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                                                                   EXHIBIT 10.12



                          CLIFTON SAVINGS BANK, S.L.A.
                     SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN



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                          CLIFTON SAVINGS BANK, S.L.A.
                     SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN

                                TABLE OF CONTENTS



Article I - Introduction.......................................................1

Article II - Definitions.......................................................2

Article III - Eligibility and Participation....................................5

Article IV - Benefits..........................................................6

Article V - Accounts...........................................................8

Article VI - Supplemental Benefit Payments.....................................9

Article VII - Claims Procedures...............................................10

Article VIII - Amendment and Termination......................................12

Article IX - General Provisions...............................................13




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15

                                    ARTICLE I
                                  INTRODUCTION

SECTION 1.01      PURPOSE, DESIGN AND INTENT.
                  --------------------------

(a)      The purpose of the Clifton Savings Bank, S.L.A. Supplemental Executive
         Retirement Plan (the "Plan") is to assist Clifton Savings Bank, S.L.A.
         (the "Bank") and its affiliates in retaining the services of key
         employees until their retirement, to induce such employees to use their
         best efforts to enhance the business of the Bank and its affiliates,
         and to provide certain supplemental retirement benefits to such
         employees.

(b)      The Plan, in relevant part, is intended to constitute an unfunded
         "excess benefit plan" as defined in Section 3(36) of the Employee
         Retirement Income Security Act of 1974, as amended. In this respect,
         the Plan is specifically designed to provide certain key employees with
         retirement benefits that would have been provided under various
         tax-qualified retirement plans sponsored by the Bank but for the
         applicable limitations placed on benefits and contributions under such
         plans by various provisions of the Internal Revenue Code of 1986, as
         amended.

                                       1

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                                   ARTICLE II
                                   DEFINITIONS

SECTION 2.01 DEFINITIONS. In this Plan, whenever the context so indicates, the
             -----------
singular or the plural number and the masculine or feminine gender shall be
deemed to include the other, the terms "he," "his," and "him," shall refer to a
Participant or a beneficiary of a Participant, as the case may be, and, except
as otherwise provided, or unless the context otherwise requires, the capitalized
terms shall have the following meanings:

(a) "AFFILIATE" means any corporation, trade or business, which, at the time of
reference, is together with the Bank, a member of a controlled group of
corporations, a group of trades or businesses (whether or not incorporated)
under common control, or an affiliated service group, as described in Sections
414(b), 414(c), and 414(m) of the Code, respectively, or any other organization
treated as a single employer with the Bank under Section 414(o) of the Code.

(b) "APPLICABLE LIMITATIONS" means one or more of the following, as applicable:

         (i)      the maximum limitations on annual additions to a tax-qualified
                  defined contribution plan under Section 415(c) of the Code;

         (ii)     the maximum limitation on the annual amount of compensation
                  that may, under Section 401(a)(17) of the Code, be taken into
                  account in determining contributions to and benefits under
                  tax-qualified plans; and

         (iii)    the maximum limitations, under Sections 401(k), 401(m), or
                  402(g) of the Code, on pre-tax contributions that may be made
                  to a qualified defined contribution plan.

(c) "BANK" means Clifton Savings Bank, S.L.A., and its successors.

(d) "BOARD OF DIRECTORS" means the Board of Directors of the Bank.

(e) "CHANGE IN CONTROL" means one of the following events:

         (i)      there occurs a change in control of the Bank, as defined or
                  determined either by the Bank's primary federal regulator or
                  under regulations promulgated by such regulator;

         (ii)     as a result of, or in connection with, a merger or other
                  business combination, sale of assets or contested election,
                  the persons who were directors of the Bank before such
                  transaction or event cease to constitute a majority of the
                  Board of Directors of the Bank or its successor;

         (iii)    the Bank transfers all or substantially all of its assets to
                  another corporation or entity which is not an affiliate of the
                  Bank;
                                       2


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         (iv)     the Bank is merged or consolidated with another corporation or
                  entity and, as a result of such merger or consolidation, less
                  than 60% of the equity interest in the surviving or resulting
                  corporation is owned by the former shareholders or depositors
                  of the Bank;

