SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-Q

(MarkOne)
[X]  Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange
     Act of 1934

     For the quarterly period ended: March 31, 2005
                                     --------------

[ ]  Transition  report  pursuant  to Section  13 or 15(d) of the  Securities
     Exchange Act of 1934

     For the transition period from ________ to ________

                           SEC File Number: 000-50467
                                            ---------

                          SYNERGY FINANCIAL GROUP, INC.
              ----------------------------------------------------
             (Exact name of registrant as specified in its charter)

             New Jersey                                  52-2413926
--------------------------------------               ------------------
(State or other jurisdiction of                       (I.R.S. Employer
incorporation or organization)                       Identification No.)

     310 North Avenue East, Cranford, New Jersey              07016
     -------------------------------------------------------------------
     (Address of principal executive offices)               (Zip Code)

                                 (908) 272-3838
          ------------------------------------------------------------
              (Registrant's telephone number, including area code)


     Check  whether the  registrant:  (1) has filed all  reports  required to be
filed by Sections 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  by check mark  whether  the  registrant  is an  accelerated  filer (as
defined in Rule 12b-2 of the Exchange Act). Yes X No
                                               ---   ---

                      APPLICABLE ONLY TO CORPORATE ISSUERS:

Number of shares outstanding of common stock as of May 10, 2005:

$0.10   Par   Value   Common   Stock                    12,385,262
------------------------------------                 ----------------
              Class                                 Shares Outstanding


<PAGE>

                 SYNERGY FINANCIAL GROUP, INC. AND SUBSIDIARIES

                                TABLE OF CONTENTS
<TABLE>
<CAPTION>

PART I        FINANCIAL INFORMATION                                                                            Page
------        ---------------------                                                                            ----
<S>           <C>                                                                                              <C>
Item 1.       Financial Statements

              Consolidated Balance Sheets as of March 31, 2005 (unaudited) and
                  December 31, 2004 (audited).....................................................................1

              Consolidated Statements of Income for the three months ended
                  March 31, 2005 and 2004 (unaudited).............................................................2

              Consolidated Statement of Changes in Stockholders' Equity for the
                  three months ended March 31, 2005 (unaudited)...................................................3

              Consolidated Statements of Cash Flows for the three months ended
                  March 31, 2005 and 2004 (unaudited).............................................................4

              Notes to Consolidated Financial Statements (unaudited)..............................................5

Item 2.       Management's Discussion and Analysis of Financial Condition
                  and Results of Operations......................................................................13

Item 3.       Quantitative and Qualitative Disclosures about Market Risk.........................................21

Item 4.       Controls and Procedures............................................................................22


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

Item 1.       Legal Proceedings..................................................................................23

Item 2.       Unregistered Sales of Equity Securities and Use of Proceeds........................................23

Item 3.       Defaults Upon Senior Securities....................................................................24

Item 4.       Submission of Matters to a Vote of Security Holders................................................24

Item 5.       Other Information..................................................................................24

Item 6.       Exhibits...........................................................................................24

Signatures.......................................................................................................25
</TABLE>


<PAGE>


                 SYNERGY FINANCIAL GROUP, INC. AND SUBSIDIARIES
                           Consolidated Balance Sheets
                                 (In thousands)
<TABLE>
<CAPTION>

                                                                                March 31,      December 31,
                                                                                  2005             2004
                                                                               (unaudited)       (audited)
                                                                               -----------       ---------
<S>                                                                          <C>               <C>
Assets:
Cash and amounts due from banks                                              $     4,097       $     4,687
Interest-bearing deposits with banks                                               2,286             1,759
                                                                             -----------       -----------
Cash and cash equivalents                                                          6,383             6,446
Investment securities available-for-sale,
   at fair value                                                                 126,290           134,360
Investment securities held-to-maturity (fair
   value of $116,586 and $111,154, respectively)                                 117,573           110,584
Federal Home Loan Bank of New York
   stock, at cost                                                                 11,250            10,771
Loans receivable, net                                                            596,886           561,687
Accrued interest receivable                                                        2,991             2,751
Property and equipment, net                                                       17,261            16,814
Cash surrender value of bank-owned life insurance                                 12,760            12,637
Other assets                                                                       4,856             4,627
                                                                             -----------       -----------
     Total assets                                                            $   896,250       $   860,677
                                                                             ===========       ===========

Liabilities:
Deposits                                                                     $   566,882       $   538,916
Federal Home Loan Bank advances                                                  220,570           212,414
Advance payments by borrowers
   for taxes and insurance                                                         1,840             1,702
Accrued interest payable on advances                                                 412               385
Dividend payable                                                                     498               498
Other liabilities                                                                  3,232             2,720
                                                                             -----------       -----------
     Total liabilities                                                           793,434           756,635
                                                                             -----------       -----------

Stockholders' equity:
Preferred stock; $.10 par value, 5,000,000 shares
   authorized; issued and outstanding - none                                           -                 -
Common stock; $.10 par value, 20,000,000 shares
   authorized; 12,452,011 shares issued; outstanding
   shares at March 31, 2005 - 12,385,262,
   and December 31, 2004 - 12,452,011                                              1,245             1,245
Additional paid-in-capital                                                        86,321            86,177
Retained earnings                                                                 31,210            30,603
Unearned ESOP shares                                                              (5,792)           (5,962)
Unearned RSP compensation                                                         (3,189)           (3,391)
Treasury stock acquired for the RSP                                               (5,109)           (4,343)
Treasury stock, at cost; 66,749 and -0- shares at
   March 31, 2005 and December 31, 2004, respectively                               (804)                -
Accumulated other comprehensive
   income (loss), net of taxes                                                    (1,066)             (287)
                                                                             -----------       -----------
     Total stockholders' equity                                                  102,816           104,042
                                                                             -----------       -----------
     Total liabilities and stockholders' equity                              $   896,250       $   860,677
                                                                             ===========       ===========
</TABLE>

        The accompanying notes are an integral part of these statements.

                                      -1-
<PAGE>


                 SYNERGY FINANCIAL GROUP, INC. AND SUBSIDIARIES
                        Consolidated Statements of Income
                      (In thousands, except per share data)

<TABLE>
<CAPTION>

                                                                    For the Three Months
                                                                       Ended March 31,
                                                                       ---------------
                                                                     2005          2004
                                                                  (unaudited)  (unaudited)
                                                                  -----------  -----------
<S>                                                               <C>           <C>
Interest income:
   Loans, including fees                                          $   8,174     $  6,700
   Investment securities                                              2,270        1,510
   Other                                                                 91           22
                                                                  ---------     --------

     Total interest income                                           10,535        8,232
                                                                  ---------     --------
Interest expense:
   Deposits                                                           2,720        2,095
   Borrowed funds                                                     1,793          476
                                                                  ---------     --------
     Total interest expense                                           4,513        2,571
                                                                  ---------     --------
     Net interest income before provision for loan losses             6,022        5,661
                                                                  ---------     --------
Provision for loan losses                                               445          368
                                                                  ---------     --------
     Net interest income after provision for loan losses              5,577        5,293
                                                                  ---------     --------
Other income:
   Service charges and other fees on deposit accounts                   509          484
   Net gain on sale of loans                                              -            -
   Net gain on sale of investments                                        -            -
   Commissions                                                          248           15
   Other                                                                208          189
                                                                  ---------     --------
     Total other income                                                 965          688
                                                                  ---------     --------
Other expenses:
   Salaries and employee benefits                                     2,643        2,255
   Premises and equipment                                               872          981
   Occupancy                                                            524          473
   Professional services                                                195          128
   Advertising                                                          207          176
   Other operating                                                      282          299
                                                                  ---------     --------
     Total other expenses                                             4,723        4,312
                                                                  ---------     --------
     Income before income tax expense                                 1,819        1,669
                                                                  ---------     --------
Income tax expense                                                      699          664
                                                                  ---------     --------
   Net income                                                     $   1,120     $  1,005
                                                                  =========     ========

Per share of common stock:
   Basic earnings per share                                       $    0.10     $   0.10
   Diluted earnings per share                                     $    0.10     $   0.10

Basic weighted average shares outstanding                        11,231,081   10,086,963
Diluted weighted average shares outstanding                      11,679,829   10,312,989

</TABLE>

        The accompanying notes are an integral part of these statements.

