentage of loans  (1)                           .38 %                       .54 %

------------------                      
<FN>
(1)  Loans include loans receivable, net excluding the allowance for possible 
     loan losses.
(2)  Excludes $210,000 and $378,000 of loans which have matured, however, are current with respect
     to scheduled periodic principal and/or interest payments.  The Company is in the process of 
     renewing these obligations and/or awaiting anticipated repayment.
</FN>
</TABLE>



Other Operating Income

Other operating income increased $205,000,  or 183.0%, to $317,000 for the three
months  ended March 31, 1999  compared to $112,000  for the three  months  ended
March 31, 1998. The increase was primarily  attributable to the establishment of
the  Company's  residential  mortgage  department  in May  1998  and fee  income
associated  with the origination  and sale of residential  mortgages.  Such fees
amounted to approximately $143,000 for the three months ended March 31, 1999. In
addition,  service charges on deposit accounts  increased by $66,000,  or 85.7%,
reflecting the growth in the Company's depositor base and an overall increase in
the Company's fee schedule.

Other Operating Expense

Other operating expenses increased $635,000, or 53.5%, from $1.2 million for the
three months ended March 31, 1998.  Salaries and employee benefits  increased by
$366,000,  or 63.9%,  to $939,000  for the three  months  ended March 31,  1999,
reflecting a  substantial  increase in staff in  connection  with the  Company's
branch  expansion,  opening  of a  residential  mortgage  department,  continued
internal growth,  and the  strengthening of the Company's  middle-management  to
support  the  planned  growth.  The  number  of full time  equivalent  employees
increased from 51 at March 31, 1998 to 70, or 37%, at March 31, 1999.  Occupancy
expense for the three  months  ended March 31,  1999 was  $135,000,  compared to
$85,000 for the 1998 period,  an increase of $50,000,  or 58.8%,  reflecting the
branch expansion and main office  expansion to support  operations  growth.  The
branch  expansion also contributed to the growth in expenses in other categories
of other operating expenses.




                                     15
<PAGE>

Income taxes

Total income tax expense  decreased  $52,000,  or 21.5%,  from  $242,000 for the
three  months  ended March 31, 1998 to $190,000 for the three months ended March
31, 1999. The decrease is attributable to a decrease in income before  provision
for  income  taxes  of  $82,000,  or  13.6%,   combined  with  the  purchase  of
approximately $12.9 million of tax exempt municipal obligations in 1998.

Liquidity

Liquidity management for the Company requires that funds be available to pay all
deposit  withdrawal and maturing  financial  obligations and meet credit funding
requirements  promptly and fully in  accordance  with their  terms.  Over a very
short time frame, for most banks,  including the Bank,  maturing assets provided
only a limited  portion of the funds required to pay maturing  liabilities.  The
balance of the funds  required is provided by liquid assets and the  acquisition
of additional  liabilities,  making liability  management  integral to liquidity
management in the short term.

The primary  investing  activities of the Company are the purchase of securities
available-for-sale  and the originations of loans. During the three months ended
March  31,  1999 and  1998,  the  Company's  purchases  of  securities  were all
classified  available-for-sale  and totaled $113.1  million and $103.1  million,
respectively.  Loan originations net of principal  repayments on loans,  totaled
$3.5  million and $2.5  million,  for the three  months ended March 31, 1999 and
1998,  respectively.  These  activities were funded  primarily by borrowings and
principal repayments and maturities on securities.

The Company maintains levels of liquidity that it considers adequate to meet its
current  needs.  The  Company's  principal  sources  of  cash  include  incoming
deposits, the repayment of loans and conversion of investment  securities.  When
cash  requirements  increase  faster  than  cash is  generated,  either  through
increased loan demand or withdrawal of deposited  funds, the Company can arrange
for the sale of loans and liquidate available-for-sale securities and access its
lines of credit,  totaling $3.5 million with unaffiliated financial institutions
which enable it to borrow federal funds on an unsecured basis. In addition,  the
Company has  available  lines of credit  with the Federal  Home Loan Bank of New
York (FHLB)  equal to 8.0% of the  Company's  assets,  which enable it to borrow
funds on a secured  basis.  The Company  could also engage in other  borrowings,
including reverse repurchase agreements.

