<PAGE>

                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549

                           _________________________


                                    FORM 10-Q
(Mark One)

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

For the quarterly period ended          September 30, 2001
                                ------------------------------------

                                      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 0-18014
                                               -------

                             PAMRAPO BANCORP, INC.
--------------------------------------------------------------------------------
            (Exact name of registrant as specified in its charter)


        NEW JERSEY                                         22-2984813
--------------------------------------------------------------------------------
(State or other jurisdiction of                         (I.R.S. Employer
incorporation or organization)                        Identification Number)

  611 Avenue C, Bayonne, New Jersey                           07002
--------------------------------------------------------------------------------
(Address of principal executive offices)                    (Zip Code)

Registrant's telephone number, including    201-339-4600
area code
                                           -------------------------------------

      Indicate by check X whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes  X   No__________
                                              ---

      The number of shares outstanding of each of the issuer's classes of common
stock, as of the latest practicable date October 31, 2001.

          $.01 par value common stock - 2,577,737 shares outstanding
<PAGE>

                             PAMRAPO BANCORP, INC.
                               AND SUBSIDIARIES

                                     INDEX

<TABLE>
<CAPTION>
                                                                                                  Page
PART I - FINANCIAL INFORMATION                                                                   Number
                                                                                              -------------
<S>                                                                                           <C>
      Item 1:  Financial Statements

               Consolidated Statements of Financial Condition
                 at September 30, 2001 and December 31, 2000 (Unaudited)                           1

               Consolidated Statements of Income for the Three Months and
                 Nine Months Ended September 30, 2001 and 2000 (Unaudited)                         2

               Consolidated Statements of Comprehensive Income for the Three Months
                 and Nine Months Ended September 30, 2001 and 2000 (Unaudited)                     3

               Consolidated Statements of Cash Flows for the Nine Months
                 Ended September 30, 2001 and 2000 (Unaudited)                                   4 - 5

               Notes to Consolidated Financial Statements                                          6

      Item 2:  Management's Discussion and Analysis of
               Financial Condition and Results of Operations                                     7 - 12

      Item 3:  Quantitative and Qualitative Disclosure About Market Risk                        13 - 14

PART II - OTHER INFORMATION                                                                        15

SIGNATURES                                                                                         16
</TABLE>
<PAGE>

                    PAMRAPO BANCORP, INC. AND SUBSIDIARIES
                CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
                ----------------------------------------------
                                  (Unaudited)

<TABLE>
<CAPTION>
                                                                              September 30,        December 31,
ASSETS                                                                            2001                 2000
------                                                                        -------------        ------------
<S>                                                                           <C>                  <C>
Cash and amounts due from depository institutions                             $  14,035,428        $ 12,553,854
Interest-bearing deposits in other banks                                                 --           1,700,000
                                                                              -------------        ------------

         Total cash and cash equivalents                                         14,035,428          14,253,854

Securities available for sale                                                     4,997,693           5,713,206
Investment securities held to maturity;
  estimated fair value of $6,106,000 (2001)
  and $6,886,000 (2000)                                                           5,998,747           6,996,297
Mortgage-backed securities held to maturity; estimated
  fair value of $126,458,000 (2001) and $119,328,000 (2000)                     122,135,011         118,791,206
Loans receivable                                                                365,198,925         309,082,076
Foreclosed real estate                                                              326,536             620,072
Investment in real estate                                                           230,381             240,998
Premises and equipment                                                            4,915,713           5,042,595
Federal Home Loan Bank stock of New York, at cost                                 3,796,100           3,496,200
Interest receivable                                                               2,987,117           2,765,984
Other assets                                                                      2,865,614           2,555,760
                                                                              -------------        ------------
         Total assets                                                         $ 527,487,265        $469,558,248
                                                                              =============        ============

LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------

Liabilities:
      Deposits                                                                $ 408,850,003        $379,409,856
      Advances from Federal Home Loan Bank of New York                           60,583,100          35,583,100
      Other borrowed money                                                          185,074             204,962
      Advance payments by borrowers for taxes and insurance                       3,413,079           2,531,694
      Other liabilities                                                           7,669,621           5,300,127
                                                                              -------------        ------------
         Total liabilities                                                      480,700,877         423,029,739
                                                                              -------------        ------------

Stockholders' equity:
      Preferred stock; authorized 3,000,000 shares;
        issued and outstanding - none                                                     -                   -
      Common stock; par value $.01; authorized 7,000,000 shares;
        3,450,000 shares issued; shares outstanding 2,577,737 (2001)
        and 2,597,737 (2000)                                                         34,500              34,500
      Paid-in capital in excess of par value                                     18,906,768          18,906,768
      Retained earnings - substantially restricted                               46,886,709          46,332,436
      Accumulated other comprehensive income - net                                  182,199              73,593
      Treasury stock, at cost; 872,263 shares (2001) and
        852,263 shares (2000)                                                   (19,223,788)        (18,818,788)
                                                                              -------------        ------------

         Total stockholders' equity                                              46,786,388          46,528,509
                                                                              -------------        ------------

         Total liabilities and stockholders' equity                           $ 527,487,265        $469,558,248
                                                                              =============        ============
</TABLE>

See notes to consolidated financial statements.