         (v)      the Company merges into or consolidates with another
                  corporation, or merges another corporation into the Company
                  and, as a result, less than a majority of the combined voting
                  power of the resulting corporation immediately after the
                  merger or consolidation is held by persons who were
                  stockholders of the Company immediately before the merger or
                  consolidation;

         (vi)     the Company files, or is required to file, a report on
                  Schedule 13D, or another form or schedule required under
                  Sections 13(d) or 14(d) of the Securities Exchange Act of
                  1934, disclosing that the filing person or persons acting in
                  concert has or have become the beneficial owner(s) of 25% or
                  more of a class of the Company's voting securities, except for
                  beneficial ownership of Company voting shares held in a
                  fiduciary capacity by an entity of which the Company directly
                  or indirectly owns 50% or more of its outstanding voting
                  securities;

         (vii)    during any period of two consecutive years, individuals who
                  constitute the Company's Board of Directors at the beginning
                  of the two-year period cease for any reason to constitute at
                  least a majority thereof, provided that any person becoming a
                  director subsequent to the date hereof whose election was
                  approved by a vote of at least two-thirds of the directors who
                  were directors at the beginning of the two-year period shall
                  be deemed to have also been a director at the beginning of
                  such period; or

         (viii)   the Company sells to a third party all or substantially all of
                  its assets.

(f) "CODE" means the Internal Revenue Code of 1986, as amended.

(g) "COMMITTEE" means the person(s) designated by the Board of Directors,
pursuant to Section 9.02 of the Plan, to administer the Plan.

(h) "COMMON STOCK" means the common stock of the Company.

(i) "COMPANY" means Clifton Savings Bancorp, Inc. and its successors.

(j) "ELIGIBLE INDIVIDUAL" means any Employee who participates in the ESOP or the
Savings Plan, as the case may be, and whom the Board of Directors determines is
one of a "select group of management or highly compensated employees," as such
phrase is used for purposes of Sections 101, 201, and 301 of ERISA.

(k) "EMPLOYEE" means any person employed by the Bank or an Affiliate.

(l) "EMPLOYER" means the Bank or Affiliate that employs the Employee.

                                       3
<PAGE> 6

(m) "ERISA" means the Employee Retirement Income Security Act of 1974, as
amended.

(n) "ESOP" means the Clifton Savings Bank, S.L.A. Employee Stock Ownership Plan,
as amended from time to time.

(o) "ESOP ACQUISITION LOAN" means a loan or other extension of credit incurred
by the trustee of the ESOP in connection with the purchase of Common Stock on
behalf of the ESOP.

(p) "ESOP VALUATION DATE" means any day as of which the investment experience of
the trust fund of the ESOP is determined and individuals' accounts under the
ESOP are adjusted accordingly.

(q) "EFFECTIVE DATE" means January 1, 2004.

(r) "PARTICIPANT" means an Eligible Employee who is entitled to benefits under
the Plan.

(s) "PLAN" means this Clifton Savings Bank, S.L.A. Supplemental Executive
Retirement Plan.

(t) "SAVINGS PLAN" means the Clifton Savings Bank, S.L.A. 401(k) Savings Plan,
as amended from time to time.

(u) "SUPPLEMENTAL ESOP ACCOUNT" means an account established by an Employer,
pursuant to Section 5.01 of the Plan, with respect to a Participant's
Supplemental ESOP Benefit.

(v)"SUPPLEMENTAL  ESOP BENEFIT" means the benefit  credited to a Participant
pursuant to Section 4.01 of the Plan.

(w) "SUPPLEMENTAL SAVINGS BENEFIT" means the benefit credited to a Participant
pursuant to Section 4.03 of the Plan.

(x) "SUPPLEMENTAL SAVINGS ACCOUNT" means an account established by an Employer,
pursuant to Section 5.03 of the Plan, with respect to a Participant's
Supplemental Savings Benefit.

(y) "SUPPLEMENTAL STOCK OWNERSHIP ACCOUNT" means an account established by an
Employer, pursuant to Section 5.02 of the Plan, with respect to a Participant's
Supplemental Stock Ownership Benefit.

