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 June 30, 2002
                                           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                  11749
 --------------------------------------                  -------
(Address of Principal Executive Offices)               (Zip Code)

                                 (631) 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 ( ) 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 1,446,226 shares of Common Stock  outstanding as of August 9,
2002.


<PAGE>

<TABLE>
<CAPTION>



                                    Form 10-Q
                           LONG ISLAND FINANCIAL CORP.

                                                        INDEX
                                                                                                        Page
PART I - FINANCIAL INFORMATION                                                                         Number

ITEM 1.       Consolidated Financial Statements - Unaudited

<S>                                               <C>                                                    <C>
              Consolidated Balance Sheets at June 30, 2002
                    and December 31, 2001                                                                  2
              Consolidated Statements of Earnings for the Three Months and Six
              Months Ended June 30, 2002 and 2001                                                          3
              Consolidated Statement of Changes in Stockholders' Equity
                    for the Six Months Ended June 30, 2002                                                 4
              Consolidated Statements of Cash Flows for the Six Months
                    Ended June 30, 2002 and 2001                                                           5
              Notes to Consolidated Financial Statements                                                   6

ITEM 2.       Management's Discussion and Analysis of Financial
                    Condition and Results of Operations                                                    8

ITEM 3.       Quantitative and Qualitative Disclosures About Market Risk                                  18

PART II  - OTHER INFORMATION

ITEM 1.       Legal Proceedings                                                                           19
ITEM 2.       Changes in Securities and Use of Proceeds                                                   19
ITEM 3.       Defaults Upon Senior Securities                                                             19
ITEM 4.       Submission of Matters to a Vote of Security Holders                                         19
ITEM 5.       Other Information                                                                           19
ITEM 6.       Exhibits and Reports on Form 8-K                                                            19
              Signatures                                                                                  20


</TABLE>


===============================================================================
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
risks 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>

<TABLE>
<CAPTION>


PART I - FINANCIAL INFORMATION

Item 1.       Consolidated Financial Statements

                           LONG ISLAND FINANCIAL CORP.
                           Consolidated Balance Sheets
                                   (Unaudited)
                        (In thousands, except share data)
                                                                               June 30,          December  31,
                                                                                 2002                2001
                                                                                 ----                ----
<S>                                                                          <C>                <C>
Assets:
Cash and due from banks                                                      $   14,041         $   30,347
Interest earning deposits                                                           342                279
Federal funds sold                                                               29,900                  -
                                                                                 ------               ----
              Total cash and cash equivalents                                    44,283             30,626
Securities held-to-maturity  (fair value of $13,205 and $12,937, respectively)   12,454             12,457
Securities available-for-sale, at fair value                                    153,644            201,967
Federal Home Loan Bank stock, at cost                                             3,585              2,858
Loans, net of unearned income and deferred fees                                 192,920            178,797
Less allowance for loan losses                                                   (2,144)            (2,028)
                                                                                 ------            -------
              Loans, net                                                        190,776            176,769
Premises and equipment, net                                                       3,035              2,929
Accrued interest receivable                                                       2,211              2,121
Bank owned life insurance                                                         6,657              6,495
Prepaid expenses and other assets                                                 1,309              2,168
                                                                                  -----              -----
              Total assets                                                   $  417,954         $  438,390
                                                                                =======            =======

Liabilities and Stockholders' Equity:

Deposits:
    Demand deposits                                                          $   67,692         $   61,502
    Savings deposits                                                             66,768             43,032
    NOW and money market deposits                                                71,727            111,058
    Time certificates issued in excess of $100,000                               29,534             35,861
    Other time deposits                                                          92,107             94,464
                                                                                 ------             ------
              Total deposits                                                    327,828            345,917
Federal funds purchased and securities sold under agreements
    to repurchase                                                                     -              4,500
Other borrowings                                                                 55,000             55,000
Accrued expenses and other liabilities                                            3,717              4,346
                                                                                  -----              -----
              Total liabilities                                                 386,545            409,763
                                                                                -------            -------

Guaranteed preferred beneficial interest in junior subordinated
    debentures                                                                    7,500              7,500
                                                                                  -----              -----

Stockholders' equity:
    Common stock (par value $.01 per share; 10,000,000 shares, authorized;
        1,783,126 shares issued; 1,446,226 and 1,439,926
        shares outstanding, respectively)                                            18                 18
    Surplus                                                                      20,281             20,191
    Accumulated surplus                                                           6,580              5,323
    Accumulated other comprehensive income (loss)                                 1,208               (227)
    Treasury stock at cost, (336,900 shares in 2002 and 2001)                    (4,178)            (4,178)
                                                                                 -------            -------
              Total stockholders' equity                                         23,909             21,127
                                                                                 ------             ------
              Total liabilities and stockholders' equity                     $  417,954         $  438,390
                                                                                =======            =======

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



                                       2
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<TABLE>
<CAPTION>


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

                                                                For the Three Months          For the Six Months
                                                                   Ended June 30,               Ended June 30,
                                                                   --------------               --------------
                                                                 2002          2001           2002        2001
                                                                 ----          ----           ----        ----
<S>                                                            <C>          <C>           <C>          <C>
Interest income:
     Loans                                                     $ 3,610      $  3,193      $   7,022    $  6,222
     Securities                                                  2,267         2,568          4,596       5,323
     Federal funds sold                                             27           144             54         394
     Earning deposits                                                2             2              4           6
                                                                     -             -              -           -
            Total interest income                                5,906         5,907         11,676       11,945
                                                                 -----         -----         ------       ------

Interest expense:
     Savings deposits                                              248           280            401         563
     NOW and money market deposits                                 221           325            413         712
     Time certificates issued in excess of $100,000                191           545            418       1,194
     Other time deposits                                           980         1,321          2,062       2,614
     Borrowed funds                                                669           568          1,334       1,101
                                                                   ---           ---          -----       -----
         Total interest expense                                  2,309         3,039          4,628       6,184
                                                                 -----         -----          -----       -----

         Net interest income                                     3,597         2,868          7,048       5,761
                                                                 -----         -----          -----       -----

Provision for loan losses                                           60             -            150           -
                                                                    --         -----            ---       -----

         Net interest income after provision
             for loan losses                                     3,537         2,868          6,898       5,761
                                                                 -----         -----         ------       -----

Other operating income:
     Service charges on deposit accounts                           423           272            842         531
     Net loss on sale of securities                                  -             -              -         (53)
     Net gain on sale of residential loans                         173            89            336         155
     Earnings on bank owned life insurance                          96            90            192         179
     Other                                                          99            55            218         124
                                                                    --            --            ---         ---
         Total other operating income                              791           506          1,588         936
                                                                   ---           ---          -----         ---