                                      -1-
<PAGE>

                    PAMRAPO BANCORP, INC. AND SUBSIDIARIES
                       CONSOLIDATED STATEMENTS OF INCOME
                       ---------------------------------
                                  (Unaudited)

<TABLE>
<CAPTION>
                                                                        Three Months Ended                  Nine Months Ended
                                                                           September 30,                      September 30,
                                                                 ------------------------------     --------------------------------
                                                                     2001               2000            2001               2000
                                                                 -------------      -----------     ------------       -------------
<S>                                                              <C>                <C>             <C>                <C>
Interest income:
      Loans                                                      $   7,114,335      $ 5,984,994     $ 20,171,775       $ 17,285,038
      Mortgage-backed securities                                     2,054,315        2,015,540        5,942,269          6,154,955
      Investments and other interest-earning assets                    259,986          321,480        1,018,974          1,158,744
                                                                 -------------      -----------     ------------       ------------

              Total interest income                                  9,428,636        8,322,014       27,133,018         24,598,737
                                                                 -------------      -----------     ------------       ------------

Interest expense:
      Deposits                                                       3,740,615        3,525,195       11,633,380         10,019,965
      Advances and other borrowed money                                733,146          393,965        1,788,892          1,226,048
                                                                 -------------      -----------     ------------       ------------

              Total interest expense                                 4,473,761        3,919,160       13,422,272         11,246,013
                                                                 -------------      -----------     ------------       ------------

Net interest income                                                  4,954,875        4,402,854       13,710,746         13,352,724
Provision for loan losses                                              150,000           60,000          270,000            180,000
                                                                 -------------      -----------     ------------       ------------

Net interest income after provision for loan losses                  4,804,875        4,342,854       13,440,746         13,172,724
                                                                 -------------      -----------     ------------       ------------

Non-interest income:
      Fees and service charges                                         298,842          253,701          856,383            767,705
      Miscellaneous                                                    159,676          125,595          436,677            360,861
                                                                 -------------      -----------     ------------       ------------

              Total non-interest income                                458,518          379,296        1,293,060          1,128,566
                                                                 -------------      -----------     ------------       ------------

Non-interest expenses:
      Salaries and employee benefits                                 1,568,599        1,650,490        4,898,461          4,950,856
      Net occupancy expense of premises                                286,357          286,025          908,822            873,633
      Equipment                                                        315,605          219,187          921,208            809,378
      Advertising                                                       67,260           68,926          163,041            281,750
      Loss on foreclosed real estate                                    (4,454)          12,531           22,113             25,259
      Amortization of intangibles                                            -                -                -             60,649
      Miscellaneous                                                  1,022,588          800,761        2,538,457          2,188,192
                                                                 -------------      -----------     ------------       ------------

              Total non-interest expenses                            3,255,955        3,037,920        9,452,102          9,189,717
                                                                 -------------      -----------     ------------       ------------

Income before income taxes                                           2,007,438        1,684,230        5,281,704          5,111,573
Income taxes                                                           736,072          612,649        1,943,477          1,858,065
                                                                 -------------      -----------     ------------       ------------

Net income                                                       $   1,271,366      $ 1,071,581     $  3,338,227       $  3,253,508
                                                                 =============      ===========     ============       ============

Net income per common share:
      Basic/diluted                                              $        0.49      $      0.41     $       1.29       $       1.23
                                                                 =============      ===========     ============       ============

Dividends per common share                                       $       0.360      $     0.345     $      1.080       $      1.035
                                                                 =============      ===========     ============       ============

Weighted average number of common shares and
  common stock equivalents outstanding:
      Basic/diluted                                                  2,577,737        2,618,306        2,581,070          2,643,858
                                                                 =============      ===========     ============       ============
</TABLE>

See notes to consolidated financial statements.

                                      -2-
<PAGE>

                    PAMRAPO BANCORP, INC. AND SUBSIDIARIES
                CONSOLIDATED STATEMENTS OF COMPEHENSIVE INCOME
                ----------------------------------------------
                                  (Unaudited)

<TABLE>
<CAPTION>
                                                                   Three Months Ended                   Nine Months Ended
                                                                      September 30,                       September 30,
                                                               ----------------------------      -------------------------------
                                                                  2001             2000              2001             2000
                                                               -----------      -----------      ------------     --------------
<S>                                                            <C>              <C>              <C>              <C>
Net income                                                     $ 1,271,366      $ 1,071,581      $  3,338,227     $   3,253,508
                                                               -----------      -----------      ------------     -------------

Other comprehensive income, net of income taxes:
  Gross unrealized holding loss on securities
    available for sale                                              84,240           70,957           169,706            52,290
      Deferred income taxes                                        (30,300)         (25,600)          (61,100)          (18,900)
                                                               -----------      -----------      ------------     -------------