                                       -2-
<PAGE>

                 SYNERGY FINANCIAL GROUP, INC. AND SUBSIDIARIES
            Consolidated Statement of Changes in Stockholders' Equity
                    For the Three Months Ended March 31, 2005
                                   (Unaudited)
                  (Dollars in thousands, except share amounts)

<TABLE>
<CAPTION>

                                     Common Stock
                                     ------------    Additional              Unearned    Unearned
                                    Shares     Par    paid-in-    Retained     ESOP         RSP
                                    issued    value   capital     earnings    shares    compensation
                               -----------------------------------------------------------------------
<S>                            <C>          <C>        <C>       <C>         <C>        <C>
BALANCE AT JANUARY 1, 2005     12,452,011    $1,245    $86,177   $30,603     $(5,962)    $(3,391)
  Net income                            -         -          -     1,120           -           -
    Other comprehensive
       income, net of
       reclassification
       adjustment and taxes             -         -          -         -           -           -
------------------------------------------------------------------------------------------------------
Total comprehensive income
------------------------------------------------------------------------------------------------------
    Dividends declared                  -         -          -      (513)          -           -
    Common stock held by ESOP
       committed to be released
       (24,906 shares)                  -         -        144         -         170           -
    Compensation recognized
       under RSP Plan                   -         -          -         -           -         202
    Common stock
       repurchased for RSP Plan
       (63,851 shares)                  -         -          -         -           -           -
    Purchase of treasury stock
        (66,749 shares)                 -         -          -         -           -           -
                               -----------------------------------------------------------------------
BALANCE AT MARCH 31, 2005      12,452,011    $1,245    $86,321   $31,210     $(5,792)    $(3,189)
                               =======================================================================

<CAPTION>
                                   Treasury                       Other
                                     stock                      accumulated
                                    acquired                   comprehensive
                                    for the       Treasury     income (loss),
                                      RSP           stock         net               TOTAL
                               --------------------------------------------------------------
<S>                                 <C>           <C>          <C>
BALANCE AT JANUARY 1, 2005           $(4,343)        $  -0-       $  (287)        $104,042
  Net income                               -             -              -            1,120
    Other comprehensive
       income, net of
       reclassification
       adjustment and taxes                -             -           (779)            (779)
---------------------------------------------------------------------------------------------
Total comprehensive income                                                             341
---------------------------------------------------------------------------------------------
    Dividends declared                     -             -              -             (513)
    Common stock held by ESOP
       committed to be released
       (24,906 shares)                     -             -              -              314
    Compensation recognized
       under RSP Plan                      -             -              -              202
    Common stock
       repurchased for RSP Plan
       (63,851 shares)                  (766)            -              -             (766)
    Purchase of treasury stock
        (66,749 shares)                    -          (804)             -             (804)
                               ----------------------------------------------------------------
BALANCE AT MARCH 31, 2005            $(5,109)        $(804)       $(1,066)        $102,816
                               ================================================================

</TABLE>

        The accompanying notes are an integral part of these statements.

                                      -3-
<PAGE>

                 SYNERGY FINANCIAL GROUP, INC. AND SUBSIDIARIES
                      Consolidated Statements of Cash Flows
                                 (In thousands)

<TABLE>
<CAPTION>
                                                                                   For the Three Months
                                                                                      Ended March 31,
                                                                                      ---------------
                                                                                  2005              2004
                                                                               (unaudited)      (unaudited)
                                                                               -----------      -----------
<S>                                                                             <C>              <C>
Operating activities
   Net income                                                                   $  1,120         $   1,005
   Adjustments to reconcile net income to net cash
     provided by operating activities:
   Depreciation and amortization                                                     369               369
     Provision for loan losses                                                       445               368
     Deferred income taxes                                                          (450)               73
     Amortization of deferred loan fees                                              (20)               (5)
     Amortization of premiums on investment securities                               231               284
     Release of ESOP shares                                                          314               263
     Compensation under RSP plan                                                     202                60
     Increase in accrued interest receivable                                        (240)             (261)
     Decrease in other assets                                                        221                57
     (Decrease) increase in other liabilities                                       (715)            1,580
     Increase in cash surrender value of bank-owned life insurance                    (123)              (90)
     Increase in accrued interest payable on advances                                 27                38
                                                                                  ------           -------
     Net cash provided by operating activities                                     1,381             3,741
                                                                                  ------           -------
Investing activities
   Purchase of investment securities held-to-maturity                            (12,536)          (14,269)
   Purchase of investment securities available-for-sale                           (2,047)          (38,708)
   Maturity and principal repayments of investment
     securities held-to-maturity                                                   5,486             2,563
   Maturity and principal repayments of investment
     securities available-for-sale                                                 9,166             7,775
   Purchase of property and equipment                                               (815)             (336)
   Purchase of FHLB Stock                                                           (480)             (604)
   Loan originations, net of principal repayments                                (33,367)          (13,687)
   Purchase of loans                                                              (2,257)             (811)
                                                                                  ------          --------
     Net cash used in investing activities                                       (36,850)          (58,077)
                                                                                 -------          --------
Financing activities
   Net increase in deposits                                                       27,966            21,936
   Increase in short-term  advances from FHLB                                     17,522             2,796
   (Decrease) increase in long-term  advances from FHLB                           (9,366)            9,283
   Increase in advance payments by borrowers
     for taxes and insurance                                                         137               106
   Dividends paid                                                                   (498)                -
   Decrease in stock subscriptions payable                                             -           (38,322)
   Net proceeds from issuance of common stock                                          -            69,262
   Purchase of common stock for ESOP                                                   -            (5,628)
   Purchase of treasury stock for the RSP Plan                                      (355)             (759)
                                                                                  ------         ---------
   Net cash provided by financing activities                                      35,406            58,674
                                                                                  ------         ---------
         Net (decrease) increase in cash and cash equivalents                        (63)            4,338
Cash and cash equivalents at beginning of year                                     6,446             7,292
                                                                                  ------           -------
Cash and cash equivalents at end of period                                      $  6,383         $  11,630
                                                                                 =======          ========

Supplemental disclosure of cash flow information
   Cash paid during the period for income taxes                                 $    771         $     925
                                                                                 =======          ========
   Interest paid on deposits and borrowed funds                                 $  4,398         $   2,714
                                                                                 =======          ========
</TABLE>

        The accompanying notes are an integral part of these statements.


                                      -4-
<PAGE>

                 SYNERGY FINANCIAL GROUP, INC. AND SUBSIDIARIES
                   Notes to Consolidated Financial Statements
                                   (unaudited)


1. BASIS OF FINANCIAL STATEMENT PRESENTATION

The  accounting   policies  followed  by  Synergy  Financial  Group,  Inc.  (the
"Company")  conform to accounting  principles  generally  accepted in the United
States of America and to predominant practice within the banking industry.

The consolidated  financial  statements  include the accounts of the Company and
its  wholly-owned  subsidiaries,  Synergy Bank (the "Bank"),  and its subsidiary
Synergy  Capital  Investments,  Inc, and Synergy  Financial  Services,  Inc. All
significant  inter-company  accounts and  transactions  have been  eliminated in
consolidation.

The accompanying  unaudited  condensed  consolidated  financial  statements were
prepared in accordance  with  instructions  to Form 10-Q, and therefore,  do not
include  information  or  footnotes  necessary  for a complete  presentation  of
financial position,  results of operations,  changes in equity and cash flows in
conformity with accounting principles generally accepted in the United States of
America.  However,  all normal  recurring  adjustments  that,  in the opinion of
management,  are necessary for a fair presentation of the consolidated financial
statements  have been included.  These  financial  statements  should be read in
conjunction  with  the  audited   consolidated   financial  statements  and  the
accompanying  notes thereto included in the Company's Annual Report on Form 10-K
for the period ended  December 31, 2004.  The results for the three months ended
March  31,  2005  are not  necessarily  indicative  of the  results  that may be
expected for the fiscal year ending December 31, 2005 or any other period.

In preparing the financial statements,  management is required to make estimates
and assumptions that affect the reported amounts of assets and liabilities,  the
disclosure  of  contingent  assets and  liabilities  at the date of the  balance
sheets,  and the reported  amounts of revenues and expenses during the reporting
period. Actual results could differ from those estimates.

The principal  estimates that are susceptible to significant  change in the near
term relate to the allowance for loan losses.  The evaluation of the adequacy of
the allowance for loan losses  includes an analysis of the individual  loans and
overall risk  characteristics  and size of the different  loan  portfolios,  and
takes into consideration current economic and market conditions,  the capability
of specific borrowers to pay specific loan obligations,  as well as current loan
collateral  values.  However,  actual losses on specific  loans,  which also are
encompassed in the analysis, may vary from estimated losses.

