UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                              _________________
                                FORM 10-K
                              _________________


[X]  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
      EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2003
                                                                  or
[  ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
     EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM____ TO ____

                         Commission File number 1-10518

                   INTERCHANGE FINANCIAL SERVICES CORPORATION
             (Exact name of registrant as specified in its charter)

    New Jersey                                          22-2553159
_______________________________                      ___________________
(State or other jurisdiction of                      (I.R.S. Employer
incorporation  or organization)                       Identification No.)

Park 80 West/Plaza Two, Saddle Brook, NJ                           07663
_________________________________________                          _____
(Address of principal executive offices)                        (Zip Code)

       Registrant's telephone number, including area code: (201) 703-2265

        Securities registered pursuant to Section 12(b) of the Act: None


           Securities registered pursuant to Section 12(g) of the Act:
                                 Title of Class
                                 ______________
                           Common Stock (no par value)

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

     Indicate by check mark whether the registrant is an  accelerated  filer (as
defined in Rule 12b-2 of the Act). Yes X  No ____

     The  aggregate   market  value  of   registrant's   voting  stock  held  by
non-affiliates of the registrant computed June 30, 2003 based on the average bid
and asked price for such stock on that date was approximately $248,631,000.

     The number of outstanding  shares of the Registrant's  common stock, no par
value per share, as of February 27, 2004, was as follows:

    Class                                      Number of Outstanding Shares
    _____                                      ____________________________
Common Stock
(No par value)                                            12,735,206

Documents incorporated by reference:

Portions of registrant's definitive Proxy Statement for the 2004 Annual Meeting
of Shareholders (the "2004 annual Meeting Proxy Statement") to be filed on or
before March 25, 2004 are incorporated by reference to Part III of this Annual
Report on Form 10-K.

Portions of registrant's Annual Report to Shareholders for the fiscal year ended
December 31, 2003 (the "2003 Annual Report to Shareholders") are incorporated by
reference to Parts II and IV of this Annual Report on Form 10-K.

With the exception of information  specifically  incorporated by reference,  the
2004 Annual Meeting Proxy  Statement and the 2003 Annual Report to  Shareholders
are not deemed to be part of the report.
<PAGE>



                   INTERCHANGE FINANCIAL SERVICES CORPORATION
                             INDEX TO ANNUAL REPORT
                                  ON FORM 10-K

PART I                                                                    PAGE

Item 1.    Business....................................................      1
Item 2.    Properties..................................................     11
Item 3.    Legal Proceedings...........................................     11
Item 4.    Submission of Matters to a Vote of Security Holders.........     11

PART II
Item 5.    Market for Registrant's Common Equity and Related Stockholder
              Matters..................................................     12
Item 6.       Selected Financial Data..................................     13
Item 7.       Management's Discussion and Analysis of Financial
                 Condition and Results of Operations...................     15
Item 7A.   Quantitative and Qualitative Disclosures About Market Risk..     15
Item 8.           Financial Statements and Supplementary Data..........     15
Item 9.           Changes in and Disagreements with Accountants
                      on Accounting and Financial Disclosure...........     15

PART III
Item 10.          Directors and Executive Officers of the Registrant...     16
Item 11.          Executive Compensation...............................     17
Item 12.          Security Ownership of Certain Beneficial Owners
                      and Management and Related Stockholder Matters...     18
Item 13.          Certain Relationships and Related Transactions.......     19
Item 14.          Principal Accounting Fees and Services...............     19

PART IV
Item 15.          Exhibits, Financial Statement Schedules
                      and Reports on Form 8-K..........................     20

Exhibit Index     .....................................................     21
Signatures        .....................................................     22



<PAGE>


                                     PART I
Item 1.  Business

   General

     Interchange  Financial Services  Corporation (the "Company"),  a New Jersey
business  corporation,  is a bank holding  company  registered with the Board of
Governors of the Federal  Reserve  System under the Bank Holding  Company Act of
1956,  as amended.  The Company was  incorporated  in the State of New Jersey on
October 15, 1984. It acquired all of the outstanding  stock of Interchange  Bank
(formerly  known as Interchange  State Bank), a New Jersey state  chartered bank
(the "Bank" or  "Interchange"),  in 1986.  The Bank is the  Company's  principal
operating  subsidiary.  In  addition to the Bank,  the  Company  owns all of the
outstanding  capital  stock  of  Clover  Leaf  Mortgage  Company,  a New  Jersey
Corporation  established in 1988, which is not currently engaged in any business
activity.
     The Company's  principal executive office is located at Park 80 West/ Plaza
Two, Saddle Brook, New Jersey 07663, and the telephone number is (201) 703-2265.
     As  of  December  31,  2003,  the  Company  had   consolidated   assets  of
approximately   $1.4  billion,   deposits  of  approximately  $1.2  billion  and
shareholders' equity of approximately $143.2 million.
     As a holding  company,  the Company provides support services to its direct
and indirect  subsidiaries.  These include executive  management,  personnel and
benefits,  risk management,  data  processing,  strategic  planning,  legal, and
accounting and treasury.

 Banking Subsidiary
___________________

     The  Bank  established  in 1969,  is a  full-service  New  Jersey-chartered
commercial bank  headquartered in Saddle Brook, New Jersey. The Bank is a member
of the  Federal  Reserve  System and its  deposits  are  insured by the  Federal
Deposit  Insurance  Corporation  (the "FDIC").  It offers  banking  services for
individuals and businesses through twenty-nine (29) banking offices and one (1)
supermarket  mini-branch  in  Bergen  County,  New  Jersey.  The Bank  maintains
thirty-four  (34)  automated  teller  machines  (operating  within  the StarTM ,
PlusTM, CIRRUSTM,  VISATM, NYCETM, and MasterCardTM networks), which are located
at seventeen of the banking  offices,  a  supermarket,  a college and the Bank's
operations center.
     Subsidiaries  of the Bank  include:  Clover  Leaf  Investment  Corporation,
established in 1988 to engage in the business of an investment  company pursuant
to New Jersey law; Clover Leaf Insurance  Agency,  Inc.,  established in 1990 to
engage  in  sales of  tax-deferred  annuities;  Clover  Leaf  Management  Realty
Corporation,  established  in 1998 as a Real Estate  Investment  Trust  ("REIT")
which manages certain real estate assets of the Company;  Bridge View Investment
Company,  an  investment  company  operating  pursuant  to New Jersey  law;  and
Interchange Capital Company, L.L.C.,  established in 1999 to engage in equipment
lease financing. All of

                                    1

<PAGE>

the Bank's subsidiaries are organized under New Jerseylaw and are 100% owned by
the Bank, except for the REIT which is 99% owned by the Bank. Bridge View
Investment Company has one wholly owned subsidiary, Bridge View Delaware, Inc.
("BVDI"). BVDI is an investment company operating pursuant to Delaware law.

