UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-K
(Mark One)
[X]  ANNUAL REPORT  PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES  EXCHANGE
     ACT OF 1934
     For the Fiscal Year Ended December 31, 2007

                                     - 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: 000-52000

                           ROMA FINANCIAL CORPORATION
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)

       United States                                     51-0533946
---------------------------------         --------------------------------------
(State or other jurisdiction of              I.R.S. Employer Identification No.)
   incorporation or organization)

    2300 Route 33, Robbinsville, New Jersey                   08691
----------------------------------------------           -----------------
     (Address of principal executive offices)               (Zip Code)

Registrant's telephone number, including area code: (609) 223-8300
                                                    --------------

           Securities registered pursuant to Section 12(b) of the Act:

     Title of each class               Name of each exchange on which registered
     -------------------               -----------------------------------------
Common Stock, $0.10 par value                The NASDAQ Stock Market LLC

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

Indicate by check mark if the  registrant is a well-known  seasoned  issuer,  as
defined in Rule 405 of the Securities Act.  [ ] YES   [X] NO

Indicate  by  check  mark if the  registrant  is not  required  to file  reports
pursuant to Section 13 or Section 15(d) of the Act.   [ ] YES   [X] NO

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or 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.  [X] YES   [ ] NO

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

Indicate by check mark whether the registrant is a large  accelerated  filer, an
accelerated filer, a non-accelerated  filer, or a smaller reporting company. See
definitions  of "large  accelerated  filer,"  "accelerated  filer" and  "smaller
reporting company" in Rule 12b-2 of the Exchange Act (Check one):

Large accelerated filer [ ]             Accelerated filer [X]
Non-accelerated  filer [ ]              Smaller reporting company [ ]

Indicate by check mark whether the  registrant is a shell company (as defined in
Rule 12b-2 of the Act).  [ ] YES   [X] NO

         The aggregate market value of the voting and non-voting  equity held by
non-affiliates  of the Registrant on June 29, 2007 (the last business day of the
Registrant's most recently completed second fiscal quarter) was $165.5 million.

                      DOCUMENTS INCORPORATED BY REFERENCE:

         Portions  of the  Proxy  Statement  for  the  2008  Annual  Meeting  of
Shareholders. (Part III)



<PAGE>

                                     PART I

Forward-Looking Statements

         Roma Financial  Corporation  (the "Company" or  "Registrant")  may from
time to  time  make  written  or oral  "forward-looking  statements,"  including
statements  contained in the Company's  filings with the Securities and Exchange
Commission (including this Annual Report on Form 10-K and the exhibits thereto),
in its reports to stockholders and in other communications by the Company, which
are made in good faith by the Company  pursuant to the "safe harbor"  provisions
of the Private Securities Litigation Reform Act of 1995.

         These forward-looking statements involve risks and uncertainties,  such
as statements of the Company's plans,  objectives,  expectations,  estimates and
intentions,  that are subject to change based on various important factors (some
of which are beyond the Company's control). The following factors, among others,
could cause the Company's  financial  performance to differ  materially from the
plans,  objectives,  expectations,  estimates and  intentions  expressed in such
forward-looking statements: The strength of the United States economy in general
and  the  strength  of  the  local  economies  in  which  the  Company  conducts
operations;  the effects of, and changes in, trade, monetary and fiscal policies
and laws,  including  interest  rate  policies of the board of  governors of the
federal  reserve  system,   inflation,   interest  rate,   market  and  monetary
fluctuations;  the timely  development  of and  acceptance  of new  products and
services of the Company and the perceived  overall  value of these  products and
services by users,  including  the  features,  pricing  and quality  compared to
competitors'  products and  services;  the  willingness  of users to  substitute
competitors' products and services for the Company's products and services;  the
success of the  Company in  gaining  regulatory  approval  of its  products  and
services,  when required;  the impact of changes in financial services' laws and
regulations   (including  laws  concerning   taxes,   banking,   securities  and
insurance);  technological changes,  acquisitions;  changes in consumer spending
and saving habits; and the success of the Company at managing the risks involved
in the foregoing.

         The Company  cautions that the foregoing  list of important  factors is
not  exclusive.  The Company does not  undertake  to update any  forward-looking
statement,  whether written or oral, that may be made from time to time by or on
behalf of the Company.

Item 1.  Business
-------  --------

General

         Roma  Financial  Corporation  is  a   federally-chartered   corporation
organized in January 2005 for the purpose of acquiring  all of the capital stock
that Roma Bank (the "Bank") issued in its mutual holding company reorganization.
Roma Financial  Corporation's  principal  executive  offices are located at 2300
Route  33,  Robbinsville,  New  Jersey  08691 and its  telephone  number at that
address is (609) 223-8300.

         Roma Financial Corporation, MHC is a federally-chartered mutual holding
company that was formed in January 2005 in  connection  with the mutual  holding
company reorganization.  Roma Financial Corporation,  MHC has not engaged in any
significant business since its formation.  So long as Roma Financial Corporation
MHC is in  existence,  it will at all times own a  majority  of the  outstanding
stock of Roma Financial Corporation.

                                       2

<PAGE>

         Roma  Bank  is  a  federally-chartered   stock  savings  bank.  It  was
originally founded in 1920 and received its federal charter in 1991. Roma Bank's
deposits are federally  insured by the Deposit Insurance Fund as administered by
the Federal Deposit Insurance Corporation.  Roma Bank is regulated by the Office
of Thrift Supervision and the Federal Deposit Insurance Corporation.  The Office
of Thrift  Supervision also regulates Roma Financial  Corporation,  MHC and Roma
Financial Corporation as savings and loan holding companies.

         Roma  Bank  offers   traditional   retail  banking   services,   one-to
four-family  residential  mortgage loans,  multi-family and commercial  mortgage
loans,  construction  loans,  commercial  business  loans  and  consumer  loans,
including  home equity loans and lines of credit.  Roma Bank  operates  from its
main office in  Robbinsville,  New  Jersey,  and ten branch  offices  located in
Mercer,  Burlington and Ocean Counties, New Jersey. As of December 31, 2007, the
Bank had 156 full-time employees and 36 part-time employees. Roma Bank maintains
a website at www.romabank.com.


         Roma Financial  Corporation  conducted a minority stock offering during
2006  in  which  30% of its  outstanding  stock  was  sold  to the  public  in a
subscription  offering.  The offering  closed July 11, 2006 and the net proceeds
from the offering  were  approximately  $96.1 million  (gross  proceeds of $98.2
million  for  the  issuance  of  9,819,562   shares,   less  offering  costs  of
approximately  $2.1 million).  The Company also issued 22,584,995 shares to Roma
Financial  Corporation,  MHC and  327,318  shares  to the  Roma  Bank  Community
Foundation,  Inc.,  resulting  in  a  total  of  32,731,875  shares  issued  and
outstanding after the completion of the offering. A portion of the proceeds were
loaned to the Roma Bank Employee Stock Ownership Plan (ESOP) to purchase 811,750
shares of the Company's stock at a cost of $8.1 million.

         Throughout  this document,  references to "we," "us," or "our" refer to
the Bank or Company, or both, as the context indicates.

Competition

         We operate in a market  area with a high  concentration  of banking and
financial  institutions,  and we  face  substantial  competition  in  attracting
deposits and in originating loans. A number of our competitors are significantly
larger institutions with greater financial and managerial  resources and lending
limits.  Our ability to compete  successfully is a significant  factor affecting
our growth potential and profitability.

         Our competition for deposits and loans historically has come from other
insured  financial  institutions  such as local and regional  commercial  banks,
savings  institutions,  and credit unions located in our primary market area. We
also compete with mortgage  banking and finance  companies for real estate loans
and with commercial  banks and savings  institutions for consumer and commercial
loans, and we face competition for funds from investment products such as mutual
funds, short-term money funds and corporate and government securities. There are
large competitors  operating  throughout our total market area, and we also face
strong   competition   from  other   community-based   financial   institutions.
Approximately  thirty other institutions operate in the Bank's market area, with
asset sizes ranging from $150 million to $50+ billion.

                                       3

<PAGE>

Lending Activities

Analysis of Loan Portfolio

         We have traditionally focused on the origination of one- to four-family
loans,  which comprise a significant  majority of the total loan  portfolio.  We
also  provide  financing  for  commercial  real estate,  including  multi-family
dwellings/apartment buildings, service/retail and mixed-use properties, churches
and non-profit  properties,  medical and dental  facilities and other commercial
real estate.  After real estate mortgage  lending,  consumer lending is our next
largest  category of lending and is primarily  composed of home equity loans and
lines  of  credit.   We  also  originate   construction   loans  for  individual
single-family  residences  and  commercial  loans to businesses  and  non-profit
organizations, generally secured by real estate.

                                       4

<PAGE>

         Loan   Portfolio   Composition.   The  following   table  analyzes  the
composition of our loan portfolio by loan category at the dates indicated.

<TABLE>
<CAPTION>
                                                                             At December 31,
                                    ------------------------------------------------------------------------------------------------
                                         2007                 2006                 2005               2004                2003
                                    -----------------   -----------------    ----------------   -----------------   ----------------
                                    Amount    Percent   Amount    Percent    Amount   Percent   Amount    Percent   Amount   Percent
                                    ------    -------   ------    -------    ------   -------   ------    -------   ------   -------
                                                                                            (Dollars in thousands)
<S>                              <C>         <C>     <C>         <C>      <C>        <C>     <C>         <C>     <C>        <C>
Type of Loans:
--------------

Real estate mortgage -
   one-to-four family..........    $219,900    46.52%  $207,755    48.31%   $191,634   49.45%  $201,385    58.95%  $201,044   65.67%
Real estate mortgage -
  multi-family and
  commercial...................      80,537    17.04%    65,848    15.31      53,614   13.84     42,435    12.42     26,563    8.68
Commercial business............       3,918      .83%     3,724      .87       2,351    0.61      1,635     0.48      1,187    0.39
Consumer:
   Home equity and
     second mortgage...........     130,085    27.52%   127,450    29.63     118,318   30.53     86,772    25.40     73,037   23.86
   Passbook, certificate, overdraft   1,103     0.24%     1,314     0.30       1,071    0.28      1,410     0.41      1,151    0.37
   Auto........................          24        -         33     0.01          41    0.01         49     0.02         55    0.02
   Other.......................           -        -          -        -         465    0.12        503     0.15        527    0.17
                                   --------   ------   --------   ------    --------  ------   -------    ------  --------   ------
     Total consumer loans......     131,212    27.76%   128,797    29.95     119,895   30.94     88,734    25.98     74,770   24.42
                                   --------   ------   --------    -----    --------  ------   --------   ------  ---------  ------
Construction...................      37,119     7.85%    23,956     5.57      20,020    5.16      7,423     2.17      2,589    0.84
                                   --------   ------   --------   ------    --------  ------   --------   ------  ---------  ------
     Total loans...............     472,686   100.00%   430,080   100.00%    387,514  100.00%   341,612   100.00%   306,153  100.00%
                                   --------   ======   --------   ======    --------  ======   --------   ======  ---------  ======
Less:
    Construction loans
       in process..............      12,037               8,353                7,659              5,151               1,065
   Allowance for loan
      losses...................       1,602               1,169                  878                750                 702
   Deferred loan (costs)
      and fees, net............         174                 176                  269                461                 553
                                   --------            --------             --------           --------           ---------
                                     13,813               9,698                8,806              6,362               2,320
                                   --------            --------             --------           --------           ---------
     Loans receivable, net.....    $458,873            $420,382             $378,708           $335,250           $ $303,833
                                   ========            ========             ========           ========           ==========
</TABLE>
                                        5

<PAGE>

         Loan Maturity Schedule.  The following tables set forth the maturity of
our loan  portfolio at December 31, 2007.  Demand loans,  loans having no stated
maturity,  and overdrafts are shown as due in one year or less. Loans are stated
in the following  tables at  contractual  maturity and actual  maturities  could
differ due to prepayments.