Statement of Financial  Accounting  Standards (SFAS) No. 131,  Disclosures About
Segments of an Enterprise and Related Information, establishes standards for the
way business  enterprises  report information about operating segments in annual
financial statements.  The Bank has one operating segment and, accordingly,  has
one reportable  segment,  "Community  Banking." All of the Bank's activities are
interrelated,  and each activity is dependent and assessed  based on how each of
the activities of the Bank supports the others. For example,  commercial lending
is  dependent  upon the ability of the Bank to fund itself with retail  deposits
and other borrowings and to manage interest rate and credit risk. This situation
is also similar for  consumer,  residential,  multi-family  and  non-residential
mortgage lending.  Accordingly,  all significant  operating  decisions are based
upon analysis of the Bank as one operating segment.


                                      -5-
<PAGE>

                 SYNERGY FINANCIAL GROUP, INC. AND SUBSIDIARIES
                   Notes to Consolidated Financial Statements
                                   (unaudited)

2. EARNINGS PER SHARE

Basic  earnings  per share is computed by dividing  income  available  to common
stockholders by the weighted average number of common shares outstanding for the
period.  Diluted  earnings per share reflects the potential  dilution that could
occur if  securities  or other  contracts  to issue  common stock (such as stock
options)  were  exercised  or resulted in the  issuance of common  stock.  These
potentially  dilutive  shares would then be included in the  weighted  number of
shares outstanding for the period using the treasury stock method. Shares issued
and shares  re-acquired  during any period are  weighted  for the portion of the
period that they were outstanding.

The  computation  of both basic and  diluted  earnings  per share  includes  the
Employee  Stock   Ownership  Plan  ("ESOP")  shares   previously   allocated  to
participants  and shares committed to be released for allocation to participants
and  restricted  stock  plans  ("RSP")  shares  that  have  vested  or have been
allocated to participants.  ESOP and RSP shares that have been purchased but not
committed to be released have not been considered in computing basic and diluted
earnings per share.

The following is a  reconciliation  of the  numerators and  denominators  of the
basic and diluted  earnings  per share  computation  for the three  months ended
March 31, 2005 (dollars in thousands, except per share data):
<TABLE>
<CAPTION>

                                                                                    Weighted
                                                               Income            average shares              Per
                                                             (numerator)          (denominator)         share amount
                                                           ---------------      -----------------      ---------------
<S>                                                           <C>                   <C>                   <C>
    Basic earnings per share:
       Income available to common stockholders                $   1,120             11,231,081            $    0.10
       Effect of dilutive common stock equivalents                                     448,748                 0.00
                                                                -------           ------------              -------

    Diluted earnings per share:
       Income available to common stockholders                $   1,120             11,679,829            $    0.10
                                                              =========           ============             ========
</TABLE>


                                       -6-
<PAGE>

                 SYNERGY FINANCIAL GROUP, INC. AND SUBSIDIARIES
                   Notes to Consolidated Financial Statements
                                   (unaudited)

The following is a  reconciliation  of the  numerators and  denominators  of the
basic and diluted  earnings  per share  computation  for the three  months ended
March 31, 2004 (dollars in thousands, except per share data):

<TABLE>
<CAPTION>
                                                                                    Weighted
                                                               Income            average shares              Per
                                                             (numerator)          (denominator)         share amount
                                                           ---------------      -----------------      ---------------
<S>                                                           <C>                   <C>                   <C>
    Basic earnings per share:
       Income available to common stockholders                $   1,005             10,086,963            $    0.10
       Effect of dilutive common stock equivalents                                     226,026                 0.00
                                                                -------           ------------              -------

    Diluted earnings per share:
       Income available to common stockholders                $   1,005             10,312,989            $    0.10
                                                               ========           ============             ========
</TABLE>


3. STOCK-BASED COMPENSATION

The Company's  stock option plans and the  restricted  stock plans are accounted
for in accordance  with the  provisions of Accounting  Principles  Board ("APB")
Opinion  No.  25,  Accounting  for  Stock  Issued  to  Employees,  and  released
Interpretations.  Accordingly,  no compensation  expense has been recognized for
the stock option plans.  Expense for the restricted stock plans in the amount of
the fair value of the common  stock at the date of grant is  recognized  ratably
over the vesting  period.  Prior to April 22,  2003,  the Company did not have a
stock option plan or a restricted stock plan.

Had an expense for the Company's stock option plans been determined based on the
fair value at the grant date for the Company's stock options consistent with the
method outlined in SFAS No. 123, the Company's net income and earnings per share
for all expenses  related to stock options and stock  granted in its  restricted
stock plans  would have been  reduced to the pro forma  amounts  that follow (in
thousands, except per share data):

<TABLE>
<CAPTION>
                                                                 For the Three Months
                                                                    ended March 31,
                                                                    ---------------
                                                                   2005        2004
                                                                (unaudited)  (unaudited)
                                                                -----------  -----------
<S>                                                             <C>          <C>
    Net income, as reported                                     $   1,120    $   1,005
    Add expense recognized for the restricted stock plans,
       net of related tax effect                                      130           36
    Less total stock option plan and restricted stock plan
       expense, determined under the fair value method,
       net of related tax effect                                     (294)         (84)
                                                                  -------      -------

    Net income, pro forma                                       $     956    $     957
                                                                 ========     ========

    Basic earnings per share:
       As reported                                              $    0.10    $    0.10
       Pro forma                                                $    0.09    $    0.09
    Diluted earnings per share:
       As reported                                              $    0.10    $    0.10
       Pro forma                                                $    0.08    $    0.09

</TABLE>

                                       -7-
<PAGE>

                 SYNERGY FINANCIAL GROUP, INC. AND SUBSIDIARIES
                   Notes to Consolidated Financial Statements
                                   (unaudited)

The fair value of each option  grant is estimated on the date of grant using the
Black-Scholes  options price model. The following  weighted average  assumptions
were utilized for grants in 2003:  dividend yield of 0.00%;  expected volatility
of 29.44 %; risk-free  interest rate of 3.01%; and, expected life of five years.
The following  weighted  average  assumptions  were utilized for grants in 2004:
dividend yield of 1.60%; expected volatility of 32.85%;  risk-free interest rate
of 3.33%; and, expected life of five years.

The Company has established an Employee Stock  Ownership Plan ("ESOP")  covering
eligible employees with one year of service, as defined by the ESOP. The Company
accounts for the ESOP in  accordance  with the  American  Institute of Certified
Public Accountants'  Statement of Position (SOP) No. 93-6, Employers' Accounting
for Employee Stock  Ownership  Plans.  SOP No. 93-6 addresses the accounting for
shares of stock issued to employees by an ESOP.  SOP No. 93-6  requires that the
employer  record  compensation  expense in the amount equal to the fair value of
shares committed to be released from the ESOP to employees.

Compensation  expense for the ESOP is recorded at an amount  equal to the shares
allocated by the ESOP  multiplied by the average fair market value of the shares
during the year. The Company  recognizes  compensation  expense ratably over the
year for the ESOP  shares  to be  allocated  based  upon the  Company's  current
estimate  of the number of shares  expected to be  allocated  by the ESOP during
each calendar year. The difference between the average fair market value and the
cost of the  shares  allocated  by the  ESOP is  recorded  as an  adjustment  to
additional paid-in-capital.


4. RECENT ACCOUNTING PRONOUNCEMENTS

In December 2004, the Financial Accounting Standards Board (the "FASB") issued a
Statement No. 123(R),  Share-Based  Payment an Amendment of FASB  Statements No.
123 and APB No. 25,  that  addresses  the  accounting  for  share-based  payment
transactions in which an enterprise  receives  employee services in exchange for
(a) equity  instruments of the enterprise or (b)  liabilities  that are based on
the fair value of the enterprise's  equity instruments or that may be settled by
the issuance of such equity  instruments.  Under FASB Statement No. 123(R),  all
forms of share-based  payments to employees,  including  employee stock options,
would be treated  the same as other forms of  compensation  by  recognizing  the
related cost in the income  statement.  The expense of the award would generally
be  measured  at fair  value at the  grant  date.  Current  accounting  guidance
requires  that the  expense  relating to  so-called  fixed plan  employee  stock
options only be disclosed in the  footnotes  to the  financial  statements.  The
Statement would  eliminate the ability to account for  share-based  compensation
transactions using APB Opinion No. 25, Accounting for Stock Issued to Employees.
This  statement  is  effective  for  public  entities  that do not file as small
business  issuers as of the beginning of the first  interim or annual  reporting
period that begins after December 15, 2005. The Company is currently  evaluating
this statement and its effects on the Company's results of operations.