At March 31, 1999, the Company's  borrowings  consisted of convertible  advances
from the FHLB. The  convertible  feature of these advances allows the FHLB, at a
specified  call date and quarterly  thereafter,  to convert these  advances into
replacement  funding  for the  same or  lesser  principal  amount,  based on any
advance then  offered by the FHLB,  at then current  market  rates.  If the FHLB
elects to convert these advances, the Bank may repay any portion of the advances
without   penalty.   These   convertible   advances   are   secured  by  various
mortgage-backed and callable agency securities.  At March 31, 1999,  convertible
advances outstanding were as follows:
<TABLE>
<CAPTION>

                                            Interest                  Call                 Contractual
                    Amount                     Rate                   Date                  Maturity  
                 -------------------------------------------------------------------------------------        
<S>              <C>                          <C>                  <C>                     <C>  
                 $ 14,000,000                 5.49%                02/19/2003              02/19/2008
                 $ 10,000,000                 4.24%                10/08/2000              10/08/2008
                 $ 15,000,000                 4.59%                01/21/2002              01/21/2009


</TABLE>


                                     16

<PAGE>

Management  of the Company has set minimum  liquidity  level of 10% as a target.
The  Company's  average  liquid  assets (cash and due from banks,  federal funds
sold, interest earning deposits with other financial institutions and investment
securities  available-for-sale,  less  securities  pledged as  collateral)  as a
percentage of average  assets of the Company during the three months ended March
31, 1999 was 21.4%.  The Company's  strategic plan is to build its core business
by generating and maintaining banking  relationships with small and medium-sized
privately owned  businesses,  professional  firms and high net worth individuals
within its market area.

Capital Resources

The Bank is subject to the risk based  capital  guidelines  administered  by the
banking regulatory  agencies.  The risk based capital guidelines are designed to
make  regulatory  capital  requirements  more  sensitive to  differences in risk
profiles among banks to account for  off-balance  sheet exposure and to minimize
disincentives  for  holding  liquid  assets.  Under the  guidelines,  assets and
off-balance  sheet  items  are  assigned  to broad  risk  categories,  each with
appropriate  weights.  The  resulting  capital  ratios  represent  capital  as a
percentage  of total risk  weighted  assets and  off-balance  sheet  items.  The
guidelines currently require all banks to maintain a minimum ratio of total risk
based capital to total risk weighted assets of 8%,  including a minimum ratio of
Tier 1 capital  to total  risk  weighted  assets  of 4% and a Tier 1 capital  to
average adjusted assets of 4%. 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.   As  of  December  31,  1998,  the  most  recent
notification  from the federal banking  regulators  categorized the Bank as well
capitalized under the regulatory  framework for prompt corrective action.  Under
the capital adequacy guidelines,  a well capitalized institution must maintain a
minimum total risk based capital to total risk weighted assets ratio of at least
10%, a minimum  Tier 1 capital to total risk  weighted  assets ratio of at least
6%, a minimum  leverage  ratio of at least 5% and not be subject to any  written
order,  agreement or  directive.  There are no  conditions  or events since such
notification that management believes have changed this classification.

In  accordance  with the  requirements  of FDIC and the New York  State  Banking
Department, the Bank must meet certain measures of capital adequacy with respect
to leverage and  risk-based  capital.  As of March 31, 1999,  the Bank  exceeded
those  requirements with a leverage capital ratio, and risk-based  capital ratio
and total-risk based capital ratio of 7.69%, 16.56% and 17.41%, respectively.

Year 2000

The Company has initiated a program,  consistent with  guidelines  issued by the
Federal  Financial  Institutions  Examination  Council  (FFIEC),  to prepare the
Company's  computer  systems and software  applications for the year 2000. As of
December  31,  1998,  phases  one  and two of the  FFIEC  guidelines  have  been
completed on schedule.  The Company uses purchased  software products for all of
its internal  transaction  processing  applications;  therefore,  no significant
internal   programming   is  necessary  to  prepare   these  systems  to  handle
transactions  in the  year  2000.  The  majority  of the  Company's  efforts  in
preparation for year 2000 processing  relate to testing purchased and outsourced
processing systems, as well as updating databases.
 