(z) "SUPPLEMENTAL STOCK OWNERSHIP BENEFIT" means the benefit credited to a
Participant pursuant to Section 4.02 of the Plan.

                                       4

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                                   ARTICLE III
                          ELIGIBILITY AND PARTICIPATION

SECTION 3.01      ELIGIBILITY AND PARTICIPATION.
                  -----------------------------

(a)      Each Eligible Employee may participate in the Plan. An Eligible
         Employee shall become a Participant in the Plan upon designation as
         such by the Board of Directors. An Eligible Employee whom the Board of
         Directors designates as a Participant in the Plan shall commence
         participation as of the date established by the Board of Directors. The
         Board of Directors shall establish an Eligible Employee's date of
         participation at the same time it designates the Eligible Employee as a
         Participant in the Plan.

(b)      The Board of Directors may, at any time, designate an Eligible Employee
         as a Participant for any or all supplemental benefits provided for
         under Article IV of the Plan.

                                       5

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                                   ARTICLE IV
                                    BENEFITS

SECTION 4.01      SUPPLEMENTAL ESOP BENEFIT.
                  -------------------------

As of the last day of each plan year of the ESOP, the Employer shall credit the
Participant's Supplemental ESOP Account with a Supplemental ESOP Benefit equal
to the excess of (a) over (b), where:

(a)      Equals the annual contributions made by the Employer and/or the number
         of shares of Common Stock released for allocation in connection with
         the repayment of an ESOP Acquisition Loan that would otherwise be
         allocated to the accounts of the Participant under the ESOP for the
         applicable plan year, if the provisions of the ESOP were administered
         without regard to any of the Applicable Limitations; and

(b)      Equals the annual contributions made by the Employer and/or the number
         of shares of common stock released for allocation in connection with
         the repayment of an ESOP Acquisition Loan that are actually allocated
         to the accounts of the Participant under the provisions of the ESOP for
         that particular plan year, after giving effect to any reduction of such
         allocation required by any of the Applicable Limitations.

SECTION 4.02      SUPPLEMENTAL STOCK OWNERSHIP BENEFIT.
                  ------------------------------------

(a)      Upon a Change in Control, the Employer shall credit to the
         Participant's Supplemental Stock Ownership Account a Supplemental Stock
         Ownership Benefit equal to (i) less (ii), the result of which is
         multiplied by (iii), where:

         (i)      Equals the total number of shares of Common Stock acquired
                  with the proceeds of all ESOP Acquisition Loans (together with
                  any dividends, cash proceeds, or other medium related to such
                  ESOP Acquisition Loans) that would have been allocated or
                  credited for the benefit of the Participant under the ESOP
                  and/or this Plan, as the case may be, had the Participant
                  continued in the employ of the Employer through the first ESOP
                  Valuation Date following the last scheduled payment of
                  principal and interest on all ESOP Acquisition Loans
                  outstanding at the time of the Change in Control; and

         (ii)     Equals the total number of shares of Common Stock acquired
                  with the proceeds of all ESOP Acquisition Loans (together with
                  any dividends, cash proceeds, or other medium related to such
                  ESOP Acquisition Loans) and allocated for the benefit of the
                  Participant under the ESOP and/or this Plan, as the case may
                  be, as of the first ESOP Valuation Date following the Change
                  in Control; and

         (iii)    Equals the fair market value of the Common Stock immediately
                  preceding the Change in Control.

                                       6
<PAGE> 9

(b)      For purposes of clause (i) of subsection (a) of this Section 4.02, the
         total number of shares of Common Stock shall be determined by
         multiplying the sum of (i) and (ii) by (iii), where:

         (i)      equals the average of the total shares of Common Stock
                  acquired with the proceeds of an ESOP Acquisition Loan and
                  allocated for the benefit of the Participant under the ESOP as
                  of the three most recent ESOP Valuation Dates preceding the
                  Change in Control (or lesser number if the Participant has not
                  participated in the ESOP for three full years);

         (ii)     equals the average number of shares of Common Stock credited
                  to the Participant's Supplemental ESOP Account for the three
                  most recent plan years of the ESOP (such that the three most
                  recent plan years coincide with the three most recent ESOP
                  Valuation Dates referred to in (i) above); and

         (iii)    equals the original number of scheduled annual payments on the
                  ESOP Acquisition Loans.