On March 29, 2005, the SEC released Staff  Accounting  Bulletin 107, Share Based
Payments  (SAB 107).  The  interpretations  in SAB 107 express  views of the SEC
staff regarding the application of Statement No. 123(R). Among other things, SAB
107 provides  interpretive guidance related to the interaction between Statement
123(R) and certain SEC rules and  regulations,  as well as provides  the staff's
views  regarding the valuation of share-based  payment  arrangements  for public
companies.  The Company is evaluating the impact that the  implementation of SAB
107 and Statement 123(R) will have on future option grants.


                                      -8-
<PAGE>

                 SYNERGY FINANCIAL GROUP, INC. AND SUBSIDIARIES
                   Notes to Consolidated Financial Statements
                                   (unaudited)

In December 2003, the American  Institute of Certified  Public  Accountants (the
"AICPA") issued  Statement of Position (SOP) 03-3,  Accounting for Certain Loans
or Debt  Securities  Acquired in a Transfer.  SOP 03-3 requires  acquired loans,
including  debt  securities,  to be  recorded  at the amount of the  purchaser's
initial  investment and prohibits  carrying over valuation  allowances  from the
seller   for  those   individually-evaluated   loans  that  have   evidence   of
deterioration  in credit  quality  since  origination,  and it is  probable  all
contractual cash flows on the loan will be unable to be collected. SOP 03-3 also
requires the excess of all  undiscounted  cash flows expected to be collected at
acquisition over the purchaser's initial investment to be recognized as interest
income on a level-yield basis over the life of the loan. Subsequent increases in
cash flows  expected to be collected  are  recognized  prospectively  through an
adjustment  of the  loan's  yield  over its  remaining  life,  while  subsequent
decreases are  recognized as impairment.  Loans carried at fair value,  mortgage
loans held for sale,  and loans to borrowers in good  standing  under  revolving
credit  agreements  are  excluded  from the scope of SOP 03-3.  The  guidance is
effective for loans acquired in fiscal years  beginning after December 15, 2004.
The implementation of SOP 03-3 on January 1, 2005 did not have a material impact
on financial condition, results of operations, or liquidity of the Company.


                                      -9-
<PAGE>

                 SYNERGY FINANCIAL GROUP, INC. AND SUBSIDIARIES
                   Notes to Consolidated Financial Statements
                                   (unaudited)

5. INVESTMENT SECURITIES

The amortized cost,  gross  unrealized  gains and losses,  and fair value of the
Company's  investment  securities available for sale and held to maturity are as
follows (in thousands):

<TABLE>
<CAPTION>
                                                                          March 31, 2005 (unaudited)
                                                          ---------------------------------------------------------
                                                                              Gross          Gross
                                                          Amortized        unrealized     unrealized        Fair
                                                              cost            gains         losses          value
                                                          ---------------------------------------------------------
<S>                                                       <C>              <C>            <C>           <C>
   Available-for-sale
   ------------------
     U.S. government obligations                          $     1,999      $       -      $     (86)    $     1,913
     Mortgage-backed securities:
       FHLMC                                                   77,334             48         (1,177)         76,205
       FNMA                                                    47,604             78           (489)         47,193
     Equity securities                                          1,029              7            (57)            979
                                                            ---------        -------        -------       ---------
         Total                                            $   127,966      $     133      $  (1,809)    $   126,290
                                                           ==========       ========       ========      ==========
</TABLE>

<TABLE>
<CAPTION>

                                                                          March 31, 2005 (unaudited)
                                                          ---------------------------------------------------------
                                                                              Gross          Gross
                                                            Amortized      unrealized     unrealized        Fair
                                                              cost            gains         losses          value
                                                          ---------------------------------------------------------
<S>                                                       <C>              <C>             <C>          <C>
   Held-to-maturity
   ----------------
     Mortgage-backed securities:
       FHLMC                                              $    49,333      $     123       $   (724)    $    48,732
       FNMA                                                    64,438            144           (543)         64,039
       GNMA                                                     3,792             19             (6)          3,805
     Other debt securities                                         10              -              -              10
                                                            ---------        -------         ------       ---------
         Total                                            $   117,573      $     286       $ (1,273)    $   116,586
                                                           ==========       ========        =======      ==========
</TABLE>

<TABLE>
<CAPTION>
                                                                               December 31, 2004
                                                          ---------------------------------------------------------
                                                                              Gross          Gross
                                                            Amortized      unrealized     unrealized        Fair
                                                              cost            gains         losses          value
                                                          ---------------------------------------------------------
<S>                                                       <C>              <C>             <C>          <C>
   Available-for-sale
   ------------------
     U.S. government obligations                          $     2,500      $       -       $    (57)    $     2,443
     Mortgage-backed securities:
       FHLMC                                                   82,597            208           (475)         82,330
       FNMA                                                    48,684            123           (213)         48,594
     Equity securities                                          1,029              9            (45)            993
                                                            ---------        -------         ------       ---------
         Total                                            $   134,810      $     340       $   (790)    $   134,360
                                                           ==========       ========        =======      ==========
</TABLE>

                                      -10-
<PAGE>

                 SYNERGY FINANCIAL GROUP, INC. AND SUBSIDIARIES
                   Notes to Consolidated Financial Statements
                                   (unaudited)

<TABLE>
<CAPTION>
                                                                              December 31, 2004
                                                          ---------------------------------------------------------
                                                                              Gross          Gross
                                                            Amortized      unrealized     unrealized        Fair
                                                              cost            gains         losses          value
                                                          ---------------------------------------------------------
<S>                                                       <C>              <C>             <C>          <C>
   Held-to-maturity
   ----------------
     Mortgage-backed securities:
       FHLMC                                              $    47,360      $     229       $   (256)    $    47,333
       FNMA                                                    59,121            668           (124)         59,665
       GNMA                                                     4,093             53              -           4,146
     Other debt securities                                         10              -              -              10
                                                            ---------        -------         ------       ---------
         Total                                            $   110,584      $     950       $   (380)    $   111,154
                                                           ==========       ========        =======      ==========
</TABLE>

6. LOANS RECEIVABLE

Major groupings of loans are as follows (in thousands):

<TABLE>
<CAPTION>
                                                                            March 31,              December 31,
                                                                              2005                      2004
                                                                       ------------------------------------------
<S>                                                                      <C>                       <C>
   Mortgages:
     Residential, 1-4 family                                             $   245,185               $   243,772
     Residential, multi-family                                                46,467                    45,921
     Construction loans                                                        6,308                     5,792
     Non-residential                                                         120,563                   108,305
   Automobile                                                                168,221                   146,148
   Commercial                                                                 11,063                    12,208
   Other loans                                                                 3,522                     3,720
                                                                           ---------                 ---------

   Loans receivable                                                          601,329                   565,866
   Deferred loan fees and costs                                                  262                       248
   Allowance for loan losses                                                  (4,705)                   (4,427)
                                                                           ---------                 ---------
   Loans receivable, net                                                 $   596,886               $   561,687
                                                                          ==========                ==========
</TABLE>

A summary of the  activity  in the  allowance  for loan losses is as follows (in
thousands):

<TABLE>
<CAPTION>
                                                                                    Three Months Ended
                                                                       --------------------------------------------
                                                                            March 31,                 March 31,
                                                                              2005                      2004
                                                                       --------------------------------------------
<S>                                                                      <C>                       <C>

   Balance, beginning of period                                          $     4,427               $     3,274
   Provision for loan losses                                                     445                       368
   Recoveries                                                                     70                        91
   Loans charged-off                                                            (237)                     (260)
                                                                           ---------                 ---------
   Balance, end of period                                                $     4,705               $     3,473
                                                                          ==========                ==========
</TABLE>


                                      -11-
<PAGE>

                 SYNERGY FINANCIAL GROUP, INC. AND SUBSIDIARIES
                   Notes to Consolidated Financial Statements
                                   (unaudited)

7. DEPOSITS

Deposits are summarized as follows (in thousands):

<TABLE>
<CAPTION>
                                                                            March 31,               December 31,
                                                                              2005                      2004
                                                                       --------------------------------------------
<S>                                                                      <C>                       <C>
     Non-interest bearing checking accounts                              $    59,134               $    52,019
     Interest-bearing checking                                                 2,732                     3,946
     Savings and club accounts                                                69,779                    67,115
     Money market accounts                                                   161,589                   163,091
     Certificate of deposit accounts                                         273,648                   252,745
                                                                           ---------                 ---------
                                                                         $   566,882               $   538,916
                                                                          ==========                ==========
</TABLE>


8. FEDERAL HOME LOAN BANK ("FHLB") OF NEW YORK ADVANCES

1. Short-term FHLB Advances

Short-term  FHLB advances  generally have  maturities of less than one year. The
details  of  these   advances  are  presented   below  (in   thousands,   except
percentages):

<TABLE>
<CAPTION>
                                                                                       At or For The
                                                                       --------------------------------------------
                                                                          Three Months              Twelve Months
                                                                              Ended                     Ended
                                                                            March 31,               December 31,
                                                                              2005                      2004
                                                                       --------------------------------------------

<S>                                                                      <C>                       <C>
Average balance outstanding                                              $    36,190               $    33,618
Maximum amount outstanding at any month end during the period                 41,797                    48,975
Balance outstanding at period end                                             35,922                    31,025
Weighted average interest rate during the period                                2.78%                     1.61%
Weighted average interest rate at period end                                    2.98%                     2.42%

</TABLE>

2. Long-term FHLB Advances

At March  31,  2005,  long-term  advances  from the FHLB  totaled  $184,648,000.
Advances  consist of  fixed-rate  advances  that will mature  within one to nine
years. The advances are  collateralized by FHLB stock and certain first mortgage
loans and  mortgage-backed  securities.  These  advances had a weighted  average
interest rate of 4.23%.