   Growth of the Company and the Bank
   __________________________________

     On April 30, 2003,  the Company  completed its  acquisition  of Bridge View
Bancorp  ("Bridge  View"),  a bank holding  company  headquartered  in Englewood
Cliffs,  New Jersey for  approximately  $33.5 million in cash and 2.9 million in
shares with an approximate  value of $85.7 million.  Bridge View's primary asset
was Bridge  View Bank which  operated  eleven  branches  in Bergen  County,  New
Jersey. As of the acquisition date Bridge View had approximately $291 million in
total assets,  $184 million in loans and $259 million in deposits without giving
effect to any purchase accounting adjustments. The transaction was accounted for
as a purchase and the assets and liabilities of former Bridge View were recorded
at their  respective fair values as of April 30, 2003. Based on the fair values,
the Company recorded purchase  accounting  adjustments related to: loans of $1.6
million;  securities  of $376  thousand;  other  assets of $1.9  million;  other
liabilities  of $3.7  million;  core  deposit  intangibles  of $4.3  million and
goodwill of $54.4 million.
     On January  16,  2002,  the  Company  acquired  certain  assets and assumed
certain  liabilities of Monarch Capital Corporation  ("Monarch").  In this asset
purchase  transaction,  the Company  acquired certain loans and leases valued at
approximately   $12.8  million.   In  addition,   the  Company  assumed  certain
liabilities  (borrowings)  of Monarch,  valued at  approximately  $12.7 million,
which had been used to fund the loans and  leases.  The  purchase  price of $1.6
million was paid in cash and shares of Company common stock,  subject to certain
adjustments.
     On May 31, 1998, the Company  completed its  acquisition of Jersey Bank for
Savings.  At that date,  Jersey  Bank had total  assets of  approximately  $78.6
million and total deposits of approximately  $69.8 million.  The transaction was
accounted for as a pooling of interests. In the transaction, each share of stock
of Jersey  Bank for  Savings,  including  shares of common  stock  that had been
converted from shares of preferred  stock,  was converted into 1.5 shares of the
Company's common stock. The Company issued 780,198 shares of its common stock in
the transaction.

   Description of Banking and Related Operations
   _____________________________________________

     Through  the Bank,  the  Company  offers a wide range of  consumer  banking
products and services,  including  checking and savings  accounts,  money-market
accounts,  certificates of deposit, individual retirement accounts,  residential
mortgages,  home equity lines of credit and other second  mortgage  loans,  home

                                       2
<PAGE>
improvement loans,  automobile loans,  personal loans and overdraft  protection.
The Bank also  offers a VISATM  credit card and  several  convenience  products,
including the Interchange  Check Card,  which permits  customers to access their
checking accounts by using the card when making purchases. The Interchange Check
Card can also be used as an ATM card to perform basic banking transactions.
     Another  service  offered to customers is Interchange  Bank-Line  Telephone
Banking,   which  permits  customers  to  perform  basic  banking  transactions,
including,  transfer  money  between  accounts and make loan  payments  from any
phone, at any time of the day or night by calling a toll-free  number.  The Bank
also  offers the  Interchange  Bank-Line  Center,  which is an  inbound  calling
facility  providing  enhanced customer service via access to a single source for
account  and  product  information,  opening  accounts  or even  applying  for a
consumer  loan.  The  Interchange  Bank-Line  Center  also serves as an outbound
telemarketing  resource,  contacting  prospective and current  customers for new
accounts.
     The Bank also offers online banking through InterBank.  InterBank, which is
accessed  through  the  Bank's  web  site  at  www.interchangebank.com,   allows
customers to access account  information,  process  transfers  between accounts,
generate an account statement,  pay bills  electronically and more. As discussed
herein,  additional products and services may be accessed through the Bank's web
site.
     The Bank also is engaged in the  financing of local  business and industry,
providing  credit  facilities  and  related  services  for  smaller  businesses,
typically  those with $1 million to $5 million in annual sales.  Commercial loan
customers of the Bank are businesses ranging from light  manufacturing and local
wholesale and  distribution  companies to  medium-sized  service firms and local
retail businesses. Most types of commercial loan products are offered, including
working capital lines of credit, small business administration loans, term loans
for fixed asset acquisitions,  commercial  mortgages,  equipment lease financing
and other forms of asset-based financing.
     In addition to its origination  activities,  the Bank purchases packages of
loans. These loans are subjected to the Bank's independent credit analysis prior
to purchase.  The Bank has experienced  opportunities to sell its other products
and  services to the  borrowers  whose loans are  purchased  and  believes  that
purchasing  loans will continue to be a desirable way to augment its  portfolios
as opportunities arise.
     The Bank also  engages in mutual  fund and  annuities  sales and  brokerage
services.  An Investment Services Program is offered through an alliance between
the Bank and ICBA Financial Services  Corporation  ("ICBA"),  under which mutual
funds and annuities  offered by ICBA are made available to the Bank's customers.
The Bank has also  expanded its product  offerings by entering into an agreement
with a  third  party  provider  to  offer  discount  brokerage  services  to its
customers.  The Bank offers  securities  trading through its web site,  which is
hyperlinked to FISERV Securities,  Inc., member NASD/SIPC, so that customers can
access their  brokerage
                                       3
<PAGE>

accounts via the Internet.  There is also a direct link
from the Company's web site to the Nasdaq  National Market to allow investors to
keep informed of the daily quotes and market  activity for the Company's  common
stock.
     Additional  information  about the Bank and the Company may be found on our
web site at  www.interchangebank.com.  Information contained on our Internet web
site  is not  part  of  this  Annual  Report  on  Form  10-K  and  is not  being
incorporated by reference into this report.

   Market Areas
   ____________

     The  Company's   principal  market  for  its  deposit  gathering  and  loan
origination   activities   covers  major   portions  of  Bergen  County  in  the
northeastern corner of New Jersey adjacent to New York City. Bergen County has a
relatively large affluent base for the Company's services. The principal service
areas  of  the  Company  represent  a  diversified  mix  of  stable  residential
neighborhoods with a wide range of per household income levels; offices, service
industries and light industrial  facilities;  and large shopping malls and small
retail outlets.

   Competition
   ___________

     Competition  in the  banking and  financial  services  industry  within the
Company's  primary  market  area is  strong.  The Bank  actively  competes  with
national and state-chartered commercial banks, operating on a local and national
scale,   and  other   financial   institutions,   including   savings  and  loan
associations,  mutual savings banks,  and credit unions.  In addition,  the Bank
faces  competition  from  less  heavily  regulated  entities  such as  brokerage
institutions, money management firms, consumer finance and credit card companies
and  various  other  types  of  financial  services  companies.  Many  of  these
institutions are larger than the Bank, some are better capitalized, and a number
pursue community banking strategies similar to those of the Bank.
     The Bank  believes  that  opportunities  continue  to exist to satisfy  the
deposit and borrowing needs of small and middle market businesses.  Larger banks
continued to show an appetite  for only the largest  loans,  finding  themselves
challenged to administer  smaller loans  profitably.  Interchange has the desire
and the  ability to give  smaller and  mid-sized  businesses  the  service  they
require.  Many small businesses  eventually  become midsize  businesses,  with a
corresponding change in their financial  requirements.  By designing programs to
accommodate the changing needs of growing  businesses,  Interchange is extending
the  longevity of valuable  customer  relationships.  For  example,  through our
subsidiary,   Interchange  Capital  Company,  L.L.C.,  we  are  able  to  extend
cost-effective  equipment  leasing  solutions  for a variety  of  expansion  and
upgrading  projects.  The  Bank  believes  that  it  is  able  to  maintain  its
relationship  with  these  growing  businesses  because  of  its  ability  to be
responsive to both small and midsize business constituencies.

                                       4
<PAGE>
   Personnel
   _________

     The Company had 319  full-time-equivalent  employees at year-end  2003. The
Company believes its relationship with employees to be good.


   Regulation and Supervision
   __________________________

     Banking is a complex,  highly regulated industry.  The primary goals of the
bank regulatory structure are to maintain a safe and sound banking system and to
facilitate the conduct of sound monetary policy.  In furtherance of those goals,
Congress has created several largely autonomous  regulatory agencies and enacted
myriad  legislation that governs banks,  bank holding  companies and the banking
industry.  Descriptions and references to the statutes and regulations below are
brief summaries thereof and do not purport to be complete.  The descriptions are
qualified  in  their  entirety  by  reference  to  the  specific   statutes  and
regulations discussed.