SECTION 4.03      SUPPLEMENTAL SAVINGS BENEFIT.
                  ----------------------------

A Participant's Supplemental Savings Benefit under the Plan shall be equal to
the excess of (a) over (b), where:

(a)      is the sum of the matching contributions and other contributions of the
         Employer that would otherwise be allocated to an account of the
         Participant under the Savings Plan for a particular year, if the
         provisions of the Savings Plan were administered without regard to any
         of the Applicable Limitations; and

(b)      is the sum of the matching contributions and other contributions of the
         Employer that are actually allocated on account of the Participant
         under the provisions of the Savings Plan for that particular year,
         after giving effect to any reduction of such allocation required by any
         of the Applicable Limitations.

                                       7

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                                    ARTICLE V
                                    ACCOUNTS

SECTION 5.01      SUPPLEMENTAL ESOP BENEFIT ACCOUNT.
                  ---------------------------------

For each Participant who is credited with a benefit pursuant to Section 4.01 of
the Plan, the Employer shall establish, as a memorandum account on its books, a
Supplemental ESOP Account. Each year, the Committee shall credit to the
Participant's Supplemental ESOP Account the amount of benefits determined under
Section 4.01 of the Plan for that year. The Committee shall credit the account
with an amount equal to the appropriate number of shares of Common Stock or
other medium of contribution that would have otherwise been made to the
Participant's accounts under the ESOP but for the limitations imposed by the
Code. Shares of Common Stock shall be valued under this Plan in the same manner
as under the ESOP. Cash contributions credited to a Participant's Supplemental
ESOP Account shall be credited annually with interest at a rate equal to the
combined weighted return provided to the Participant's non-stock accounts under
the ESOP.

SECTION 5.02      SUPPLEMENTAL STOCK OWNERSHIP ACCOUNT.
                  ------------------------------------

The Employer shall establish, as a memorandum account on its books, a
Supplemental Stock Ownership Account. Upon a Change in Control, the Committee
shall credit to the Participant's Supplemental Stock Ownership Account the
amount of benefits determined under Section 4.02 of the Plan. The Committee
shall credit the account with an amount equal to the appropriate number of
shares of Common Stock or other medium of contribution that would have otherwise
been made to the Participant's accounts under the ESOP. Shares of Common Stock
shall be valued under this Plan in the same manner as under the ESOP. Cash
contributions credited to a Participant's Supplemental Stock Ownership Account
shall be credited annually with interest at a rate equal to the combined
weighted return provided to the Participant's non-stock accounts under the ESOP.

SECTION 5.03      SUPPLEMENTAL SAVINGS ACCOUNT.
                  ----------------------------

The Employer shall establish a memorandum account, the "Supplemental Savings
Account" for each Participant on its books, and each year the Committee will
credit the amount of contributions determined under Section 4.03 of the Plan.
Contributions credited to a Participant's Supplemental Savings Account shall be
credited monthly with interest at a rate equal to the combined weighted return
provided to the Participant's account(s) under the Savings Plan.

                                       8


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                                   ARTICLE VI
                          SUPPLEMENTAL BENEFIT PAYMENTS

SECTION 6.01      PAYMENT OF SUPPLEMENTAL ESOP BENEFIT.
                  ------------------------------------

(a)      A Participant's Supplemental ESOP Benefit shall be paid to the
         Participant or, in the event of the Participant's death, to his
         beneficiary, in the same form, time and medium (i.e., cash and/or
         shares of Common Stock) as his benefits are paid under the ESOP.

(b)      A Participant shall have a non-forfeitable right to the Supplemental
         ESOP Benefit credited to him under this Plan in the same percentage as
         he has to benefits allocated to him under the ESOP at the time the
         benefits become distributable to him under the ESOP.

SECTION 6.02      PAYMENT OF SUPPLEMENTAL STOCK OWNERSHIP BENEFIT.
                  -----------------------------------------------

(a)      A Participant's Supplemental Stock Ownership Benefit shall be paid to
         the Participant or, in the event of the Participant's death, to his
         beneficiary, in the same form, time and medium (i.e., cash and/or
         shares of Common Stock) as his benefits are paid under the ESOP.