<TABLE>
<CAPTION>
                             Real estate  Real estate
                             mortgage -   Mortgage -                   Home equity
                             one-to-four  Multi-family     Commercial  and second       Passbook or
                               family     and commercial   business    mortgage loans   certificate    Auto Construction    Total
                             -----------  --------------   --------    --------------   -----------    ---- ------------    -----
<S>                         <C>            <C>             <C>        <C>                 <C>         <C>     <C>         <C>
Amounts Due:
Within 1 Year.............   $    259       $25,013         $1,065     $   642             $1,103      $  -    $35,403     $ 63,485
                             --------       -------         ------     -------             ------      ----    -------     --------

After 1 year:
  1 to 3 years ...........        413         3,033            221        4,503                 -         -      1,716        9,886
  3 to 5 years ...........      1,480         5,819            812        7,289                 -        24          -       15,424
  5 to 10 years ..........     19,798         7,153          1,393       27,946                 -         -          -       56,290
  10 to 15 years .........     39,235         9,018             90       38,554                 -         -          -       86,897
  Over 15 years ..........    158,715        30,501            337       51,151                 -         -          -      240,704
                             --------       -------         ------     --------            ------      ----    -------     --------

Total due after one year..    219,641        55,524          2,853      129,443                 -        24      1,716      409,201
                             --------       -------         ------     --------            ------      ----    -------     --------
Total amount due .........   $219,900       $80,537         $3,918     $130,085            $1,103      $ 24    $37,119     $472,686
                             ========       =======         ======     ========            ======      ====    =======     ========
</TABLE>

                                       6

<PAGE>

         The following  table sets forth the amount of all loans at December 31,
2007 that are due after December 31, 2008.

<TABLE>
<CAPTION>
                                                               Floating or
                                             Fixed Rates     Adjustable Rates        Total
                                             -----------     ----------------        -----
                                                              (In thousands)
<S>                                           <C>               <C>               <C>
Real estate mortgage -
   one-to-four family......................    $196,162          $23,479           $219,641
Real estate mortgage -
  multi-family and commercial..............      31,477           24,047             55,524
Commercial business........................       2,320              533              2,853
Construction                                          -            1,716              1,716
Consumer:
   Home equity and second mortgage loans...     110,466           18,977            129,443
   Auto....................................          24                -                 24
                                               --------          -------           --------
       Total...............................    $340,449          $68,752           $409,201
                                               ========          =======           ========
</TABLE>

         Residential  Mortgage Lending. Our primary lending activity consists of
the  origination  of one- to  four-family  first  mortgage  loans.  Fixed  rate,
conventional  mortgage  loans  are  offered  by the Bank with  repayments  terms
ranging  from 10 years up to 40  years.  One,  three,  five,  seven and ten year
adjustable  rate  mortgages,  or ARMs,  are offered  with up to 30 year terms at
rates based upon the one year U.S.  Treasury Bill rate plus a margin.  After the
initial one,  three,  five,  seven or ten year term, the Bank's ARMs reset on an
annual basis and,  with the  exception  of the seven year ARM,  have two percent
annual increase caps and six percent  lifetime  adjustment  caps. The seven year
product  has an  initial  first  adjustment  cap of five  percent  (two  percent
thereafter) and a lifetime adjustment cap of six percent. There are no floors on
the rate adjustments.

         The Bank offers applicants the opportunity to "buy-down"  mortgage loan
interest rates by remitting one to three discount points for conventional  loans
and one point for ARMs.  Borrowers  may also  accelerate  the repayment of their
loans by taking advantage of a bi-weekly payment program.

         Substantially all residential  mortgages include "due on sale" clauses,
which are  provisions  giving the Bank the right to  declare a loan  immediately
payable if the borrower sells or otherwise transfers an interest in the property
to  a  third  party.  Property  appraisals  on  real  estate  securing  one-  to
four-family   residential   loans  are  made  by  state  certified  or  licensed
independent   appraisers  and  are  performed  in  accordance   with  applicable
regulations  and policies.  The Bank requires  title  insurance  policies on all
first mortgage real estate loans originated. Homeowners, liability, fire and, if
applicable, flood insurance policies are also required.

         One- to four-family first mortgage loans in excess of 80% loan-to-value
for single family or detached  residences and 75% on  condominium  units require
private mortgage insurance.  The Bank will originate  residential mortgage loans
up to a maximum of 95% loan-to-value.

         All of the Bank's  residential  mortgage loan products are available to
finance any owner occupied, primary or secondary (e.g., vacation homes), one- to
four-family   residential  dwelling.   Loans  for  non-owner  occupied  one-  to
four-family  residences are originated in accordance with the Bank's  commercial
real estate lending policies as investment properties and are included under the
commercial real estate category in the loan tables set forth herein.

                                       7

<PAGE>

         We do not offer  interest-only  loan  products  because of our  concern
about the credit risks  associated with these products.  The Bank has never been
involved in any type of  subprime  lending.  We are  currently  exploring  other
mortgage products,  including reverse mortgages as either a "for fee" originator
or as a portfolio lender. We may also seek to develop new delivery channels such
as   maintaining   a  presence  in  the  sales   office  of  local   residential
builders/developers.

         Consumer  Lending.  The Bank offers  fixed rate home  equity  loans and
variable rate,  revolving home equity lines of credit,  each with a $10 thousand
minimum and a $500 thousand maximum loan amount. Loan requests in excess of $500
thousand are considered on a case-by-case  basis.  There are no fees,  points or
closing costs  associated  with the  application or closing of an equity loan or
line of credit.  All equity  financing is secured by owner occupied,  primary or
secondary,  one- to four-family  residential  property.  Underwriting  standards
establish  a maximum  loan-to-value  ratio of 80% for single  family or detached
residences and 75% for  condominium  units.  Home equity loan  appraisals may be
done by  automated  appraisal  valuation  models  for  loans  with a 60% or less
loan-to-value ratio.

         Fixed rate home equity loans.  Fixed rate home equity loans are offered
         ----------------------------
with  repayment  terms  up to  twenty  years  and are  incrementally  priced  at
thresholds up to 60, 120, 180 and 240 months.  Loan rates are reviewed weekly to
ensure competitive market pricing.  Underwriting  guidelines prescribe a maximum
debt-to-income  ratio of forty percent;  however the Bank may approve loans with
higher debt ratios with the  requirement  for a risk premium of  twenty-five  to
fifty basis points above the prevailing rate.

         Variable rate,  revolving home equity lines of credit.  The Bank's home
         -----------------------------------------------------
equity  line of credit is  generally  among the most  competitive  in its market
area.  Lines of credit are priced at the highest  published  Wall Street Journal
Prime Interest Rate minus one-half of one percent,  adjusted monthly with a rate
ceiling  of  eighteen  percent.  Repayment  terms are based  upon a twenty  year
amortization,   requiring   monthly  payments   equivalent  to  1/240th  of  the
outstanding  principal  balance (or $100,  whichever  is greater)  plus  accrued
interest on the unpaid balance for the billing cycle.

         If the account is paid-off and closed via  cancellation of the mortgage
lien then an early termination fee of $300 is charged if closed during the first
twelve billing cycles,  or $200 if closed during the first  twenty-four  billing
cycles. There is no termination fee after twenty-four billing cycles.

         Account loans.  The Bank grants loans to bank customers  collateralized
         -------------
by deposits in specific types of  savings/time  deposit  accounts.  Money market
deposit  passbook  accounts are not eligible for account loans. A ninety percent
advance rate is provided at pricing  three  percent above the interest rate paid
on the collateral account.

         Consumer lending is generally  considered to involve a higher degree of
credit risk than residential  mortgage  lending.  All consumer loans are secured
with  either a first or second  lien  position on owner  occupied  real  estate.
Account loans are fully  secured.  Consumer  loan  repayment is dependent on the
borrower's  continuing  financial stability and can be adversely affected by job
loss,  divorce,  illness or  personal  bankruptcy.  The  application  of various
federal laws,  including  federal and state  bankruptcy and insolvency laws, may
limit the amount  which can be  recovered  on  consumer  loans in the event of a
default.

                                       8

<PAGE>

         Commercial  Lending.  Though  the Bank has  historically  made loans to
businesses  and  not-for-profit  organizations,  it  formalized  its  commercial
lending  activities  in  2003  with  the  establishment  of  a  Commercial  Loan
Department.

         The majority of  commercial  loans  approved and funded are  commercial
real estate loans for acquisition or refinancing of commercial  properties;  The
Bank also offers a full menu of non-mortgage commercial loan products,  tailored
to serve customer needs, as follows:

     o    lines of credit to finance short term working capital needs;
     o    small business revolving lines of credit;
     o    equipment acquisition lines of credit convertible to term financing;
     o    short term time notes;
     o    term financing to finance capital acquisitions; and
     o    business vehicle financing.

         We typically  require  personal  guarantees  on all  commercial  loans.
Values  are  established  by  conforming  real  estate  appraisals.  The  Bank's
guidelines for commercial real estate collateral are as follows:

<TABLE>
<CAPTION>
Collateral                              Maximum Loan-to-Value     Maximum Amortization
----------                              ---------------------     --------------------

<S>                                            <C>                    <C>
1-4 family residential (investment)              75%                    25 years

Multi-family (5+ units)                          75%                    25 years

Commercial real estate (owner                    80%                    25 years
   occupied)

Commercial real estate (non-owner                75%                    25 years
  occupied)
</TABLE>

         Current  advance  rates  for  other  forms of  collateral  include  the
following:

<TABLE>
<CAPTION>
Collateral                                   Maximum Loan-to-Value
----------                                   ---------------------
<S>                                        <C>
Commercial equipment                         80% of invoice

Owned equipment                              50% depreciated book value

Accounts receivable                          70% of eligible receivables

Inventory (including work-in-process)        50% of cost

Liquid collateral                            publicly traded marketable securities, 70%
                                             U.S. Government securities, 90%
</TABLE>

         The  pricing  for fixed rate  commercial  real  estate  mortgage  loans
provides for rate adjustments after an initial term (generally five years),  and
at each  anniversary  thereafter,  based on a margin  plus the Bank's  base rate
(Wall Street Journal Prime).

                                       9

<PAGE>

         The variable rate loans are indexed to various  indexes  including Wall
Street Journal Prime, the FHLB rate or Libor.

         Unlike  single-family  residential  mortgage loans, which generally are
made on the basis of the  borrower's  ability to make  repayment from his or her
employment and other income,  and which are secured by real property whose value
tends to be more easily  ascertainable,  commercial  loans typically are made on
the basis of the borrower's  ability to make repayment from the cash flow of the
borrower's business. As a result, the availability of funds for the repayment of
commercial loans may be  substantially  dependent on the success of the business
itself and the general economic environment.  Commercial loans, therefore,  have
greater credit risk than  residential  mortgage or consumer  loans. In addition,
commercial  loans generally  result in larger balances to single  borrowers,  or
related groups of borrowers,  than one- to four-family loans. Commercial lending
also generally requires substantially greater evaluation and oversight efforts.

         Construction  Lending. We originate  construction loans for residential
and commercial land acquisition and development, including loans to builders and
developers  to construct  one- to  four-family  residences on  undeveloped  real
estate,  apartment buildings,  and retail,  office,  warehouse and industrial or
other commercial space.  Disbursements are made in accordance with an inspection
report  by an  architect,  or,  in the  case of  construction  loans  up to $500
thousand an inspection  report by an approved  appraiser or Bank personnel.  Our
construction  lending  includes loans for  construction or major  renovations or
improvements  of  borrower-occupied  residences,  however,  the majority of this
portfolio is commercial in nature.

         The  Bank's  guidelines  for  construction  lending  are  currently  as
follows:

<TABLE>
<CAPTION>
<S>                                      <C>                         <C>
           Collateral                      Maximum Loan-to-Value          Maximum Amortization
           ----------                      ---------------------          --------------------

           Land                            60% - unimproved               1 year,  with  two  6-month
                                                                          extensions
                                           70% - with all municipal       1 year,  with  two  6-month
                                             approvals                    extensions
                                           70% - improved                 1   year,   with   two  six
                                                                          -month extensions


           Residential & commercial       75% (or 85% of cost)           1 year,  with  two  6-month
           construction                                                   extensions
</TABLE>

         Construction lending is generally considered to involve a higher degree
of  credit  risk  than  residential   mortgage  lending.   If  the  estimate  of
construction  cost  proves to be  inaccurate,  we may be  compelled  to  advance
additional funds to complete the construction with repayment dependent, in part,
on the success of the ultimate  project rather than the ability of a borrower or
guarantor to repay the loan. If we are forced to foreclose on a project prior to
completion,  there is no  assurance  that we will be able to recover  all of the
unpaid portion of the loan. In addition,  we may be required to fund  additional
amounts  to  complete  a  project  and  may  have to hold  the  property  for an
indeterminate period of time.

         Loans to One Borrower.  Under federal law, savings  institutions  have,
subject to certain exemptions, lending limits to one borrower in an amount equal
to the greater of $500 thousand or 15% of the institution's  unimpaired  capital
and surplus.  Accordingly,  as of December  31, 2007,  our loans to one borrower
legal

                                       10

<PAGE>

limit was $21.5  million.  However,  the Bank has set an internal  limit of $5.0
million for the  origination  of loans to one borrower with  authority to exceed
this internal limit vested in the Board of Directors.

