<PAGE>
                               FORM 10-Q


                  SECURITIES AND EXCHANGE COMMISSION


                         Washington, D.C.  20549



(Mark One)
[X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE 
SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended             September 30, 1995
                               -------------------------------------------

[ ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE 
SECURITIES EXCHANGE ACT OF 1934

For the transition period from                     to
                               -------------------------------------------

Commission File Number:                          1-6451
                               -------------------------------------------

                               UJB Financial Corp.
--------------------------------------------------------------------------
           (Exact name of registrant as specified in its charter)

          New Jersey                                       22-1903313
--------------------------------------------------------------------------
(State or other jurisdiction of                      (I.R.S Employer
 incorporation or organization)                      Identification No.)

301 Carnegie Center, P.O. Box 2066, Princeton, New Jersey    08543-2066
--------------------------------------------------------------------------
(Address of principal executive offices)                      Zip Code

                               (609)987-3200
--------------------------------------------------------------------------
             (Registrant's telephone number, including area code)


--------------------------------------------------------------------------
(Former name, former address and former fiscal year, if changed since last
 report)

  Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange 
Act of 1934 during the preceding 12 months (or 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.

                               [X] Yes  [ ] No

     As of October 31, 1995 there were 57,667,117 shares of common stock,
                      $1.20 par value, outstanding.



<PAGE>

                 PART I.  FINANCIAL INFORMATION.
                 -------------------------------


ITEM 1.  FINANCIAL STATEMENTS.
------------------------------

In accordance with Instruction D, incorporated by reference to
this Item 1 and included herein as Exhibit (99)A is UJB
Financial Corp. consolidated balance sheets as of September 30,
1995, December 31, 1994 and September 30, 1994; as Exhibit (99)B
is UJB Financial Corp. consolidated statements of income for the
nine months and three months ended September 30, 1995 and 1994;
and as Exhibit (99)C is UJB Financial Corp. consolidated
statements of cash flows for the nine months ended September 30,
1995 and 1994.  Also included herein as Exhibit (99)D is UJB
Financial Corp. consolidated statements of shareholders' equity
as of September 30, 1995 and 1994; as Exhibit (99)E is UJB
Financial Corp. consolidated average balance sheets with
resultant interest and rates for the nine months ended September
30, 1995 and 1994; and as Exhibit (99)F is UJB Financial Corp.
consolidated reconciliations of allowance for loan losses for
the nine months ended September 30, 1995 and 1994.

The consolidated financial statements included herein as
Exhibits include the accounts of UJB Financial Corp. and all of
its subsidiaries (the "Company").  Significant intercompany
transactions have been eliminated in consolidation.  On July 11,
1995, the Company completed the acquisition of Bancorp New
Jersey, Inc. ("Bancorp").  This acquisition was accounted for as
a purchase, and its assets and results of operations are
included from that date.

The consolidated financial statements have been prepared on an
accrual basis.  For additional information and disclosures
required under generally accepted accounting principles,
reference is made to the registrant's 1994 Annual Report on Form
10-K.

The accompanying financial statements reflect in the opinion of
management, all normal, recurring adjustments necessary to
present fairly the financial position of the Company, the
results of its operations and changes in its cash flows.  The
financial statements presented, in all material respects, comply
with the current reporting requirements of supervisory
authorities.

                             -1-

<PAGE>

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
-----------------------------------------------
        FINANCIAL  CONDITION AND RESULTS OF OPERATIONS.
        -----------------------------------------------


FINANCIAL CONDITION

September 30, 1995 versus December 31, 1994

At September 30, 1995, total assets were $15.5 billion, an
increase of $103.6 million or .7 percent from year-end 1994. 
The increase in total assets was primarily due the increase in
the loan portfolio offset by the volume decrease in the
investment portfolio.  Included in these increases was the
impact of the  acquisition of Bancorp. On July 11, 1995,
Bancorp had total assets of $506 million.