Other operating expenses:
     Salaries and employee benefits                              1,513         1,234          2,962       2,398
     Occupancy expense                                             215           197            429         373
     Premises and equipment expense                                292           232            582         448
     Capital securities                                            206           200            405         399
     Other                                                         883           745          1,796       1,485
                                                                   ---           ---          -----       -----
         Total other operating expenses                          3,109         2,608          6,174       5,103
                                                                 -----         -----          -----       -----

         Income before income taxes                              1,219           766          2,312       1,594
                                                                 -----           ---          -----       -----

Income taxes                                                       420           264            795         547
                                                                   ---           ---            ---         ---

         Net income                                            $   799      $    502      $   1,517    $  1,047
                                                                   ===           ===          =====       =====

Basic earnings per share                                       $   .55      $    .35      $    1.05    $    .71
                                                                   ===           ===           ====         ===
Diluted earnings per share                                     $   .53      $    .34      $    1.02    $    .71
                                                                   ===           ===           ====         ===
Weighted average shares outstanding                          1,446,226     1,453,986      1,443,332   1,466,194
                                                             =========     =========      =========   =========
Diluted weighted average shares outstanding                  1,497,044     1,468,786      1,486,930   1,480,610
                                                             =========     =========      =========   =========

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



                                       3
<PAGE>

<TABLE>
<CAPTION>


                           LONG ISLAND FINANCIAL CORP.
            Consolidated Statement of Changes in Stockholders' Equity
                     For the Six Months Ended June 30, 2002
                                   (Unaudited)
                        (In thousands, except share data)
                                                                                          Accumulated
                                                                                             other
                                                Common                  Accumulated      comprehensive   Treasury
                                                  stock       Surplus     surplus        (loss)/income     stock      Total
                                                  -------------------------------------------------------------------------

<S>                                               <C>            <C>          <C>              <C>         <C>         <C>
Balance at December 31, 2001                    $   18         20,191       5,323            (227)       (4,178)     21,127

Comprehensive income:
     Net income                                      -              -       1,517                -             -      1,517
         Other comprehensive income,
               net of tax:
         Unrealized appreciation in available-
              for-sale securities, net of
              reclassification adjustment            -              -           -            1,435                    1,435
                                                                                                                      -----

Total comprehensive income                           -              -           -                -             -      2,952

Exercise of stock options and related
     tax benefit (6,300 shares)                      -             90           -                -             -         90

Dividends declared on common stock
     ($.18 per common share)                         -              -        (260)               -             -       (260)
                                                    -----------------------------------------------------------------------

Balance at June 30, 2002                        $   18         20,281       6,580            1,208       (4,178)     23,909
                                                    =======================================================================






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


















                                       4
<PAGE>

<TABLE>
<CAPTION>


                           LONG ISLAND FINANCIAL CORP.
                      Consolidated Statements of Cash Flows
                                   (Unaudited)
                                 (In thousands)
                                                                                       For the Six Months
                                                                                         Ended June 30,
                                                                                     2002            2001
                                                                                     ====            ====

<S>                                                                                 <C>              <C>
Cash flows from operating activities:
     Net income                                                               $     1,517      $     1,047
     Adjustments to reconcile net income to net cash
         provided by operating activities:
              Provision for loan losses                                               150                -
              Depreciation and amortization                                           450              334
              Amortization of premiums, net of discount accretion                     582             (733)
              Net loss on sale of securities                                           -                53
              Loans originated for sale, net of proceeds
                  from sales                                                         (209)            (110)
              Net deferred loan origination fees                                       56                5
              Earnings on bank owned life insurance                                  (192)            (179)
              Deferred income taxes                                                   (66)             (10)
              Changes in other assets and liabilities:
                  Accrued interest receivable                                         (90)              23
                  Prepaid expenses and other assets                                   138             (285)
                  Accrued expenses and other liabilities                             (629)             162
                                                                                     ----              ---
         Net cash provided by operating activities                                  1,707              307
                                                                                    -----              ---

Cash flows from investing activities:
     Purchases of securities held-to-maturity, available-for-sale                (623,248)        (812,925)
     Net purchase of Federal Home Loan  Bank stock                                   (727)               -
     Proceeds from the sale of securities available-for-sale                            -           25,470
     Proceeds from maturities of securities                                       651,018          802,496
     Principal repayments on securities                                            22,226           13,082
     Loan originations net of principal repayments                                (14,004)         (19,416)
     Purchase of premises and equipment                                              (556)            (675)
                                                                                    -----           -----
         Net cash provided by investing activities                                 34,709            8,032
                                                                                   ------            -----

Cash flows from financing activities:
     Net decrease in demand deposit, savings, NOW,
         and money market accounts                                                 (9,405)         (20,233)
     Net (decrease) increase in certificates of deposit                            (8,684)          11,802
     Net decrease in federal funds purchased and securities sold
         under agreement to repurchase                                             (4,500)              -
     Net increase in other borrowings                                                  -            14,000
     Exercise of stock options                                                         90               -
     Payments for cash dividends                                                     (260)            (233)
     Purchase of treasury stock                                                         -             (564)
                                                                                        -             ----
         Net cash (used) provided in financing activities                         (22,759)           4,772
                                                                                  --------           -----

         Net increase in cash and cash equivalents                                 13,657           13,111

Cash and cash equivalents at beginning of period                                   30,626           16,208
                                                                                   ------           ------
Cash and cash equivalents at end of period                                    $    44,283      $    29,319
                                                                                   ======           ======

Supplemental disclosure of cash flow information
------------------------------------------------
Cash paid during the period for:
     Interest                                                                 $     5,231      $     6,118
                                                                                    =====            =====
     Income taxes                                                             $       987      $       559
                                                                                      ===              ===

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



                                       5
<PAGE>




                           LONG ISLAND FINANCIAL CORP.
                   NOTES TO 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
subsidiaries.  All significant inter-company accounts and transactions have been
eliminated in consolidation.

The accompanying  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 six month period ended June
30, 2002 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 accounting
principles  generally  accepted  in the  United  States  of  America  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 2001 Annual Report on Form 10-K.