(b)      A Participant shall always have a fully non-forfeitable right to the
         Supplemental Stock Ownership Benefit credited to him under this Plan.

SECTION 6.03      PAYMENT OF SUPPLEMENTAL SAVINGS BENEFIT.
                  ---------------------------------------

(a)      A Participant's Supplemental Savings Benefit shall be paid to the
         Participant or, in the event of the Participant's death, to his
         beneficiary, in the same form and at the same time as his benefits are
         paid under the Savings Plan.

(b)      A Participant shall have a non-forfeitable right to his Supplemental
         Savings Benefit under this Plan in the same percentage as he has to his
         matching contributions under the Savings Plan at the time the benefits
         become distributable to him under the Savings Plan.

SECTION 6.04      ALTERNATIVE PAYMENT OF BENEFITS.
                  -------------------------------

Notwithstanding the other provisions of this Article VI, a Participant may, with
prior written consent of the Committee and upon such terms and conditions as the
Committee may impose, request that the Supplemental ESOP Benefit and/or the
Supplemental Stock Ownership Benefit and/or the Supplemental Savings Benefit to
which he is entitled be paid commencing at a different time, over a different
period, in a different form, or to different persons, than the benefit to which
he or his beneficiary may be entitled under the ESOP or the Savings Plan.

                                       9


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                                   ARTICLE VII
                                CLAIMS PROCEDURES

SECTION 7.01      CLAIMS REVIEWER.
                  ---------------

For purposes of handling claims with respect to this Plan, the "Claims Reviewer"
shall be the Committee, unless the Committee designates another person or group
of persons as Claims Reviewer.

SECTION 7.02      CLAIMS PROCEDURE.
                  ----------------

(a)      An initial claim for benefits under the Plan must be made by the
         Participant or his beneficiary or beneficiaries in accordance with the
         terms of this Section 7.02.

(b)      Not later than ninety (90) days after receipt of such a claim, the
         Claims Reviewer will render a written decision on the claim to the
         claimant, unless special circumstances require the extension of such
         90-day period. If such extension is necessary, the Claims Reviewer
         shall provide the Participant or the Participant's beneficiary or
         beneficiaries with written notification of such extension before the
         expiration of the initial 90-day period. Such notice shall specify the
         reason or reasons for the extension and the date by which a final
         decision can be expected. In no event shall such extension exceed a
         period of ninety (90) days from the end of the initial 90-day period.

(c)      In the event the Claims Reviewer denies the claim of a Participant or
         any beneficiary in whole or in part, the Claims Reviewer's written
         notification shall specify, in a manner calculated to be understood by
         the claimant, the reason for the denial; a reference to the Plan or
         other document or form that is the basis for the denial; a description
         of any additional material or information necessary for the claimant to
         perfect the claim; an explanation as to why such information or
         material is necessary; and an explanation of the applicable claims
         procedure.

(d)      Should the claim be denied in whole or in part and should the claimant
         be dissatisfied with the Claims Reviewer's disposition of the
         claimant's claim, the claimant may have a full and fair review of the
         claim by the Committee upon written request submitted by the claimant
         or the claimant's duly authorized representative and received by the
         Committee within sixty (60) days after the claimant receives written
         notification that the claimant's claim has been denied. In connection
         with such review, the claimant or the claimant's duly authorized
         representative shall be entitled to review pertinent documents and
         submit the claimant's views as to the issues, in writing. The Committee
         shall act to deny or accept the claim within sixty (60) days after
         receipt of the claimant's written request for review unless special
         circumstances require the extension of such 60-day period. If such
         extension is necessary, the Committee shall provide the claimant with
         written notification of such extension before the expiration of such
         initial 60-day period. In all events, the Committee shall act to deny
         or accept the claim within 120 days of the receipt of the claimant's
         written request for review. The action of the Committee shall be in the
         form

                                       10

<PAGE> 13

         of a written notice to the claimant and its contents shall include all
         of the requirements for action on the original claim.