As of March 31, 2005, long-term FHLB advances mature as follows (in thousands):

   2005                                                       $    40,198
   2006                                                            42,150
   2007                                                            38,000
   2008                                                            29,600
   2009                                                            12,000
   Thereafter                                                      22,700
                                                                ---------
                                                              $   184,648
                                                                =========


                                      -12-
<PAGE>


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


General

     Management's  discussion and analysis of financial condition and results of
operations is intended to provide  assistance in understanding  our consolidated
financial  condition and results of operations.  The information in this section
should be read with the consolidated  interim financial statements and the notes
thereto included in this Form 10-Q.

     Our results of  operations  are  primarily  dependent  on our net  interest
income.  Net interest  income is a function of the balances of  interest-earning
assets  outstanding in any one period, the yields earned on those assets and the
interest paid on deposits and borrowed funds that were  outstanding in that same
period.  To a lesser extent,  our results of operations are also affected by the
relative  levels  of our  other  income  and other  expenses.  Our other  income
consists primarily of fees and service charges and gains (losses) on the sale of
loans  and  investments.  The  other  expenses  consist  primarily  of  employee
compensation  and benefits,  occupancy and equipment  expenses,  data processing
costs,  marketing  costs,  professional  fees,  office  supplies,  telephone and
postage costs. Our results of operations are also significantly  impacted by the
amount of  provisions  for loan and lease losses which,  in turn,  are dependent
upon,  among  other  things,  the size and  makeup of the loan  portfolio,  loan
quality and loan trends.


Forward-Looking Statements

     This report contains certain forward-looking  statements within the meaning
of Section 27A of the Securities Act of 1933, as amended (the "Securities Act"),
and  Section  21 E of the  Securities  Exchange  Act of 1934,  as  amended  (the
"Exchange  Act").  The Company  intends such  forward-looking  statements  to be
covered by the safe harbor provisions for forward-looking  statements  contained
in the Private  Securities  Reform Act of 1995,  and is including this statement
for the purpose of these safe  harbor  provisions.  Forward-looking  statements,
which are based on certain assumptions and describe future plans, strategies and
expectations  of the  Company,  are  generally  identified  by use of the  words
"believe," "expect," "intend,"  "anticipate,"  "estimate," "project," or similar
expressions.  The Company's  ability to predict  results or the actual effect of
future plans or strategies is inherently  uncertain.  Factors which could have a
material  adverse effect on the  operations of the Company and its  subsidiaries
include,  but are not limited to, changes in interest  rates,  general  economic
conditions,  legislative/regulatory changes, monetary and fiscal policies of the
U.S. Government, including policies of the U.S. Treasury and the Federal Reserve
Board, the quality or composition of the loan or investment  portfolios,  demand
for loan products, deposit flows, competition,  demand for financial services in
the Company's market area and accounting principles and guidelines.  These risks
and uncertainties should be considered in evaluating  forward-looking statements
and undue reliance should not be placed on such statements.  Further information
concerning the Company and its business, including additional factors that could
materially effect the Company's  financial results, is included in the Company's
filings with the Securities and Exchange Commission (the "SEC").

     The Company does not undertake - and specifically  disclaims any obligation
- to release  publicly  the  results of any  revisions  which may be made to any
forward-looking  statements to reflect events or circumstances after the date of
such  statements or to reflect the occurrence of  anticipated  or  unanticipated
events.

                                      -13-
<PAGE>

Critical Accounting Policies, Judgments and Estimates

     The  accounting  and  reporting  policies of the Company  conform  with the
accounting  principles  generally  accepted in the United  States of America and
general practices within the financial services industry. The preparation of the
financial statements in conformity with accounting principles generally accepted
in the United  States of  America  requires  management  to make  estimates  and
assumptions that affect the amounts reported in the financial statements and the
accompanying notes. Actual results could differ from those estimates.

     Allowance for Loan Losses. The Company recognizes that the determination of
the  allowance  for  loan  losses  involves  a higher  degree  of  judgment  and
complexity than its other significant  accounting  policies.  The balance in the
allowance  for loan  losses  is  determined  based on  management's  review  and
evaluation of the loan portfolio in relation to past loss  experience,  the size
and composition of the portfolio,  current  economic events and conditions,  and
other  pertinent  factors,  including  management's  assumptions  as  to  future
delinquencies, recoveries and losses. All of these factors may be susceptible to
significant  change.  To the extent  actual  outcomes  differ from  management's
estimates,  additional provisions for loan and lease losses may be required that
would adversely impact earnings in future periods.

     Intangible Assets. Intangible assets, such as goodwill and the core deposit
intangible associated with the January 2003 acquisition of First Bank of Central
Jersey,  are  subject to annual  impairment  tests and,  in the case of the core
deposit  intangible,  amortization of the asset through a charge to expense.  To
the extent the outcome of the impairment  tests differ from the carrying  value,
additional  charges to expense  could be required to reduce the carrying  value,
which would adversely impact earnings in future periods.

     Income  Taxes.  Under  the  liability  method,   deferred  tax  assets  and
liabilities  are  determined  based  on the  difference  between  the  financial
statement  and tax basis of assets  and  liabilities.  Deferred  tax  assets are
subject to  management's  judgment  based upon  available  evidence  that future
realization is more likely than not. If management  determines  that the Company
may be unable  to  realize  all or part of the net  deferred  tax  assets in the
future,  a direct  charge to income tax  expense  may be  required to reduce the
recorded value of the net deferred tax assets to the expected realizable amount,
thereby impacting earnings.

Comparison of Financial Condition at March 31, 2005 and December 31, 2004

     Assets.  Total assets reached $896.3 million on March 31, 2005, an increase
of 4.1%, or $35.6 million, from $860.7 million on December 31, 2004. This growth
is  primarily  attributable  to  increases  in the loan  portfolio,  offset by a
decrease in investment securities, during the three month period.

     Between  December  31,  2004 and  March  31,  2005,  investment  securities
decreased $1.1 million,  or 0.4%,  from $244.9 million to $243.8  million.  This
decrease  primarily  reflects $14.6 million in purchases offset by $14.7 million
in maturities and principal repayments,  along with $1.1 million in net discount
and premium  amortization.  Additionally,  there was a $780,000  decrease in the
unrealized  market  value  associated  with  investment   securities  designated
available-for-sale.

     Net loans increased 6.3%, or $35.2 million,  to $596.9 million at March 31,
2005,  from $561.7  million at December 31,  2004.  This growth  includes  $33.4
million  in  originations,  net of  principal  repayments,  and $2.3  million in
purchases, offset by amortization of the premium on purchased loans and deferred
loan fees,  along with a provision of $445,000 to the allowance for loan losses.
The most significant  growth during the three months ended March 31, 2005 was in
automobile loans, which increased by $22.1 million,  or 15.1%, to $168.2 million
and multi-family and  non-residential  mortgage loans,  which increased by $12.8
million, or 8.3%, to $167.0 million.

                                      -14-
<PAGE>

     On March 31, 2005, total loans of $601.3 million were comprised of 22.0% in
one-to-four  family real estate  loans,  18.8% in home  equity  loans,  27.8% in
multi-family  and  non-residential  mortgage  loans,  28.6% in  consumer  loans,
comprised mostly of direct automobile loans for both new and used vehicles, 1.8%
in commercial loans and 1.0% in construction loans.

     The allowance for loan losses was $4.7 million at March 31, 2005,  compared
to $4.4 million at December 31, 2004.  The ratio of allowance to total loans was
0.78% for both  periods.  This  reflects a provision for loan losses of $445,000
for  the   three-month   period,   offset  by  net   charge-offs   of  $167,000.
Non-performing  assets to total assets was 0.04% at March 31, 2005,  compared to
0.03% at December 31, 2004.