     The Company

     The Company is a  registered  bank holding  company  under the Bank Holding
Company  Act of 1956,  as  amended  (the  "BHCA"),  and as such,  is  subject to
supervision  and  regulation  by the Board of Governors  of the Federal  Reserve
System  (the  "Federal  Reserve").  As a bank  holding  company,  the Company is
required to file an annual report with the Federal  Reserve and such  additional
information as the Federal Reserve may require  pursuant to the BHCA and Federal
Regulation Y. The Federal Reserve may conduct examinations of the Company or any
of its subsidiaries.
     The BHCA requires  every bank holding  company to obtain the prior approval
of the Federal  Reserve  before it may acquire all or  substantially  all of the
assets of any bank (although the Federal Reserve may not assert  jurisdiction in
certain bank mergers that are regulated under the Bank Merger Act), or ownership
or control of any voting shares of any bank if after such  acquisition  it would
own or control  directly or indirectly more than 5% of the voting shares of such
bank.
     The BHCA also  provides  that,  with  certain  limited  exceptions,  a bank
holding company may not (i) engage in any activities other than those of banking
or managing or controlling  banks and other authorized  subsidiaries or (ii) own
or control more than five percent (5%) of the voting  shares of any company that
is not a  bank,  including  any  foreign  company.  A bank  holding  company  is
permitted, however, to acquire shares of any company the activities of which the
Federal Reserve, after due notice and opportunity for hearing, has determined to
be so closely  related to banking or  managing or  controlling  banks as to be a
proper  incident  thereto.  The Federal Reserve has issued  regulations  setting
forth specific  activities  that are  permissible  under the  exception.  A bank
holding  company  and its  subsidiaries  are also  prohibited  from  engaging in
certain tie-in arrangements in connection with any extension of credit, lease or
sale of property or furnishing of services.

                                       5
<PAGE>
     Under  certain  circumstances,  prior  approval of the  Federal  Reserve is
required under the BHCA before a bank holding company may purchase or redeem any
of its equity securities.

     Traditionally,  the activities of bank holding  companies have been limited
to the  business of banking and  activities  closely  related or  incidental  to
banking.  The  Gramm-Leach-Bliley  Financial Services  Modernization Act of 1999
(the "Modernization  Act"), enacted on November 11, 1999, with an effective date
of March 11,  2000,  expanded  the types of  activities  in which a bank holding
company  may  engage.  Subject to various  limitations,  the  Modernization  Act
generally permits a bank holding company to elect to become a "financial holding
company." A financial  holding company may affiliate with  securities  firms and
insurance  companies  and  engage in other  activities  that are  "financial  in
nature."  Among the  activities  that are deemed  "financial  in nature" are, in
addition to traditional lending activities, securities underwriting,  dealing in
or  making a market  in  securities,  sponsoring  mutual  funds  and  investment
companies,  insurance  underwriting  and  agency  activities,  certain  merchant
banking  activities,  and activities  that the Federal  Reserve  considers to be
closely related to banking.
     A bank holding  company may become a financial  holding  company  under the
Modernization  Act if each of its subsidiary banks is "well  capitalized"  under
the Federal Reserve  guidelines (See "Capital  Adequacy  Guidelines"  below), is
well  managed  and has at  least  a  satisfactory  rating  under  the  Community
Reinvestment Act. In addition,  the bank holding company must file a declaration
with the  Federal  Reserve  that the bank  holding  company  wishes  to become a
financial  holding company.  A bank holding company that falls out of compliance
with such  requirements may be required to cease engaging in certain  activities
permitted only for financial  holding  companies.  Any bank holding company that
does not elect to become a  financial  holding  company  remains  subject to the
current restrictions of the BHCA.
     Under the  Modernization  Act,  the Federal  Reserve  serves as the primary
"umbrella" regulator of financial holding companies,  with supervisory authority
over each parent company and limited authority over its  subsidiaries.  Expanded
financial  activities of financial holding companies will generally be regulated
according to the type of such financial activity:  banking activities by banking
regulators,  securities  activities  by  securities  regulators,  and  insurance
activities  by  insurance   regulators.   The  Modernization  Act  also  imposes
additional restrictions and heightened disclosure requirements regarding private
information collected by financial institutions.
Presently, the Company has not chosen to become a financial holding company.

                                        6
<PAGE>

     Monetary Policy

     The banking industry is affected by the monetary and fiscal policies of the
Federal Reserve. An important function of the Federal Reserve is to regulate the
national  supply of bank credit to moderate  recessions  and to curb  inflation.
Among  the  instruments  of  monetary  policy  used by the  Federal  Reserve  to
implement  its  objectives  are:  open-market  operations  in U.  S.  government
securities,  changes in the discount  rate and the federal  funds rate (which is
the rate banks  charge  each other for  overnight  borrowings),  and  changes in
reserve requirements on bank deposits.

     Sarbanes-Oxley Act

     On July 30, 2002, the  Sarbanes-Oxley  Act of 2002 was signed into law. The
Act addresses  many aspects of financial  accounting,  corporate  governance and
public company  disclosure.  Among other things,  it establishes a comprehensive
framework for the oversight of public company auditing and for strengthening the
independence of auditors and audit  committees.  Under the Act, audit committees
are responsible for the  appointment,  compensation and oversight of the work of
the auditors.  The  non-audit  services that can be provided to a company by its
auditor are limited. Audit committee members are subject to new rules addressing
their  independence.  The Act also requires  enhanced and accelerated  financial
disclosures,  and it establishes various responsibility measures (including, for
example,  requiring the chief executive  officer and chief financial  officer to
certify to the quality of a company's financial reporting).  The Act imposes new
restrictions  on and  accelerated  reporting  requirements  for certain  insider
trading  activities.  It imposes a variety of new  penalties for fraud and other
violations  and  creates a new  federal  felony for  securities  fraud.  Various
sections  of the Act are  applicable  to the  Company.  Portions of the Act were
effective immediately; others became effective or are in the process of becoming
effective  through rulings by the Securities and Exchange  Commission,  based on
timelines set forth in the law.

     Capital Adequacy Guidelines

The  Federal  Reserve  issued   guidelines   establishing   risk-based   capital
requirements for bank holding  companies having more than $150 million in assets
and member banks of the Federal  Reserve  System.  The guidelines  established a
risk-based capital framework consisting of (1) a definition of capital and (2) a
system for assigning  risk weights.  Capital  consists of Tier 1 capital,  which
includes   common   shareholders'   equity  less  certain   intangibles   and  a
supplementary  component  called  Tier  2,  which  includes  a  portion  of the
allowance  for loan  losses.  Effective  October 1, 1998,  the  Federal  Reserve
adopted an amendment to its risk-based  capital  guidelines that permits insured
depository  institutions  to  include  in their Tier 2 capital up to 45% of the
pre-tax net unrealized  gains on certain  available for sale equity  securities.
All assets and off-balance-sheet items are