                                     17
<PAGE>

The Company's primary application,  which handles processing of loans, deposits,
and general ledger,  has been certified as year 2000 compliant by the vendor. As
of  December  31,  1998,  the  Company has  completed  extensive  testing of all
critical internal  applications and the test results have not indicated any year
2000  related  issues.  As part of our  ongoing  efforts to assess and  minimize
potential  risks  associated  with the year 2000,  management  has  completed an
evaluation  of its  customer  base  and is  continuing  its  efforts  with  such
customers to discuss the status of their year 2000 readiness.

As of March  31,1999,  the Bank  had  developed  its  business  resumption  plan
considering the potential impact of disruptions in all critical and non-critical
applications   from  within  and  from   third-party   business   partners   and
infrastructure  providers,  despite  the  Company  having  completed  reasonable
testing and  certification of its internal  computer  systems.  The plan will be
tested by June 30, 1999.

Monitoring and managing the year 2000 project  results in additional  direct and
indirect  costs to the  Company.  Direct  costs  include  potential  charges  by
third-party  software  vendors for product  enhancements  and costs  involved in
testing  software  products  for  the  year  2000  compliance.   Indirect  costs
principally  consist of the time  devoted by existing  employees  in  monitoring
software vendor progress, testing enhanced software products and the development
of the business  resumption  plan.  The Company does not believe that such costs
will have a material  effect on results of operations.  Both direct and indirect
costs of addressing the year 2000 issue will be charged to earnings as incurred.

Item 3.      Quantitative and Qualitative Disclosures About Market Risk

The principal objective of the Company's interest rate management is to evaluate
the interest rate risk inherent in certain balance sheet accounts, determine the
level of risk  appropriate  given the  Company's  business  strategy,  operating
environment,  capital and liquidity requirements and performance objectives, and
manage the risk  consistent  with the Board of  Directors  approved  guidelines.
Through such  management,  the Company seeks to reduce the  vulnerability  of it
operations to changes in interest  rates.  The Board has directed the Investment
Committee to review the  Company's  interest  rate risk  position on a quarterly
basis.

Funds  management  is the  process by which the Company  seeks to  maximize  the
profit  potential  which is derived from the spread  between the rates earned on
interest-earning  assets and the rates  paid on  interest-  bearing  liabilities
through  the  management  of  various  balance  sheet  components.  It  involves
virtually every aspect of the Company's management and decision-making  process.
Accordingly,  the Company's  results of operations  and financial  condition are
largely  dependent on the movements in the market interest rates and its ability
to manage its assets and liabilities in response to such movements.

At March 31, 1999,  78.2% of the Company's  gross loans had adjustable  interest
rates and its loan portfolio had an average  weighted  maturity of 7.1 years. At
such date, $29.3 million,  or 20.3%, of the Company's  securities had adjustable
interest rate, and its securities  portfolio had a weighted  average maturity of
5.8 years.  At March 31, 1999, the Company had $57.0 million of  certificates of
deposit with  maturities  of one year or less and $29.2 million of deposits over
$100,000,  which tend to be less  stable  sources of funding as compared to core
deposits and represented 39.9% of the Company's  interest- bearing  liabilities.
Due to the  Company's  level  of  shorter  term  certificates  of  deposit,  the
Company's  cost of  funds  may  increase  at a  greater  rate in a  rising  rate
environment than if it had a greater amount of core deposits which, in turn, may
adversely  affect net  interest  income and net income.  Accordingly,  in a 



                                     18
<PAGE>

rising interest rate environment, the Company's interest-bearing liabilities may
adjust  upwardly  more  rapidly  than the  yield on its  adjustable-rate  loans,
adversely  affecting the Company's net interest rate spread, net interest income
and net income. 
 