     Liabilities.  Total liabilities increased $36.8 million, or 4.9%, to $793.4
million at March 31,  2005,  from  $756.6  million at  December  31,  2004.  The
increase  in total  liabilities  resulted  primarily  from an  increase of $28.0
million,  or 5.2%,  in deposits and an $8.2 million,  or 3.8%,  increase in FHLB
advances. The balance of the change is attributable to increases associated with
escrow  payments  for taxes and  insurance,  accrued  interest  payable  and the
establishment  of an obligation as a result of the March 22, 2005 quarterly cash
dividend declaration.

     Deposits  reached  $566.9  million at March 31, 2005,  an increase of $28.0
million,  or 5.2%,  from the $538.9 million  reported at December 31, 2004. Core
deposits,  consisting of checking, savings and money market accounts,  increased
$7.1 million,  or 2.5 percent,  and represented 51.7% of total deposits at March
31, 2005, compared to 53.1% at December 31, 2004. The majority of deposit growth
consisted of an increase in certificate of deposit accounts of $20.9 million, or
8.3%, for the three months ended March 31, 2005. This increase was primarily the
result of  competitive  pricing  initiatives  to  attract  funds  with  extended
maturities in response to the current interest rate trend.

     The $8.2 million,  or 3.8%,  increase in FHLB advances was to fund both the
purchase of  investment  securities  and the  origination  of loans  during this
period.

     Equity.  Stockholders'  equity  totaled $102.8 million on March 31, 2005, a
decrease of 1.2 %, or $1.2  million,  from $104.0  million on December 31, 2004.
The decrease in stockholders'  equity is largely  attributable to the repurchase
of  shares  to  satisfy  the  Company's  restricted  stock  plans  and the stock
repurchase  program  announced on January 26, 2005,  as well as the  accumulated
effect,  net  of  tax,  of  an  unrealized  investment  portfolio  market  value
adjustment,  offset by net income for the  quarter.  Additionally,  on March 22,
2005,  the  Company's  Board of Directors  declared a cash dividend of $0.04 per
common share,  consistent  with the prior quarterly  dividend.  The dividend was
payable  on April 29,  2005 to  stockholders  of record  on April  15,  2005.  A
$498,000  reduction in retained  earnings was recorded in  connection  with this
dividend.

     The repurchase of shares  associated  with the Company's  restricted  stock
plans and the stock repurchase program announced on January 26, 2005 resulted in
reductions  in equity of $766,000 and  $804,000,  respectively.  The decrease in
accumulated other comprehensive income, net of tax effect, totaled $779,000.


                                      -15-
<PAGE>

     Average Balance Sheet.  The following table sets forth certain  information
for the three months ended March 31, 2005 and 2004. The average yields and costs
are  derived by dividing  income or expense by the average  balance of assets or
liabilities,  respectively,  for the periods  presented.  Average  balances  are
derived from daily  average  balances.  The table does not include the allowance
for loan losses in the average balances of loans receivable. Management does not
believe that this causes any material differences in the information presented.

<TABLE>
<CAPTION>
                                                                       For the Three Months Ended March 31,
                                                    ---------------------------------------------------------------------------
                                                                     2005                                     2004
                                                    ---------------------------------------------------------------------------
                                                        Average                 Average         Average               Average
                                                        Balance    Interest   Yield/Cost         Balance   Interest  Yield/Cost
                                                        -------    --------   ----------         -------   --------- ----------
<S>                                                    <C>         <C>          <C>             <C>         <C>        <C>
Interest-earning assets:
 Loans receivable, net(1)                              $579,415    $8,174         5.64%         $442,045    $6,700      6.06%
 Securities(2)                                          241,378     2,270         3.76           174,772     1,510      3.46
 Other interest-earning assets(3)                        12,894        91         2.82             3,702        22      2.38
                                                       --------    ------                       --------    ------
     Total interest-earning assets                      833,687    10,535         5.05           620,519     8,232      5.31
Non-interest-earning assets                              40,974                                   35,858
                                                       --------                                 --------
     Total assets                                      $874,661                                 $656,377
                                                       ========                                 ========
Interest-bearing liabilities:
 Checking accounts(4)                                   $52,270       $13         0.10           $44,874        $2      0.02
 Savings and club accounts                               66,185        82         0.50            70,031        87      0.50
 Money market accounts                                  157,082       769         1.96           145,121       605      1.67
 Certificates of deposit                                263,026     1,856         2.82           217,417     1,401      2.58
 FHLB advances                                          226,889     1,793         3.16            68,158       453      2.66
 Stock subscriptions payable                                  -         -         0.00            23,207        23      0.40
                                                       --------    ------                       --------    ------
     Total interest-bearing liabilities                 765,452     4,513         2.36           568,808     2,571      1.81
                                                                   ------                                   ------
Non-interest-bearing liabilities                          4,977                                    3,193
                                                       --------                                 --------
     Total liabilities                                  770,429                                  572,001
Stockholders' equity                                    104,232                                   84,376
                                                       --------                                 --------
     Total liabilities and stockholders' equity        $874,661                                 $656,377
                                                       ========                                 ========
Net interest income                                                $6,022                                   $5,661
                                                                   ======                                   ======
Interest rate spread(5)                                                           2.69%                                 3.50%
Net yield on interest-earning assets(6)                                           2.89%                                 3.65%
Ratio of average interest-earning assets to
   average interest-bearing liabilities                                         108.91%                               109.09%

</TABLE>
_______________________________
(1)  Non-accruing  loans have been included in loans receivable,  and the effect
     of  such  inclusion  was  not  material.
(2)  Includes  U.S.  government  obligations,   mortgage-backed  securities  and
     interest-bearing deposits in banks.
(3)  Includes  FHLB  stock  at cost  and  term  deposits  with  other  financial
     institutions.
(4)  Includes both interest-bearing and non-interest bearing checking accounts.
(5)  Interest rate spread represents the difference between the average yield on
     interest-earning   assets  and  the   average   cost  of   interest-bearing
     liabilities.  (6) Net  yield  on  interest-earning  assets  represents  net
     interest income as a percentage of average interest-earning assets.


                                      -16-
<PAGE>

Comparison of Operating Results for Three Months Ended March 31, 2005 and 2004

     Net Income.  Net income  increased by $115,000,  to $1.1  million,  for the
three months ended March 31, 2005,  compared to $1.0 million for the same period
in 2004,  an 11.4%  increase.  The  increase  was  attributable  primarily  to a
$361,000  increase  in net  interest  income  and a $277,000  increase  in other
income, offset by a $77,000 increase in the provision for loan and lease losses,
a $411,000  increase  in other  expenses  and a $35,000  increase  in income tax
expense as a result of higher pre-tax earnings.

     Net Interest  Income.  Net interest income grew $361,000,  or 6.4%, to $6.0
million for the three months ended March 31, 2005,  compared to $5.7 million for
the same period in 2004.  Total interest  income  increased by $2.3 million,  to
$10.5 million,  for the three months ended March 31, 2005,  while total interest
expense  increased by $1.9 million,  to $4.5  million,  for the same three month
period.

     The 28.0% increase in total  interest  income was primarily due to a $213.2
million, or 34.4%,  increase in the average balance of interest-earning  assets,
offset  by a 25 basis  point  decrease  in the  average  yield  earned  on these
investments  when compared to the same period of the prior year. The increase in
interest-earning assets was a direct result of management's growth strategy. The
decrease  in the  average  yield  was  primarily  attributable  to lower  market
interest rates on loans  originated to replace  higher  yielding loans that were
satisfied by the borrowers.

     The 75.5%  increase in total  interest  expense  resulted  primarily from a
$196.6 million,  or 34.6%,  increase in the average balance of  interest-bearing
liabilities  with a 55 basis point  increase  in the average  cost of funds when
compared to the same period of the prior year.  The increase in the average cost
of  interest-bearing  liabilities  was primarily  attributable  to higher market
interest rates, as well as a significant increase in higher cost borrowings. The
majority of the increase in average  interest-bearing  liabilities  for the 2005
period was  comprised of a $158.7  million,  or 232.9%,  increase in the average
balance of advances  from the  Federal  Home Loan Bank and a $45.6  million,  or
21.0%,  increase in the average balance of certificate of deposit  accounts over
the same period of the prior year.