                                       7
<PAGE>

assigned to one of four weighted risk categories ranging from 0% to 100%. Higher
levels of capital are required for the categories perceived as representing the
greater risks. The Federal Reserve established a minimum risk-based capital
ratio of 8% (of which at least 4% must be Tier 1). An institution's risk-based
capital ratio is determined by dividing its qualifying capital by its
risk-weighted assets. The guidelines make regulatory capital requirements more
sensitive to differences in risk profiles among banking institutions, take
off-balance sheet items into account in assessing capital adequacy, and minimize
disincentives to holding liquid, low-risk assets. Banking organizations are
generally expected to operate with capital positions well above the minimum
rates. Institutions with higher levels of risk, or which experience or
anticipate significant growth, are also expected to operate well above minimum
capital standards. In addition to the risk-based guidelines discussed above, the
Federal Reserve requires that a bank holding company and bank which meet the
regulator's highest performance and operational standards and which are not
contemplating or experiencing significant growth maintain a minimum leverage
ratio (Tier 1 capital as a percent of quarterly average adjusted assets) of 3%.
For those financial institutions with higher levels of risk or that are
experiencing or anticipating significant growth, the minimum leverage ratio will
be increased. At December 31, 2003, the Company and the Bank satisfied these
ratios and have been categorized as "well-capitalized" institutions, which in
the regulatory framework for prompt corrective action imposes the lowest level
of supervisory restraints.
     Capital adequacy guidelines focus principally on broad categories of credit
risk although the framework for assigning assets and off-balance  sheet items to
risk  categories  does  incorporate  elements of transfer  risk.  The risk-based
capital  ratio does not,  however,  incorporate  other factors that may affect a
company's  financial   condition,   such  as  overall  interest  rate  exposure,
liquidity,  funding  and  market  risks,  the  quality  and  level of  earnings,
investment or loan  concentrations,  the quality of loans and  investments,  the
effectiveness  of loan and  investment  policies  and  management's  ability  to
monitor and control financial and operating risks.
     The  Federal  Reserve is vested  with broad  enforcement  powers  over bank
holding  companies  to forestall  activities  that  represent  unsafe or unsound
practices or constitute violations of law. These powers may be exercised through
the issuance of cease and desist orders or other actions. The Federal Reserve is
also empowered to assess civil money penalties  against companies or individuals
that  violate  the BHCA,  to order  termination  of  non-banking  activities  of
non-banking  subsidiaries of bank holding  companies and to order termination of
ownership and control of  non-banking  subsidiaries  by bank holding  companies.
Neither the Company nor any of its  affiliates  has ever been the subject of any
such actions by the Federal  Reserve.

                                       8
<PAGE>

     The Bank

     As a New Jersey  state-chartered bank, the Bank's operations are subject to
various  requirements  and  restrictions of state law pertaining to, among other
things,  lending limits,  reserves,  interest rates payable on deposits,  loans,
investments,  mergers and  acquisitions,  borrowings,  dividends,  locations  of
branch offices and capital adequacy. The Bank is subject to primary supervision,
periodic  examination and regulation by the New Jersey Department of Banking and
Insurance  ("NJDBI").  If, as a result of an  examination  of a bank,  the NJDBI
determines  that the financial  condition,  capital  resources,  asset  quality,
earnings  prospects,  management,  liquidity,  or other  aspects  of the  bank's
operations are unsatisfactory or that the bank or its management is violating or
has violated any law or regulation, various remedies are available to the NJDBI.
Such remedies  include the power to enjoin  "unsafe and unsound"  practices,  to
require  affirmative  action  to  correct  any  conditions  resulting  from  any
violation or practice,  to issue an administrative  order that can be judicially
enforced, to, among other things, direct an increase in capital, to restrict the
growth of the Bank,  to  assess  civil  penalties  and to  remove  officers  and
directors.  The Bank has never been the  subject of any  administrative  orders,
memoranda of understanding or any other regulatory action by the NJDBI. The Bank
also is a  member  of the  Federal  Reserve  System  and  therefore  subject  to
supervisory  examination by and  regulations of the Federal  Reserve Bank of New
York.
     The  Bank's  deposits  are  insured  by the  Bank  Insurance  Fund  ("BIF")
administered  by the FDIC up to a maximum of $100,000  per  depositor.  For this
protection, the Bank pays a quarterly statutory deposit insurance assessment to,
and is subject to the rules and regulations of, the FDIC.
     The Bank's  ability to pay  dividends is subject to certain  statutory  and
regulatory  restrictions.  The New  Jersey  Banking  Act of  1948,  as  amended,
provides  that no  state-chartered  bank may pay a dividend on its capital stock
unless,  following the payment of each such  dividend,  the capital stock of the
bank will be  unimpaired,  and the bank will have a surplus of not less than 50%
of its  capital,  or, if not, the payment of such  dividend  will not reduce the
surplus of the bank.  In  addition,  the payment of  dividends is limited by the
requirement  to meet the  risk-based  capital  guidelines  issued by the Federal
Reserve  Board  and  other  regulations.
     To the  extent  that the  foregoing  information  describes  statutory  and
regulatory provisions,  it is qualified in its entirety by reference to the full
text of those provisions.  Also, as such statutes,  regulations and policies are
continually under review by Congress and state legislature and federal and state
regulatory  agencies.  A change in statutes,  regulations or regulatory policies
applicable  to the  Company  or the Bank  could  have a  material  effect on the
business of the Company.

                                        9
<PAGE>

   Available Information
   _____________________

     The Company's annual reports on Form 10-K,  quarterly reports on Form 10-Q,
current  reports  on Form  8-K and all  amendments  to  those  reports  filed or
furnished  pursuant to Section  13(a) or 15(d) of the Exchange Act are available
free of charge through the Company's web site as soon as reasonably  practicable
after such material is  electronically  filed or furnished to the Securities and
Exchange Commission. The Company's web site address is www.interchangebank.com.

   Forward Looking Statements
   __________________________

     In  addition  to  discussing  historical  information,  certain  statements
included  in  or  incorporated  into  this  report  relating  to  the  financial
condition,  results of  operations  and  business of the  Company  which are not
historical facts may be deemed  "forward-looking  statements" within the meaning
of the Private  Securities  Litigation Reform Act of 1995. When used herein, the
words "anticipate", "intends", "believe", "estimate," "expect," "will" and other
similar expressions  (including when preceded or followed by the word "not") are
generally intended to identify such forward-looking  statements. Such statements
are  intended to be covered by the safe harbor  provisions  for  forward-looking
statements  contained  in such Act,  and we are  including  this  statement  for
purposes  of  invoking  these  safe  harbor  provisions.   Such  forward-looking
statements  include,  but are not limited to, statements about the operations of
the Company,  the adequacy of the Company's allowance for losses associated with
the loan  portfolio,  the prospects of continued  loan and deposit  growth,  and
improved credit quality.
     The forward-looking  statements in this report involve certain estimates or
assumptions, known and unknown risks and uncertainties, many of which are beyond
the control of the Company, and reflect what we currently anticipate will happen
in each  case.  What  actually  happens  could  differ  materially  from what we
currently anticipate will happen due to a variety of factors,  including,  among
others, (i) increased  competitive pressures among financial services companies;
(ii) changes in the interest  rate  environment,  reducing  interest  margins or
increasing   interest  rate  risk;  (iii)   deterioration  in  general  economic
conditions, internationally, nationally, or in the State of New Jersey; (iv) the
occurrence  of acts of  terrorism,  such as the events of September 11, 2001, or
acts of war; (v)  legislation or regulatory  requirements  or changes  adversely
affecting  the business of the  Company;  (vi) losses in the  Company's  leasing
subsidiary exceeding management's expectations; (vii) expected revenue synergies
from the  Company's  acquisition  of Bridge  View may not be fully  realized  or
realized within the expected time frame; (viii) revenues following the Company's
acquisition of Bridge View may be lower than expected;  (ix) deposit  attrition,
operating costs,  customer loss and business disruption  following the Company's
acquisition  of Bridge View,  including,  without  limitation,  difficulties  in

                                       10
<PAGE>

maintaining  relationships with employees,  may be greater than expected and (x)
other risks  detailed in reports  filed by the Company with the  Securities  and
Exchange  Commission.  Readers  should  not  place  undue  expectations  on  any
forward-looking statements. We are not promising to make any public announcement
when we consider  forward-looking  statements  in this  document to be no longer
accurate,  whether as a result of new information,  what actually happens in the
future or for any other reason.