Investment securities at September 30, 1995 were $3.6 billion, a
decrease of $453.7 million or 11.1 percent from year-end 1994. 
The decline from year-end 1994 was the result of $538.8 million
in maturities, partially offset by $90.0 million in purchases.
This portfolio is recorded at amortized cost.  At September 30,
1995, the aggregate market value of the investment portfolio was
$3.6 billion.  The aggregate market value at December 31, 1994
was $3.9 billion.

At September 30, 1995, investment securities available for sale,
reported at fair value, amounted to $356.3 million. These
securities increased $155.1 million or 77.1 percent from
year-end 1994, and comprised $251.3 million of U.S. Government
and agency collateralized mortgage obligations and $105.0
million of other securities.  During the nine months of 1995,
$215.5 million of securities were purchased, including $171.6
million of securities from the acquisition of Bancorp.
Offsetting these purchases were maturities of $64.1 million and
sales of $4.2 million. 

At September 30, 1995, total loans amounted to $10.2 billion and
increased $570.2 million or 5.9 percent from year-end 1994. The
acquisition of Bancorp accounted for $290 million to this
increase.  Mortgage loans increased $424.2 million or 15.2
percent from December 31, 1994 to $3.2 billion at September 30,
1995.  The acquisition of Bancorp contributed $178.7 million to
this increase to mortgage loans.  Instalment loans increased
$194.5 million or 8.7 percent from year-end 1994 to $2.4
billion. The acquisition of Bancorp contributed $75.8 million to
this increase. Partially offsetting these increases, commercial
loans decreased $48.6 million or 1.0 percent from December
31,1994.

Total deposits were $12.9 billion at September 30, 1995, an
increase of $303.8 million or 2.4 percent from December 31,
1994. This increase was primarily attributable to the acquisition
of Bancorp.  On July 11, 1995, Bancorp had total deposits
of $451 million. Excluding the acquisition of Bancorp total 
deposits decreased 1.2 percent from year-end 1994. Demand
deposits decreased $87.8 million or 2.7 perecent from year-end
1994 to $3.2 billion.  Offsetting this decrease

                             -2-

<PAGE>
retail savings and time deposits increased $304.6 million or 3.4 percent
from December 31, 1994 to $9.2 billion. Commercial certificates
of deposit $100,000 and over were $458.2 million, an increase of $87.0
million or 23.5 percent compared to December 31, 1994.  

Borrowed funds, including commercial paper and long-term debt,
at September 30, 1995 decreased $397.8 million or 25.9 percent
from December 31, 1994 to $1.1 billion.  Cash flows from
maturities and principal paydowns on  investment securities were
used to reduce the level of borrowed funds from year-end 1994.   

Total shareholders' equity increased $159.7 million or 14.5
percent from December 31, 1994 to $1.3 billion.  Unrealized
gains and losses on investment securities were recorded net of
taxes as a separate component of shareholders' equity.  As of
September 30, 1995, the unrealized loss recorded in equity
amounted to $3.5 million, compared to $9.2 million from year-end
1994.  

Under the risk-based capital guidelines, the Tier I leverage
ratio of the Company was 7.58 percent at September 30, 1995, 
compared to 7.02 percent at December 31, 1994.   The Company's
Tier I capital was 9.93 percent and total capital was 12.71
percent at September 30, 1995, compared with 9.27 percent and
12.04 percent, respectively, at December 31, 1994. The current
minimum regulatory guideline for the Tier I leverage ratio is
4.0 percent for institutions that have a regulatory rating of
two or more. The current minimum regulatory guidelines for Tier
I and total capital ratios are 4.0 percent and 8.0 percent,
respectively.