Other comprehensive gain                                            53,940           45,357           108,606            33,390
                                                               -----------      -----------      ------------     -------------

Comprehensive income                                           $ 1,325,306      $ 1,116,938      $  3,446,833     $   3,286,898
                                                               ===========      ===========      ============     =============
</TABLE>

                                      -3-
<PAGE>

                    PAMRAPO BANCORP, INC. AND SUBSIDIARIES
                     CONSOLIDATED STATEMENTS OF CASH FLOWS
                     -------------------------------------
                                  (Unaudited)

<TABLE>
<CAPTION>
                                                                                                      Nine Months Ended
                                                                                                        September 30,
                                                                                             ------------------------------------
                                                                                                   2001               2000
                                                                                             -----------------  -----------------
<S>                                                                                          <C>                <C>
Cash flows from operating activities:
     Net income                                                                                $    3,338,227     $    3,253,508
     Adjustments to reconcile net income to net
      cash provided by operating activities:
        Depreciation of premises and equipment and investment in real estate                          437,799            438,076
        Accretion of deferred fees, premiums and discounts, net                                        (1,940)           (13,501)
        Provision for loan losses                                                                     270,000            180,000
        Provision for losses on foreclosed real estate                                                 20,037              5,000
        (Gain) on sales of foreclosed real estate                                                     (18,146)                 -
        (Increase) in interest receivable                                                            (221,133)          (268,402)
        (Increase) in other assets                                                                   (370,954)          (676,004)
        Increase in other liabilities                                                                2,369,494          2,700,236
        Amortization of intangibles                                                                         -             60,649
                                                                                               --------------     --------------

            Net cash provided by operating activities                                               5,823,384          5,679,562
                                                                                               --------------     --------------
Cash flows from investing activities:
     Principal repayments on securities available for sale                                            855,911            810,624
     Purchases of securities available for sale                                                       (56,332)           (59,236)
     Purchases of investment securities held to maturity                                           (3,000,000)        (1,000,000)
     Proceeds from calls of investment securities held to maturity                                  4,000,000                  -
     Principal repayments on mortgage-backed securities held to maturity                           20,820,005         13,430,229
     Purchases of mortgage-backed securities held to maturity                                     (24,209,578)        (9,174,892)
     Purchases of loans                                                                                     -           (982,400)
     Proceeds from sales of student loans                                                                   -            116,730
     Net change in loans receivable                                                               (56,289,215)       (27,614,742)
     Proceeds from sales of foreclosed real estate                                                    324,909             10,000
     Additions to premises and equipment and investment in real estate                               (300,300)          (680,153)
     Purchase of Federal Home Loan Bank of New York stock                                            (299,900)          (253,000)
                                                                                               --------------     --------------

            Net cash (used in) investing activities                                               (58,154,500)       (25,396,840)
                                                                                               --------------     --------------
Cash flows from financing activities:
     Net increase in deposits                                                                      29,440,147         10,523,296
     Net increase (decrease) in advances from Federal Home Loan
       Bank of New York                                                                            25,000,000         (3,000,000)
     Net (decrease) in other borrowed money                                                           (19,888)           (18,365)
     Net increase (decrease) in payments by borrowers for taxes and insurance                         881,385           (249,441)
     Cash dividends paid                                                                           (2,783,954)        (2,721,838)
     Purchase of treasury stock                                                                      (405,000)        (2,703,475)
                                                                                               --------------     --------------

            Net cash provided by financing activities                                              52,112,690          1,830,177
                                                                                               --------------     --------------

Net (decrease) in cash and cash equivalents                                                          (218,426)       (17,887,101)
Cash and cash equivalents - beginning                                                              14,253,854         31,062,080
                                                                                               --------------     --------------

Cash and cash equivalents - ending                                                             $   14,035,428     $   13,174,979
                                                                                               ==============     ==============
</TABLE>

See notes to consolidated financial statements.

                                      -4-
<PAGE>

                    PAMRAPO BANCORP, INC. AND SUBSIDIARIES
                     CONSOLIDATED STATEMENTS OF CASH FLOWS
                     -------------------------------------
                                  (Unaudited)

<TABLE>
<CAPTION>
                                                                        Nine Months Ended
                                                                          September 30,
                                                                  ------------------------------
                                                                     2001               2000
                                                                  ------------       -----------
<S>                                                               <C>                <C>
Supplemental information:
     Transfer of loans receivable to foreclosed real estate       $     33,264        $         -
                                                                  ============        ===========

     Loans to facilitate sales of foreclosed real estate          $          -        $         -
                                                                  ============        ===========

     Cash paid during the period for:
        Income taxes                                              $  1,324,854       $ 1,909,780
                                                                  ============       ===========

        Interest on deposits and borrowings                       $ 13,422,272       $ 11,246,013
                                                                  ============       ============
</TABLE>

See notes to consolidated financial statements.