Item 2.  Properties

     The Company leases  nineteen  banking  offices,  one  mini-branch  within a
supermarket,  one operations/support  facility and one  administrative/executive
facility.  It also  leases  two  locations  for the sole  purpose  of  operating
Automated  Teller  Machines.  It owns eight  banking  offices and leases land on
which it owns two bank  buildings.  All of the  facilities are located in Bergen
County, New Jersey,  which constitutes the Company's primary market area.
     In the opinion of  management,  the physical  properties of the Company and
its subsidiaries are suitable and adequate.


Item 3.  Legal Proceedings

     In the ordinary course of business,  the Company and its  subsidiaries  are
involved in routine litigation  involving various aspects of its business,  none
of which, individually or in the aggregate, in the opinion of management and its
legal counsel, is expected to have a material adverse impact on the consolidated
financial condition, results of operations or liquidity of the Company.

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

     No matters  were  submitted  to a vote of the  Company's  security  holders
through the  solicitation of proxies or otherwise  during the three months ended
December 31, 2003.

                                       11
<PAGE>

                                     Part II

Item 5. Market for the Registrant's Common Equity and Related Stockholder
Matters
      The Company's common stock is presently listed for quotation on the Nasdaq
National Market System under the symbol "IFCJ". At February 27, 2004, there were
approximately 1,386 shareholders of record. A portion of the Company's common
stock is held in "street name" by nominees for beneficial owners, so the actual
number of shareholders is probably higher. The following table sets forth, for
the periods indicated, the reported high and low sales prices by quarter:




<TABLE>

----------------------------------------------------------------------------------------------------------------
Quarterly Common Stock Price Range
-----------------------------------
for the years ended December 31,
----------------------------------------------------------------------------------------------------------------



                                    High          Low         Cash
                                    Sales        Sales      Dividends
                                    Price        Price      Declared
                                 ------------ ------------ ------------

<S>                              <C>             <C>       <C>
2002
          First quarter  . . . . .  $ 16.23     $ 12.47      $ 0.10
          Second quarter . . . . .    19.27       16.23        0.10
          Third quarter  . . . . .    18.67       15.70        0.10
          Fourth quarter . . . . .    19.10       15.95        0.14

2003
          First quarter  . . . . .  $ 18.03    $  16.10      $ 0.11
          Second quarter . . . . .    22.50       17.20        0.11
          Third quarter  . . . . .    22.52       19.34        0.11
          Fourth quarter . . . . .    26.68       20.45        0.11


--------------------------------------------------------------------------------------------------------
<FN>

All per share data was restated to reflect a 3-for-2 stock split declared on May 23, 2002 and paid on July 12, 2002.

</FN>
</TABLE>

     A cash  dividend  of $0.10 and  $0.11 was  declared  on each  common  share
outstanding  in each  quarter  during 2002 and 2003,  respectively.  The Company
declared a special cash dividend of $0.04 per common share in the fourth quarter
of 2002, which was paid in the first quarter of 2003.
     The Company intends, subject to its financial results, contractual,  legal,
and regulatory  restrictions,  and other factors that its Board of Directors may
deem relevant,  to declare and pay a quarterly cash dividend on its common stock
in the future.  The  principal  source of the funds to pay any  dividends on the
Company's common stock is dividends  received from the Bank. Certain federal and
state regulators  impose  restrictions on the payment of dividends by banks. See
"Business - Regulation and Supervision" for a discussion of these  restrictions.
See  Note  18 of  Notes  to  Consolidated  Financial  Statement  for  additional
information.

                                       12
<PAGE>

Item 6. Selected Financial Data

     The  following  selected  financial  data are  derived  from the  Company's
audited  Consolidated  Financial  Statements.  The  information  set forth below
should be read in conjunction with the Consolidated Financial Statements and the
Notes thereto and "Management's  Discussion and Analysis of Financial  Condition
and Results of Operations." The Consolidated  Statements of Financial  Condition
as of December 31, 2003 and 2002,  and the  Consolidated  Statements  of Income,
Changes  in  Stockholders'  Equity  and Cash  Flows for each of the years in the
three-year  period ended  December 31, 2003 and the report thereon of Deloitte &
Touche LLP are  included  on pages 13 through 52 of the  Company's  2003  Annual
Report to Shareholders filed as Exhibit 13 hereto,  which pages are incorporated
herein by reference.
<PAGE>

<TABLE>

CONSOLIDATED FINANCIAL HIGHLIGHTS
Years Ended December 31,

                                                                  2003 (1)         2002         2001       2000         1999
Income Statement Data (in thousands)
<S>                                                              <C>            <C>          <C>         <C>         <C>
      Interest income                                             $   60,267    $  56,500   $   57,402  $   55,621   $   49,054
      Interest expense                                                13,874       17,478       23,444      24,227       18,783
                                                                  ----------    ---------   ----------  ----------   ----------
        Net interest income                                           46,393       39,022       33,958      31,394       30,271
      Provision for loan losses                                        1,815        1,500        1,075         750        1,200
                                                                  ----------    ---------   ----------  ----------   ----------
        Net interest income after provision for loan losses           44,578       37,522       32,883      30,644       29,071
      Non-interest income                                             10,645        6,514        5,578       4,381        5,586
      Non-interest expenses                                           31,239       25,063       22,873      21,177       20,063
                                                                  ----------    ---------   ----------  ----------   ----------
        Income before income taxes                                    23,984       18,973       15,588      13,848       14,594
      Income Taxes                                                     7,618        6,096        5,048       4,592        4,959
                                                                  ----------    ---------   ----------  ----------   ----------
      Net income                                                  $   16,366    $  12,877   $   10,540  $    9,256   $    9,635
                                                                  ==========    =========   ==========    =========  ==========
Per Share Data (2)
      Basic earnings per common share                             $     1.39    $    1.31   $     1.08  $     0.94    $    0.91
      Diluted earnings per common share                                 1.36         1.30         1.07        0.94         0.91
      Cash dividends declared                                           0.44         0.40         0.36        0.33         0.32
      Special Cash Dividend                                                -         0.04            -          -             -
      Book value                                                       11.18         8.22         7.04        6.33         5.77
      Tangible book value (3)                                           6.59         8.05         7.04        6.32         5.73
      Weighted average shares outstanding (in thousands)
        Basic                                                         11,816        9,809        9,779       9,810       10,547
        Diluted                                                       11,991        9,933        9,824       9,838       10,593

Balance Sheet Data--end of year (in thousands)
      Total assets                                                $1,385,872    $ 936,332   $  830,949  $  770,244   $  706,125
      Securities held-to-maturity and securities available-for-sale  452,060      252,512      193,902     161,354      161,889
      Loans and leases                                               796,581      615,641      581,323     560,879      511,976
      Allowance for loan and lease losses                              9,641        7,207        6,569       6,154        5,476
      Total deposits                                               1,156,798      815,672      726,483     668,860      598,992
      Securities sold under agreements to repurchase                  15,618       17,390        6,700      18,500       16,431
      Short-term borrowings                                           46,491            -       18,100      13,000       13,975
      Long-term borrowings                                            10,000       10,000            -           -       13,000
      Total stockholders' equity                                  $  143,193    $  80,680   $   68,233  $   61,984   $   58,276