         Loans that exceed or approach the internal  loan to one borrower  limit
are reviewed by the Board of Directors  before being  approved.  For  commercial
loans,  the Bank's  Commercial  Loan Policy requires Board approval for loans in
excess of $5.0 million.  Prior to presentation to the Board, the loan request is
underwritten in accordance with policy and presented to the Officers  Commercial
Loan  Committee  for its  consideration  and  recommendation  to the  Board  for
approval.  The  Board's  determination  to grant a credit  in excess of the $5.0
million  internal limit is based upon thorough  underwriting  which must clearly
demonstrate repayment ability and collateral adequacy. Additionally, these loans
are approved only if the loan can be originated on terms which suit the needs of
the borrower without exposing the Bank to unacceptable  credit risk and interest
rate risk.

         At December 31, 2007, our largest single borrower had an aggregate loan
balance of approximately  $7.3 million,  secured by commercial real estate.  Our
second  largest single  borrower had an aggregate loan balance of  approximately
$4.6 million,  secured by commercial real estate. Our third largest borrower had
a $4.2 million  commercial real estate  construction loan. At December 31, 2007,
the loans of these three  borrowers  were current and  performing  in accordance
with the terms of their loan agreements.

         Loan Originations,  Purchases,  Sales, Solicitation and Processing. The
following table shows total loans originated,  purchased, sold and repaid during
the periods indicated.

<TABLE>
<CAPTION>
                                                                  For the Year Ended December 31,
                                                                ----------------------------------
                                                                  2007         2006         2005
                                                                  ----         ----         ----
<S>                                                           <C>         <C>          <C>
  Loan originations:                                                     (In thousands)
    Real estate mortgage - one-to-four family.............      $33,562     $ 37,882     $ 19,139
    Real estate mortgage - multi-family and commercial....       26,726       17,991       28,301
    Commercial business...................................          972        1,340        1,087
    Construction..........................................       23,611       12,997       11,326
  Consumer:
    Home equity loans and second mortgage.................       39,988       41,389       42,347
    Passbook or certificate...............................          656        2,050          502
    Other.................................................            -          900       14,479
                                                                -------     --------     --------
  Total loan originations.................................      125,515      114,549      117,181
                                                                -------     --------     --------
  Loan purchases..........................................            -            -            -
                                                                -------     --------     --------
  Loans sold (mortgage loans).............................          409          823        2,718
  Loan principal repayments...............................       86,184       71,854       71,069
                                                                -------     --------     --------
  Total loans sold and principal repayments...............       86,593       72,677       73,787
                                                                -------     --------     --------
Increase (decrease) due to other items....................            -            -            -
                                                                -------     --------     --------
Net increase in loan portfolio............................      $38,922     $ 41,872     $ 43,394
                                                                =======     ========     ========
</TABLE>

         Our customary  sources of loan  applications  include repeat customers,
referrals from realtors and other  professionals  and "walk-in"  customers.  Our
residential loan originations are largely reputational and advertisement driven.

         It is the  policy  of the Bank to adhere  to the  residential  mortgage
underwriting  standards  of the  Mortgage  Partnership  Finance  Program  of the
Federal  Home Loan Bank of New York,  as well the  standards  of Fannie  Mae and
Freddie  Mac. The Bank's  intention is to sell thirty year fixed rate  mortgages
that qualify for sale to the  secondary  mortgage  market in order to lessen its
interest rate risk.

                                       11

<PAGE>

         In November  2003,  the Bank entered into an Agreement with the Federal
Home  Loan Bank of New York to sell  residential  mortgages  as a  participating
institution  in its Mortgage  Partnership  Finance  Program.  The Bank agreed to
deliver  loans under a $5.0 million  Master  Commitment  which was  subsequently
increased  in 2006 to  $10.0  million.  Sales  commenced  in 2004  and,  through
December 31,  2007,  $8.5  million had been  delivered  to the MPF  program.  In
addition to an  origination  premium,  the Bank also realizes  income from these
sales from credit enhancement fees and loan servicing income.

         Aside from  participations,  the Bank did not  purchase  loans from any
third parties in the three years ended  December 31, 2007. At December 31, 2007,
the total outstanding balance of loan participations purchased was $2.3 million,
representing participations in commercial construction loans with area banks and
thrifts.

         Loan  Approval  Procedures  and  Authority.  Lending  policies and loan
approval  limits  are  approved  and  adopted  by the Board of  Directors.  Loan
committees have been established to administer  lending activities as prescribed
by lending policies.  Two committee members may together approve  non-commercial
loans up to $500  thousand.  A  majority  of  members  is  required  to  approve
non-commercial  loans that contain credit policy exceptions,  with the condition
that either the  president or executive  vice  president is one of the approving
members.  Non-commercial  loans over $500  thousand  require the approval of the
Board of Directors.

         Commercial  lending  approval  authority  is as  follows:  up  to  $750
thousand,  any two of the  following:  a commercial  loan officer and either the
senior vice  president  of  lending,  or the  president  or the  executive  vice
president;  over $750 thousand and up to $1.5 million, any two of the following:
a  commercial  loan  officer or the senior  vice  president  of lending  and the
president  or the  executive  vice  president;  over $1.5 million and up to $5.0
million,  the loan  committee;  and over $5.0 million and up to 10% of the total
assets of the Bank, the Board of Directors.

Asset Quality

         Loan Delinquencies and Collection Procedures.  The borrower is notified
by both  mail  and  telephone  when a loan  is  thirty  days  past  due.  If the
delinquency  continues,  subsequent  efforts are made to contact the  delinquent
borrower and additional  collection notices and letters are sent. When a loan is
ninety days  delinquent,  it is our general  practice to refer it to an attorney
for  repossession  or foreclosure.  All reasonable  attempts are made to collect
from  borrowers  prior to  referral to an attorney  for  collection.  In certain
instances, we may modify the loan or grant a limited moratorium on loan payments
to enable the  borrower  to  reorganize  his or her  financial  affairs,  and we
attempt to work with the borrower to establish a repayment  schedule to cure the
delinquency.

         As to mortgage loans, if a foreclosure  action is taken and the loan is
not  reinstated,  paid in full or  refinanced,  the property is sold at judicial
sale at which we may be the buyer if there are no adequate offers to satisfy the
debt.  Any property  acquired as the result of foreclosure or by deed in lieu of
foreclosure  is  classified  as real estate  owned until it is sold or otherwise
disposed of. When real estate owned is acquired,  it is recorded at the lower of
the unpaid  principal  balance of the related loan or its fair market value less
estimated  selling  costs.  The initial write down of the property is charged to
the allowance for loan losses. Adjustments to the carrying value of the property
that result from  subsequent  declines in value are charged to operations in the
period in which the declines occur. At December 31, 2007, we held no real estate
owned.

                                       12

<PAGE>


         Loans are  reviewed  on a regular  basis and are placed on  non-accrual
status when they are more than ninety days  delinquent,  with the exception of a
passbook  loan, the  outstanding  balance of which is collected from the related
passbook  account along with accrued interest and a penalty when the loan is 120
days delinquent.  Loans may be placed on a non-accrual status at any time if, in
the opinion of management,  the  collection of additional  interest is doubtful.
Interest  accrued and unpaid at the time a loan is placed on non-accrual  status
is charged against  interest income.  Subsequent  payments are either applied to
the outstanding  principal balance or recorded as interest income,  depending on
the assessment of the ultimate collectibility of the loan. At December 31, 2007,
we had  approximately  $6.9  million  of loans  that were held on a  non-accrual
basis.

         Non-Performing   Assets.  The  following  table  provides   information
regarding our  non-performing  loans. As of each of the dates indicated,  we did
not  have  any  troubled  debt   restructurings  or  accruing  loans  which  are
contractually  past due 90 days or more. As of each of the dates  indicated,  we
did not have any  non-performing  assets  other than the loans  included  in the
table below.  At December 31, 2007,  the allowance for loan losses  totaled $1.6
million,  non-performing  loans totaled $6.9 million, and the ratio of allowance
for loan losses to  non-performing  loans was 23.3%.  Subsequent to December 31,
2007, $2.6 million of the total  non-performing  loans of $6.9 million were paid
in full and $780 thousand of non-performing loans were brought to a status under
30 days.  Management believes that the non-performing loans are well secured and
any  losses  are not  expected  to be  material.  The loans  that  remain in the
non-performing  status are to nine  borrowers,  91.4%  commercial  loans and the
remaining one to four family and consumer loans.  The commercial loans represent
are secured as follows:  $1.9 million secured by commercial  rental real estate;
$1.7 million  commercial  construction  loans  secured by real estate;  and. $.6
million to a non-profit organization, secured by real estate.

<TABLE>
<CAPTION>
                                                                      At December 31,
                                                      ----------------------------------------------
                                                        2007      2006      2005      2004      2003
                                                      ------    ------    ------    ------    ------
                                                                    (Dollars in thousands)
<S>                                                 <C>       <C>       <C>       <C>       <C>
Loans accounted for on a non-accrual basis:

  Real estate mortgage - one-to-four family.....      $  406    $  362    $  563    $  650    $  708

  Home equity and second mortgage loans ........           -         1        91       137       200

  Real estate multi-family and commercial ......       6,483         -         -         -         -
                                                      ------    ------    ------    ------    ------

      Total ....................................       6,889       363       654       787       908
                                                      ------    ------    ------    ------    ------

Total non-performing loans .....................       6,889       363       654       787       908
                                                      ------    ------    ------    ------    ------

Real estate owned ..............................           -         -         -         -         -
                                                      ------    ------    ------    ------    ------

Total non-performing assets ....................      $6,889    $  363    $  654    $  787    $  908
                                                      ======    ======    ======    ======    ======

Total non-performing loans to total loans ......      1.46 %      0.08%     0.17%     0.23%     0.30%
                                                      ======    ======    ======    ======    ======

Total non-performing loans to total assets .....        0.76%     0.04%     0.08%     0.11%     0.14%
                                                      ======    ======    ======    ======    ======

Total non-performing assets to total assets.....        0.76%     0.04%     0.08%     0.11%     0.14%
                                                      ======    ======    ======    ======    ======
</TABLE>
                                       13

<PAGE>

         During the year ended December 31, 2007,  gross interest income of $670
thousand would have been recorded on loans accounted for on a non-accrual  basis
if those loans had been current, and $370 thousand of interest on such loans was
included in income for the year ended December 31, 2007.

         Classified  Assets.  Management,  in  compliance  with Office of Thrift
Supervision guidelines,  has instituted an internal loan review program, whereby
non-performing loans are classified as substandard,  doubtful or loss. It is our
policy  to  review  the  loan   portfolio,   in   accordance   with   regulatory
classification  procedures,  on at  least  a  quarterly  basis.  When a loan  is
classified as  substandard  or doubtful,  management is required to evaluate the
loan for impairment.  When management  classifies a portion of a loan as loss, a
reserve  equal to 100% of the loss amount is required to be  established  or the
loan is to be charged-off.

         An asset is considered "substandard" if it is inadequately protected by
the paying capacity and net worth of the obligor or the collateral  pledged,  if
any.  Substandard assets include those characterized by the distinct possibility
that the Bank will  sustain  some loss if the  deficiencies  are not  corrected.
Assets  classified as "doubtful"  have all of the  weaknesses  inherent in those
classified  substandard,  with the  added  characteristic  that  the  weaknesses
present  make  collection  or  liquidation  in  full  highly   questionable  and
improbable,  on the basis of currently existing facts,  conditions,  and values.
Assets, or portions thereof,  classified as "loss" are considered  uncollectible
and  of  so  little  value  that  their   continuance   as  assets  without  the
establishment  of a specific loss reserve is not warranted.  Assets which do not
currently   expose  the  Bank  to  a  sufficient   degree  of  risk  to  warrant
classification  in one of the  aforementioned  categories  but which have credit
deficiencies  or potential  weaknesses  are required to be  designated  "special
mention" by management.

         Management's  classification  of assets is  reviewed  by the Board on a
regular  basis  and by the  regulatory  agencies  as part of  their  examination
process.  An  independent  loan review  firm  performs  periodic  reviews of our
commercial loan  portfolios,  including the verification of commercial loan risk
ratings.  Any disagreements in risk rating assessments require mutual consent as
to the final risk rating.

         The  following  table  discloses  the   classification  of  assets  and
designation of certain loans as special  mention as of the dates  indicated.  At
each date, all of the classified  assets and special mention  designated  assets
were loans.