2.       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>


                                                                  June 30, 2002             December 31, 2001
                                                                  -------------             -----------------
                                                             Amortized        Fair        Amortized       Fair
                                                               Cost           Value         Cost          Value
                                                                                (In thousands)
<S>                                                        <C>               <C>       <C>                <C>
    Held-to-maturity:
    Corporate debt                                         $   12,454        13,205    $   12,457         12,937
                                                               ------        ------        ------         ------
        Total held-to-maturity                             $   12,454        13,205    $   12,457         12,937
                                                               ======        ======        ======         ======

    Available-for-sale:
    U.S. Government and agency obligations                 $   47,306        47,626    $   89,930         89,732
    Mortgage-backed securities:
       GNMA                                                    71,283        72,362        85,171         85,021
       FHLMC                                                   11,972        11,978         4,402          4,304
       FNMA                                                    19,172        19,663        20,803         20,918
    Corporate debt                                              2,015         2,015         2,017          1,992
                                                                -----         -----         -----          -----
        Total securities available-for-sale                $  151,748       153,644    $  202,323        201,967
                                                              =======       =======       =======        =======
</TABLE>




                                       6
<PAGE>


<TABLE>
<CAPTION>

3.  LOANS, NET

Loans, net, are summarized as follows:

                                                            June 30, 2002                December 31, 2001
                                                            -------------                -----------------
                                                                       (Dollars in thousands)

<S>                                                  <C>             <C>             <C>             <C>
       Commercial and industrial loans               $     44,497    22.7  %         $    43,972     24.2  %
       Commercial real estate loans                       122,822    62.6                116,646     64.2
       Automobile loans                                    24,930    12.7                 18,300     10.1
       Consumer loans                                       2,402      .9                  1,312       .7
       Residential real estate loans held-for-sale          1,681     1.2                  1,472       .8
                                                            -----     ---                  -----      ---
                                                          196,332   100.0                181,702    100.0
       Less:
         Unearned income                                    2,709                          2,258
         Deferred fees, net                                   703                            647
         Allowance for loan losses                          2,144                          2,028
                                                            -----                          -----
                                                     $    190,776                    $   176,769
                                                          =======                        =======

</TABLE>


4.       RECENT DEVELOPMENTS

On May 23,  2002 the Board of  Directors  of the  Company  declared a  quarterly
dividend of nine cents ($0.09) per common  share.  The dividend was paid on July
1, 2002, to shareholders of record as of June 21, 2002.


5.       RECENT ACCOUNTING PRONOUNCEMENTS

In April 2002, the Financial  Accounting Standards Board (FASB) issued Statement
of Financial Accounting Standards (SFAS) No. 145, "Rescission of FASB Statements
Nos.  4,  44,  and 64,  Amendment  of  FASB  Statement  No.  13,  and  Technical
Corrections."  The  Statement   updates,   clarifies  and  simplifies   existing
accounting  pronouncements.  SFAS No. 145 rescinds SFAS No. 4, "Reporting  Gains
and Losses from  Extinguishment  of Debt,"  which  required all gains and losses
from extinguishment of debt to be aggregated and, if material,  classified as an
extraordinary  item, net of related income tax effect. As a result, the criteria
in Accounting  Principles Board Opinion (APB) No. 30,  "Reporting the Effects of
Disposal of a Segment of a Business, and Extraordinary, Unusual and Infrequently
Occurring Events and Transactions," will now be used to classify those gains and
losses.  SFAS No.  64,  "Extinguishments  of Debt Made to  Satisfy  Sinking-Fund
Requirements," amended SFAS No. 4, and is no longer necessary because SFAS No. 4
has been rescinded. SFAS No. 145 amends SFAS No. 13, "Accounting for Leases," to
require that certain lease  modifications  that have economic effects similar to
sale-leaseback   transactions   be   accounted   for  in  the  same   manner  as
sale-leaseback  transactions.  This amendment is consistent with the FASB's goal
of requiring  similar  accounting  treatment for transactions  that have similar
economic  effects.  SFAS No. 145 also makes  technical  corrections  to existing
pronouncements.  While those  corrections are not substantive in nature, in some
instances,  they may change accounting practice.  The provisions of SFAS No. 145
are effective for fiscal years beginning after May 15, 2002.  Early  application
of SFAS No. 145 is encouraged. There will be no material impact on the Company's
consolidated balance sheets or consolidated statements of earnings upon adoption
of SFAS No. 145.



                                       7
<PAGE>



In October 2001, the FASB issued SFAS No. 144, "Accounting for the Impairment or
Disposal of Long-Lived Assets," which replaced SFAS No. 121, "Accounting for the
Impairment of Long-Lived  Assets and for  Long-Lived  Assets to Be Disposed Of."
SFAS No. 144  established  a single  accounting  model,  based on the  framework
established  in SFAS No. 121, for  long-lived  assets to be disposed of by sale.
SFAS No. 144 also resolved significant implementation issues related to SFAS No.
121. The  provisions  of SFAS No. 144 are  effective  for  financial  statements
issued for fiscal years beginning  after December 15, 2001.  There was no impact
on the  Company's  consolidated  balance  sheets or  consolidated  statements of
earnings upon adoption of SFAS No. 144, on January 1, 2002.

In July 2001,  the FASB  issued  SFAS No. 142,  "Goodwill  and Other  Intangible
Assets,"  which  requires that goodwill and  intangible  assets with  indefinite
useful lives no longer be  amortized,  but instead be tested for  impairment  at
least  annually in  accordance  with the provision of SFAS No. 142. SFAS No. 142
also  requires  that other  intangible  assets with  estimable  useful  lives be
amortized  over  their  respective  estimated  useful  lives to their  estimated
residual  values.  Amortizing  intangible  assets  must  also  be  reviewed  for
impairment.  SFAS No. 142 is applicable to fiscal years beginning after December
15, 2001 and is required to be applied at the  beginning of the entities  fiscal
year. There was no impact on the Company's consolidated  statements of financial
condition or consolidated statements of income upon adoption of SFAS No. 142, on
January 1, 2002.



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

The principal business of Long Island Financial Corp.  currently consists of the
operation of a wholly-owned subsidiary, Long Island Commercial Bank. Long Island
Commercial Bank 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 of 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.

Critical Accounting Policies

The Company identifies  accounting policies critical to the Company's operations
and  understanding of the Company's  results of operations.  Certain  accounting
policies  are  considered  to be important  to the  portrayal  of the  Company's
financial condition, since they require management to make complex or subjective
judgments,  some of which may relate to matters that are  inherently  uncertain.
The inherent sensitivity of the Company's  consolidated  financial statements to
critical  accounting   policies  and,  the  use  of  judgments,   estimates  and
assumptions  could result in material  differences  in the Company's  results of
operations or financial condition.

The Company has determined that the methodology used in determining the level of
its allowance for loan losses is critical in the presentation and  understanding
of the  Company's  consolidated  financial  statements.  The  allowance for loan
losses  represents  management's  estimate  of probable  losses  inherent in the
portfolio.  This  evaluation  process  is  subject  to  numerous  estimates  and
judgments.  Changes  in  these  estimates  could  have a  direct  impact  on the
provision for loan losses and could result in a change in the  allowance.  While
management  uses  available  information  to determine  losses on loans,  future
additions  to the  allowance  may be  necessary  based on,  among other  things,
unanticipated  changes in economic  conditions,  particularly in the counties of
Nassau and Suffolk.