                                      -5-
<PAGE>

                    PAMRAPO BANCORP, INC. AND SUBSIDIARIES
                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


1.       PRINCIPLES OF CONSOLIDATION
--       ---------------------------

The consolidated financial statements include the accounts of Pamrapo Bancorp,
Inc. (the "Company") and its wholly owned subsidiaries, Pamrapo Savings Bank,
SLA (the "Bank") and Pamrapo Service Corp, Inc. The Company's business is
conducted principally through the Bank. All significant intercompany accounts
and transactions have been eliminated in consolidation.

2.       BASIS OF PRESENTATION
--       ---------------------

The accompanying unaudited consolidated financial statements were prepared in
accordance with instructions for Form 10-Q and Regulation S-X and do not include
information or footnotes necessary for a complete presentation of financial
condition, results of operations, and cash flows in conformity with accounting
principles generally accepted in the United States of America. However, in the
opinion of management, all adjustments (consisting of normal recurring
adjustments) necessary for a fair presentation of the consolidated financial
statements have been included. The results of operations for the three and nine
month periods ended September 30, 2001, are not necessarily indicative of the
results which may be expected for the entire fiscal year.


3.       NET INCOME PER COMMON SHARE
--       ---------------------------

Basic net income per common share is based on the weighted average number of
common shares actually outstanding. Diluted net income per share is calculated
by adjusting the weighted average number of shares of common stock outstanding
to include the effect of stock options, if dilutive, using the treasury stock
method. There were no potentially dilutive contracts or securities outstanding
at either September 30, 2001 or 2000 or during the three or nine months then
ended.

                                      -6-
<PAGE>

                    PAMRAPO BANCORP, INC. AND SUBSIDIARIES
                    MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                 FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                 ---------------------------------------------


Changes in Financial Condition

The Company's assets at September 30, 2001 totalled $527.5 million, which
represents an increase of $57.9 million or 12.34% as compared with $469.6
million at December 31, 2000.

Securities available for sale at June 30, 2001 decreased $715,000 or 12.52% to
$5.0 million when compared with $5.7 million at December 31, 2000. The decrease
during the nine months ended September 30, 2001, resulted primarily from
repayments on securities available for sale of $856,000, sufficient to offset an
increase in net unrealized gain of $170,000 and purchases of $56,000.

Investment securities held to maturity at September 30, 2001 decreased $1.0
million or 14.25% to $6.0 million when compared with $7.0 million at December
31, 2000. The decrease during the nine months ended September 30, 2001 resulted
primarily from proceeds from calls of such securities of $4.0 million sufficient
to offset purchases of $3.0 million. Mortgage-backed securities held to maturity
increased $3.3 million or 2.82% to $122.1 million at September 30, 2001 when
compared to $118.8 million at December 31, 2000. The increase during the nine
months ended June 30, 2001, resulted primarily from purchase of mortgage-backed
securities of $24.2 million sufficient to offset principal repayments of $20.8
million.

Net loans amounted to $365.2 million at September 30, 2001, as compared to
$309.1 million at December 31, 2000, which represents an increase of $56.1
million or 18.16%. The increase during the nine months ended September 30, 2001
resulted primarily from loan originations exceeding principal repayments.

Foreclosed real estate amounted to $327,000 and $620,000 at September 30, 2001
and December 31, 2000, respectively. At September 30, 2001, foreclosed real
estate consisted of three properties of which two properties with a combined
book value of $172,000 are under contract for sale.

Total deposits at September 30, 2001 totalled $408.9 million as compared with
$379.4 million at December 31, 2000, representing an increase of $29.5 million
or 7.78%.

Advances from the Federal Home Loan Bank ("FHLB") increased $25.0 million or
70.22% to $60.6 million at September 30, 2001 when compared with $35.6 at
December 31, 2000, primarily due to new advances from the Federal Home Loan Bank
of New York ("FHLB").

Stockholders' equity totalled $46.8 million and $46.5 million at September 30,
2001 and December 31, 2000, respectively. The increase of $258,000 was primarily
the result of the net income for the nine months ended September 30, 2001 of
$3.3 million offset by the Company's repurchase of 20,000 shares of its common
stock at an aggregate cost of $405,000, along with cash dividend paid of $2.8
million.


Comparison of Operating Results for the Three Months Ended September 30, 2001
and 2000

Net income increased $199,000 or 18.56% to $1.3 million for the three months
ended September 30, 2001 compared with $1.1 million for the same 2000 period.
The increase in net income during the 2001 period resulted from increases in
total interest income and non-interest income, which were partially offset by
increases in total interest expense, non-interest expenses, and income taxes.

                                      -7-
<PAGE>

                    PAMRAPO BANCORP, INC. AND SUBSIDIARIES
                    MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                 FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                 ---------------------------------------------

Comparison of Operating Results for the Three Months Ended September 30, 2001
and 2000 (Cont'd.)