     Provision for loan losses. We maintain an allowance for loan losses through
provisions for loan and lease losses that are charged to earnings. The provision
is made to  adjust  the  total  allowance  for loan  losses  to an  amount  that
represents  management's  best estimate of losses known and inherent in the loan
portfolio at the balance  sheet date that are both  probable and  reasonable  to
estimate. In estimating the known and inherent losses in the loan portfolio that
are both probable and reasonable to estimate,  management considers factors such
as an internal analysis of credit quality, general levels of loan delinquencies,
collateral values, the Bank's historical loan and lease loss experience, changes
in loan concentrations by loan category, peer group information and economic and
market trends affecting our market area. The provision  established for loan and
lease losses each month  reflects  management's  assessment  of these factors in
relation to the level of the  allowance at such time.  Management  allocates the
allowance to various categories based on its classified assets,  historical loan
and lease loss experience and its assessment of the risk characteristics of each
loan  category  and the  relative  balances at month end of each loan  category.
Management's   assessment  did  not  change  either  in  estimation   method  or
assumptions during either period.

     The provision for loan losses  increased by $77,000,  or 20.9%, to $445,000
for the three months ended March 31, 2005,  from $368,000 for the same period in
2004. Total charge-offs amounted to $237,000 and recoveries amounted to $70,000,
resulting  in a net  charge-off  amount of $167,000  for the three  months ended
March 31, 2005. This  represents a $2,000  decrease in net charge-offs  over the
same period in 2004.

     Other Income.  Other income increased  $277,000,  or 40.3%, to $965,000 for
the three months ended March 31, 2005,  compared to $688,000 for the same period
in 2004.  This is primarily  the result of an increase of $233,000 in commission
income  generated by annuity  sales from Synergy  Financial  Services,  Inc. The
balance of the increase was attributable to charges and fees on deposit and loan
accounts, and tax advantaged income from the Company's bank-owned life insurance
investment.

                                      -17-
<PAGE>

     Other Expenses. Other expenses increased $411,000, or 9.5%, to $4.7 million
for the three months ended March 31, 2005, compared to $4.3 million for the same
period in 2004.  The increase was primarily  attributable  to wages and benefits
associated  with  the  Company's  growth  strategy,  as well as to  equity-based
employee compensation plans.

     Income Tax  Expense.  Income tax expense  increased  by  $35,000,  or 5.3%,
during the three months ended March 31, 2005 when compared to the same period in
2004, reflecting higher taxable income for the 2005 period.


Liquidity

     The Bank  maintains  liquid assets at levels it considers  adequate to meet
liquidity needs. The liquidity of the Bank reflects its ability to provide funds
to meet loan requests,  accommodate possible outflows in deposits,  fund current
and  planned   expenditures   and  take   advantage  of  interest   rate  market
opportunities  in  connection  with asset and liability  management  objectives.
Funding of loan  requests,  providing for liability  outflows and  management of
interest rate  fluctuations  require  continuous  analysis in order to match the
maturities  of earning  assets with specific  types of deposits and  borrowings.
Bank  liquidity  is  normally  considered  in terms of the nature and mix of the
Bank's sources and uses of funds.

     The  Bank's   primary   sources  of  liquidity  are   deposits,   scheduled
amortization  and  prepayment  of  loans  and  mortgage-backed   securities.  In
addition,  the Bank invests excess funds in overnight federal funds investments,
which  provide  liquidity.  Its cash and cash  equivalents,  defined as cash and
deposits in other  financial  institutions  with  original  maturities  of three
months or less,  totaled $6.4 million at March 31, 2005. To a lesser extent, the
earnings and funds provided from operating activities are a source of liquidity.

     Liquidity  management  is both a daily and  long-term  function of business
management.  While scheduled  principal  repayments on loans and mortgage-backed
securities are a relatively  predictable source of funds, deposit flows and loan
and securities  prepayments  are greatly  influenced by general  interest rates,
economic  conditions  and  competition.  If the Bank  requires  funds beyond its
ability to generate them internally,  it has the ability to obtain advances from
the FHLB,  which provides an additional  source of funds. At March 31, 2005, the
Bank's  borrowing limit with the FHLB was $203.8 million,  excluding  repurchase
agreement advances. At March 31, 2005, the Bank had $220.6 million of borrowings
outstanding, including $112.6 million in repurchase agreement advances.

     Management is not aware of any trends,  events or  uncertainties  that will
have  or are  reasonably  likely  to have a  material  effect  on the  Company's
liquidity,  capital or operations nor is it aware of any current  recommendation
by regulatory authorities,  which, if implemented,  would have a material effect
on liquidity,  capital or operations. The total amount of the Bank's commitments
to extend credit for mortgage and consumer  loans as of March 31, 2005 was $94.6
million,  excluding  commitments on unused lines of credit,  which totaled $27.1
million.

     Management  intends to expand  the Bank's  branch  network  either  through
opening or acquiring branch offices. During April 2005, the Bank opened a branch
in Elizabeth,  New Jersey.  The Bank currently plans to open five additional new
branch  locations and relocate one branch over the next two years. The Bank also
will  continue  to  actively   consider  the   acquisition  of  local  financial
institutions as part of expanding its banking operations.  It does not, however,
have any current understandings, agreements or arrangements for the expansion of
its business, other than opening new branch office locations.


                                      -18-
<PAGE>

The following table discloses the Bank's contractual obligations as of March 31,
2005:

<TABLE>
<CAPTION>
                                   Total         Less Than        1-3 Years     4-5 Years      After
                                                   1 Year                                     5 Years
                                 ----------      -----------     -----------   ----------    ---------
<S>                                <C>             <C>             <C>           <C>          <C>
FHLB advances (1)                  $220,570        $83,120         $77,150       $37,600      $22,700
Rental under operating leases        12,841            614           2,819         1,593        7,815
                                    -------         ------          ------        ------       ------
Total                              $233,411        $83,734         $79,969       $39,193      $30,515
                                    =======         ======          ======        ======       ======
</TABLE>
___________________
(1)  At March 31, 2005,  the Bank had $220.6  million of  borrowings,  including
     $112.6 million in repurchase agreement advances, outstanding with the FHLB.
     At March 31,  2005,  the  Bank's  borrowing  limit with the FHLB was $203.8
     million, excluding repurchase agreement advances.

The following table discloses the Bank's commercial  commitments as of March 31,
2005:

<TABLE>
<CAPTION>
                                      Total      Less Than   1-3 Years  4-5 Years     After
                                                   1 Year                            5 Years
                                    ----------  -----------  ---------  ---------   ---------
<S>                                 <C>          <C>         <C>         <C>         <C>
Lines of Credit (1)                 $ 27,105     $     3     $     1     $2,274      $24,827
Other commitments to extend credit    94,634      94,634           -          -            -
                                      ------      ------      ------      -----       ------
Total                               $121,739     $94,637     $     1     $2,274      $24,827
                                     =======      ======      ======      =====       ======
</TABLE>
_____________________
(1)  Represents amounts committed to customers.


                                      -19-
<PAGE>

Regulatory Capital Requirements

     The Bank is subject to federal  regulations  that  impose  certain  minimum
capital requirements. Quantitative measures, established by regulation to ensure
capital  adequacy,  require the Bank to maintain  amounts and ratios of tangible
and core  capital to adjusted  total assets and of total  risk-based  capital to
risk-weighted  assets. On March 31, 2005, the Bank was in compliance with all of
its regulatory capital  requirements.  The following table sets forth the Bank's
capital position and relativity to regulatory requirements as of March 31, 2005:

<TABLE>
<CAPTION>
                                                                  OTS Requirements
                                     ---------------------------------------------------------------------------
                                                                                             Regulatory
                                                                      Minimum           for classification as
                                            Bank actual           capital adequacy        well-capitalized
                                            -----------           ----------------        ----------------
                                        Amount       Ratio       Amount      Ratio       Amount       Ratio
                                        ------       -----       ------      -----       ------       -----
<S>                                    <C>          <C>         <C>          <C>        <C>          <C>
Total risk-based capital               $94,782      15.86%      $47,813      8.00%      $59,766      10.00%
(to risk-weighted assets)
Tier 1 capital                          90,077      15.07%          N/A       N/A        35,860       6.00%
(to risk-weighted assets)
Tier 1 capital                          90,077      10.13%       35,554      4.00%       44,443       5.00%
(to adjusted total assets)
Tangible capital                        90,077      10.13%       13,333      1.50%          N/A        N/A
(to adjusted total assets)

</TABLE>

Impact of Inflation and Changes Prices

     The  consolidated  financial  statements of the Company and notes  thereto,
presented  elsewhere  herein,  have been prepared in accordance  with accounting
principles generally accepted in the United States of America, which require the
measurement of financial  position and operating  results in terms of historical
dollars without considering the change in the relative purchasing power of money
over time and due to  inflation.  The impact of  inflation  is  reflected in the
increased cost of the Company's operations,  primarily those at the Bank. Unlike
most industrial companies, nearly all the assets and liabilities of the Bank are
financial.  As a result,  interest  rates  have a greater  impact on the  Bank's
performance  than do the effects of general levels of inflation.  Interest rates
do not  necessarily  move in the same  direction  or to the same  extent  as the
prices of goods and services.