                                       8
<PAGE>


In  evaluating  the  portfolio,  management  takes into  consideration  numerous
factors such as the Company's loan growth,  prior loss  experience,  present and
potential  risks  of the  loan  portfolio,  risk  ratings  assigned  by  lending
personnel, ratings assigned by the independent loan review function, the present
financial  condition of the  borrowers,  current  economic  conditions and other
portfolio risk  characteristics.  The Company's formalized process for assessing
the adequacy of the allowance  for loan losses and the  resultant  need, if any,
for periodic  provisions  to the  allowance  charged to income  consists of both
individual  loan analyses and loan pool analyses.  The individual  loan analyses
are periodically  performed on individually  significant loans or when otherwise
deemed necessary and primarily encompass  commercial  real-estate and commercial
and industrial loans.  Management believes that the Company's allowance for loan
losses at June 30, 2002 is adequate to provide  for  estimated  probable  losses
inherent in the portfolio.

Financial Condition

The Company's total assets were $418.0 million as of June 30, 2002,  compared to
$438.4  million at December 31, 2001. The decrease in total assets was primarily
attributable  to the  decline in the  securities  available-for-sale  portfolio,
which decreased $48.3 million,  or 23.9%, as the proceeds of maturing short-term
U.S.  Government and agency obligations  purchased in December 2001 were used to
pay maturing seasonal municipal deposits. Offsetting this decrease in part, were
loans,  net,  which  increased  $14.0 million,  or 7.9%,  from $176.8 million at
December 31, 2001,  to $190.8  million at June 30,  2002,  reflecting  increases
primarily in the automobile loan and commercial real estate loan portfolio.

Total deposits decreased $18.1 million, or 5.2%, from $345.9 million at December
31, 2001 to $327.8 million at June 30, 2002,  primarily reflecting a decrease in
NOW and money market deposits.  The decrease in NOW and money market deposits of
$39.4  million,  or 35.4%,  from $111.1  million at  December  31, 2001 to $71.7
million  at June  30,  2002,  is  attributable  to the  withdrawal  of  seasonal
municipal  deposits.  Time deposits issued in excess of $100,000  decreased $6.3
million, or 17.6%, and other time deposits decreased $2.4 million, or 2.5%, from
period to period.  The effects of those  declines were offset in part by a $23.7
million,  or 55.2%,  increase in savings deposits and a $6.2 million,  or 10.1%,
increase in demand deposits. There were no federal funds purchased or securities
sold  under  agreements  to  repurchase  outstanding  at June  30,  2002.  Other
borrowings,  which  consist  of  Federal  Home Loan  Bank of New York  advances,
remained unchanged at $55.0 million.

Stockholders'  equity increased $2.8 million, or 13.2%, to $23.9 million at June
30,  2002  compared  to  $21.1  million  at  December  31,  2001.  Increases  to
stockholders  equity  included  $1.5  million  of net  income for the six months
ending June 30, 2002, and a decrease in the accumulated other comprehensive loss
on securities  available-for-sale of $1.4 million. Offsetting those increases in
part were dividends declared of $260,000.

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  tables set forth certain  information  relating to the Company's
consolidated average balance sheets and its consolidated  statements of earnings
for the three  months and six months  ended June 30, 2002 and 2001,  and reflect
the   average   yield  on   interest-earning   assets   and   average   cost  of
interest-bearing  liabilities  for the periods  indicated.  Yields and costs are
derived by  dividing  annualized  income or expense  by the  average  balance of
interest-earning assets or interest-bearing liabilities,  respectively.  Average
balances are derived from  average  daily  balances.  Average  balances  include
non-accrual loans although they are not material.


                                       9
<PAGE>


<TABLE>
<CAPTION>




                                                                Three Months Ended June 30,
                                                 -----------2002-----------              -----------2001-----------
                                                                       Average                                   Average
                                              Average                  Yield /         Average                   Yield /
                                              Balance     Interest      Cost           Balance     Interest       Cost
Interest earning assets:                                                  (Dollars in thousands)
     <S>                                     <C>            <C>                   <C>              <C>          <C>
     Federal funds sold and
         interest earning deposits      $       6,843  $        29       1.70 %       $  12,881  $       146       4.53  %
     Securities net (1)                       183,725        2,267       4.94           170,895        2,556       5.98
     Municipal obligations (2)                      -            -          -             1,168           17       5.82
     Loans, net (3)                           187,842        3,610       7.69           148,979        3,193       8.57
                                              -------        -----       ----           -------        -----      -----
         Total interest-earning assets        378,410        5,906       6.24           333,923        5,912       7.08
Non-interest-earning assets                    34,228                                    25,162
                                             --------                                  --------
Total assets                            $     412,638                               $   359,085
                                              =======                                   =======

Interest-bearing liabilities:
     Savings deposits                   $      60,169  $       248    1.65          $    36,862  $       280       3.04
     NOW and money market deposits             72,460          221    1.22               66,790          325       1.95
     Certificates of deposit                  123,300        1,171    3.80              131,464        1,866       5.68
                                              -------        -----    ----              -------        -----       ----
         Total interest-bearing deposits      255,929        1,640    2.56              235,116        2,471       4.20
     Borrowed funds                            57,349          669    4.67               45,088          568       5.04
                                             --------       ------    ----             --------        -----      -----
         Total interest-bearing liabilities   313,278        2,309    2.95              280,204        3,039       4.34
Other non-interest bearing liabilities         76,739                                    58,737
                                             --------                                  --------
Total liabilities                             390,017                                   338,941
Stockholders' Equity                           22,621                                    20,144
                                             --------                                    ------
Total liabilities and
     stockholders' equity               $     412,638                               $   359,085
                                              =======                                   =======


Net interest income/
     interest rate spread (4)                          $     3,597      3.29   %                 $     2,873       2.74  %
                                                             =====      ----                           =====       ====

Net interest margin (5)                                                 3.80   %                                   3.44  %
                                                                        ====                                       ====

Ratio of interest-earning assets to
     interest-bearing liabilities                                      1.21x                                      1.19x
                                                                       =====                                      =====

(1) Securities,  net, excludes municipal  obligations.  Unrealized  appreciation / depreciation on  available-for-sale  securities
    are recorded in non-interest earning assets.
(2) Interest income and yields are presented on a fully taxable equivalent basis.
(3) Amount is net of residential  real estate loans  held-for-sale,  deferred loan fees and allowance for loan losses but includes
    non-performing loans.
(4) Interest rate spread represents the difference between the yield on  interest-earning  assets and the cost of interest-bearing
    liabilities.
(5) Net interest margin represents net interest income divided by average interest-earning assets.