Selected Performance Ratios
      Return on average total assets                                    1.35  %      1.43  %      1.31  %    1.24  %       1.39  %
      Return on average total stockholders' equity                     13.54        17.35        16.06      16.18         15.52
      Dividend Payout                                                  30.37        33.56        33.37      35.24         35.04
      Average total stockholders' equity to average total assets        9.95         8.27         8.13       7.64          8.99
      Net yield on interest earning assets (taxable equivalent) (4)     4.29         4.68         4.49       4.41          4.61
      Non-interest income to average total assets                       0.88         0.73         0.69       0.59          0.81
      Non-interest expense to average total assets                      2.57         2.79         2.83       2.83          2.90

Asset Quality--end of year
      Nonaccrual loans and leases to total loans and leases             1.08  %      0.97  %      0.37  %    0.25  %       0.22  %
      Nonperforming assets to total assets                              0.63         0.66         0.34       0.21          0.22
      Allowance for loan and lease losses to nonaccrual
        loans and leases                                              112.50       120.86       304.12     441.15        491.12
      Allowance for loan and lease losses to total loans and leases     1.21         1.17         1.13       1.10          1.07
      Net charge-offs to average loans and leases                       0.18         0.14         0.11       0.01          0.28

Liquidity and Capital
      Average loans and leases to average deposits                     69.39  %     78.21  %     81.77  %   82.81  %      81.79  %
      Total stockholders' equity to total assets                       10.33         8.62         8.21       8.05          8.25
      Tier 1 capital to risk weighted assets                            9.34        12.16        11.74      11.75         12.72
      Total capital to risk weighted assets                            10.46        13.33        12.89      12.92         13.91
      Tier 1 capital to average assets                                  6.24         8.12         8.09       8.02          8.32
<FN>

                                       13

<PAGE>

All per share data and average  shares were  restated to reflect a 3-for-2 stock
split declared on May 23, 2002 and paid on July 12, 2002.

(1)  On April 30, 2003,  the Company  completed its  acquisition  of Bridge View
     Bancorp ("Bridge  View").  Bridge View's primary asset was Bridge View Bank
     which operated eleven branches in Bergen County, New Jersey. At acquisition
     date Bridge  View had  approximately  $291  million in total  assets,  $184
     million in loans and $259 million in deposits  without giving effect to any
     purchase  accounting  adjustments.  The  Company's  results  of  operations
     include Bridge View from  acquisition  date. The  transaction was accounted
     for as a purchase and the assets and liabilities of former Bridge View were
     recorded at their respective fair values as of April 30, 2003. Based on the
     fair values, the Company recorded purchase  accounting  adjustments related
     to: loans of $1.6  million;  securities of $376  thousand;  other assets of
     $1.9 million;  other liabilities of $2.5 million;  core deposit intangibles
     of $4.3 million and goodwill of $54.4 million.

(2)  All per share data and average shares have been restated to reflect a 3 for
     2 stock split declared on May 23, 2002 and paid on July 12, 2002.

(3)  Tangible book value is calculated by tangible capital (total  stockholders'
     equity less goodwill and other  intangible  assets) by total shares issued.
     This measure represents a non-GAAP  measurement and may not be consistently
     calculated throughout the industry.  Management believes that this non-GAAP
     measurement  provides a meaningful  way to analyze the  Company's  tangible
     book value year over year and versus the industry.

                                                                  2003 (1)         2002         2001        2000         1999
                                                                  ----------      -------      -------     -------      -------
        Total stockholders' equity                                 $ 143,193      $80,680      $68,233     $61,984      $58,276
        Less: goodwill and other intangible assets                    58,826        1,678            -          81          394
                                                                  ----------      -------      -------     -------      -------
             Total tangible capital                                 $ 84,367      $79,002      $68,233     $61,903      $57,882
                                                                  ==========      =======      =======     =======      =======

        Total shares issued (2)                                       12,810        9,815        9,691       9,796       10,092

             Tangible book value per share (2)                         $6.59        $8.05        $7.04       $6.32        $5.73

     (4)  Net yield on interest earning assets (taxable equivalent) is
          calculated by dividing net interest income (on a fully taxable
          equivalent basis utilizing a 34% effective tax rate) by average
          interest earning assets. This measure represents a non-GAAP
          measurement and may not be consistently calculated throughout the
          industry. Management believes that this non-GAAP measurement provides
          a meaningful way to analyze the Company's net interest income year
          over year and versus the industry.

                                                              2003 (1)       2002         2001       2000         1999
                                                              --------    --------    ---------    --------     --------
 Net interest income                                         $ 46,393     $ 39,022     $ 33,958    $ 31,394     $ 30,271
 Tax-equivalent basis adjustment                                  533          376          324         158          158
                                                             --------     --------     --------    --------     --------
 Net interest income (on a fully taxable equivalent basis)   $ 46,926     $ 39,398     $ 34,282    $ 31,552     $ 30,429
                                                             ========     ========     ========    ========     ========

 Average interest earning assets                           $1,093,373     $842,191     $764,218    $715,113     $660,528

      Net yield on interest earning assets (taxable equivalent)  4.29  %      4.68  %      4.49  %     4.41  %      4.61  %
</FN>
</TABLE>
                                       14
<PAGE>

Item 7. Management's  Discussion and Analysis of Financial Condition and Results
of Operations

     The information contained in the section entitled "Management's  Discussion
and  Analysis of  Financial  Condition  and Results of  Operations"  on pages 13
through 30 of the Company's 2003 Annual Report to Shareholders  filed as Exhibit
13 hereto is incorporated herein by reference.

Item 7A.  Quantitative and Qualitative Disclosure about Market Risk
     The  information  regarding  the  market  risk of the  Company's  financial
instruments,  contained in  "Management's  Discussion  and Analysis of Financial
Condition and Results of  Operations"  on page 25 of the  Company's  2003 Annual
Report to  Shareholders  filed as  Exhibit 13 hereto is  incorporated  herein by
reference.

Item 8.  Financial Statements and Supplemental Data
     The  financial  statements  required  by  this  Item  are  included  in the
Company's  2003 Annual Report to  Shareholders  on pages 31 through 52, filed as
Exhibit 13 hereto and incorporated herein by reference. Page of Annual

                                                                 Report to
                                                                Shareholders

                                                             -------------------


Report of Independent Public Auditors .........................      31
Interchange Financial Services Corporation and Subsidiaries
     Consolidated Balance Sheets ..............................      32
     Consolidated Statements of Income ........................      33
     Consolidated Statements of Changes in Stockholders' Equity      34
     Consolidated Statements of Cash Flows ....................      35
     Notes to Consolidated Financial Statements (Notes 1 - 22)    36 - 52



     No supplementary data is included in this report as it is inapplicable, not
required,  or the information is included elsewhere in the financial  statements
or notes thereto.

Item  9.  Changes  in and  Disagreements  with  Accountants  on  Accounting  and
Financial Disclosure
     There were no changes in or  disagreements  with  accountants on accounting
and financial disclosure as defined by item 304 of Regulation S-K.

Item 9a.  Controls and Procedures

     Within the end of the period covering this report,  the Company carried out
an evaluation, under the supervision and with the participation of the Company's
management,  including the Company's Chief Executive Officer and Chief Financial
Officer,  of the  effectiveness  of the design and  operation  of the  Company's
disclosure  controls and procedures pursuant to Exchange Act Rules 13a-15(e) and
15d-15(e),  as of  December  31,  2003.  Based upon that  evaluation,  the Chief
Executive Officer and current and former Chief Financial Officers concluded that
the  Company's  disclosure  controls  and  procedures  are  effective  in timely
alerting them to material  information  relating to the Company  (including  its
consolidated  subsidiaries)  required to be included in the  Company's  periodic
filings with the Securities and Exchange  Commission.  There were no significant
changes in our internal  controls or in other  factors that could  significantly
affect these controls subsequent to the date of their evaluation.