Interest income on loans increased by $1.1 million or 18.86% to $7.1 million
during the three months ended September 30, 2001 when compared with $6.0 million
for the same 2000 period. The increase during the 2001 period resulted from an
increase of $64.2 million in the average balance of loans outstanding which was
sufficient to offset a twenty-two basis point decrease in the yield earned on
the loan portfolio. Interest on mortgage-backed securities increased $39,000 or
1.93% to $2.05 million during the three months ended September 30, 2001 when
compared with $2.02 million for the same 2000 period. The increase during the
2001 period resulted from an increase of $2.5 million in the average balance of
mortgage-backed securities outstanding. The yield earned on the mortgage-backed
securities remained unchanged at 6.52%. Interest earned on investments and other
interest-earning assets decreased by $61,000 or 19.00% to $260,000 during the
three months ended September 30, 2001, when compared to $321,000 during the same
2000 period primarily due to a decrease of 154 basis points in the yield earned
on such portfolio, sufficient to offset an increase of $150,000 in the average
balance of such assets.

Interest expense on deposits increased $216,000 or 6.13% to $3.7 million during
the three months ended September 30, 2001 when compared to $3.5 million during
the same 2000 period. Such increase was primarily attributable to an increase of
$40.0 million in the average balance of interest-bearing deposits sufficient to
offset a decrease of nineteen basis points in the cost of interest-bearing
deposits. Interest expense on advances and other borrowed money increased by
$339,000 or 86.04% to $733,000 during the three months ended September 30, 2001
when compared with $394,000 during the same 2000 period, primarily due to an
increase of $23.0 million in the average balance of advances outstanding from
the FHLB, sufficient to offset a four basis point decrease in the cost of
advances and other borrowed money.

Net interest income increased $552,000 or 12.54% during the three months ended
September 30, 2001 when compared with the same 2000 period. Such increase was
due to an increase in total interest income of $1.1 million which was sufficient
to offset an increase in total interest expense of $555,000. The Bank's net
interest rate spread decreased from 3.56% in 2000 to 3.51% in 2001. The decrease
in the interest rate spread resulted from a decrease of fifteen basis point
decrease in the yield earned on interest-earning assets, sufficient to offset a
decrease of ten basis points in the cost of interest-bearing liabilities.

During the three months ended September 30, 2001 and 2000, the Bank recorded a
provision for loan losses of $150,000 and $60,000, respectively. The allowance
for loan losses is based on management's evaluation of the risk inherent in its
loan portfolio and gives due consideration to the changes in general market
conditions and in the nature and volume of the Bank's loan activity. The Bank
intends to continue to provide for loan losses based on its periodic review of
the loan portfolio and general market conditions. At September 30, 2001 and
2000, the Bank's non-performing loans, which were delinquent ninety days or
more, totalled $3.1 million or 0.59% of total assets and $4.1 million or 0.91%
of total assets, respectively. At September 30, 2001, $800,000 of non-performing
loans were accruing interest and $2.3 million were on nonaccrual status. The
non-performing loans primarily consist of one-to-four family mortgage loans.
During the three months ended September 30, 2001 and 2000, the Bank charged off
loans aggregating $97,000 and $85,000, respectively. The allowance for loan
losses amounted to $2.0 million at September 30, 2001, representing 0.54% of
total loans and 64.15% of loans delinquent ninety days or more and $2.1 million
at September 30, 2000, representing 0.68% of total loans and 50.06% of loans
delinquent ninety days or more.

                                      -8-
<PAGE>

                    PAMRAPO BANCORP, INC. AND SUBSIDIARIES
                    MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                 FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                 ---------------------------------------------


Comparison of Operating Results for the Three Months Ended September 30, 2001
and 2000 (Cont'd.)

Non-interest income increased $80,000 or 21.11% to $459,000 during the three
months ended September 30, 2001 from $379,000 during the same 2000 period. The
increase resulted from increases in fees and service charges of $45,000 and
miscellaneous income of $35,000.

Non-interest expenses increased by $218,000 or 7.18% to $3.3 million during the
three months ended September 30, 2001 when compared with $3.0 million during the
same 2000 period. Equipment and miscellaneous expenses increased $96,000 and
$222,000, respectively, which was sufficient to offset decreases in salaries and
employee benefits, advertising and loss on foreclosed real estate of $81,000,
$2,000 and $17,000, respectively, during the 2001 period when compared with the
same 2000 period.

Income taxes totalled $736,000 and $613,000 during the three months ended
September 30, 2001 and 2000, respectively. The increase during the 2001 period
resulted from an increase in pre-tax income.


Comparison of Operating Results for the Nine Months Ended September 30, 2001 and
2000

Net income increased $84,000 or 2.58% to $3.34 million for the nine months ended
September 30, 2001 compared with $3.25 million for the same 2000 period. The
increase in net income during the 2001 period resulted from increases in total
interest income and non-interest income, which were partially offset by
increases in total interest expenses, non-interest expenses and income taxes.