                                              At December 31,
                                  ---------------------------------------
                                   2007            2006            2005
                                   ----            ----            ----
                                              (In thousands)
Special Mention..........          $ 5,886       $ 1,717         $   587
Substandard..............            6,098            49             133
Doubtful.................                -             -               -
Loss.....................                -             -               -
                                   -------       -------         -------
  Total..................          $11,984       $ 1,766         $   720
                                   =======       =======         =======

         At December 31, 2007, $1.0 million of the loans  classified as "special
mention"  and $5.8 million of the loans  classified  as  "substandard"  are also
classified as non-performing  assets.  The special mention and substandard loans
not categorized as non-performing  are primarily  commercial loans  representing
approximately $4.9 million secured by real estate.

         Allowance for Loan Losses. The allowance for loan losses is a valuation
account that reflects our  estimation of the losses in our loan portfolio to the
extent they are both  probable  and  reasonable  to estimate.  The  allowance is
established through provisions for loan losses that are charged to income in the
period they

                                       14

<PAGE>

are established. We charge losses on loans against the allowance for loan losses
when we believe the  collection  of loan  principal is unlikely.  Recoveries  on
loans previously charged-off are added back to the allowance.

         Management, in determining the allowance for loan losses, considers the
losses  inherent in the loan  portfolio  and changes in the nature and volume of
our  loan  activities,  along  with  general  economic  and real  estate  market
conditions. We utilize a segmented approach which identifies: (1) impaired loans
for which specific  reserves are  established;  (2) classified loans for which a
higher  allowance is established;  and (3) performing  loans for which a general
valuation allowance is established.

         A loan evaluated for impairment is deemed to be impaired when, based on
current information and events, it is probable that we will be unable to collect
all amounts due according to the contractual  terms of the loan  agreement.  All
loans  identified as impaired are evaluated  independently.  We do not aggregate
such loans for  evaluation  purposes.  Payments  received on impaired  loans are
applied first to unpaid interest and then to principal.

         We maintain a loan review system which provides for a systematic review
of the loan portfolios and the early identification of potential impaired loans.
The review of residential real estate and home equity consumer loans, as well as
other more  complex  loans,  is  triggered  by  identified  evaluation  factors,
including delinquency status, size of loan, type of collateral and the financial
condition of the borrower.  All commercial loans are evaluated  individually for
impairment.

         Specific loan loss  allowances are  established  for  identified  loans
based  on a review  of such  information  and/or  appraisals  of the  underlying
collateral. General loan loss allowances are based upon a combination of factors
including,  but not limited to, actual loan loss experience,  composition of the
loan portfolio, current economic conditions and management's judgment. In recent
years,  our charge-offs  have been low, with none charged off in 2004, 2005, and
2006 and $59 thousand in 2007,  Therefore,  our  provisions for loan losses have
been reflective of other factors,  including economic conditions,  annual growth
of the total loan  portfolio of 12%,  13%, 11% and 10% in 2004,  2005,  2006 and
2007,  respectively,  as well as the increasing  percentage of multi-family  and
commercial real estate and commercial loans relative to total loans,  which rose
from 12.90% at December  31, 2004,  to 14.45% at December  31,  2005,  16.18% at
December 31, 2006 and 17.87% at December 31, 2007.  Higher  provisions  in 2005,
2006  and  2007,  relative  to  2004,  reflected  the  higher  amounts  of loans
classified as "special mention" and in 2007, as "substandard".

         The   estimation  of  the  allowance  for  loan  losses  is  inherently
subjective as it requires  estimates and  assumptions  that are  susceptible  to
significant  revisions as more information becomes available or as future events
change.  Future  additions to the  allowance for loan losses may be necessary if
economic  and other  conditions  in the  future  differ  substantially  from the
current operating environment. In addition, the Office of Thrift Supervision, as
an integral part of its examination  process,  periodically reviews our loan and
foreclosed real estate  portfolios and the related allowance for loan losses and
valuation allowance for foreclosed real estate. The Office of Thrift Supervision
may  require  the  allowance  for loan  losses or the  valuation  allowance  for
foreclosed  real  estate to be  increased  based on its  review  of  information
available  at the time of the  examination,  which would  negatively  affect our
earnings.

                                       15

<PAGE>

         The  following  table  sets  forth  information  with  respect  to  our
allowance for loan losses at the dates indicated.

<TABLE>
<CAPTION>
                                                                      For the Year Ended December 31,
                                                      ---------------------------------------------------------------
                                                         2007         2006          2005         2004          2003
                                                         ----         ----          ----         ----          ----
                                                                           (Dollars in thousands)
<S>                                                 <C>           <C>          <C>          <C>          <C>
Allowance balance (at beginning of period)....        $   1,169     $     878    $     750    $     702    $      637
                                                      ---------     ---------    ---------    ---------    ----------
Provision for  loan losses....................              492           291          128           48            85
                                                      ---------     ---------    ---------    ---------    ----------
Charge-offs:
  Passbook, certificate, overdraft............               59             -            -            -            20
                                                      ---------     ---------    ---------    ---------    ----------
      Total charge-offs.......................               59             -            -            -            20
                                                      ---------     ---------    ---------    ---------    ----------
Recoveries....................................                -             -            -            -             -
                                                      ---------     ---------    ---------    ---------    ----------
Net (charge-offs) recoveries..................              (59)            -            -            -           (20)
                                                      ----------    ---------    ---------    ---------    ----------
Allowance balance (at end of period)..........        $   1,602     $   1,169    $     878    $     750    $      702
                                                      =========     =========    =========    =========    ==========

Total loans outstanding.......................        $ 472,686     $ 430,080    $ 387,514    $ 341,612    $  306,153
                                                      =========     =========    =========    =========    ==========
Average loans outstanding.....................        $ 438,187     $ 400,486    $ 349,758    $ 318,154    $  276,078
                                                      =========     =========    =========    =========    ==========
Allowance for loan losses as a percent of
   total loans outstanding....................             0.34%         0.27%        0.23%        0.22%         0.23%
                                                      =========     =========    =========    =========    ==========
  Net loans charged off as a percent of
   average loans outstanding..................             0.01%            -%           -%           -%         0.01%
                                                      =========     =========    =========    =========    ==========
Allowance for loan losses to
   non-performing loans.......................            23.25%       322.04%      134.25%       95.30%        77.31%
                                                      =========     =========    =========    =========    ==========
</TABLE>

                                       16

<PAGE>

         Allocation of Allowance for Loan Losses. The following table sets forth
the  allocation of our  allowance for loan losses by loan category  based on the
relative  composition of loans in the portfolio and the percent of loans in each
category  to total  loans at the dates  indicated.  The portion of the loan loss
allowance allocated to each loan category does not represent the total available
for future losses which may occur within the loan category since the entire loan
loss  allowance  is  a  valuation  reserve  applicable  to  the  aggregate  loan
portfolio.

<TABLE>
<CAPTION>
                                                                           At December 31,
                                     ------------------------------------------------------------------------------------------
                                           2007                2006            2005              2004               2003
                                     -----------------    ---------------- ---------------   ---------------- -----------------
                                              Percent             Percent         Percent            Percent           Percent
                                              of Loans            of Loans        of Loans           of Loans          of Loans
                                              to Total            to Total        to Total           to Total          to Total
                                     Amount    Loans      Amount   Loans   Amount  Loans     Amount   Loans   Amount    Loans
                                     ------   --------    ------  -------- ------ --------   ------  -------- ------  ---------
                                                                       (Dollars in thousands)
<S>                                <C>      <C>         <C>      <C>       <C>     <C>       <C>    <C>       <C>    <C>
At end of period allocated to:
Real estate mortgage -
   One-to-four family...........     $  231   46.52%      $  238   48.31%    $435    49.45%    $442   58.95%    $461   65.67%
Real estate mortgage -
   Multi-family and
      commercial...............       1,089   17.04          746   15.31      122    13.84       93   12.42       61    8.68
Commercial business............          34     .83            5     .87        5     0.61        4    0.48        3    0.39
Consumer:
  Home equity and second
      mortgage loans...........         137   27.52          133   29.63      268    30.53      191   25.40      167   23.86
  Passbook,certificate,overdraft          6    0.24           39    0.30        2     0.28        3    0.41        3    0.38
  Auto.........................           -       -            -    0.01        -     0.01        -    0.01        -    0.02
  Other........................           -       -            -       -        1     0.12        1    0.15        1    0.17
Construction...................         105    7.85           15    5.57       45     5.16       16    2.17        6    0.85
                                     ------  ------       ------  ------     ----   ------      ---  ------      ---  ------
     Total allowance...........      $1,602  100.00%      $1,169  100.00%    $878   100.00%    $750  100.00%    $702  100.00%
                                     ======  ------       ======  ======     ====   ======     ====  ======     ====  ======
</TABLE>

                                       17

<PAGE>

Securities Portfolio

         General.   Our   deposits   have   traditionally   exceeded   our  loan
originations,   and  we  have  invested  these  excess  deposits   primarily  in
mortgage-backed securities and investment securities.

         Our  investment  policy is designed to foster  earnings and manage cash
flows within prudent interest rate risk and credit risk  guidelines.  Generally,
our investment policy is to invest funds in various categories of securities and
maturities based upon our liquidity needs,  asset/liability management policies,
pledging  requirements,   investment  quality,   marketability  and  performance
objectives.  The Bank's investment policy specifies the  responsibility  for the
investment  portfolio,  asset/liability  management and liquidity management and
establishes an oversight Investment Committee.  The Investment Committee,  which
is  comprised  of at least  one  Board  member  and the  members  of  management
responsible  for investment  decisions and  accountability,  meets  quarterly to
review the portfolio and performance risks and future purchasing strategies. The
investment  officer is  authorized  to purchase  securities to the limit of $5.0
million per trade per issue with the prior approval of the president,  executive
vice president or investment committee.

         All of our securities  carry market risk insofar as increases in market
rates  of  interest  may  cause a  decrease  in  their  market  value.  Prior to
investing,  consideration  is given to the interest  rate,  tax  considerations,
market  volatility,  yield,  settlement  date and maturity of the security,  our
liquidity position,  and anticipated cash needs and sources. The effect that the
proposed security would have on our credit and interest rate risk and risk-based
capital is also considered.

         Federally  chartered  savings  banks  have the  authority  to invest in
various types of liquid  assets.  The  investments  authorized  under the Bank's
investment  policy include U.S.  government and government  agency  obligations,
municipal  securities  (consisting  of  bond  obligations  of  state  and  local
governments),  mortgage-backed  securities,  collateralized mortgage obligations
and corporate  bonds. On a short-term  basis, our investment  policy  authorizes
investment  in  federal  funds,   certificates  of  deposits  and  money  market
investments with insured institutions and with brokerage firms.

         Statement of Financial  Accounting  Standards No. 115,  "Accounting for
Certain Investments in Debt and Equity Securities,"  requires that securities be
categorized as "held to maturity," "trading securities" or "available-for-sale,"
based on  management's  intent as to the ultimate  disposition of each security.
Statement No. 115 allows debt  securities to be classified as "held to maturity"
and reported in financial  statements  at amortized  cost only if the  reporting
entity has the positive intent and ability to hold these securities to maturity.
Securities  that might be sold in response to changes in market  interest rates,
changes in the security's  prepayment risk,  increases in loan demand,  or other
similar factors cannot be classified as "held to maturity."

         We do not currently use or maintain a trading  account.  Securities not
classified as "held to maturity" are classified as  "available-for-sale."  These
securities are reported at fair value,  and  unrealized  gains and losses on the
securities are excluded from earnings and reported,  net of deferred taxes, as a
separate component of equity.

         At  December  31,  2007,  our  securities  portfolio  did  not  contain
securities of any issuer, other than the U.S. government or its agencies, having
an  aggregate  book value in excess of 10% of our  equity.  We do not  currently
participate in hedging  programs,  interest rate caps, floors or swaps, or other
activities   involving  the  use  of  off-balance  sheet  derivative   financial
instruments,  however,  we may in the  future  utilize

                                       18

<PAGE>

such  instruments if we believe it would be beneficial for managing our interest
rate risk. Further, we do not purchase securities which are not rated investment
grade.

         Actual  maturities  of  the  securities  held  by us  may  differ  from
contractual  maturities  because  issuers  may have the  right to call or prepay
obligations with or without prepayment  penalties.  At December 31, 2007, we had
$83.3  million of callable  securities,  net of premiums and  discounts,  in our
portfolio. Callable securities pose reinvestment risk because we may not be able
to reinvest the  proceeds  from called  securities  at an  equivalent  or higher
interest rate.