</TABLE>


                                       10
<PAGE>





<TABLE>
<CAPTION>




                                                                 Six Months Ended June 30,
                                                 -----------2002-----------               -----------2001-----------
                                                                       Average                                   Average
                                              Average                  Yield /         Average                   Yield /
                                              Balance     Interest      Cost           Balance     Interest       Cost
Interest earning assets:                                                  (Dollars in thousands)
<S>                                            <C>            <C>         <C>              <C>          <C>         <C>
     Federal funds sold and
         interest earning deposits      $       6,960  $        58       1.67 %       $  15,859  $       400       5.04 %
     Securities net (1)                       185,285        4,596       4.96           170,696        5,299       6.21
     Municipal obligations (2)                      -            -          -             1,168           34       5.82
     Loans, net (3)                           183,492        7,022       7.65           142,685        6,222       8.72
                                              -------        -----       ----           -------        -----       ----
         Total interest-earning assets        375,737       11,676       6.21           330,408       11,955       7.24
Non-interest-earning assets                    33,678                                    23,988
                                             --------                                  --------
Total assets                            $     409,415                               $   354,396
                                              =======                                   =======

Interest-bearing liabilities:
     Savings deposits                   $      53,230  $       401    1.51          $    35,557  $       563       3.17
     NOW and money market deposits             72,933          413    1.13               68,805          712       2.07
     Certificates of deposit                  127,666        2,480    3.89              128,599        3,808       5.92
                                              -------        -----    ----              -------        -----       ----
         Total interest-bearing deposits      253,829        3,294    2.60              232,961        5,083       4.36
     Borrowed funds                            57,650        1,334    4.63               43,654        1,101       5.04
                                             --------        -----    ----             --------        -----       ----
         Total interest-bearing liabilities   311,479        4,628    2.97              276,615        6,184       4.47
Other non-interest bearing liabilities         75,621                                    57,827
                                             --------                                    ------
Total liabilities                             387,100                                   334,442
Stockholders' Equity                           22,315                                    19,954
                                             --------                                    ------
Total liabilities and
     stockholders' equity               $     409,415                               $   354,396
                                              =======                                   =======

Net interest income/
     interest rate spread (4)                          $     7,048      3.24  %                  $     5,771       2.77  %
                                                             =====      ----                           =====       ====

Net interest margin (5)                                                 3.75  %                                    3.49  %
                                                                        ====                                       ====
Ratio of interest-earning assets to
     interest-bearing liabilities                                       1.21x                                     1.19x
                                                                        =====                                     =====


(1) Securities,  net, excludes municipal  obligations.  Unrealized  appreciation / depreciation on  available-for-sale  securities
    are recorded in non-interest earning assets.
(2) Interest income and yields are presented on a fully taxable equivalent basis.
(3) Amount is net of residential  real estate loans  held-for-sale,  deferred loan fees and allowance for loan losses but includes
    non-performing loans.
(4) Interest rate spread represents the difference between the yield on  interest-earning  assets and the cost of interest-bearing
    liabilities.
(5) Net interest margin represents net interest income divided by average interest-earning assets.
</TABLE>


                                       11
<PAGE>





Comparison of  Operating  Results for the Three  Months  Ended June 30, 2002 and
2001

General

The Company reported net income of $799,000, or basic earnings per share of $.55
and  diluted  earnings  per share of $.53 for the quarter  ended June 30,  2002,
compared to $502,000,  or basic earnings per share of $.35 and diluted  earnings
per share of $.34,  for the prior year  period.  The  increase in net income was
attributable  primarily to a $669,000,  or 23.3% increase in net interest income
after  provision  for loan losses and an increase in other  operating  income of
$285,000, or 56.3%. Offsetting those increases was a $501,000, or 19.2% increase
in other operating expenses.

Interest Income

Interest income, on a fully taxable equivalent basis, decreased $6,000, or 0.1%,
for the three  months  ended June 30,  2002,  compared to the three months ended
June 30,  2001.  This  decrease  was  primarily  the result of a 84 basis  point
decrease  in the  average  yield on  interest-earning  assets from 7.08% for the
three months ended June 30, 2001, to 6.24% for the comparable  2002 period.  The
decrease in average yield on  interest-earning  assets was attributable to a 104
basis point  decrease  in yield on  securities,  net,  (exclusive  of  municipal
obligations) which declined from 5.98% for the three months ended June 30, 2001,
to 4.94% for the three months ended June 30,  2002.  The average  yield on loans
receivable, net, decreased 88 basis points from 8.57% for the three months ended
June 30, 2001, to 7.69% for the comparable 2002 period. Partially offsetting the
decline in yield from period to period, the average balance of securities,  net,
(exclusive of municipal  obligations)  increased  $12.8 million,  or 7.5%,  from
$170.9  million for three months ended June 30, 2001, to $183.7  million for the
three months ended June 30, 2002. The average balance of loans,  net,  increased
$38.8 million,  or 26.1% from $149.0 million for the three months ended June 30,
2001, to $187.8 million for the comparable 2002 period.

Interest Expense

Interest  expense for the three  months  ended June 30,  2002 was $2.3  million,
compared to $3.0 million for the three months ended June 30, 2001, a decrease of
$730,000,  or 24.0%. The decrease was attributable to a 139 basis point decrease
in the average  cost of  interest-bearing  liabilities  from 4.34% for the three
months  ended June 30, 2001 to 2.95% for the three  months  ended June 30, 2002.
The decrease in average cost was partially offset by a $33.1 million,  or 11.8%,
increase  in the  average  balance of total  interest-bearing  liabilities  from
$280.2  million for the three months  ended June 30, 2001 to $313.3  million for
the three months ended June 30, 2002.  The increase in average  interest-bearing
liabilities  reflects  a  $20.8  million  increase  in the  average  balance  of
interest-bearing  deposits  and a  $12.3  million  increase  in the  balance  of
borrowed funds as compared to the prior year period.

Interest  expense on  interest-bearing  deposits for the three months ended June
30, 2002 decreased $831,000, or 33.6%, to $1.6 million from $2.5 million for the
corresponding 2001 period.  This decrease was primarily due to a 164 basis point
decrease in the average rate paid on  interest-bearing  deposits  from 4.20% for
three months ended June 30, 2001 to 2.56% for the corresponding  period in 2002.
Offsetting  the decrease in the average rate paid was an increase in the average
balance of interest-bearing deposits of $20.8 million for the three months ended
June 30, 2002 from the corresponding period in 2001. The increase in the average
balance of interest-bearing  deposits was the result of increases in the average
balance of savings deposits of $23.3 million, or 63.2%, and NOW and money market
deposits of $5.7 million, or 8.5% from period to period. The increase in average
balances  of  interest-bearing  deposits is the result of the  Company's  branch
expansion and the  development  of  competitive  deposit  products that meet the
needs of its commercial and consumer customers.

                                       12
<PAGE>


Interest  expense on  borrowed  funds for the three  months  ended June 30, 2002
increased  $101,000,  or 17.8%, to $669,000 from $568,000 for the  corresponding
2001  period.  The  increase  was  primarily  due to an  increase in the average
balance of borrowed funds of $12.2 million, or 27.2%, from $45.1 million for the
three  months  ended June 30, 2001 to $57.3  million for the three  months ended
June 30, 2002.  Offsetting  the  increase in the average  balance was a 37 basis
point  decrease  in the average  cost of borrowed  funds from 5.04% for the 2001
period, to 4.67% for the 2002 period.