Interest income on loans increased by $2.9 million or 16.70% to $20.2 million
during the nine months ended September 30, 2001 when compared with $17.3 million
for the same 2000 period. The increase during the 2001 period resulted from an
increase of $52.4 million in the average balance of loans outstanding which was
sufficient to offset a fourteen basis point decrease in the yield earned on the
loan portfolio. Interest on mortgage-backed securities decreased $213,000 or
3.46% to $5.9 million during the nine months ended September 30, 2001 when
compared with $6.1 million for the same 2000 period. The decrease during the
2001 period resulted from a decrease of $5.2 million in the average balance of
mortgage-backed securities outstanding, which was sufficient to offset an
increase of five basis points in the yield earned on the mortgage-backed
securities. Interest earned on investments and other interest-earning assets
decreased by $140,000 or 12.08% to $1.0 million during the nine months ended
September 30, 2001, when compared to $1.2 million during the same 2000 period
primarily due to a decrease of 104 basis points in the yield earned on such
portfolio which was sufficient to offset an increase of $540,000 in the average
balance of such assets outstanding.

Interest expense on deposits increased $1.6 million or 16.10% to $ 11.6 million
during the nine months ended September 30, 2001 when compared to $10.0 million
during the same 2000 period. Such increase was primarily attributable to
increases of twenty basis points in the cost of interest-bearing deposits and
$35.5 million in the average balance of interest-bearing deposits. Interest
expense on advances and other borrowed money increased by $563,000 or 45.92% to
$1.8 million during the nine months ended September 30, 2001 when compared with
$1.2 million during the same 2000 period which was primarily due to an increase
of $12.7 million in the average balance of advances outstanding from the FHLB.

                                      -9-
<PAGE>

                    PAMRAPO BANCORP, INC. AND SUBSIDIARIES
                    MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                 FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                 ---------------------------------------------

Comparison of Operating Results for the Nine Months Ended September 30, 2001 and
2000 (Cont'd.)

Net interest income increased $358,000 or 2.68% during the nine months ended
September 30, 2001 when compared with the same 2000 period. Such increase was
due to an increase in total interest income of $2.5 million, which was
sufficient to offset an increase in total interest expense of $2.2 million. The
Bank's net interest rate spread decreased from 3.66% in 2000 to 3.37% in 2001.
The decrease in the interest rate spread resulted from an increase of
twenty-three basis points in the cost of interest-bearing liabilities along with
a six basis point decrease in the yield earned on interest-earning assets.

During the six months ended September 30, 2001 and 2000, the Bank recorded a
provision for loan losses of $270,000 and $180,000, respectively. The allowance
for loan losses is based on management's evaluation of the risk inherent in its
loan portfolio and gives due consideration to the changes in general market
conditions and in the nature and volume of the Bank's loan activity. The Bank
intends to continue to provide for loan losses based on its periodic review of
the loan portfolio and general market conditions. During the nine months ended
September 30, 2001 and 2000, the Bank charged off loans aggregating $231,000 and
$123,000, respectively.

Non-interest income increased $164,000 or 14.53% to $1.3 million during the nine
months ended September 30, 2001 from $1.1 million during the same 2000 period.
The increase resulted from increases in fees and service charges of $88,000 and
miscellaneous income of $76,000.

Non-interest expenses increased by $263,000 or 2.86% to $9.5 million during the
nine months ended September 30, 2001 when compared with $9.2 million during the
same 2000 period. Occupancy, equipment, and miscellaneous expenses increased
$35,000, $112,000, and $350,000, respectively, which was sufficient to offset
decreases in salaries and employee benefits, advertising, loss on foreclosed
real estate and amortization of intangibles of $53,000, $119,000, $3,000 and
$61,000, respectively, during the 2001 period when compared with the same 2000
period.

Income taxes totalled $1.94 million and $1.86 million during the nine months
ended September 30, 2001 and 2000, respectively. The increase during the 2001
period resulted from an increase in pre-tax income.


Liquidity and Capital Resources

The Bank is required to maintain levels of liquid assets under the Office of
Thrift Supervision (the "OTS") regulations sufficient to ensure the Bank's safe
and sound operation. The Bank's liquidity averaged 6.08% during the month of
September 2001. The Bank adjusts its liquidity levels in order to meet funding
needs for deposit outflows, payment of real estate taxes from escrow accounts on
mortgage loans, repayment of borrowings, when applicable, and loan funding
commitments. The Bank also adjusts its liquidity level as appropriate to meet
its asset/liability objectives.

The Bank's primary sources of funds are deposits, amortization and prepayments
of loans and mortgage-backed securities principal, FHLB advances, maturities of
investment securities and funds provided from operations. While scheduled loan
and mortgage-backed securities amortization and maturing investment securities
are a relatively predictable source of funds, deposit flow and loan and
mortgage-backed securities prepayments are greatly influenced by market interest
rates, economic conditions and competition. The Bank invests its excess funds in
federal funds and overnight deposits with the FHLB, which provides liquidity to
meet lending requirements.

                                      -10-
<PAGE>

                    PAMRAPO BANCORP, INC. AND SUBSIDIARIES
                    MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                 FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                 ---------------------------------------------


Liquidity and Capital Resources (Cont'd.)

The Bank's liquidity, represented by cash and cash equivalents, is a product of
its operating, investing and financing activities.