Non-performing Loans and Other Real Estate Owned

Non-performing loans were $181.9 million at September 30, 1995,
or 1.78 percent of total loans compared to $167.6 million at
year-end 1994, or 1.74 percent of total loans.  At September 30,
1994, non-performing loans were $213.9 million or 2.23 percent
of total loans.  Non-performing loans increased from year-end
1994 partially due to the inclusion of one large construction
loan relationship during the second quarter of 1995.
Additionally, non-performing loans were impacted by a $4.1
million increase from the acquisition of Bancorp and
the adoption of Statement of Financial Accounting Standards
No. 114, Accounting by Creditors for Impairment of a Loan
("SFAS No. 114").  The implementation of this Statement
resulted in a reclassification of $6.4 million.  	

The Company has defined the population of impaired loans to be
all non-accrual loans.  At September 30, 1995, the total
impaired loan portfolio was $181.9 million for which general and
specific allocations to the allowance for loan losses of $49.0
million were identified.  Interest collections on non-accrual
loans are generally credited to interest income when received. 
However, if ultimate collectibility of the principal is in
doubt, interest collections are applied as principal reductions.  The

                             -3-

<PAGE>

amount of cash basis interest income that was recognized on
impaired loans at September 30, 1995 was $1.5 million.  

                             -3-
<PAGE>

Compared to September 30, 1994, non-performing loans were down
$32.0 million. The reduction in non-performing loans compared to
September 30, 1994 reflected ongoing workout efforts, as well as
the year-end 1994 transfer of certain accruing and non-accruing
loans to assets held for accelerated disposition. The following
table summarizes the trends in the components of non-performing
loans (dollars in thousands): 	                                 
                  	                                             
                                   Sep 30,      Dec 31,         Sep 30,
                                    1995         1994            1994       
                                  --------     --------        -------- 
Commercial and industrial        	$ 43,259    	$ 37,362       	$ 44,100
Real estate:
    Construction and development   	84,628      	45,075	         66,646
    Real estate related 	           54,038	      85,210	        103,170
                                  --------      -------        --------
       Total real estate	          138,666	     130,285	        169,816
                                  --------      -------        --------
            Total                	$181,925    	$167,647        $213,916
                                  ========     ========        ========

At September 30, 1995, other real estate owned ("OREO") was
$27.1 million, net of a $12.2 million allowance.  OREO decreased
$4.4 million since December 31, 1994 and decreased $39.6 million
since September 30, 1994.  These declines were in part the
result of the SFAS No. 114 reclassification of in-substance
foreclosures from OREO to non-performing loans and a transfer of
assets  from OREO to assets held for accelerated disposition at
year-end 1994. These assets were identified for bulk sale in
order to accelerate the resolution of non-performing loans and
OREO. Assets held for accelerated disposition at September 30,
1995 were $22.9 million compared to $90.9 million at December
31, 1994.  The decline from year-end 1994 was  primarily due to
sales during the year.

Allowance for Loan Losses

The allowance for loan losses at September 30, 1995 was $200.3
million or 1.96 percent of loans, compared to $214.2 million or
2.22 percent of  loans at December 31, 1994 and $237.7 million
or 2.48 percent of loans at September 30, 1994.  For the three
months ended September 30, 1995, net charge offs were $22.8
million or .90 percent of average loans compared to $21.2
million, or .91 percent the previous year.  This compares to net
charge offs of $22.5 million, or .93 percent, in the second
quarter of 1995.  For the nine months ended September 30, 1995,
net charge offs were $68.7 million, or .94 percent of average
loans compared to $63.7 million, or .95 percent the previous
year.  

                             -4-
<PAGE>

RESULTS OF OPERATIONS

For the third quarter of 1995, net income was $44.0 million or
$.76 per share compared with net income of $38.6 million or $.70
per share earned during the third quarter of 1994.  Net income
for the nine months ended September 30, 1995 was $124.4 million
compared with $95.8 million for the nine months of 1994.  On a
per share basis, net income for the nine months ended September
30, 1995 was $2.20 compared to $1.73 for the same period in
1994. 