         Mortgage-backed  Securities and  Collateralized  Mortgage  Obligations.
Mortgage-related  securities  represent  a  participation  interest in a pool of
one-to-four-family   or   multi-family   mortgages.   We  primarily   invest  in
mortgage-backed   securities  secured  by  one-to-four-family   mortgages.   Our
mortgage-related  securities portfolio includes  mortgage-backed  securities and
collateralized  mortgage  obligations  issued  by U.S.  government  agencies  or
government-sponsored  entities,  such as Federal Home Loan Mortgage Corporation,
the Government National Mortgage Association,  and the Federal National Mortgage
Association. We do not currently invest in mortgage-related securities issued by
non-government, private corporate issuers.

         The  mortgage  originators  use  intermediaries  (generally  government
agencies  and  government-sponsored  enterprises,  but also a variety of private
corporate issuers) to pool and repackage the participation interests in the form
of securities,  with investors  receiving the principal and interest payments on
the mortgages.  Securities issued or sponsored by U.S.  government  agencies and
government-sponsored  entities are guaranteed as to the payment of principal and
interest to  investors.  Privately  issued  non-government,  corporate  issuers'
securities typically offer rates above those paid on government agency issued or
sponsored securities,  but lack the guaranty of those agencies and are generally
less liquid investments.

         Mortgage-backed securities are pass-through securities typically issued
with  stated  principal  amounts,  and the  securities  are  backed  by pools of
mortgages  that have loans with interest  rates that are within a specific range
and  have  varying  maturities.  The  life of a  mortgage-backed  security  thus
approximates the life of the underlying  mortgages.  Mortgage-backed  securities
generally  yield less than the mortgage  loans  underlying the  securities.  The
characteristics  of the  underlying  pool  of  mortgages,  i.e.,  fixed-rate  or
adjustable-rate,  as well as prepayment  risk, are passed on to the  certificate
holder.  Mortgage-backed  securities  are  generally  referred  to  as  mortgage
participation certificates or pass-through certificates.

         Collateralized  mortgage obligations are  mortgage-derivative  products
that  aggregate  pools of mortgages and  mortgage-backed  securities  and create
different  classes  of  securities  with  varying  maturities  and  amortization
schedules as well as a residual  interest with each class having  different risk
characteristics.  The cash  flows from the  underlying  collateral  are  usually
divided into "tranches" or classes whereby  tranches have descending  priorities
with  respect to the  distribution  of principal  and interest  repayment of the
underlying  mortgages and mortgage-backed  securities as opposed to pass through
mortgage-backed  securities  where  cash flows are  distributed  pro rata to all
security  holders.  Unlike  mortgage-backed  securities  from which cash flow is
received and risk is shared pro rata by all securities holders,  cash flows from
the mortgages and mortgage-backed  securities underlying collateralized mortgage
obligations are paid in accordance  with a  predetermined  priority to investors
holding  various  tranches of the  securities or  obligations.  It is the Bank's
policy  to buy  mortgage-derivative  products  that  have no more  risk than the
underlying  mortgages.  The Bank has reviewed its  portfolio of  mortgage-backed
securities  and  believes  that it does not have any  subprime  exposure in this
area.

                                       19

<PAGE>

         The  following  table sets forth the carrying  value of our  securities
portfolio at the dates indicated.

<TABLE>
<CAPTION>
                                                                           At December 31,
                                                   -----------------------------------------------------
                                                      2007       2006       2005       2004       2003
                                                      ----       ----       ----       ----       ----
                                                                       (In thousands)
<S>                                                 <C>        <C>        <C>        <C>        <C>
Securities Available for Sale:
-----------------------------

Mutual fund shares ...............................   $  2,375   $  2,226   $  2,154   $  2,112   $  1,036

Equity securities ................................      3,443      3,447         50         50         50

Mortgage-backed securities issued by Freddie Mac..      1,292      1,524        130        149        308

U.S. government obligations ......................          -      1,979      2,961        981      1,000

Obligations of state and political
    subdivisions .................................     10,128     10,155     10,219     10,251     11,650
                                                     --------   --------   --------   --------   --------

      Total securities available for sale ........     17,238     19,331     15,514     13,543     14,044
                                                     --------   --------   --------   --------   --------

Investment Securities Held to Maturity:
--------------------------------------

U.S. government obligations ......................    123,283    168,332    172,263    159,257    151,889

Obligations of states and political
    subdivisions .................................      4,423      1,595        815        874        933
                                                     --------   --------   --------   --------   --------
      Total investment securities
           held to maturity ......................    127,706    169,927    173,078    160,131    152,822
                                                     --------   --------   --------   --------   --------

Mortgage-Backed Securities Held to Maturity:
-------------------------------------------

Government National Mortgage Association .........      4,276      5,630      7,454      9,167      9,457

Federal Home Loan Mortgage Corporation ...........     84,648     79,822     80,155     60,086     54,533

Federal National Mortgage Association ............     47,387     53,880     58,389     63,913     64,944

Collateralized mortgage obligations ..............      7,788      5,148      4,103      5,140      6,333
                                                     --------   --------   --------   --------   --------
      Total mortgage-backed securities
          held to maturity .......................    144,099    144,480    150,101    138,306    135,267
                                                     --------   --------   --------   --------   --------

 Total ...........................................   $289,043   $333,738   $338,693   $311,980   $302,133
                                                     ========   ========   --------   ========   ========
</TABLE>

                                       20

<PAGE>

         The  following  table  sets forth  certain  information  regarding  the
carrying  values,  weighted  average  yields and  maturities  of our  securities
portfolio at December 31, 2007. This table shows contractual maturities and does
not  reflect  repricing  or the effect of  prepayments.  Actual  maturities  may
differ.

<TABLE>
<CAPTION>
                                                                   At December 31, 2007
                             -------------------------------------------------------------------------------------------------------
                                                                                                                     Total
                              One Year or Less    One to Five Years Five to Ten Years  More than Ten Years  Investment Securities
                             ------------------  ------------------ ------------------ ------------------  ----------------  ------
                             Carrying   Average  Carrying   Average Carrying   Average Carrying   Average  Carrying Average  Market
                              Value      Yield    Value      Yield   Value      Yield   Value      Yield    Value    Yield   Value
                              -----      -----    -----      -----   -----      -----   -----      -----    -----    -----   -----
                                                                                       (Dollars in thousands)
<S>                         <C>         <C>     <C>         <C>    <C>         <C>    <C>         <C>    <C>        <C>    <C>
Mutual fund shares           $ 2,375     4.80%   $     -        -   $     -        -   $     -        -   $  2,375   4.80%  $  2,375
Equity securities              3,443         -         -        -         -        -         -        -      3,443       -     3,443
U.S. government obligations   18,000     3.74%    44,313     4.70%   48,975     5.78%   11,995     6.02%   123,283   5.12%   123,418
Obligations of states and
   political subdivisions          -         -     2,069     4.20%    5,359     4.41%    7,123     5.79%    14,551   4.98%    14,538
Government National
   Mortgage Association            5     8.69%       103    11.06%       42     4.89%    4,126     4.80%     4,276   4.96%     4,313
Federal Home Loan
   Mortgage Corporation            -         -     2,319     5.32%   26,183     4.86%   57,438     5.32%    85,940   5.18%    86,062
Federal National Mortgage
   Association                     6     6.64%    17,389     4.92%   13,135     4.73%   16,857     6.51%    47,387   5.43%    47,623
Collateralized Mortgage
   Obligations                     -        -          -        -     6,014     4.72%    1,774     5.50%     7,788   4.90%     7,734
                             -------             -------            -------            -------            --------          --------
  Total                      $23,829     3.30%   $66,193     4.79%  $99,708     5.24%  $99,313     5.62%  $289,043   5.11%  $289,506
                             =======             =======            =======            =======            ========          ========
</TABLE>

                                       21

<PAGE>

Sources of Funds

         General.  Deposits are the Bank's major source of funds for lending and
other  investment  purposes.   In  addition,  we  derive  funds  from  loan  and
mortgage-backed  securities principal repayments, and proceeds from the maturity
and call of investment securities. Loan and securities payments are a relatively
stable source of funds,  while deposit inflows are  significantly  influenced by
pricing  strategies  and  money  market  conditions.  If  required,   borrowings
(principally  from the  Federal  Home Loan Bank) may be used to  supplement  the
amount of funds for lending and funding daily operations. Borrowings may also be
utilized as part of a leverage  strategy in which the borrowings fund securities
purchases.

         Deposits.  Our current deposit  products  include  checking and savings
accounts, certificates of deposit accounts ranging in terms from ninety-one days
to seven years, and individual retirement accounts.  Deposit account terms vary,
primarily as to the required minimum balance amount, the amount of time that the
funds must remain on deposit and the applicable interest rate.

         Deposits are  obtained  primarily  from within New Jersey.  Traditional
methods of  advertising  are used,  or may be used, to attract new customers and
deposits,  including  radio,  billboards,  print media,  direct mail and inserts
included with customer  statements.  We do not currently utilize the services of
deposit  brokers.  Premiums or  incentives  for opening  accounts are  sometimes
offered, and we periodically select particular certificate of deposit maturities
for promotion.  The Bank has a tiered  savings  product that offers a beneficial
interest rate related to predetermined  tiered balance  requirements.  Customers
that  maintain  a minimum  balance  requirement  in the tiered  account  are not
charged a monthly service fee for the savings  account or for checking  accounts
and also  receive  overdraft  protection,  Visa  check  card  and coin  counting
services.

         The  determination  of deposit and certificate  interest rates is based
upon a number of factors,  including:  (1) need for funds based on loan  demand,
current  maturities of deposits and other cash flow needs;  (2) a current survey
of a selected group of  competitors'  rates for similar  products;  (3) economic
conditions;  and (4)  business  plan  projections.  Interest  rates are reviewed
weekly at a meeting of the Asset  Liability  Committee  which consists of senior
management.

         A large  percentage  of our  deposits are in  certificates  of deposit,
which totaled 52.6% of total average  deposits at December 31, 2007.  The inflow
of  certificates of deposit and the retention of such deposits upon maturity are
significantly  influenced by general interest rates and money market conditions,
making  certificates of deposit  traditionally a more volatile source of funding
than core deposits.  Our liquidity  could be reduced if a significant  amount of
certificates of deposit maturing within a short period of time were not renewed.
To the extent  that such  deposits  do not remain  with us,  they may need to be
replaced with  borrowings  which could increase our cost of funds and negatively
impact our interest rate spread and our  financial  condition.  Historically,  a
significant  portion of the  certificates  of deposit  remain with us after they
mature and we believe  that this will  continue.  At December  31,  2007,  $89.6
million,  or 25.5%, of our certificates of deposit were "jumbo"  certificates of
$100 thousand or more.

                                       22

<PAGE>

         The following tables set forth the distribution of average deposits for
the periods  indicated and the weighted  average nominal interest rates for each
period on each category of deposits presented.

<TABLE>
<CAPTION>

                                                                       For the Year Ended December 31,
                                         ------------------------------------------------------------------------------------------
                                                      2007                          2006                        2005
                                         ------------------------------- --------------------------  ------------------------------
                                                               Weighted                    Weighted                       Weighted
                                                     Percent   Average            Percent  Average             Percent    Average
                                          Average    of Total  Nominal   Average  of Total Nominal   Average   of Total   Nominal
                                          Balance    Deposits    Rate    Balance  Deposits    Rate   Balance   Deposits     Rate
                                          -------    --------  --------  -------  -------- --------  -------   --------   ------
                                                                           (Dollars in thousands)
<S>                                     <C>            <C>      <C>    <C>          <C>      <C>    <C>          <C>       <C>
 Non-interest-bearing demand........     $ 23,781       3.8%     0.00%  $ 25,653     4.0%     0.00%  $ 15,844     2.58%     0.00%
 Interest-bearing demand............       94,239      14.9      0.55     94,204    14.6      0.54    100,241    16.31      0.48
 Money market demand................       91,172      14.5      1.00     99,929    15.5      0.90    114,364    18.61      0.97
 Savings and club...................       89,473      14.2       .87    108,435    16.8      0.75    105,004    17.09      0.85
 Certificates of deposit............      331,859      52.6      4.55    315,613    49.1      3.95    279,026    45.41      2.97
                                         --------    ------             --------  ------             --------   ------

    Total deposits..................     $630,524    100.00%     2.75%  $643,834  100.00%     2.28%  $614,479   100.00%     1.75%
                                         ========    ======      ====   ========  ======            ========    ======
</TABLE>

                                       23


<PAGE>

         The following table sets forth  certificates  of deposit  classified by
interest rate as of the dates indicated.