(e)      In no event may a claimant commence legal action for benefits the
         claimant believes are due the claimant until the claimant has exhausted
         all of the remedies and procedures afforded the claimant by this
         Article VII.


                                       11
<PAGE> 14


                                  ARTICLE VIII
                            AMENDMENT AND TERMINATION

SECTION 8.01      AMENDMENT OF THE PLAN.
                  ---------------------

The Bank may from time to time and at any time amend the Plan; provided,
however, that such amendment may not adversely affect the rights of any
Participant or beneficiary with respect to any benefit under the Plan to which
the Participant or beneficiary may have previously become entitled prior to the
effective date of such amendment without the consent of the Participant or
beneficiary. The Committee shall be authorized to make minor or administrative
changes to the Plan, as well as amendments required by applicable federal or
state law (or authorized or made desirable by such statutes); provided, however,
that such amendments must subsequently be ratified by the Board of Directors.

SECTION 8.02      TERMINATION OF THE PLAN.
                  -----------------------

The Bank may at any time terminate the Plan; provided, however, that such
termination may not adversely affect the rights of any Participant or
beneficiary with respect to any benefit under the Plan to which the Participant
or beneficiary may have previously become entitled prior to the effective date
of such termination without the consent of the Participant or beneficiary. Any
amounts credited to the supplemental accounts of any Participant shall remain
subject to the provisions of the Plan and no distribution of benefits shall be
accelerated because of termination of the Plan.

                                       12
<PAGE> 15


                                   ARTICLE IX
                               GENERAL PROVISIONS

SECTION 9.01      UNFUNDED, UNSECURED PROMISE TO MAKE PAYMENTS IN THE FUTURE.
                  ----------------------------------------------------------

The right of a Participant or any beneficiary to receive a distribution under
this Plan shall be an unsecured claim against the general assets of the Bank or
its Affiliates, and neither a Participant, nor his designated beneficiary or
beneficiaries, shall have any rights in or against any amount credited to any
account under this Plan or any other assets of the Bank or an Affiliate. The
Plan at all times shall be considered entirely unfunded both for tax purposes
and for purposes of Title I of ERISA. Any funds invested hereunder shall
continue for all purposes to be part of the general assets of the Bank or an
Affiliate and available to its general creditors in the event of bankruptcy or
insolvency. Accounts under this Plan and any benefits which may be payable
pursuant to this Plan are not subject in any manner to anticipation, sale,
alienation, transfer, assignment, pledge, encumbrance, attachment, or
garnishment by creditors of a Participant or a Participant's beneficiary. The
Plan constitutes a mere promise by the Bank or Affiliate to make benefit
payments in the future. No interest or right to receive a benefit may be taken,
either voluntarily or involuntarily, for the satisfaction of the debts of, or
other obligations or claims against, such Participant or beneficiary, including
claims for alimony, support, separate maintenance and claims in bankruptcy
proceedings.

SECTION 9.02      COMMITTEE AS PLAN ADMINISTRATOR.
                  -------------------------------

(a)      The Plan shall be administered by the Committee designated by the Board
         of Directors of the Bank.

(b)      The Committee shall have the authority, duty and power to interpret and
         construe the provisions of the Plan as it deems appropriate. The
         Committee shall have the duty and responsibility of maintaining
         records, making the requisite calculations and disbursing the payments
         hereunder. In addition, the Committee shall have the authority and
         power to delegate any of its administrative duties to employees of the
         Bank or an Affiliate, as they may deem appropriate. The Committee shall
         be entitled to rely on all tables, valuations, certificates, opinions,
         data and reports furnished by any actuary, accountant, controller,
         counsel or other person employed or retained by the Bank with respect
         to the Plan. The interpretations, determinations, regulations and
         calculations of the Committee shall be final and binding on all persons
         and parties concerned.

SECTION 9.03      EXPENSES.
                  --------

Expenses of administration of the Plan shall be paid by the Bank or an
Affiliate.

SECTION 9.04      STATEMENTS.
                  ----------

The Committee shall furnish individual annual statements of accrued benefits to
each Participant, or current beneficiary, in such form as determined by the
Committee or as required by law.