Interest income on a tax-equivalent basis was $828.2 million for
the nine months ended September 30, 1995, an increase of $116.5
million or 16.4 percent compared to the same period in 1994. The
increase in interest income was primarily due to both the rise
in interest rates and growth in the loan portfolio. The increase
in rates contributed $63.4 million and the increase in volume
provided an additional $49.3 million to interest income on
loans. For the nine months of 1995, the average prime rate was
8.87 percent compared to 6.81 percent for the prior year period.
Interest earning assets averaged $14.0 billion during the nine
months of 1995, an increase of $556.6 million or 4.1 percent
over the same period of 1994.

Interest expense increased $88.8 million or 36.3 percent for the
nine months ended September 30, 1995 compared to the same period
in 1994.  This increase reflects the rise in interest rates and
the resultant increased cost of retail savings and time
deposits.  In addition, there was a disintermediation of funds
from savings and other lower costing deposits to higher costing
retail certificates of deposit.  Interest expense on retail
savings and time deposits increased $65.3 million or 37.6
percent, which includes an increase in interest on retail
certificates of deposit of $54.6 million or 95.0 percent.  In
addition, the increases in interest expense on borrowed funds
and commercial certificates of deposit $100,000 and over were
$12.9 million and $10.6 million, respectively, over the 1994
nine-month period. On average, borrowed funds were $1.3 billion
during the nine months of 1995, a decrease of $305.0 million
from the nine months of 1994. Commercial certificates of deposit
$100,000 and over increased $136.3 million over the comparable
period in 1994.

Net interest income on a tax-equivalent basis was $494.5 million
for the nine months of 1995 compared with $466.8 million for the
nine months ended September 30, 1994, an increase of $27.7
million or 5.9 percent. The net interest spread percentage on a
tax-equivalent basis (the difference between the rate earned on
average interest earning assets and the rate paid on average
interest bearing liabilities) was 3.80 percent for the nine
months ended September 30, 1995 compared to 3.97 percent for the
prior year period.  Net interest margin (net interest income on
a tax-equivalent basis as a percentage of average interest
earning assets) was 4.71 percent during the nine months of 1995
compared to 4.63 percent during the same period in 1994. The
increase in net interest margin reflected the benefits from an
improved asset mix and favorable spreads between loan yields and
deposit costs.

                             -5-
<PAGE> 

Asset and liability management efforts involve the use of
certain derivative financial instruments.  At September 30,
1995, the notional value of this derivative financial
instruments portfolio consisted of $819.7 million of interest
rate swaps down from $923.5 million at December 31, 1994. 
Interest rate swaps are contractual agreements between two
parties to exchange interest payments at particular intervals. 
These swaps are accounted for as hedges and are not recorded on
the balance sheet.  Income or expense related to these
instruments is accrued monthly and recognized as an adjustment
to interest income or interest expense for those balance sheet
instruments being hedged.  Hedged transactions resulted in a net
interest income reduction of $6.4 million for the nine months of
1995, compared to a $1.8 million contribution in the comparable
period in 1994.  The market value of these contracts at
September 30, 1995 was negative $8.0 million compared to 
negative $52.0 million at December 31, 1994.

The provision for loan losses for the quarter ended September
30, 1995 was $18.0 million, compared with $18.5 million for the
same period a year earlier.  On a year-to-date basis, the
provision was $48.8 million, a decline of $6.8 million or 12.2
percent, compared with the same period in 1994. 

Non-interest income, including securities transactions, for the
third quarter of 1995 totaled $45.1 million, an increase of $4.3
million or 10.6 percent compared with the third quarter of 1994.
For the nine months ended September 30, 1995, non-interest
income totaled $130.2 million, an increase of $9.7 million or
8.1 percent from the prior year period. Effective June 30, 1995,
merchant credit card and ATM fees are recorded net of related
processing expenses.  Amounts for prior periods have been
reclassified for comparative purposes. 