                                                    At December 31,
                                        -------------------------------------
        Interest Rate                    2007           2006           2005
        -------------                    ----           ----           ----
                                                  (In thousands)
        0.00-1.99%                     $  1,252       $  1,536      $ 11,096
        2.00-2.99%                        3,568         20,655        68,197
        3.00-3.99%                       48,816         71,116       152,801
        4.00-4.99%                      240,815        172,509        82,228
        5.00% and above                  57,515         50,844             -
                                       ---------      --------      --------
         Total                         $351,966       $316,660      $314,322
                                       ========       ========      ========

         The   following   table  sets  forth  the  amount  and   maturities  of
certificates of deposit at December 31, 2007.

<TABLE>
<CAPTION>
                                                         Amount Due
                   -------------------------------------------------------------------------------------
                    Within                                                           After
                    1 year      1-2 years    2-3 years    3-4 years    4-5 years    5 years       Total
                    ------      ---------    ---------    ---------    ---------    -------       -----
Interest Rate                                          (In thousands)
-------------
<S>              <C>           <C>          <C>           <C>          <C>          <C>       <C>
0.00-1.99%        $  1,252      $     -      $     -       $    -       $    -       $   -     $  1,252

2.00-2.99%           3,562            6            -            -            -           -        3,568

3.00-3.99%          26,367       13,450        8,971           18           10           -       48,816

4.00-4.99%         190,090       25,589       22,938        1,023        1,152          23      240,815

5.00-5.99%          48,371        4,199            -        4,945            -           -       57,515
                 --------       -------      -------       ------       ------       -----     --------
 Total           $269,642       $43,244      $31,909       $5,986       $1,162       $  23     $351,966
                 -=======       =======      =======       ======       ======       =====     ========
</TABLE>


         The following table shows the amount of certificates of deposit of $100
thousand or more by time remaining until maturity as of the dates indicated.

                                                            At December 31, 2007
                                                            --------------------
Maturity Period                                                (In thousands)
---------------
Within three months...............................                  $27,658
Three through six months..........................                   14,196
Six through twelve months.........................                   28,529
Over twelve months................................                   19,254
                                                                    -------
                                                                    $89,637
                                                                    =======

                                       24
<PAGE>

         Borrowings.  To supplement deposits as a source of funds for lending or
investment,  the Bank may borrow funds in the form of advances  from the Federal
Home Loan Bank.  At  December  31,  2007,  the Bank's  borrowing  limit with the
Federal Home Loan Bank of New York was $164.1 million.

         We traditionally  have enjoyed cash flows from deposit  activities that
were sufficient to meet our day-to-day funding  obligations and in the past only
occasionally  used our overnight  line of credit or borrowing  facility with the
Federal  Home Loan  Bank.  In the third  quarter of 2005,  however,  we used our
overnight line of credit at the Federal Home Loan Bank to meet daily  operations
and continued to use it on occasion  during 2006. In the fourth quarter of 2005,
we took a five year  advance  from the Federal Home Loan Bank to meet the strong
demand for loans. As of December 31, 2007, the outstanding  balance of such five
year advance  totaled $5.9  million.  This advance has a fixed  interest rate of
4.49%.

         In the fourth  quarter  of 2007,  we took a ten year  advance  totaling
$23.9  million at a fixed rate of 3.90% for ten years,  callable at three years.
Interest  is  paid  quarterly.  The  borrowing  occurred  in  October  2007  and
approximately  $8  million  of  the  proceeds  will  be  used  for  the  capital
contribution  to RomAsia Bank and the other $15 million of proceeds was invested
in mortgage-backed securities at an initial spread of approximately 1.67%.

         Short-term  Federal Home Loan Bank  advances  generally  have  original
maturities  of less than one year.  Advances from the Federal Home Loan Bank are
typically  secured  by the  Federal  Home Loan Bank  stock and by other  assets,
mainly  securities  which  are  obligations  of,  or  guaranteed  by,  the  U.S.
government.  Additional  information  regarding our borrowings is included under
Note 9 to the consolidated financial statements.

Subsidiary Activity

         Roma Financial  Corporation has two direct subsidiaries,  Roma Bank and
RomAsia Bank.  RomAsia Bank is in  organization  and has an application  pending
with the  Office  of Thrift  Supervision  to be a federal  savings  bank.  As of
December 31, 2007, the Company has advanced  $903,000 thousand as organizational
capital.  The Company  intends to maintain a 60%  ownership  interest of RomAsia
Bank upon completion of organization.  As presently  contemplated,  RomAsia Bank
will  need  to  raise  $15.0  million  in  initial  capital,  including  the 60%
investment made by the Company.

          Roma Bank has two wholly-owned  subsidiaries:  Roma Capital Investment
Corporation,  which  was  incorporated  under  New  Jersey  law  in  2004  as an
investment  subsidiary,  and  General  Abstract  & Title  Agency,  a New  Jersey
corporation.

         Roma Capital Investment Corporation is an investment subsidiary and its
sole activity is to hold investment securities. Its total assets at December 31,
2007 were $259.6 million. Its net income for 2007 was $7.6 million.

         General Abstract & Title Agency sells title  insurance,  performs title
searches and provides real estate  settlement  and closing  services.  Its total
assets at December 31, 2007 were $509 thousand.  Its operating  revenue for 2007
consisted  of $1.3  million  in  premiums  earned  from the  placement  of title
insurance and related title  company  services.  Its net income for 2007 was $56
thousand.

                                       25

<PAGE>

                           REGULATION AND SUPERVISION

         Set forth below is a brief  description of certain laws which relate to
the regulation of the Company and the Bank. The description  does not purport to
be complete and is qualified in its entirety by reference to applicable laws and
regulations.

Holding Company Regulation

         General.  The Company is a unitary  savings and loan  holding  company,
subject to  regulation  and  supervision  by the OTS. In  addition,  the OTS has
enforcement   authority  over  the  Company  and  any  non-savings   institution
subsidiaries.  This permits the OTS to restrict or prohibit  activities  that it
determines  to be a serious  risk to Roma  Bank.  This  regulation  is  intended
primarily  for the  protection  of the  depositors  and not for the  benefit  of
stockholders of the Company.

         Activities  Restrictions.  As a grandfathered  unitary savings and loan
holding  company  under the GLB Act, the Company is generally not subject to any
restrictions on its business activities or those of its non-savings  institution
subsidiaries.  However, if the Company were to fail to meet the Qualified Thrift
Lender Test, then it would become subject to the activities  restrictions of the
Home Owners' Loan Act applicable to multiple holding companies.  See "Regulation
of the Bank -- Qualified Thrift Lender Test."

         If the Company were to acquire control of another savings  association,
it would  lose  its  grandfathered  status  under  the GLB Act and its  business
activities  would  be  restricted  to  certain   activities   specified  by  OTS
regulation,  which include performing  services and holding properties used by a
savings institution  subsidiary,  certain activities  authorized for savings and
loan  holding  companies  as  of  March  5,  1987,  and  nonbanking   activities
permissible for bank holding companies  pursuant to the Bank Holding Company Act
of 1956 (the "BHC Act") or authorized for financial holding  companies  pursuant
to the GLB Act.  Furthermore,  no company  may  acquire  control of the  Company
unless the acquiring  company was a unitary  savings and loan holding company on
May 4, 1999 (or became a unitary savings and loan holding company pursuant to an
application pending as of that date) or the acquiring company is only engaged in
activities that are permitted for multiple savings and loan holding companies or
for financial holding companies under the BHC Act as amended by the GLB Act.

         Mergers and Acquisitions. The Company must obtain approval from the OTS
before acquiring more than 5% of the voting stock of another savings institution
or savings and loan holding  company or acquiring such an institution or holding
company by merger,  consolidation  or purchase of its assets.  In  evaluating an
application  for Roma  Financial  Corporation  to  acquire  control of a savings
institution,  the OTS would consider the financial and managerial  resources and
future prospects of Roma Financial  Corporation and the target institution,  the
effect of the  acquisition on the risk to the insurance  funds,  the convenience
and the needs of the community and competitive factors.

         The USA Patriot Act. In response to the events of  September  11, 2001,
the Uniting and Strengthening America by Providing Appropriate Tools Required to
Intercept and Obstruct Terrorism Act of 2001, or the USA Patriot Act, was signed
into law on October 26, 2001.  The USA Patriot Act gives the federal  government
new powers to address  terrorist  threats  through  enhanced  domestic  security
measures,  expanded  surveillance  powers,  increased  information  sharing  and
broadened anti-money laundering  requirements.  By way of amendments to the Bank
Secrecy  Act,  Title III of the USA  Patriot  Act  takes  measures  intended  to
encourage information sharing among bank regulatory agencies and law enforcement
bodies. Further,  certain provisions of Title III impose affirmative obligations
on a broad range of financial institutions,  including banks, thrifts,  brokers,
dealers,  credit unions,  money transfer agents and parties registered under the
Commodity Exchange Act.

                                       26

<PAGE>

         Among other requirements,  Title III of the USA Patriot Act imposes the
following requirements with respect to financial institutions:

     o    Pursuant to Section 352, all  financial  institutions  must  establish
anti-money  laundering programs that include, at minimum: (i) internal policies,
procedures,  and controls; (ii) specific designation of an anti-money laundering
compliance  officer;  (iii)  ongoing  employee  training  programs;  and (iv) an
independent audit function to test the anti-money laundering program.

     o    Section 326 authorizes the Secretary of the Department of Treasury, in
conjunction  with other bank regulators,  to issue  regulations that provide for
minimum  standards  with  respect  to  customer  identification  at the time new
accounts are opened.

     o    Section 312 requires financial institutions that establish,  maintain,
administer or manage private banking accounts or correspondence  accounts in the
United States for non-United States persons or their representatives  (including
foreign  individuals  visiting  the  United  States) to  establish  appropriate,
specific, and, where necessary,  enhanced due diligence policies, procedures and
controls designed to detect and report money laundering.

     o    Effective  December 25, 2001,  financial  institutions  are prohibited
from establishing, maintaining, administering or managing correspondent accounts
for foreign shell banks (foreign  banks that do not have a physical  presence in
any country),  and will be subject to certain  record keeping  obligations  with
respect to correspondent accounts of foreign banks.

     o    Bank   regulators  are  directed  to  consider  a  holding   company's
effectiveness  in combating money  laundering when ruling on Federal Reserve Act
and Bank Merger Act applications.

         Sarbanes-Oxley  Act of 2002. The Sarbanes-Oxley Act of 2002 (the "Act")
implemented  legislative  reforms  intended to address  corporate and accounting
fraud  and  improve  public  company  reporting.  The  Securities  and  Exchange
Commission (the "SEC") has  promulgated new regulations  pursuant to the Act and
may continue to propose  additional  implementing  or clarifying  regulations as
necessary in  furtherance of the Act. The passage of the Act by Congress and the
implementation of new regulations by the SEC subject  publicly-traded  companies
to  additional  and  more  cumbersome  reporting   regulations  and  disclosure.
Compliance with the Act and corresponding regulations may increase the Company's
expenses.

Regulation of the Bank

         General. As a federally chartered savings bank with deposits insured by
the FDIC,  the Bank is  subject  to  extensive  regulation  by the OTS and FDIC.
Lending  activities  and other  investments  must comply with  federal and state
statutory  and  regulatory  requirements.  The Bank is also  subject  to reserve
requirements of the Federal Reserve System.  Federal  regulation and supervision
establishes a comprehensive  framework of activities in which an institution can
engage and is intended  primarily for the  protection  of the Deposit  Insurance
Fund  and  depositors.  The  regulatory  structure  also  gives  the  regulatory
authorities  extensive  discretion  in  connection  with their  supervisory  and
enforcement activities and examination policies, including policies with respect
to the  classification  of assets and the  establishment  of adequate  loan loss
reserves for regulatory purposes.

         The  OTS  regularly   examines  the  Bank  and  prepares   reports  for
consideration by the Bank's Board of Directors on deficiencies, if any, found in
the Bank's operations. The Bank's relationship with its depositors and borrowers
is also  regulated by federal and state law,  especially  in such matters as the
ownership of savings  accounts  and the form and content of the Bank's  mortgage
documents.

                                       27

<PAGE>

         The Bank must file reports with the OTS  concerning  its activities and
financial condition, and must obtain regulatory approvals prior to entering into
certain  transactions  such as mergers with or  acquisitions  of other financial
institutions.  Any change in such  regulations,  whether by the OTS, the FDIC or
the United States  Congress,  could have a material  adverse impact on the Bank,
the Company, and their operations.