                                       13

<PAGE> 16

SECTION 9.05      RIGHTS OF PARTICIPANTS AND BENEFICIARIES.
                  ----------------------------------------

(a)      The sole rights of a Participant or beneficiary under this Plan shall
         be to have this Plan administered according to its provisions and to
         receive whatever benefits he or she may be entitled to hereunder.

(b)      Nothing in the Plan shall be interpreted as a guaranty that any funds
         in any trust which may be established in connection with the Plan or
         assets of the Bank or an Affiliate will be sufficient to pay any
         benefit hereunder.

(c)      The adoption and maintenance of this Plan shall not be construed as
         creating any contract of employment or service between the Bank or an
         Affiliate and any Participant or other individual. The Plan shall not
         affect the right of the Bank or an Affiliate to deal with any
         Participants in employment or service respects, including their hiring,
         discharge, compensation, and other conditions of employment or service.

SECTION 9.06      INCOMPETENT INDIVIDUALS.
                  -----------------------

The Committee may, from time to time, establish rules and procedures which it
determines to be necessary for the proper administration of the Plan and the
benefits payable to a Participant or beneficiary in the event that such
Participant or beneficiary is declared incompetent and a conservator or other
person is appointed and legally charged with that Participant's or beneficiary's
care. Except as otherwise provided for herein, when the Committee determines
that such Participant or beneficiary is unable to manage his financial affairs,
the Committee may pay such Participant's or beneficiary's benefits to such
conservator, person legally charged with such Participant's or beneficiary's
care, or institution then contributing toward or providing for the care and
maintenance of such Participant or beneficiary. Any such payment shall
constitute a complete discharge of any liability of the Bank or an Affiliate and
the Plan for such Participant or beneficiary.

SECTION 9.07      SALE, MERGER OR CONSOLIDATION OF THE BANK.
                  -----------------------------------------

The Plan may be continued after a sale of assets of the Bank, or a merger or
consolidation of the Bank into or with another corporation or entity only if,
and to the extent that, the transferee, purchaser or successor entity agrees to
continue the Plan. Additionally, upon a merger, consolidation or other change in
control any amounts credited to Participant's deferral accounts shall be placed
in a grantor trust to the extent not already in such a trust. In the event that
the Plan is not continued by the transferee, purchaser or successor entity, then
the Plan shall be terminated subject to the provisions of Section 8.02 of the
Plan. Any legal fees incurred by a Participant in determining benefits to which
such Participant is entitled under the Plan following a sale, merger, or
consolidation of the Bank or an Affiliate of which the Participant is an
Employee or, if applicable, a member of the Board of Directors, shall be paid by
the resulting or succeeding entity.

                                       14
<PAGE> 17



SECTION 9.08      LOCATION OF PARTICIPANTS.
                  ------------------------

Each Participant shall keep the Bank informed of his current address and the
current address of his designated beneficiary or beneficiaries. The Bank shall
not be obligated to search for any person. If such person is not located within
three (3) years after the date on which payment of the Participant's benefits
payable under this Plan may first be made, payment may be made as though the
Participant or his beneficiary had died at the end of such three-year period.

SECTION 9.09      LIABILITY OF THE BANK AND ITS AFFILIATES.
                  ----------------------------------------

Notwithstanding any provision herein to the contrary, neither the Bank nor any
individual acting as an employee or agent of the Bank shall be liable to any
Participant, former Participant, beneficiary, or any other person for any claim,
loss, liability or expense incurred in connection with the Plan, unless
attributable to fraud or willful misconduct on the part of the Bank or any such
employee or agent of the Bank.

SECTION 9.10      GOVERNING LAW.
                  -------------

All questions pertaining to the construction, validity and effect of the Plan
shall be determined in accordance with the laws of the United States and, to the
extent not preempted by such laws, by the laws of the State of New Jersey.


Having been adopted by its Board of Directors, this Plan is executed by its duly
authorized officer this 17th day of March, 2004.


                                      CLIFTON SAVINGS BANK, S.L.A.
Attest:


/s/ Walter Celuch                     By: /s/ John A. Celentano, Jr.
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Corporate Secretary                       For the Entire Board of Directors



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