During the third quarter of 1995, service charges on deposit
accounts increased $1.3 million or 8.4 percent over the prior
year period.  For the nine months of 1995, service charges on
deposit accounts increased $1.2 million or 2.5 percent  compared
to the 1994 nine-month period.  These increases were primarily
due to higher fees charged on personal demand deposit accounts.

Service and loan fee income for the third quarter of 1995
decreased $.3 million or 4.6 percent compared with the same
period a year earlier.  Service and loan fee income increased
$.6 million or 3.1 percent during the nine month period ended
September 30, 1995 compared to the corresponding period in 1994.
 This increase was primarily due to higher commercial loan fees
and merchant bank card processing fees.  

Other income for the third quarter of 1995 was $13.5 million, an
increase of $2.2 million or 19.6 percent.  For the nine months
of 1995, other income was $37.4 million, an increase of $4.3
million or 13.0 percent. These increases can be

                             -6-
<PAGE>

attributable in part to the gains on the sales of the Pennsylvania
leasing company and several branch facilities.

For the third quarter of 1995, net gains of $1.0 million on the
sales of investment securities were realized compared with net
gains of $.1 million over the prior year period.  For the nine
months of 1995, net gains were $5.2 million, compared with net
gains of $1.8 million for the nine months in 1994.  These gains
were recognized as $4.2 million of securities were sold out of
the available-for-sale portfolio. 

Non-interest expenses for the third quarter of 1995 totaled
$121.0 million, down $.6 million, or .5 percent compared to the
third quarter of 1994 and for the nine months ended September
30, 1995 were $371.2 million, an increase of $5.1 million or 1.4
percent from the 1994 nine month period.

Salaries expense increased $3.5 million or 7.5 percent during
the third quarter of 1995 compared to the third quarter of 1994
and rose $11.1 million or 8.2 percent during the nine months of
1995 compared to the corresponding period in 1994.  These
increases were primarily attributable to merit increases and
the purchase of Palisade Savings Bank, FSB in September 1994.
Also contributing to this quarter-to-quarter increase was the
additional salary expense associated with the purchase
acquisition of Bancorp.  Pension and other employee benefits for
the third quarter of 1995 were $15.2 million, up $.9 million or
6.1 percent compared with the third quarter of 1994.  These
expenses were $47.1 million for the nine months ended September
30, 1995, up $5.4 million or 12.8 percent compared to the
corresponding period in 1994.  These increases reflected 
pension and other postemployment benefit costs.

Occupancy expenses for the third quarter of 1995 increased $.8
million or 6.5 percent compared to the prior year period. These
expenses were $39.3 million, up $.8 million or 2.2 percent for
the nine months ended September 30, 1995 compared to the
corresponding period in 1994.  Furniture and equipment expense
rose $.7 million or 5.8 percent for the third quarter of 1995,
and $1.8 million or 5.0 percent during the first nine months of
1995 when compared with the corresponding periods in 1994.   

The FDIC assessment decreased $7.0 million during the third
quarter of 1995 compared to the third quarter of 1994 and
declined $7.1 million during the nine months of 1995 compared to
the 1994 nine-month period.  This decrease is attributable to
the lower  premiums charged for deposit insurance,
retroactive to June 1, 1995.  The company received a $5.2
million premium reduction and a $1.8 million one-time rebate.  

The majority of the Company's FDIC deposits are covered under the Bank
Insurance Fund("BIF"). As a result of deposits acquired through the
acquisition of Thrift institutions over the last several years, the
Company has approximately $1.3

                             -7-

<PAGE>

billion of deposits that are insured under the Savings Association
Insurance Fund ("SAIF"). Several proposals are being discussed by Congress
and banking regulators regarding the recapitalization of the SAIF to bring
its funding level up to that of the BIF. Current discussions are considering
a one-time assessment on all SAIF deposits based upon such insured deposits.
Until legislation is finalized by Congress and signed into law, the Company
cannot determine the amount of the assessment. At that time, an accrual
will be established.