         Deposit Insurance. As an FDIC-insured bank, the Bank is subject to FDIC
insurance  assessments.  Following  enactment of the Federal  Deposit  Insurance
Reform Act of 2005, the FDIC adopted a revised  risk-based  assessment system to
determine assessment rates to be paid by FDIC-insured  institutions.  Under this
revised assessment  system,  risk is defined and measured using an institution's
supervisory  ratings as well as certain other risk measures,  including  certain
financial ratios.  The annual rates for 2008 for institutions in Risk Category I
range from 5 to 7 basis pints and the rates for  institutions in Risk categories
II, III and IV are 10, 28 and 43 basis pints,  respectively.  These rates may be
offset by a one-time  assessment  credit  held by an  institution,  based on the
assessment  base of that  institution as of December 31, 1996, and in the future
by  dividends  that  may be  declared  by the FDIC if the  reserve  ratio of the
Deposit  Insurance Fund increases above a certain amount.  The FDIC may raise or
lower  these  assessment  rates  based on  various  factors to achieve a reserve
ratio, which the FDIC currently has set at 1.25 percent of insured deposits.

         In  addition  to  deposit  insurance   assessments,   all  FDIC-insured
institutions  are  required to pay special  assessments  to the FDIC to fund the
repayment  of  debt   obligations  of  the  Financing   Corporation   (FICO),  a
government-sponsored  entity that was formed in 1987 to recapitalize the Federal
Savings and Loan  Insurance  Corporation.  At December 31, 2007,  the annualized
rate  established by the FDIC for the FICO  assessment was 1.14 basis points per
$100 of insured  deposits.  These assessments will continue until the FICO bonds
mature in 2017.

         Regulatory  Capital  Requirements.   OTS  capital  regulations  require
savings institutions to meet three capital standards: (1) tangible capital equal
to 1.5% of adjusted  total  assets,  (2) Tier 1, or "core,"  capital equal to at
least 4% (3% if the institution  has received the highest  rating,  "composite 1
CAMELS,"  on its most recent  examination)  of adjusted  total  assets,  and (3)
risk-based capital equal to 8% of total risk-weighted assets.

         Tangible capital is defined as core capital less all intangible  assets
(including  supervisory  goodwill),  less certain mortgage  servicing rights and
less certain investments. Core capital is defined as common stockholders' equity
(including  retained  earnings),  noncumulative  perpetual  preferred  stock and
minority interests in the equity accounts of consolidated subsidiaries,  certain
nonwithdrawable accounts and pledged deposits of mutual savings associations and
qualifying supervisory goodwill,  less nonqualifying  intangible assets, certain
mortgage servicing rights,  certain  investments and unrealized gains and losses
on certain available-for-sale securities.

         The risk-based capital standard for savings  institutions  requires the
maintenance of total  risk-based  capital (which is defined as core capital plus
supplementary  capital)  of  8%  of  risk-weighted  assets.  The  components  of
supplementary capital include, among other items, cumulative perpetual preferred
stock,  perpetual  subordinated debt, mandatory  convertible  subordinated debt,
intermediate-term  preferred  stock,  and the portion of the  allowance for loan
losses not  designated  for  specific  loan  losses (up to a maximum of 1.25% of
risk-weighted  assets) and up to 45% of unrealized  gains on equity  securities.
Overall,  supplementary  capital is limited to 100% of core  capital.  A savings
association  must calculate its  risk-weighted  assets by multiplying each asset
and  off-balance  sheet item by various risk factors as  determined  by the OTS,
which range from 0% for cash to 100% for  delinquent  loans,  property  acquired
through foreclosure, commercial loans, and other assets.

                                       28

<PAGE>

         Dividend and Other Capital  Distribution  Limitations.  The OTS imposes
various  restrictions or requirements on the ability of savings  institutions to
make capital distributions including cash dividends.

         A  savings  association  that is a  subsidiary  of a  savings  and loan
holding company, such as the Bank, must file an application or a notice with the
OTS at least 30 days before making a capital distribution. A savings association
is not  required  to file  an  application  for  permission  to  make a  capital
distribution  and need only file a notice if the following  conditions  are met:
(1) it is eligible for expedited  treatment under OTS regulations,  (2) it would
remain adequately  capitalized after the distribution,  (3) the annual amount of
its capital distributions does not exceed net income for that year to date added
to  retained  net  income  for  the two  preceding  years,  and (4) the  capital
distribution  would not violate any  agreements  between the OTS and the savings
association  or any OTS  regulations.  Any  other  situation  would  require  an
application to the OTS.

         In addition, the OTS could prohibit a proposed capital distribution if,
after  making the  distribution,  which  would  otherwise  be  permitted  by the
regulation,  the OTS determines that the distribution would constitute an unsafe
or unsound practice.

         A federal  savings  institution  is  prohibited  from  making a capital
distribution if, after making the distribution,  the institution would be unable
to meet any one of its  minimum  regulatory  capital  requirements.  Further,  a
federal savings institution cannot distribute  regulatory capital that is needed
for its liquidation account.

         Qualified  Thrift  Lender  Test.  Savings   institutions  must  meet  a
qualified  thrift  lender  ("QTL")  test or they become  subject to the business
activity  restrictions  and branching  rules  applicable to national  banks.  To
qualify as a QTL, a savings  institution  must  either (i) be deemed a "domestic
building and loan association" under the Internal Revenue Code by maintaining at
least 60% of its total  assets in  specified  types of assets,  including  cash,
certain  government  securities,  loans  secured by and other assets  related to
residential real property,  educational loans and investments in premises of the
institution or (ii) satisfy the statutory QTL test set forth in the Home Owners'
Loan Act by  maintaining  at least  65% of its  "portfolio  assets"  in  certain
"Qualified Thrift  Investments"  (defined to include  residential  mortgages and
related equity investments,  certain mortgage-related securities, small business
loans,  student  loans and  credit  card  loans,  and 50% of  certain  community
development loans). For purposes of the statutory QTL test, portfolio assets are
defined  as  total  assets  minus  intangible  assets,   property  used  by  the
institution  in conducting  its  business,  and liquid assets up to 20% of total
assets.  A savings  institution  must  maintain its status as a QTL on a monthly
basis in at least nine out of every 12 months. As of December 31, 2007, the Bank
was in compliance with its QTL requirement.

         Federal Home Loan Bank System.  The Bank is a member of the FHLB of New
York,  which is one of 12  regional  FHLBs that  administer  the home  financing
credit  function  of  savings  associations.  Each FHLB  serves as a reserve  or
central bank for its members within its assigned region.  It is funded primarily
from  proceeds  derived from the sale of  consolidated  obligations  of the FHLB
System.  It makes loans to members (i.e.,  advances) in accordance with policies
and procedures established by the Board of Directors of the FHLB.

         As a member, the Bank is required to purchase and maintain stock in the
FHLB of New York in an amount equal to the greater of 1% of its aggregate unpaid
residential  mortgage loans, home purchase  contracts or similar  obligations at
the beginning of each year, or 5% of its outstanding advances.

                                       29

<PAGE>

         Federal  Reserve  System.  The  Federal  Reserve  System  requires  all
depository  institutions to maintain  non-interest bearing reserves at specified
levels against their transaction accounts (primarily checking, NOW and Super NOW
checking  accounts) and non-personal time deposits.  The balances  maintained to
meet the reserve  requirements imposed by the Federal Reserve System may be used
to satisfy the liquidity  requirements  that are imposed by the OTS. At December
31, 2007, the Bank was in compliance with these requirements.

Item 1A. Risk Factors
---------------------

The following is a summary of the material risks related to an investment in the
Company's securities.

We realize income primarily from the difference between interest earned on loans
and  investments  and interest paid on deposits and  borrowings,  and changes in
interest  rates may  adversely  affect  our net  interest  rate  spread  and net
interest margin, which will hurt our earnings.

         We derive our income mainly from the difference or "spread" between the
interest  earned on loans,  securities and other  interest-earning  assets,  and
interest paid on deposits, borrowings and other interest-bearing liabilities. In
general,  the larger the spread, the more we earn. When market rates of interest
change,  the  interest  we receive on our assets and the  interest we pay on our
liabilities  will  fluctuate.  This can cause  decreases  in our  spread and can
adversely affect our income.

         Market interest rates were in recent years at historically  low levels.
However,  beginning in June 2004 through June 2007 the U.S.  Federal Reserve has
increased its target  federal funds rate.  However,  in the last two quarters of
2007 and in the first  quarter  of 2008 rates were  dropped.  While the  federal
funds rate and other short-term  market interest rates,  which we use as a guide
to our deposit  pricing,  have  increased,  intermediate-  and long-term  market
interest rates, which we use as a guide to our loan pricing,  have not increased
proportionately. This led to a "flattening" of the market yield curve, which has
even "inverted"  recently as short-term rates have exceeded long-term rates over
an intermediate  maturity horizon during the first half of 2007. In the last two
quarters  of 2007 we saw a gradual  return to a more  normal  yield  curve,  but
continued to be challenged as the market adjusted loans rates  accordingly,  but
the adjustment of deposit rates downward lagged.

         Interest  rates also  affect how much money we can lend.  For  example,
when interest rates rise, the cost of borrowing  increases and loan originations
tend to decrease. In addition,  changes in interest rates can affect the average
life of loans and investment securities. A reduction in interest rates generally
results in increased  prepayments of loans and  mortgage-backed  securities,  as
borrowers  refinance  their debt in order to reduce their  borrowing  cost. This
causes  reinvestment  risk,  because  we  generally  are not  able  to  reinvest
prepayments  at rates that are  comparable to the rates we earned on the prepaid
loans or securities.  A falling rate  environment  would result in a decrease in
rates we pay on deposits  and  borrowings,  but the  decrease in the cost of our
funds may not be as great as the  decrease  in the yields on our loan  portfolio
and mortgage-backed securities and loan portfolios. This could cause a narrowing
of our net  interest  rate spread and could  cause a decrease  in our  earnings.
Changes in market  interest  rates could also reduce the value of our  financial
assets.  If we are  unsuccessful  in managing the effects of changes in interest
rates, our financial condition and results of operations could suffer.

If we experience  loan losses in excess of our  allowance,  our earnings will be
adversely affected.

         The risk of credit  losses on loans  varies with,  among other  things,
general economic  conditions,  the type of loan being made, the creditworthiness
of the borrower  over the term of the loan and, in the case of a

                                       30

<PAGE>

collateralized loan, the value and marketability of the collateral for the loan.
Management  maintains  an  allowance  for  loan  losses  based  upon  historical
experience,  an  evaluation  of  economic  conditions  and  regular  reviews  of
delinquencies  and loan  portfolio  quality.  If  management's  assumptions  and
judgments  about the ultimate  collectibility  of the loan portfolio prove to be
incorrect  and the  allowance  for loan losses is  inadequate  to absorb  future
losses or if we are required to make material  additions to the  allowance,  our
earnings  and capital  could be  significantly  and  adversely  affected.  As of
December 31, 2007, our allowance for loan losses was $1.6 million,  representing
0.34% of outstanding loans and 23.3% of non-performing loans.

A portion of our total loan portfolio  consists of commercial real estate loans,
commercial  business loans and  construction  loans,  and we intend to grow this
part of the loan  portfolio.  The repayment risk related to these types of loans
is  considered  to be  greater  than the  risk  related  to one- to  four-family
residential loans.

         At December 31, 2007,  our loan  portfolio  included  $80.5  million of
commercial  and  multi-family  real estate loans and $3.9 million of  commercial
business loans,  together  amounting to 17.9% of our total loan  portfolio,  and
$37.1  million  of  construction  loans,  representing  7.9% of our  total  loan
portfolio.  Unlike single family residential mortgage loans, which generally are
made on the basis of the  borrower's  ability to make  repayment from his or her
employment and other income,  and which are secured by real property with values
that tend to be more easily  ascertainable,  commercial loans typically are made
on the basis of the  borrower's  ability to make repayment from the cash flow of
the borrowers' business. The repayment of construction loans for residential and
commercial  land  acquisition and  development,  including loans to builders and
developers,  is dependent,  in part, on the success of the ultimate construction
project.  In addition,  commercial loans and construction  loans to builders and
developers  generally result in larger balances to single borrowers,  or related
groups of borrowers, than one- to four-family loans.

         In addition,  the growth of our aggregate  commercial and  multi-family
real  estate and  commercial  business  loans and  construction  loans from $6.9
million at December 31, 2001 to $121.6 million at December 31, 2007 means that a
large portion of this  portfolio is  unseasoned.  Relatively  new loans that are
"unseasoned,"  are considered to pose a potentially  greater repayment risk than
more mature  loans  because  they  generally  do not have  sufficient  repayment
history to indicate the likelihood of repayment in accordance with their terms.

Strong   competition   within  our   market   area  may  limit  our  growth  and
profitability.