Cash was generated by operating activities during the nine months ended
September 30, 2001. The primary source of cash was net income. Cash dividends
paid during the nine months ended September 30, 2001 and 2000 amounted to $2.8
million and $2.7 million, respectively.

The primary sources of investing activity are lending and the purchase of
mortgage-backed securities. Net loans amounted to $365.2 million and $309.1
million at September 30, 2001 and December 31, 2000, respectively. Securities
available for sale totalled $5.0 million and $5.7 million at September 30, 2001
and December 31, 2000, respectively. Mortgage-backed securities held to maturity
totalled $122.1 million and $118.8 million at September 30, 2001 and December
31, 2000, respectively. In addition to funding new loan production and
mortgage-backed securities purchases through operating and financing activities,
such activities were funded by principal repayments on existing loans and
mortgage-backed securities.

Liquidity management is both a daily and long-term function of business
management. Excess liquidity is generally invested in short-term investments,
such as federal funds and interest-bearing deposits. If the Bank requires funds
beyond its ability to generate them internally, borrowing agreements exist with
the FHLB which provide an additional source of funds. At September 30, 2001,
advances from the FHLB amounted to $60.6 million.

The Bank anticipates that it will have sufficient funds available to meet its
current loan commitments. At September 30, 2001, the Bank has outstanding
commitments to originate loans of $16.7 million. Certificates of deposit
scheduled to mature in one year or less at September 30, 2001, totalled $166.1
million. Management believes that, based upon its experience and the Bank's
deposit flow history, a significant portion of such deposits will remain with
the Bank.

Under OTS regulations, three separate measurements of capital adequacy (the
"Capital Rule") are required. The Capital Rule requires each savings institution
to maintain tangible capital equal to at least 1.5% and core capital equal to
4.0% of its adjusted total assets. The Capital Rule further requires each
savings institution to maintain total capital equal to at least 8.0% of its
risk-weighted assets.

                                      -11-
<PAGE>

                    PAMRAPO BANCORP, INC. AND SUBSIDIARIES
                    MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                 FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                 ---------------------------------------------

Liquidity and Capital Resources (Cont'd.)

The following table sets forth the Bank's capital position at September 30,
2001, as compared to the minimum regulatory capital requirements:

<TABLE>
<CAPTION>
                                                                                 Minimum Capital                 Corrective
                                                       Actual                     Requirements               Actions Provisions
                                             ---------------------------   ---------------------------   ---------------------------
                                                Amount         Ratio          Amount         Ratio          Amount         Ratio
                                             ------------   ------------   ------------   ------------   ------------   ------------
<S>                                          <C>            <C>            <C>            <C>            <C>            <C>
Total Capital
  (to risk-weighted assets)                  $    44,235         15.82%    $    22,371          8.00%    $    27,964       10.00%

Tier 1 Capital
  (to risk-weighted assets)                       42,327         15.14%              -             -          16,778        6.00%

Core (Tier 1) Capital
  (to adjusted total assets)                      42,327          8.06%         20,999          4.00%         26,248        5.00%

Tangible Capital
  (to adjusted total assets)                      42,327          8.06%          7,874          1.50%              -           -
</TABLE>

                                      -12-
<PAGE>

                    PAMRAPO BANCORP, INC. AND SUBSIDIARIES
           QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK
           ---------------------------------------------------------

Management of Interest Rate Risk. The ability to maximize net interest income is
largely dependent upon the achievement of a positive interest rate spread that
can be sustained during fluctuations in prevailing interest rates. Interest rate
sensitivity is a measure of the difference between amounts of interest-earning
assets and interest-bearing liabilities which either reprice or mature within a
given period of time. The difference, or the interest rate repricing "gap",
provides an indication of the extent to which an institution's interest rate
spread will be affected by changes in interest rates. A gap is considered
positive when the amount of interest-rate sensitive assets exceeds the amount of
interest-rate sensitive liabilities, and is considered negative when the amount
of interest rate sensitive liabilities exceeds the amount of interest-rate
sensitive assets. Generally, during a period of rising interest rates, a
negative gap within shorter maturities would adversely affect net interest
income, while a positive gap within shorter maturities would result in an
increase in net interest income, and during a period of falling interest rates,
a negative gap within shorter maturities would result in an increase in net
interest income while a positive gap within shorter maturities would result in a
decrease in net interest income.

Because the Bank's interest-bearing liabilities which mature or reprice within
short periods exceed its interest-earning assets with similar characteristics,
material and prolonged increases in interest rates generally would adversely
affect net interest income, while material and prolonged decreases in interest
rates generally would have a positive effect on net interest income.

The Bank's current investment strategy is to maintain an overall securities
portfolio that provides a source of liquidity and that contributes to the Bank's
overall profitability and asset mix within given quality and maturity
considerations. The securities portfolio is concentrated in U.S. Treasury and
federal government agency securities providing high asset quality to the overall
balance sheet mix. Securities classified as available for sale provide
management with the flexibility to make adjustments to the portfolio given
changes in the economic or interest rate environment, to fulfill unanticipated
liquidity needs, or to take advantage of alternative investment opportunities.