                                       15
<PAGE>


                                    PART III

Item 10.  Directors and Executive Officers
     a. Directors
               The information  contained in the section  entitled  "INTERCHANGE
          PROPOSAL NO. 1 - ELECTION OF DIRECTORS - Nominees  and  Directors"  in
          the Company's  2003 Annual  Meeting Proxy  Statement to be filed on or
          before March 25, 2004 is incorporated  herein by reference in response
          to this item.
     b. Executive Officers
               The  following  table  sets forth the names,  ages,  and  present
          positions  of  the  Company's  and  the  Bank's  principal   executive
          officers:

         Name                  Age      Positions Held with the Company
         -------             --------   --------------------------------
         ANTHONY S. ABBATE . . .64      President and Chief Executive Officer
         ANTHONY J. LABOZZETTA .40      Executive Vice President and
                                        Chief Operating Officer
         PATRICIA  D. ARNOLD . .45      Senior Vice President-
                                        Chief Credit Officer
         ALBERT F. BUZZETTI . ..64      Senior Vice President
         CHARLES T. FIELD . . ..39      Senior Vice President-
                                        Chief Financial Officer
         FRANK R. GIANCOLA . . .50      Senior Vice President-Operations

         Business Experience

     ANTHONY S. ABBATE,  President and Chief Executive Officer of the Bank since
1981; Senior Vice President and Controller from October 1980 to 1981. Engaged in
the banking industry since 1959.

     ANTHONY J. LABOZZETTA, Executive Vice President and Chief Operating Officer
since February 2003;  Executive Vice President and Chief Financial  Officer from
September 1997 to February  2003;  Senior Vice President and Treasurer from 1995
to 1997.  Engaged in the banking industry since 1989.  Formerly a senior manager
with an international  accounting firm,  specializing in the financial  services
industry.

     PATRICIA D.  ARNOLD,  Senior Vice  President - Chief Credit  Officer  since
August  1997;  First  Vice  President  from 1995 to 1997;  Department  Head Vice
President  from  1986 to  1995;  Assistant  Vice  President  from  1985 to 1986;
Commercial Loan  Officer-Assistant  Treasurer from 1983 to 1985.  Engaged in the
banking industry since 1981.

     ALBERT  F.  BUZZETTI,  Senior  Vice  President  since  May  2003.  Formerly
President,  Chief  Executive  Officer and  Director  of Bridge View  Bancorp and
Bridge View Bank from 1988 to 2003.

                                       16

<PAGE>

     CHARLES T. FIELD,  Senior Vice President and Chief Financial  Officer since
February  2003.  Formerly Vice President  Finance and Treasurer of Viatel,  Inc.
from 1999 to 2002 and  Treasurer  from  1998 to 1999,  Corporate  Controller  of
Horsehead  Industries,  Inc.  from  1995 to 1998 and a manager  specializing  in
financial  institutions at an  international  accounting firm from 1987 to 1995.

     FRANK R. GIANCOLA, Senior Vice President - Operations since September 1997;
Senior  Vice   President-Retail   Banking   from  1993  to  1997;   Senior  Vice
President-Operations  of the Bank from 1984 to 1993; Senior  Operations  Officer
from  1982 to  1984;  Vice  President/Branch  Administrator  from  1981 to 1982.
Engaged in the banking industry since 1971.

     Officers are elected  annually by the Board of  Directors  and serve at the
discretion  of the Board of  Directors.  Management  is not aware of any  family
relationship between any director or executive officer. No executive officer was
selected to his or her position  pursuant to any  arrangement  or  understanding
with any other person.

c. Compliance with Section 16(a)
     Information  contained in the section entitled "PRINCIPAL  SHAREHOLDERS AND
HOLDINGS OF MANAGEMENT  OF  INTERCHANGE  - Section  16(a)  Beneficial  Ownership
Reporting Compliance" in the Company's 2004 Annual Meeting Proxy Statement to be
filed on or before  March  25,  2004 is  incorporated  herein  by  reference  in
response to this item.

d. Code of Ethics
     We have adopted Codes of Ethics for our Board of Directors  and  employees.
The Code of Ethics is available free of charge by contacting the Company.

Item 11.  Executive Compensation
     Information  contained  in  the  section  entitled  "INTERCHANGE  EXECUTIVE
COMPENSATION AND OTHER INTERCHANGE  INFORMATION - Executive Compensation" in the
Company's 2004 Annual Meeting Proxy Statement to be filed on or before March 25,
2004 is  incorporated  herein by  reference  in response to this item.

                                       17
<PAGE>

Item 12. Security Ownership of Certain Beneficial Owners and Management and
Related Stockholder Matters

     The information  contained in the section entitled "Principal  Shareholders
and Holdings of Management of  Interchange" in the Company's 2004 Annual Meeting
Proxy Statement to be filed on or before March 25, 2004 is  incorporated  herein
by reference in response to this item.


<TABLE>

Equity Compensation Plan Information

  The table below summarizes information about our common stock that may be issued upon the exercise of options, warrants and rights
under all of our existing equity compensation plans as of December 31, 2003.

Plan category                                                                                                    Number of
                                                                                                              securities remaining
                                                             Number of securities    Weighted-average          available for future
                                                               to be issued          exercise price          issuance under equity
                                                             upon exercise of        of outstandings          compensation plans
                                                             outstanding options     options, warrants       (excluding securities
                                                             warrants and rights       and rights          reflected in column (a))
                                                             --------------------   -----------------       ------------------------
<S>                                                         <C>                       <C>                   <C>
                                                                   (a)                        (b)                            (c)
Equity compensation plans approved by security holders            614,720                  $13.85                           460,885
Equity compensation plans not approved by security holders              -                       -                                 -
                                                                  -------                  ------                           -------
Total                                                             614,720                  $13.85                           460,885
                                                                  =======                  ======                           =======
</TABLE>




The Outside Director Incentive Compensation Plan

     The Outside  Director  Incentive  Compensation  Plan is designed to attract
qualified  personnel to accept positions of  responsibility as outside directors
with  Interchange and to provide  incentives for persons to remain on the board,
as outside directors.  The  Compensation/Stock  Option Committee administers the
Outside Director  Incentive  Compensation  Plan,  reviews the awards and submits
recommendations  to the full board of directors  for action.  Options to acquire
1,500 shares of Interchange common stock are granted to each outside director of
Interchange each year on the anniversary date of the initial grant.  Each option
represents the right to purchase, upon exercise, one share of Interchange common
stock at an  exercise  price equal to the price of a share of stock at the close
of business on the date of the grant as reported by the NASDAQ National  Market.
Stock  options  may be  exercisable  between  one and ten  years  from  the date
granted.  All options granted under the Outside Director Incentive  Compensation
Plan are  non-qualified  stock  options  and are not  entitled  to  special  tax
treatment under the Internal Revenue Code of 1986, as amended.

Stock Option and Incentive Plan
     The Stock Option and  Incentive  Plan of 1997,  as amended,  is designed to
align shareholders' and executive officers'  interests.  The  Compensation/Stock
Option  Committee   administers  the  plan,   reviews  the  awards  and  submits
recommendations  to the full board of directors  for action.  Stock  options are
granted on a discretionary  basis with an exercise price equal to the price of a
share of stock at the close of  business on the date of the grant as reported by
the NASDAQ National Market. Stock options may be exercisable between one and ten
years  from the date  granted.  Such  stock  options  provide  a  retention  and
motivational  program  for  executives  and an  incentive  for the  creation  of
shareholder value over the long-term since their full benefit cannot be realized
unless an  appreciation in the price of the common stock occurs over a specified
number of years.
     The Stock  Option and  Incentive  Plan also  provides  for the  issuance of
incentive  stock awards as determined by the board of directors of  Interchange.
Certain key  executives  may be awarded  incentive  compensation  in the form of
3-year  restricted  stock,  which is forfeitable  upon termination of employment
during that time period. Key employees may also use their cash bonus to purchase
two-year  restricted  stock at a twenty-five  percent  discount.  All amounts in
excess of the purchase price of this stock are forfeitable should they terminate
their  employment  during  that  time  period.  Incentive  stock  awards  are an
important  factor in attracting  and motivating key executives who will dedicate
their maximum efforts toward the advancement of the Company.