                                      -20-
<PAGE>

Item 3. Quantitative and Qualitative Disclosures About Market Risk

Management of Interest Rate Risk and Market Risk

     Qualitative Analysis.  Because the majority of the Bank's  interest-earning
assets and  interest-bearing  liabilities  are  sensitive to changes in interest
rates, a significant  form of market risk for the Bank is interest rate risk, or
changes in interest  rates.  The Bank is  vulnerable  to an increase in interest
rates to the extent that  interest-bearing  liabilities  mature or re-price more
rapidly than interest-earning  assets. Our assets include long-term,  fixed-rate
loans and  investments,  while our  primary  sources of funds are  deposits  and
borrowings   with   substantially    shorter    maturities.    Although   having
interest-bearing liabilities that re-price more frequently than interest-earning
assets  is  generally  beneficial  to net  interest  income  during a period  of
declining  interest rates,  this type of  asset/liability  mismatch is generally
detrimental during periods of rising interest rates.

     The Board of Directors has  established  an Asset and Liability  Management
and Budget  Committee  that consists of Directors  Scott  (Chairman),  De Perez,
Fiore,  Kasper and Putvinski.  The Committee  meets quarterly with management to
review current investments:  average lives, durations and re-pricing frequencies
of loans and  securities;  loan and deposit  pricing and production  volumes and
alternative  funding  sources;  interest  rate  risk  analysis;   liquidity  and
borrowing needs; and a variety of other assets and liability  management topics.
The  management  session of the Committee is held monthly with  President  Fiore
presiding and senior management in attendance.  The results of the quarterly and
monthly  meetings of the Committee are reported to the full Board at its regular
meetings. In addition, the Committee generally meets during October and November
each year with the goal of developing an annual  business and operating plan for
presentation to the full Board.

     To reduce the effect of interest rate changes on net interest  income,  the
Bank has adopted  various  strategies  to enable it to improve  the  matching of
interest-earning asset maturities to interest-bearing  liability maturities. The
main elements of these strategies include seeking to:

     o    originate loans with adjustable-rate features or fixed-rate loans with
          short  maturities,  such as home equity and consumer loans,  comprised
          mostly of direct  automobile  loans for both new and used vehicles;

     o    lengthen the maturities of time deposits and borrowings  when it would
          be cost  effective  through the  aggressive  pricing and  promotion of
          certificates of deposits and utilization of FHLB advances;

     o    increase  core  deposits  (i.e.,  checking,  savings and money  market
          accounts)  which  tend  to be  less  interest  rate  sensitive;  and

     o    purchase  intermediate and adjustable-rate  investment securities that
          provide a stable  cash flow,  thereby  providing  investable  funds in
          varying interest rate cycles.

     Quantitative Analysis.  Management actively monitors its interest rate risk
exposure.   The  Bank's   objective  is  to  maintain  a  consistent   level  of
profitability  within  acceptable  risk  tolerances  across  a  broad  range  of
potential  interest  rate  environments.  The Bank  uses the  Office  of  Thrift
Supervision  Net Portfolio Value (NPV) Model to monitor its exposure to interest
rate risk, which calculates  changes in net portfolio value.  Reports  generated
from  assumptions  provided and modified by management are reviewed by the Asset
and  Liability  Management  Committee  and  reported  to the Board of  Directors
quarterly. The Interest Rate Sensitivity of Net Portfolio Value Report shows the
degree  to which  balance  sheet  line  items  and the net  portfolio  value are
potentially affected by a 100 to 300 basis point (1/100th of a percentage point)
upward and downward shift (shock) in the Treasury yield curve.

                                      -21-
<PAGE>

     Management  of the  Company  believes  that  there has not been a  material
adverse  change in market risk  during the  three-month  period  ended March 31,
2005.

Item 4. Controls and Procedures

     Evaluation of disclosure  controls and procedures.  Based on his evaluation
of the  Company's  disclosure  controls  and  procedures  (as  defined  in  Rule
13a-15(e) under the Securities  Exchange Act of 1934 (the "Exchange Act")),  the
Company's principal executive and financial officer has concluded that as of the
end of the period covered by this Quarterly  Report on Form 10-Q such disclosure
controls and procedures are effective to ensure that information  required to be
disclosed by the Company in reports that it files or submits  under the Exchange
Act is recorded,  processed,  summarized  and  reported  within the time periods
specified in Securities and Exchange Commission rules and forms.

     Changes in internal controls. During the quarter under report, there was no
change in the  Company's  internal  control over  financial  reporting  that has
materially affected, or is reasonable likely to materially affect, the Company's
internal control over financial reporting.


                                      -22-
<PAGE>

                           PART II - OTHER INFORMATION

Item 1. Legal Proceedings.

     The  Company  and its  subsidiaries,  from time to time,  may be a party to
routine  litigation,  which  arises in the normal  course of  business,  such as
claims to enforce  liens,  condemnation  proceedings  on properties in which the
Bank, the  wholly-owned  subsidiary of the Company,  holds  security  interests,
claims  involving  the making and  servicing  of real  property  loans and other
issues incident to its business.  There were no lawsuits  pending or known to be
contemplated  at March 31, 2005 that would be expected to have a material effect
on the Company's operations or income.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

                      ISSUER PURCHASES OF EQUITY SECURITIES

The following table reports information  regarding  repurchases of the Company's
common stock  during the first  quarter of 2005 and the stock  repurchase  plans
approved by the Company's Board of Directors.

<TABLE>
<CAPTION>
----------------------------- --------------- ---------------- ------------------------- ----------------------------
                                                                Total Number of Shares    Maximum Number of Shares
                               Total Number                      Purchased as Part of     that May Yet Be Purchased
                                of Shares      Average Price      Publicly Announced         Under the Plans or
           Period               Purchased     Paid per Share    Plans or Programs(1)(2)         Programs (1)(2)
----------------------------- --------------- ---------------- ------------------------- ----------------------------
<S>                              <C>               <C>                 <C>                          <C>
January 1-31, 2005                  -                -                    -                         686,451
----------------------------- --------------- ---------------- ------------------------- ----------------------------
February 1-28, 2005                  500           12.45                   500                      685,951
----------------------------- --------------- ---------------- ------------------------- ----------------------------
March 1-31, 2005                 130,100           11.90               130,100                      555,851
----------------------------- --------------- ---------------- ------------------------- ----------------------------
Total                            130,600           11.94               130,600
----------------------------- --------------- ---------------- ------------------------- ----------------------------
</TABLE>
______________________
(1)  On November 9, 2004,  the Company  announced  the  adoption of a repurchase
     program to fund the  Company's  2004  Restricted  Stock Plan.  This program
     specified  the purchase of up to 281,436  shares of common stock to be made
     from time to time in the open market based on  availability,  price and the
     Company's  financial  performance.  The Company announced the completion of
     this  repurchase  program on March 30, 2005.
(2)  On January 26, 2005, the Company announced a share repurchase program.  The
     program  specified  the  purchase  of up to 5.0  percent  of the  Company's
     outstanding shares of common stock  (approximately  622,600 shares) in open
     market transactions. Such purchases are to be made from time to time in the
     open market, based on stock availability, price and the Company's financial
     performance. This program has no expiration date and has 555,851 shares yet
     to be purchased.

                                      -23-
<PAGE>

Item 3. Defaults Upon Senior Securities.
        -------------------------------

        None.

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

         None.

Item 5. Other Information.
        -----------------

         None.

Item 6. Exhibits.
        --------

         a) Exhibits:

         31   Certification pursuant to ss.302 of the Sarbanes-Oxley Act of 2002
         32   Certification pursuant to ss.906 of the Sarbanes-Oxley Act of 2002


                                      -24-
<PAGE>

                                   SIGNATURES


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

                                     SYNERGY FINANCIAL GROUP, INC.



Date: May 10, 2005                   By:   /s/John S. Fiore
                                           -------------------------------------
                                           John S. Fiore
                                           President and Chief Executive Officer
                                           (Duly Authorized Representative)

     Pursuant to the  requirement of the Securities  Exchange Act of 1934,  this
report has been signed below by the following person on behalf of the Registrant
and in the capacities and on the date indicated.



/s/John S. Fiore
------------------------------------------
John S. Fiore
President, Chief Executive Officer and
Chief Financial Officer
(Principal Executive and Financial Officer)

Date:  May 10, 2005


                                      -25-