Net Interest Income

Net interest income on a fully taxable  equivalent  basis increased by $724,000,
or 25.2%,  from $2.9 million for the three  months ended June 30, 2001,  to $3.6
million for the three  months  ended June 30,  2002.  The average  cost of total
interest-bearing  liabilities  for the period  decreased  139 basis  points from
4.34% in the 2001 period to 2.95% in the 2002 period. The average yield on total
interest-earning  assets for the period  decreased 84 basis points from 7.08% in
the 2001  period  to 6.24% in the 2002  period.  The net  interest  rate  spread
increased by 55 basis points from 2.74% in the 2001 period, to 3.29% in the 2002
period.

Provision for Loan Losses

The Company made a $60,000  provision for loan losses for the three months ended
June 30, 2002. The provision for loan losses for the three months ended June 30,
2002 reflects management's  qualitative and quantitative  assessment of the loan
portfolio,  net charge-offs and collection of delinquent loans. No provision was
made for the three  months ended June 30, 2001.  The  allowance  for loan losses
amounted to $2.1  million and $2.0  million at June 30,  2002 and  December  31,
2001,  respectively.  The allowance for loan losses as a percentage of loans was
1.11% and 1.13% at June 30, 2002 and December 31, 2001, respectively.

The following table sets forth information regarding non-accrual loans and 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  more  than 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  collectable  and a consistent
record of performance has been demonstrated.

<TABLE>
<CAPTION>

                                                                  June 30, 2002         December 31, 2001
                                                                          (Dollars in thousands)
<S>                                                                <C>                    <C>
Non-accrual loans:
     Commercial and industrial loans                               $    128               $   153
     Consumer loans                                                       4                    25
                                                                          -                    --
         Total non-accrual and non-performing loans                     132                   178
                                                                        ---                   ---


Allowance for loan losses as a percentage
     of loans (1)                                                       1.11  %               1.13  %
Allowance for loan losses as a percentage
     of total non-performing loans                                   1624.24  %            1139.33  %
Non-performing loans as a percentage of loans (1)                        .07  %                .10  %

(1)    Loans include loans, net, excluding the allowance for loan losses.
</TABLE>


                                       13
<PAGE>




Other Operating Income

Other operating income increased  $285,000,  or 56.3%, to $791,000 for the three
months  ended June 30,  2002.  Service  charges on  deposit  accounts  increased
$151,000,  or 55.5%,  reflecting  overall growth in the depositor  base, and the
introduction of new and electronic banking services. Included in other operating
income  was a $84,000,  or 94.4%,  increase  in net gain on sale of  residential
loans as a result of an overall increase in residential mortgage loan production
resulting from a more favorable interest rate environment.

Other Operating Expense

Other operating expense increased $501,000,  or 19.2%, from $2.6 million for the
three  months  ended June 30,  2001,  to $3.1 million for the three months ended
June 30,  2002.  Increases  in salaries  and  employee  benefits,  premises  and
equipment  expense,  and other  expense for the three months ended June 30, 2002
result from the Bank's branch expansion.

Income Taxes

Income taxes increased  $156,000,  or 59.1%,  from $264,000 for the three months
ended June 30, 2001,  to $420,000 for the three months ended June 30, 2002, as a
result of the increase in income before  income  taxes.  The effective tax rates
for the three  months  ended June 30,  2002 and those  ended June 30,  2001 were
34.5% and 34.4%, respectively.


Comparison of Operating Results for the Six Months Ended June 30, 2002 and 2001

General

The Company reported net income of $1.5 million,  or basic earnings per share of
$1.05, and diluted earnings per share of $1.02 for the six months ended June 30,
2002,  compared to $1.0 million, or basic and diluted earnings of $.71 per share
for the prior year period. The increase in net income was primarily attributable
to an increase in net interest  income after  provision  for loan losses of $1.1
million,  or 19.7%,  and an increase in other operating  income of $652,000,  or
69.7%. Offsetting those increases was a $1.1 million, or 21.0% increase in other
operating expenses.

Interest Income

Interest income, on a fully taxable  equivalent basis,  decreased  $279,000,  or
2.3%,  from $12.0  million  for the six months  ended  June 30,  2001,  to $11.7
million for the six months ended June 30, 2002. The decrease was attributable to
a decrease in the average yield on  interest-earning  assets of 103 basis points
from 7.24% for the six months ended June 30,  2001,  to 6.21% for the six months
ended June 30, 2002.  The decrease in average  yield on interest  earning-assets
was  attributable  to a 125 basis point  decrease in yield on  securities,  net,
(exclusive  of  municipal  obligations)  which  declined  from 6.21% for the six
months ended June 30, 2001, to 4.96% for the comparable 2002 period. The average
yield on loans,  net,  decreased  107 basis points from 8.72% for the six months
ended June 30, 2001, to 7.65% for the six months ended June 30, 2002.  Partially
offsetting  the decline in yield from period to period,  the average  balance of
securities,  net, (exclusive of municipal  obligations) increased $14.6 million,
or 8.5%,  from $170.7  million for the six months ended June 30, 2001, to $185.3
million for the six months ended June 30, 2002.  Similarly,  the average balance
of loans,  net,  increased $40.8 million,  or 28.6%, from $142.7 million for the
six months ended June 30, 2002, to $183.5  million for the six months ended June
30, 2002.

                                       14
<PAGE>


Interest Expense

Interest  expense  for the six  months  ended  June 30,  2002 was $4.6  million,
compared to $6.2  million for the six months  ended June 30, 2001, a decrease of
$1.6 million, or 25.2%. The decrease in interest expense was the result of a 150
basis point decrease in the average cost of  interest-bearing  liabilities  from
4.47% for the six months  ending  June 30, 2001 as compared to 2.97% for the six
months ended June 30,  2002.  The decrease in average cost was offset by a $34.9
million,  or 12.6%  increase  in the average  balance of total  interest-bearing
liabilities  from $276.6  million for the 2001 period to $311.5  million for the
2002 period.  The increase in average  interest-bearing  liabilities  reflects a
$20.9 million increase in the average balance of interest-earning deposits and a
$14.0 million  increase in the average  balance of borrowed funds as compared to
the prior year period.

Interest expense on interest-bearing  deposits for the six months ended June 30,
2002 decreased $1.8 million, or 35.2%, to $3.3 million from $5.1 million for the
corresponding 2001 period.  This decrease was primarily due to a 176 basis point
decrease in the average rate paid on  interest-bearing  deposits  from 4.36% for
six months  ended June 30, 2001 to 2.60% for the  corresponding  period in 2002.
Offsetting  the decrease in the average rate paid was an increase in the average
balance of  interest-bearing  deposits of $20.9 million for the six months ended
June 30, 2002 from the corresponding period in 2001. The increase in the average
balance of interest-bearing  deposits was the result of increases in the average
balance of savings deposits of $17.7 million, or 49.7%, and NOW and money market
deposits of $4.1 million, or 6.0% from period to period. The increase in average
balances  of  interest-bearing  deposits is the result of the  Company's  branch
expansion and the  development  of  competitive  deposit  products that meet the
needs of its commercial and consumer customers.