Other real estate owned expenses were $2.1 million for the third
quarter of 1995, a decrease of $2.8 million or 57.9 percent from
the third quarter of 1994.  On a year-to-date basis, other real
estate owned expenses were $5.8 million for 1995 compared to
$14.5 million for 1994.  Included in these amounts was a
provision for losses on other real estate owned and expenses
related to holding property.  A provision of $1.6 million for
the third quarter of 1995 and $3.8 million for the nine months
of 1995 was added to the allowance for other real estate owned. 
This compares to a provision of $3.1 million for the third
quarter of 1994 and $8.9 million for the nine months ended
September 30, 1994. Expenses for operating and maintaining other
real estate owned amounted to $.5 million for the third quarter
of 1995 and $1.9 million for the nine months ended September 30,
1995, compared with $1.8 million and $5.5 million respectively for the
corresponding periods in 1994. The decline in these expenses
reflect the benefits from the ongoing workout efforts.

LIQUIDITY

Liquidity is the ability to meet the borrowing needs and deposit
withdrawal requirements of customers and support asset growth. 
Principal sources of liquidity are deposit generation, access to
purchased funds, maturities and repayments of loans and
investment securities and interest and fee income.  

The consolidated statements of cash flows present the change in
cash and cash equivalents from operating, investing and
financing activities.  During the nine months of 1995, net cash
provided by operating activities totaled $243.6 million. 
Contributing to net cash provided by operating activities were
the results of operations adjusted for the provisions for loan
losses and other real estate owned, and proceeds from the sales
of mortgages held for sale.  Net cash used by investing
activities totaled $340.4 million and was the result of
investment and loan activity.  Net cash used in financing
activities totaled $64.3 million, reflecting the reductions in
borrowed funds offset by a net increase in deposits from
year-end 1994.

During the nine months of 1995, proceeds of $602.8 million from
maturities in the investment portfolio, including investment
securities available for sale, and an increase in total deposits
of $303.8 million contributed to liquidity. Offsetting these
sources were increases in total loans of $570.2 million,
purchases of investment

                             -8-

<PAGE>

securities, including investment securities available for sale, totaling
$305.5 million and a decrease of $397.8 million in borrowed funds.

Additional liquidity is generated from maturities and principal
repayments in the investment portfolio.  Scheduled maturities
and anticipated principal repayments of the investment portfolio
will approximate $175 million throughout the balance of 1995. 
In addition, all or part of the investment securities available
for sale of $356.3 million could be sold to provide liquidity. 
These sources can be used to meet the funding needs during
periods of loan growth.  Liquidity is also available through
additional lines of credit and the ability to incur additional
debt.  At September 30, 1995, there were $40.0 million of
short-term lines of credit available at the Parent Corporation
for general corporate purposes, with no outstandings.  In
addition, the banking subsidiaries have established lines of
credit with the Federal Reserve Bank,  the Federal Home Loan
Bank of New York and other correspondent banks which further
support and enhance liquidity.


NEW ACCOUNTING PRONOUNCEMENTS

In May 1995, Statement of Financial Accounting  Standards
No.122, Accounting for Mortgage Servicing Rights ("SFAS No.122")
was issued.  This Statement requires the recognition of mortgage
servicing rights as an asset when a mortgage loan is sold or
securitized and servicing retained.  Also, the Statement requires
companies to measure the impairment of the servicing rights
based on the difference between the servicing rights and their
current value.  The Statement is effective for fiscal years
beginning after December 15, 1995 to transactions in which the
Company sells or securitizes mortgage loans with servicing
rights retained.  The provisions of this Statement should be
applied to the measurement of impairment for all capitalized
servicing rights, including servicing rights capitalized prior
to the initial adoption of this Statement.  The Company does not
expect the adoption of SFAS No. 122 to have a material effect on
its future financial position or results of operations.