                                       18

<PAGE>

Item 13.  Certain Relationships and Related Transactions
     The information  contained in the section entitled  "Certain  Relationships
and Related Party  Transactions  of  Interchange"  in the Company's  2004 Annual
Meeting Proxy  Statement to be filed on or before March 25, 2004 is incorporated
herein by reference in response to this item.

Item 14. Principal Accounting Fees and Services

     The  items  required  by Part  III,  Item  14 are  incorporated  herein  by
reference from the  Registrant's  Proxy Statement for its 2004 Annual Meeting of
Stockholders to be filed on or before March 25, 2004.

                                       19
<PAGE>


                                     PART IV
Item 15.  Exhibits, Financial Statement Schedules and Reports on Form 8-K

(a)      The following documents are filed as part of this Report:

     1. Financial  Statements:  The Financial  Statements listed under Item 8 to
     this  Report  are set  forth at  pages  32  through  35,  and the  Notes to
     Consolidated  Financial Statements are set forth at pages 36 through 52, of
     the 2003 Annual Report to Shareholders (See Exhibit 13 under paragraph (a)3
     of this Item 14).

     2.Financial  Statement  Schedules:  All required  schedules  for the
     Company  and  its  subsidiaries  have  been  included  in the  Consolidated
     Financial Statements or related Notes thereto.

     3.Exhibits:  Exhibits  followed  by a  parenthetical  reference  are
     incorporated  by  reference  herein  from the  document  described  in such
     parenthetical reference.

          Exhibit 2.1  Agreement  and Plan of Merger,  dated as of November  18,
          2002, by and between Registrant and Bridge View Bancorp  (Incorporated
          by reference to Exhibit 2.1 to  Registrant's  Form S-4, filed February
          14, 2003, Registration Statement No. 333-103256)

          Exhibit 3(a)  Restated  Certificate  of  Incorporation  of  Registrant
          (Incorporated  by reference to Exhibit 3.1 to  Registrant's  Form S-4,
          filed February 14, 2003, Registration Statement No. 333-103256)

          Exhibit 3(b) Amended and Restated Bylaws of Registrant,  dated October
          24, 2002(Incorporated by reference to Exhibit 4(b) to the Registrant's
          Quarterly  Report on Form 10-Q for the  quarter  ended  September  30,
          2002)

          * Exhibit  10(a)Agreement for legal services between Andora and Romano
          and  Registrant,  dated  April 24,  2003.

          (1)  Exhibit  10(b)  Outside  Director  Incentive   Compensation  Plan
          (Incorporated  by reference to Exhibit 4(a) to Registrant's  Form S-8,
          filed June 26, 2000, Registration Statement No. 33-40098)

          (1) Exhibit  10(c)Stock  Option and Incentive Plan of 1997, as Amended
          (Incorporated  by reference to Exhibit 4(a) to Registrant's  Form S-8,
          filed August 26, 2002, Registration Statement No. 33-98705)

          * Exhibit   10(d)Directors'   Retirement   Plan,  as  Amended  2003
          (Incorporated  by reference to Exhibit  10(d) to Annual Report on Form
          10-K for fiscal year ended December 31, 2003)NOT YET FILED

          (1) Exhibit 10(e) Executives'  Supplemental Pension Plan

          (1) Exhibit 10(f)  Change-in-Control  Agreements for the  Registrant's
          principal  executive  officers,  and  Amendment  dated  June 14,  2001

          * Exhibit 11 Statement  regarding  computation of per share earnings *

          * Exhibit 13 Portion of the Annual Report to Shareholders for the year
            ended December 31, 2003

          * Exhibit 21 Subsidiaries of Registrant

                                       20

<PAGE>

          * Exhibit 31.1  Certification  of Chief Executive  Officer Pursuant to
          Section 302 of the Sarbanes-Oxley Act of 2002

          * Exhibit 31.2  Certification  of Chief Financial  Officer Pursuant to
          Section 302 of the Sarbanes-Oxley Act of 2002

          *  Exhibit  32   Certification   Pursuant   to  Section   906  of  the
          Sarbanes-Oxley Act of 2002

(b)      Reports on Form 8-K during the quarter ended December 31, 2003:

                    Form 8-K filed October 24, 2003,  reporting earnings for the
                    third   quarter   period   ending   September   30,   2003.

________________________________________________________________________________
(1) Pursuant to Item 14(a) - 3 of Form 10-K, this exhibit represents a
management contract or compensatory plan or arrangement required to be filed as
an exhibit to this Form 10-K pursuant to Item 14(c) of this item.

         *    Filed herewith

                                       21
<PAGE>


                                   SIGNATURES

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

By: /s/ Anthony S. Abbate                      By: /s/ Charles T. Field
    -------------------------------------      -----------------------------
    Anthony S. Abbate                              Charles T. Field
    President and Chief Executive Officer          Senior Vice President
    (principal executive officer)                  and Chief Fiancial Officer
                                                   (principal financial and
                                                   accounting officer)


March 15, 2004
     Pursuant to the  requirements of the Securities  Exchange Act of 1934, this
report has been signed below by the  following  persons on behalf of the Company
and in the capacities and on the dates indicated:

/s/Anthony S. Abbate                     /s/Charles T. Field
---------------------------------------  ---------------------------------------
Anthony S. Abbate        March 15, 2004  Charles T. Field         March 15, 2004
   Director                              Senior Vice President
   President and                         and Chief Financial Officer
   Chief Executive Officer

/s/Anthony D. Andora                     /s/Nicholas R. Marcalus
---------------------------------------  ---------------------------------------
Anthony D. Andora        March 15, 2004  Nicholas R. Marcalus     March 15, 2004
   Director                                Director
   Chairman of the Board

/s/Gerald A. Calabrese, Jr               /s/Eleanore S. Nissley
---------------------------------------  ---------------------------------------
Gerald A. Calabrese, Jr. March 15, 2004  Eleanore S. Nissley      March 15, 2004
   Director                                Director

/s/Donald L. Correll                     /s/Jeremiah F. O'Connor, Sr.
---------------------------------------  ---------------------------------------
Donald L. Correll        March 15,2004   Jeremiah F. O'Connor,Sr. March 15, 2004
   Director                                Director

/s/Anthony R. Coscia                     /s/Joseph C. Parisi, Sr.
---------------------------------------  ---------------------------------------
Anthony R. Coscia        March 15, 2004  Joseph C. Parisi, Sr.    March 15, 2004
   Director                                Director

/s/John J. Eccleston                     /s/Robert P. Rittereiser
---------------------------------------  ---------------------------------------
John J. Eccleston        March 15, 2004  Robert P. Rittereiser    March 15, 2004
   Director                                Director

/s/David R. Ficca                        /s/Benjamin Rosenzweig
---------------------------------------  ---------------------------------------
David R. Ficca           March 15,2004   Benjamin Rosenzweig      March 15, 2004
   Director                                Director


/s/James E. Healey                       /s/ John A. Schepisi
---------------------------------------  ---------------------------------------
James E. Healey          March 15, 2004  John A. Schepisi         March 15, 2004
   Director                                Director


                                       22