Net Portfolio Value. The Bank's interest rate sensitivity is monitored by
management through the use of the OTS model which estimates the change in the
Bank's net portfolio value ("NPV") over a range of interest rate scenarios. NPV
is the present value of expected cash flows from assets, liabilities, and
off-balance sheet contracts. The NPV ratio, under any interest rate scenario, is
defined as the NPV in that scenario divided by the market value of assets in the
same scenario. The OTS produces its analysis based upon data submitted on the
Bank's quarterly Thrift Financial Reports. The following table sets forth the
Bank's NPV as of June 30, 2001, the most recent date the Bank's NPV was
calculated by the OTS.

                                      -13-
<PAGE>

                    PAMRAPO BANCORP, INC. AND SUBSIDIARIES
           QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK
           ---------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                   NPV as
             Change in                                                      Percent of Portfolio
          Interest Rates               Net Portfolio Value                    Value of Assets
                             ----------------------------------------  -------------------------------
          In Basis Points                    Dollar        Percent         NPV           Change In
           (Rate Shock)        Amount        Change        Change         Ratio         Basis Points
         ------------------  ------------ -------------  ------------  ------------    ---------------
                                                   (Dollars in Thousands)
         <S>                 <C>          <C>            <C>           <C>             <C>
                300          $    35,398  $   (41,244)          (54)         7.12%              (702)
                200               48,681      (27,962)          (36)         9.52%              (463)
                100               62,659      (13,984)          (18)        11.90%              (225)
              Static              76,643            -             -         14.14%                 -
               -100               86,233        9,590            13         15.59%               145
               -200               92,324       15,681            20         16.46%               231
               -300               98,581       21,938            29         17.32%               317
</TABLE>

Certain shortcomings are inherent in the methodology used in the above interest
rate risk measurements. Modeling changes in NPV require the making of certain
assumptions which may or may not reflect the manner in which actual yields and
costs respond to changes in market interest rates. In this regard, the NPV
model presented assumes that the composition of the Bank's interest sensitive
assets and liabilities existing at the beginning of a period remains constant
over the period being measured and also assumes that a particular change in
interest rates is reflected uniformly across the yield curve regardless of the
duration to maturity or repricing of specific assets and liabilities.
Accordingly, although the NPV measurements and net interest income models
provide an indication of the Bank's interest rate risk exposure at a particular
point in time, such measurements are not intended to and do not provide a
precise forecast of the effect of changes in market interest rates on the Bank's
net interest income and will differ from actual results.

                                      -14-
<PAGE>

                             PAMRAPO BANCORP, INC.

                                    PART II


ITEM 1.   Legal Proceedings
          -----------------

          Neither the Company nor the Bank are involved in any pending legal
          proceedings other than routine legal proceedings occurring in the
          ordinary course of business, which involve amounts in the aggregate
          believed by management to be immaterial to the financial condition of
          the Company and the Bank.

ITEM 2.   Changes in Securities
          ---------------------

          Not applicable.

ITEM 3.   Defaults Upon Senior Securities
          -------------------------------

          Not applicable.


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

          This information was reported in the Company's Form 10-Q for the
quarter ended March 31, 2001.


ITEM 5.   Exhibits and Reports on Form 8-K
          --------------------------------

          (a)  The following Exhibits are filed as part of this report.

                 3.1   Certificate of Incorporation of Pamrapo Bancorp, Inc., as
                       filed with the State of New Jersey on February 7, 2001.*
                 3.2   By-Laws of Pamrapo Bancorp, Inc.*
                 4.0   Stock Certificate of Pamrapo Bancorp, Inc.**
                 10.1  Employment Agreement between the Bank and William J.
                       Campbell.**
                 10.2  Employment Agreement between the Company and William J.
                       Campbell.**
                 10.5  Special Termination Agreement (Russo).**
                 10.7  Management Recognition and Retention Plan and Trust.**
                 10.11 Board of Directors' Compensation and Trust Agreement.**
                 11.0  Computation of earnings per share (filed herewith).

                           *  Incorporated herein by reference to 10-K Annual
                              Report for the fiscal year ended December 31,
                              2000, filed with the Securities and Exchange
                              Commission on March 30, 2001, Commission File No.
                              000-18014.

                           ** Incorporated herein by reference to the Form S-1,
                              Registration Statement, as amended, filed on
                              August 11, 1989, Registration No. 33-30370.

          (b)  Reports on Form 8-K

                 None

                                      -15-
<PAGE>

                                  SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.


                                              PAMRAPO BANCORP, INC.


Date:  November 13, 2001                    By: /s/ William J. Campbell
      -------------------------                 --------------------------------
                                                William J. Campbell
                                                President and Chief
                                                Executive Officer



Date: November 13, 2001                     By: /s/ Kenneth D. Walter
      -------------------------                 --------------------------------
                                                Kenneth D. Walter
                                                Vice President and Chief
                                                Financial Officer



                                      -16-