                             -9-

<PAGE>

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

ITEM 1.  LEGAL PROCEEDINGS.
---------------------------

In re Payroll Express Corporation of New York and Payroll
---------------------------------------------------------
Express Corporation, U.S. Bankruptcy Court for the Southern
--------------------
District of New York, Case Nos. 92-B-43149 (CB) and 92-B-43150
(CB), filed June 5, 1992.  Reported on Form 10-K for the period
ended December 31, 1994 and on Form 10-Q for the periods ended
March 31, 1995 and June 30, 1995.  The Trustee in Bankruptcy for
Payroll Express Corporation has settled his claim against the
primary insurance carrier for Payroll (Lloyds) for the policy
limits of $1 million and has sought bankruptcy court approval
for the settlement.  The Trustee has commenced litigation
against certain insurance companies which had issued fidelity
insurance policies to Payroll.

In the matter of In re Payroll Express Corporation et al - John
                 ----------------------------------------------
S. Pereira, as Chapter 11 Trustee of the Estate of Payroll
----------------------------------------------------------
Express Corporation, pending in the U.S. District Court for the
-------------------
Southern District of New York, the Bank has filed a motion for
summary judgment.

The court has stayed the Towers Financial Corporation matter to
                         ----------------------------
allow the Beth Israel matter to proceed first.  The Beth Israel,
          -----------                               ------------
Frederick Goldman, and New York City Transit Authority matters
-----------------      -------------------------------
have been consolidated in the U.S. District Court for the
Southern District of New York.  The Bank has filed a motion to
dismiss each of these complaints for failure to state a claim
upon which relief may be granted.

A new matter, Copytone, Inc. suing on behalf of itself and
              --------------------------------------------
others similarly situated v. United Jersey Bank New Jersey et
-------------------------------------------------------------
al. was recently filed in the New York Supreme Court but was
---
removed by the Bank to the U.S. District Court for the Southern
District of New York, Civil Action No. 95-3685.  This is a
purported class action lawsuit which alleges that Copytone, Inc.
wire transferred approximately $22,000 to the Payroll Express
account, which funds were to be used to cash Copytone's payroll
checks, that Payroll Express failed to do so and that the Bank
refused to return the funds.  Copytone also alleges that another
$22,000 in endorsed employee payroll checks and unused funds
were deposited into the Payroll Express accounts and that the
Bank has refused to return these funds.  The legal theories are
similar to those asserted in the  Beth Israel matter.  The Bank
                                  -----------
intends to file a motion to dismiss this matter and, when
briefing is completed, a hearing date will be scheduled for it,
along with the Beth Israel, Frederick Goldman and New York City
               ------------------------------     -------------
Transit Authority motions.
-----------------

                             -10-
<PAGE>

Annette Loatman, on behalf of herself and all others similarly
--------------------------------------------------------------
situated v. United Jersey Bank, U.S. District Court for the
-------------------------------
District of New Jersey, Civil Action 1:95CV05258 (JEI), filed on
October 4, 1995.  The plaintiff alleges that she is
representative of a class of Bank customers who obtained
consumer loans (primarily on automobiles and trailers) from the
Bank and who either did not obtain required insurance or
permitted that insurance to lapse, after which the Bank
"force-placed" insurance.  The complaint alleges breach of
contract and of the implied covenants of good faith and fair
dealing, unconscionable commercial practices under the New
Jersey Consumer Fraud Act, unjust enrichment, breach of
fiduciary duty and violations of the National Bank Act and
Depository Institution and Monetary Control Act.  The Bank
intends to vigorously contest this action and is presently
preparing its response.


                             -11-

<PAGE>

ITEM 5.  OTHER EVENTS.
----------------------


On September 11, 1995, the Company announced a definitive merger
agreement to merge in a stock-for-stock exchange with Summit
Bancorporation (Summit).  Summit has $5.5 billion in assets with
90 branches in northern and central New Jersey.  The merger is
expected to be completed in the first quarter of 1996.  For a
description of the merger, see the company's current report on
Form 8-K dated September 10, 1995.


ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K.
--------------------------------------------

(a) Exhibits


    (11)     UJB Financial Corp. computation of net income per common share
             for nine months and three months ended September 30, 1995 and 1994.

    (27)     UJB Financial Corp. financial data schedule - September 30, 1995.

    (99)A    UJB Financial Corp. consolidated balance sheets as of September 30,
             1995, December 31, 1994 and September 30, 1994.

    (99)B    UJB Financial Corp. consolidated statements of income for the
             nine months and three months ended September 30, 1995 and 1994.

    (99)C    UJB Financial Corp. consolidated statements of cash flows for the
             nine months ended September 30, 1995 and 1994.

    (99)D    UJB Financial Corp. consolidated statements of shareholders' equity
             as of Septemeber 30, 1995 and 1994.

    (99)E    UJB Financial Corp. consolidated average balance sheets with
             resultant interest and rates for the nine months ended
             September 30, 1995 and 1994.

    (99)F    UJB Financial Corp. consolidated reconciliations of allowance for
             loan losses for the nine months ended September 30, 1995 and 1994.

                             -12-

<PAGE>

(b) Reports on form 8-K
    -------------------

    In a current report on Form 8-K dated August 1, 1995, the
    Company under Item 5 Other Information  reported an agreement
    and plan of merger providing for the merger of The Flemington
    National Bank and Trust Company, a national banking
    association, into United Jersey Bank, a New Jersey banking
    corporation wholly owned by the Company.

    In a current report on Form 8-K dated September 10, 1995, the
    Company under Item 5 Other Information  reported that the
    Company and The Summit Bancorporation (Summit) entered into an
    Agreement and Plan of Merger (the Agreement) providing for
    among other things (i) the merger  of Summit into the Company;
    (ii)  the exchange of each outstanding share of Common Stock
    of Summit for 0.90 shares of Common Stock of the Company, with
    cash being paid in lieu of issuing fractional shares of Common
    Stock of the Company; and (iii) the exchange of each
    outstanding share of the $25 stated value of Adjustable Rate
    Cumulative Preferred Stock of Summit for one share of a newly
    created class of Preferred Stock of the surviving corporation
    in the Merger designated $25 stated value Adjustable Rate
    Cumulative Preferred Stock, Series C: all upon satisfaction of
    terms and conditions set forth in the Agreement , including
    the receipt of approval from the shareholders of both the
    Company and Summit and the Board of Governors of the Federal
    Reserve System.

                             -13-

<PAGE>

                              SIGNATURES
                            ------------


Pursuant to the requirements 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.



                                     UJB FINANCIAL CORP.
                               ---------------------------
                                        Registrant



DATE  November 14, 199     BY:  /s/  WILLIAM J. HEALY
                               -----------------------------
                                     William J. Healy
                            Executive Vice President and Comptroller
                                  (Chief Accounting Officer)




                             -14-

<PAGE>

                           EXHIBIT INDEX
                          --------------


  Exhibit No.
  -----------

    (11)     UJB Financial Corp. computation of net income per common share
             for nine months and three months ended September 30, 1995 and 1994.

    (27)     UJB Financial Corp. financial data schedule - September 30, 1995.

    (99)A    UJB Financial Corp. consolidated balance sheets as of September 30,
             1995, December 31, 1994 and September 30, 1994.

    (99)B    UJB Financial Corp. consolidated statements of income for the
             nine months and three months ended September 30, 1995 and 1994.

    (99)C    UJB Financial Corp. consolidated statements of cash flows for the
             nine months ended September 30, 1995 and 1994.

    (99)D    UJB Financial Corp. consolidated statements of shareholders' equity
             as of Septemeber 30, 1995 and 1994.

    (99)E    UJB Financial Corp. consolidated average balance sheets with
             resultant interest and rates for the nine months ended 
             September 30, 1995 and 1994.

    (99)F    UJB Financial Corp. consolidated reconciliations of allowance for
             loan losses for the nine months ended September 30, 1995 and 1994.