Interest  expense  on  borrowed  funds for the six months  ended  June 30,  2002
increased  $233,000,  or  21.2%,  to $1.3  million  from  $1.1  million  for the
corresponding 2001 period. The increase was primarily due to a $14.0 million, or
32.0%,  increase in the average balance of borrowed funds from $43.7 million for
the six months  ended June 30, 2001 to $57.7  million  for the six months  ended
June 30, 2002.  Offsetting  the  increase in the average  balance was a 41 basis
point  decrease  in the average  cost of borrowed  funds from 5.04% for the 2001
period, to 4.63% for the 2002 period.


Net Interest Income

Net  interest  income on a fully  taxable  equivalent  basis  increased  by $1.2
million,  or 22.1%, from $5.8 million for the six months ended June 30, 2001, to
$7.0 million for the six months  ended June 30, 2002.  The average cost of total
interest-bearing  liabilities  for the period  decreased  150 basis  points from
4.47% in the 2001  period  to 2.97% in the 2002  period.  The  average  yield on
interest-earning  assets for the period decreased 103 basis points from 7.24% in
the 2001  period  to 6.21% in the 2002  period.  The net  interest  rate  spread
increased by 47 basis points from 2.77% in the 2001 period, to 3.24% in the 2002
period.

Provision for Loan Losses

The Company made a $150,000  provision  for loan losses for the six months ended
June 30, 2002. No provision was made for the six months ended June 30, 2001. The
provision  for loan  losses  is  based on  analysis  of the loan  portfolio  and
reflects an amount,  which in  management's  judgment is adequate to provide for
probable loan losses in the existing portfolio.


                                       15
<PAGE>


Other Operating Income

Other operating income increased $652,000, or 69.7%, to $1.6 million for the six
months  ended June 30,  2002.  Service  charges on  deposit  accounts  increased
$311,000,  or 58.6%,  reflecting an overall  increase in the Bank's  deposit fee
structure,  growth  in the  depositor  base,  and  the  introduction  of new and
electronic  banking  services.  Gain  on  sale of  residential  loans  increased
$181,000,  or 116.8%, as a result of an overall increase in residential mortgage
loan production made possible by lower market interest rates.

Other Operating Expense

Other operating expenses increased $1.1 million, or 21.0%, from $5.1 million for
the six months ended June 30, 2001, to $6.2 million in the six months ended June
30, 2002.  Increases in salaries and employee  benefits,  premises and equipment
expense,  and other  expense for the six months ended June 30, 2002 are a result
of the Bank's continuing branch expansion.

Income Taxes

Income taxes  increased  $248,000,  or 45.3%,  from  $547,000 for the six months
ended June 30, 2001,  to $795,000 for the six months ended June 30, 2002 and was
attributable  to the increase in income before  income taxes.  The effective tax
rate for the six months ended June 30, 2002 was 34.4%, compared to 34.3% for the
six months ended June 30, 2001.

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. For most banks,
including the Bank,  maturing assets provide only a limited portion of the funds
required to pay maturing liabilities over a short time frame. 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 Company's  liquid assets  consist of cash and due from banks,  federal funds
sold, interest-earning deposits with other financial institutions and securities
classified as  available-for-sale,  less securities  pledged as collateral.  The
Company has  established a minimum  liquidity  level,  average  liquid assets to
average  assets,  at 10%.  Average  balances  are  derived  from  average  daily
balances.  During the three months ended June 30, 2002,  the  Company's  average
minimum liquidity level was 26.6%.

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 or liquidate  available-for-sale  securities.  It can also
access its lines of credit,  totaling $6.5 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 at June 30, 2002,
which  enable it to borrow  funds on a secured  basis.  The  Company  could also
engage in other forms of borrowings, including reverse repurchase agreements.


                                       16
<PAGE>


At June 30, 2002, the Company's  borrowings  consisted of convertible and medium
term 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.  The  convertible  advances  are  secured by various
mortgage-backed  and  callable  U.S.  agency  securities.   At  June  30,  2002,
convertible and medium term advances outstanding were as follows:
<TABLE>
<CAPTION>

                                                                               Call               Contractual
                                        Amount              Rate               Date                 Maturity
<S>                                         <C>              <C>              <C>                    <C>
    Convertible advance          $     14,000,000           5.49  %        02/19/2003             02/19/2008
    Convertible advance                15,000,000           4.59           07/22/2002              01/21/2009
    Convertible advance                14,000,000           4.97           01/19/2004             01/19/2011
    Convertible advance                 3,000,000           4.11           12/11/2005             12/11/2011
    Medium term advance                 4,000,000           3.31           12/11/2003             12/11/2003
    Medium term advance                 5,000,000           3.99           12/13/2004             12/13/2004
                                        ---------
                  Total          $     55,000,000
</TABLE>

The primary  investing  activities of the Company are the purchase of securities
available-for-sale  and the origination of loans.  During each of the six months
ended June 30,  2002,  and 2001,  the  Company's  purchases of  securities  were
classified  available-for-sale  and totaled $625.0  million and $808.5  million,
respectively.  Loan originations,  net of principal repayments on loans, totaled
$14.0  million and $19.4  million for the six months  ended June 30,  2002,  and
2001,  respectively.  Those  activities  were funded  primarily  by  borrowings,
principal repayments and maturities of securities.

Capital Resources

The Bank is subject to the risk based  capital  guidelines  administered  by the
banking  regulatory  agencies.  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,
2001,  the  most  recent   notification  from  the  federal  banking  regulators
categorized  the Bank as well  capitalized  under the  regulatory  framework for
prompt corrective action.

In accordance  with the  requirements of the 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 June 30, 2002, the Bank exceeded those
requirements  with a leverage  capital ratio,  and risk-based  capital ratio and
total-risk based capital ratio of 6.20%, 10.58%, and 11.46%, respectively.

On May 24, 2001, the Company announced a plan for a stock repurchase  program to
acquire an  additional  75,000  shares of the  outstanding  common  stock of the
Company.  As of June 30, 2002, no repurchases  had been made under this program.
The plan for the repurchase program was undertaken  because management  believed
that the  repurchase  of shares  would  enhance  shareholder  value and  provide
additional liquidity for otherwise thinly traded shares. The repurchase program,
which  remains  in effect,  generally  will be  conducted  through  open  market
purchases,  although  unsolicited  negotiated  transactions  or  other  types of
repurchases may be considered.  Management does not believe the stock repurchase
will adversely affect the strong liquidity or capital  positions of the Company,
its  designation  as   well-capitalized   or  its  compliance  with  established
regulatory  capital  requirements.  At June 30,  2002,  the Company held 336,900
shares of treasury stock at an average cost of $12.40 per share.