The Company's  interest rate sensitivity is monitored by management  through the
use of a quarterly  interest  rate risk analysis  model which  evaluates (i) the
potential  change in the net interest  income over the  succeeding  four quarter
period and (ii) the  potential  change in the fair market value of equity of the
Company  ("Net  Economic   Value  of  Equity"),   which  would  result  from  an
instantaneous  and sustained  interest rate change of zero and plus or minus 200
basis point increments.
 


At March 31, 1999,  the effect of  instantaneous  and  sustained  interest  rate
changes on the  Company's net interest  income and Net Economic  Value of Equity
are as follows:
<TABLE>
<CAPTION>

                  
                    Change in                Potential Change in                       Potential Change in
                  Interest Rates             Net Interest Income                  Net Economic Value of Equity
                  in Basis Points          $ Change      % Change                  $ Change          % Change
               --------------------------------------------------------------------------------------------------
                                                          (Dollars in thousands)

<S>                <C>                 <C>   <C>            <C>                <C>   <C>                <C>         
                     200               $     1,327           13.64 %           $     (9,420)            (41.25) %
                     100                       725            7.45                   (3,964)            (17.36)
                   Static                        -               -                        -                  -
                    (100)                   (1,183)         (12.16)                   5,143              22.52
                    (200)                   (2,537)         (26.08)                   8,751              38.32

</TABLE>
 













                                     19

<PAGE>

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

Item 1.           Legal Proceedings

                  Not applicable.

Item 2.           Changes in Securities

                  Not applicable.

Item 3.           Defaults Upon Senior Securities

                  Not applicable.

Item 4.           Submission of Matters to a Vote of Security Holders

 ( a )  The Company's Annual Meeting of Stockholders was held on April 22, 1999.
 ( b )  Not applicable.
 ( c )  At such meeting, the shareholders approve the following matters:

1. The election of the following  individuals as Directors for a term of 3 years
    each:
<TABLE>
<CAPTION>
                                        Votes           Votes                        Broker
                                         For          Withheld      Abstentions     Non-Votes
<S>                                   <C>              <C>               <C>            <C>                     
     Harvey Auerbach                  1,363,148        119,250           -              -
     Perry B. Duryea                  1,363,398        119,000           -              -
     Frank J. Esposito                1,363,348        119,050           -              -
     Roy M. Kern                      1,363,598        118,800           -              -
     Douglas C. Manditch              1,363,598        118,800           -              -

</TABLE>

Item 5.     Other Information

            Not applicable.

Item 6.     Exhibits and Reports on Form 8-K

         (a)      Exhibits
                  11.0   Statement Re: Computation of Per Share Earnings
                  27.0   Financial Data Schedule

         (b)      Reports on Form 8-K
                  On April 30, 1999, the  Registrant  filed a Form 8-K, which 
                  included a copy of the Company's  press  release  announcing
                  earnings for the quarter  ended March 31, 1999, and the
                  repurchase of up to 10% of its Common Stock outstanding.




                                     20

<PAGE>

                                  SIGNATURES


Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant has duly caused this report to be signed on behalf of the undersigned
thereunto duly authorized.



                                        LONG ISLAND FINANCIAL CORP.
                                        (Registrant)



Date:    May 14, 1999                   By:  /S/ Douglas C. Manditch
                                             ------------------------ 
                                                Douglas C. Manditch
                                                President and
                                                Chief Executive Officer


Date:    May 14, 1999                   By:  /S/ Thomas Buonaiuto
                                             ------------------------       
                                                  Thomas Buonaiuto
                                                   Vice President and
                                                      Treasurer
 
                                     21
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Exhibit 11.0      Computation Of Per Share Earnings

Long Island Commercial Bank
Statement Re: Computation of Per Share Earnings
(In thousands, except for share amounts)

                                                              Three Months Ended
                                                                March 31, 1999 
                                                                --------------  
Net income...............................................            $  332

Weighted average common shares outstanding...............           1,775,991

Basic and diluted earnings per common and common 
share equivalents........................................            $  .19