                                       17
<PAGE>



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 guidelines  approved by the Board of Directors.
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 market  interest  rates and the Company's
ability to manage its assets and liabilities in response to such movements.

At June 30, 2002,  62.6% of the Company's  gross loans had  adjustable  interest
rates and its loan portfolio had an average  weighted  maturity of 9.1 years. At
that date, $43.6 million,  or 25.7%, of the Company's  securities had adjustable
interest rates, and its securities  portfolio had a weighted average maturity of
3.5 years.  At June 30, 2002, the Company had $51.7 million of  certificates  of
deposit with  maturities  of one year or less and $29.5 million of deposits over
$100,000,  which tend to be less stable sources of funding when compared to core
deposits,  and  which  represented  25.8%  of  the  Company's   interest-bearing
liabilities.   In   a   rising   interest   rate   environment   the   Company's
interest-bearing  liabilities may adjust upwardly more rapidly than the yield on
its  adjustable-rate  assets.  Thus, 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.

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
periods 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 points in 100 basis point increments.

At June 30,  2002,  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>
                200                  $   934           6.14     %            $   (2,882)            (10.46) %
                100                      436           2.87                      (2,078)             (7.54)
              Static                      --             --                         --                 --
               (100)                    (603)          (3.96)                    (1,599)             (5.80)
               (200)                 $(1,323)          (8.69)   %            $   (1,664)             (6.04) %
</TABLE>


                                       18
<PAGE>



PART II  - OTHER INFORMATION

Item 1.  Legal Proceedings
         Not applicable.

Item 2.  Changes in Securities and Use of Proceeds
         Not applicable.

Item 3.  Defaults Upon Senior Securities
         Not applicable.

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

     The Company's  Annual Meeting of  Stockholders  was held on April 24, 2002,
     and the following individuals were elected as Directors for a term of three
     years each:

                              Vote            Votes                    Broker
                              For           Withheld    Abstentions   Non-Votes
  Harvey Auerbach           1,294,752         5,656         -            -
  Perry B. Duryea           1,294,752         5,656         -            -
  Frank J. Esposito         1,294,752         5,656         -            -
  Roy M. Kern, Sr.          1,294,752         5,656         -            -
  Douglas C. Manditch       1,294,052         6,356         -            -

     The term of the following Directors continued after the Annual Meeting:

     John L. Ciarelli,  Esq.,  Donald Del Duca,  Waldemar  Fernandez,  Gordon A.
     Lenz, Werner S. Neuberger, Thomas F. Roberts, III, Alfred Romito, Sally Ann
     Slacke, John C. Tsunis, Esq.

     The amendment to the  Company's  1998 Stock Option Plan was ratified at the
     Company's  Annual  Meeting of  Stockholders  on April 24, 2002 with 908,252
     votes for the amendment, 15,088 votes withheld and 32,588 votes against.

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
                 99.1     Certification of Chief Executive Officer pursuant to
                          Section 906 of Sarbanes-Oxley Act of 2002
                 99.2     Certification of Chief Financial Officer pursuant to
                          Section 906 of Sarbanes-Oxley Act of 2002
         b.      Reports on Form 8K
                        None



                                       19
<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:    August 13, 2002      By: /s/  Douglas C. Manditch
                                  ----------------------------------

                                       Douglas C. Manditch
                                       President and Chief Executive Officer


Date:    August 13, 2002      By: /s/  Thomas Buonaiuto
                                  --------------------------
                                       Thomas Buonaiuto
                                       Vice President and Treasurer



                                       20
<PAGE>


<TABLE>
<CAPTION>

Exhibit 11.0      Statement Regarding Computation Of Earnings Per Share
                                          (Unaudited)
                      (In thousands, except share and per share amounts)

                                                              Three Months Ended                  Six Months Ended
                                                                   June 30,                           June 30,
                                                             2002           2001                 2002            2001
                                                             ----           ----                 ----            ----
<S>                                                           <C>             <C>               <C>             <C>
Net income available to
   common shareholders                                $       799     $       502           $    1,517     $     1,047

Total weighted average
   common shares outstanding                            1,446,226       1,453,986            1,443,332       1,466,194

Basic earnings per common share                       $        .55    $        .35          $     1.05     $       .71
                                                               ===             ===                ====             ===

Total weighted average
   common shares outstanding                             1,446,226       1,453,986             1,443,332     1,466,194

Dilutive effect of stock options using
   the treasury stock method                                50,818          14,800                43,598        14,416

Total average common and common
   equivalent shares                                     1,497,044       1,468,786             1,486,930     1,480,610

Diluted earnings common per share                     $        .53    $        .34          $       1.02   $       .71
                                                               ===             ===                  ====           ===
</TABLE>



                                       21
<PAGE>





Exhibit 99.1   Certification of Chief Executive Officer pursuant to Section
               906 of Sarbanes- Oxley Act of 2002

In connection with the Quarterly  Report of Long Island  Financial  Corp.,  (the
Company)  on Form 10-Q for the  period  ended  June 30,  2002 as filed  with the
Securities and Exchange  Commission on the date hereof (the Report),  I, Douglas
C.  Manditch,  President  & Chief  Executive  Officer of the  Company,  certify,
pursuant  to 18  U.S.C.  1350,  as  adopted  pursuant  to  Section  906  of  the
Sarbanes-Oxley Act of 2002, that:

(1) The Report fully complies with the requirements of Section 13(a) or 15 (d)
of the Securities Exchange Act of 1934; and

(2) The  information  contained in the Report fairly  presents,  in all material
respects, the financial condition and results of operations of the Company.

                                      /s/ Douglas C. Manditch
                                      -----------------------
                                      President & Chief Executive Officer
                                      August 13, 2002


Exhibit 99.2   Certification of Chief Financial Officer pursuant to Section
               906 of Sarbanes- Oxley Act of 2002

In connection with the Quarterly  Report of Long Island  Financial  Corp.,  (the
Company)  on Form 10-Q for the  period  ended  June 30,  2002 as filed  with the
Securities  and Exchange  Commission on the date hereof (the Report),  I, Thomas
Buonaiuto,  Vice President & Treasurer of the Company,  certify,  pursuant to 18
U.S.C.  1350, as adopted  pursuant to Section 906 of the  Sarbanes-Oxley  Act of
2002, that:

(1) The Report fully complies with the requirements of Section 13(a) or 15 (d)
of the Securities Exchange Act of 1934; and

(2) The  information  contained in the Report fairly  presents,  in all material
respects, the financial condition and results of operations of the Company.

                                       /s/ Thomas Buonaiuto
                                       --------------------
                                       Vice President & Treasurer
                                       August 13, 2002






                                       22
<PAGE>