         Competition  in the  banking  and  financial  services  industry in New
Jersey is intense.  Many of our competitors have substantially greater resources
and  lending  limits  than we do and  offer  services  that we do not or  cannot
provide. Price competition for loans might result in us originating fewer loans,
or earning less on our loans, and price competition for deposits might result in
a decrease in our total  deposits or higher rates on our  deposits.  Our deposit
market share in Mercer  County,  New Jersey,  where seven of our ten offices are
located,  was 5.69% at June 30,  2007,  the latest date for which  market  share
information is available.

Our business is  geographically  concentrated  in New Jersey,  and a downturn in
conditions in the state could have an adverse impact on our profitability.

         A substantial  majority of our loans are to individuals  and businesses
in New  Jersey.  Any  decline in the  economy of the state could have an adverse
impact on our earnings.  Adverse changes in the economy may also have a negative
effect on the ability of our borrowers to make timely repayments of their loans.

                                       31

<PAGE>

Additionally,  because  we  have a  significant  amount  of real  estate  loans,
decreases  in local  real  estate  values  could  adversely  affect the value of
property  used as  collateral.  If we are  required to  liquidate a  significant
amount of  collateral  during a period of reduced real estate  values to satisfy
the debt, our earnings and capital could be adversely affected.

We  intend to  actively  consider  opportunities  for de novo  branching.  Costs
related to expansion plans may negatively impact earnings in future periods.

         We opened our new main office in  Robbinsville,  New Jersey in 2005,  a
new branch office in Plumsted,  New Jersey in the first quarter of 2007, and two
new branch offices in January of 2008 in Whiting and Bordentown,  New Jersey. We
intend to continue expanding our branch network. Expenses related to the planned
expansion of our  operations  through de novo  branching or the  acquisition  of
branches or other  financial  institutions  could  adversely  impact earnings in
future periods.

We operate in a highly  regulated  environment and may be adversely  affected by
changes in laws and regulations.

         We are subject to extensive regulation,  supervision and examination by
the Office of Thrift Supervision,  our chartering authority,  and by the Federal
Deposit  Insurance  Corporation,  as insurer  of our  deposits.  As a  federally
chartered holding company, the Company is subject to regulation and oversight by
the Office of Thrift  Supervision.  Such regulation and  supervision  govern the
activities in which an institution and its holding  companies may engage and are
intended  primarily for the  protection of the  insurance  fund and  depositors.
Regulatory  authorities  have  extensive  discretion  in  connection  with their
supervisory and enforcement activities, including the imposition of restrictions
on  the  operation  of an  institution,  the  classification  of  assets  by the
institution and the adequacy of an institution's  allowance for loan losses. Any
change in such  regulation  and  oversight,  whether  in the form of  regulatory
policy,  regulations,  or  legislation,  including  changes  in the  regulations
governing mutual holding  companies,  could have a material impact on us and our
operations.

Item 1B. Unresolved Staff Comments
----------------------------------

Not applicable.

Item 2.  Properties
-------------------

         At December  31, 2007,  our net  investment  in property and  equipment
totaled  $33.2  million,   including  land  held  for  future   development  and
construction in progress.

         The  following  table sets forth the  location  of our main  office and
branch  offices,  the year each office was opened and the net book value of each
office.

                                       32

<PAGE>

<TABLE>
<CAPTION>
                                               Year Facility    Leased or   Net Book Value at
Office Location                                Opened           Owned       December 31, 2007
---------------                                ------           -----       -----------------
                                                                            (In thousands)
<S>                                         <C>              <C>             <C>
Corporate Headquarters and                     2005             Owned           $13,132
Washington Town Center Office:
2300 Route 33
Robbinsville, NJ

Chambersburg Office:                           1962             Owned                 353
485 Hamilton Avenue
Trenton, NJ

Mercerville Office:                            1971             Owned                 778
500 Route 33
Mercerville, NJ

Yardville Office:                              1984             Owned                 841
4500 South Broad Street
Yardville, NJ

West Trenton Office:                           1986             Owned                 939
79 West Upper Ferry Road
West Trenton, NJ

Hamilton Center City Office:                   1991             Owned               3,958
1155 Whitehorse-Mercerville Road
Hamilton, NJ

South Trenton Office:                          1993             Owned                 758
1450 South Broad Street
Trenton, NJ

Florence Township Office                       2003             Owned               2,477
2150 Route 130 North
Florence Township
Burlington, NJ

Plumsted Office                                2007             Owned               2,748
400 Route 539
Cream Ridge,  NJ

Bordentown Office                              2008             Leased                 59
213 Route 130
Bordentown, NJ 08505

Whiting Office                                 2008             Leased              1,288
451 Lacey Road
Whiting, NJ 08759
</TABLE>

Item 3.  Legal Proceedings
--------------------------

         Roma Bank,  from time to time, is a party to routine  litigation  which
arises in the  normal  course of  business,  such as  claims to  enforce  liens,
condemnation  proceedings  on properties  in which we hold  security  interests,
claims  involving  the making and servicing of real  property  loans,  and other
issues incident to our business.  There were no lawsuits  pending or known to be
contemplated   against  Roma  Financial   Corporation  or  Roma  Bank  or  their
subsidiaries  at  December  31,  2007 that would  have a material  effect on our
operations or income.

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

         No matters  were  submitted  to a vote of security  holders  during the
fourth quarter of the fiscal year ended December 31, 2007.

                                       33

<PAGE>

                                     PART II

Item 5. Market for the Registrant's  Common Equity,  Related Stockholder Matters
--------------------------------------------------------------------------------
and Issuer Purchases of Equity Securities
-----------------------------------------

         Upon completion of the Company's  minority stock offering in July 2006,
the Company's  common stock  commenced  trading on The NASDAQ Stock Market under
the symbol  "ROMA".  The table  below  shows the  reported  high and low closing
prices of common  stock during the periods  indicated.  The  quotations  reflect
inter-dealer prices,  without retail mark-up,  mark-down,  or commission and may
not represent actual transactions.

                       2007                 High         Low      Dividends
 ------------------------------------- ------------   ---------   ---------

 Quarter ended September 30, 2006(1)       $ 15.94     $ 10.00       N/A

 Quarter ended December 31, 2006           $ 16.56     $ 14.63       N/A

 Quarter ended March 31, 2007              $ 16.56     $ 14.76      $.06

 Quarter ended June 30, 2007               $ 17.28     $ 15.50      $.06

 Quarter ended September 30, 2007          $ 17.50     $ 13.62      $.06

 Quarter ended December 31, 2007           $ 18.00     $ 15.35      $.06

(1)  Minority  stock  offering  was  completed  on July  11,  2006  and  trading
     commenced on July 12, 2006.

         Declarations of dividends by the Board of Directors  depend on a number
of factors,  including investment  opportunities,  growth objectives,  financial
condition,  profitability,  tax  considerations,  minimum capital  requirements,
regulatory  limitations,  stock  market  characteristics  and  general  economic
conditions.  The timing,  frequency and amount of dividends is determined by the
Board.

         As of March 1, 2008,  there were  approximately  2,689  shareholders of
record of the Company's common stock, which includes registered  shareholders as
well as beneficial  owners who hold through various  brokerage firms,  banks and
clearning agents.

         The Company's  common stock commenced  trading during the third quarter
of 2006.  A stock  performance  graph for the year ended  December  31,  2007 is
presented.

         On August 9, 2007,  the Company  announced  a ten  percent  open market
stock repurchase plan,  equivalent to 981,956 shares,  in open market,  based on
stock  availability,   price  and  the  Company's  financial  performance.   The
repurchase  was  completed on August 27, 2007. A new stock  repurchase  plan for
five percent of the then outstanding  shares,  equivalent to 441,880 shares, was
announced on October 24, 2007. The following table reports information regarding
repurchases of the Company's  common stock which all occurred during the quarter
ended December 31, 2007.

                                       34

<PAGE>

<TABLE>
<CAPTION>
                                                                 Total Number of       Maximum Number of
                                Total Number      Average      Shares Purchased As    Shares That May Yet
                                 of Shares       Price Paid     Part of Publicly      Be Purchased Under
       Period                   Repurchased      Per Share      Announced Plans            The Plan
       ------                   -----------      ---------      ---------------            --------
<S>                            <C>            <C>                 <C>                   <C>
October 1-31, 2007                 14,000         $ 17.63             14,000                427,880
November 1-30, 2007               218,000           17.11            218,000                209,880
December 1-31, 2007               130,000           16.28            130,000                 79,880
                                  -------         -------            -------                 ------
                                  362,000         $ 16.83            362,000                 79,880
                                  =======         =======            =======                 ======
</TABLE>

           Set forth below is a stock performance graph comparing the cumulative
total  shareholder  return on the Company's common stock with (a) the cumulative
total  shareholder  return on stocks included in the NASDAQ  Composite Index and
(b) the cumulative  total  shareholder  return on stocks included in the SNL MHC
Index, in each case assuming an investment of $100 as of July 12, 2006 (the date
the Company's  common stock began  trading on the NASDAQ Stock Market  following
the closing of the Company's  initial  public stock  offering).  The  cumulative
total  returns  for the  indices  and the  Company  are  computed  assuming  the
reinvestment  of dividends that were paid during the period.  It is assumed that
the  investment  in the  Company's  common stock was made at the initial  public
offering price of $10.00 per share.

                               [GRAPHIC OMITTED]

------------------------------------------------------------------------------
                                    7/12/2006    12/31/2006     12/31/2007
------------------------------------------------------------------------------
NASDAQ Composite Index                $100          116            127
------------------------------------------------------------------------------
SNL MHC Index                          100          124            107
------------------------------------------------------------------------------
Roma Financial Corporation             100          117            112
------------------------------------------------------------------------------

                                       35

<PAGE>

         The  NASDAQ   Composite   Index   measures  all  NASDAQ   domestic  and
international  based common type stocks listed on the NASDAQ Stock  Market.  The
SNL MHC Index was prepared by SNL Securities, LC, Charlottesville,  Virginia and
includes all publicly traded mutual holding companies.

         There can be no assurance that the Company's  future stock  performance
will be the same or similar to the  historical  stock  performance  shown in the
graph above.  The Company neither makes nor endorses any predictions as to stock
performance.

                                       36

<PAGE>

Item 6.  Selected Financial Data
--------------------------------

         The following  financial  information and other data in this section is
derived from the Company's audited consolidated  financial statements and should
be read together therewith.

<TABLE>
<CAPTION>
                                                                          At December 31,
                                                    --------------------------------------------------------------------
                                                        2007          2006           2005           2004          2003
                                                        ----          ----           ----           ----          ----
                                                                             (In thousands)
<S>                                                  <C>            <C>            <C>           <C>           <C>
Balance Sheet Data:
   Total assets                                      $907,114       $875,533       $797,760      $711,815      $671,728
   Loans receivable, net                              458,873        420,382        378,708       335,250       303,833
   Mortgage backed securities
       held to maturity                               144,099        144,480        150,101       138,306       135,267
   Securities available for sale                       17,238         19,331         15,514        13,543        14,044
   Investment securities held to maturity             127,706        169,927        173,078       160,131       152,822
   Cash and cash equivalents                           95,302         64,701         28,089        19,944        28,218
   Goodwill                                               572            572            572             -             -
   Deposits                                           651,030        625,972        643,813       576,300       544,605
   Federal Home Loan Bank borrowings                   28,940          7,863          9,702             -             -
   Total stockholders' equity                         218,303        234,654        138,658       131,393       123,818
</TABLE>

<TABLE>
<CAPTION>
                                                                          At December 31,
                                                    --------------------------------------------------------------------
                                                        2007          2006           2005           2004          2003
                                                        ----          ----           ----           ----          ----
                                                                             (In thousands)
<S>                                                  <C>            <C>            <C>           <C>           <C>
Summary of Operations:

   Interest income                                    $45,769        $40,869        $34,632       $31,148       $31,430
   Interest expense                                    17,783         15,190         10,901         7,392         8,287
                                                      -------        -------        -------       -------       -------
        Net interest income                            27,986         25,679         23,731        23,756        23,143
   Provision for loan losses                              492            291            128            48            85
                                                      -------        -------        -------       -------       -------
   Net interest income after provision for
        loan losses                                    27,494         25,388         23,603        23,708        23,058
   Non-interest income                                  4,060          3,460          2,916         1,571         1,630
   Non-interest expense                                20,327         21,206         15,132        13,411        12,544
                                                      -------        -------        -------       -------       -------
   Income before income taxes and
        minority interest                              11,227          7,642         11,387        11,868        12,144
   Provisions for income taxes                          4,134          2,394          3,852         4,256         4,437
                                                      -------        -------        -------       -------       -------
   Net income before minority interest                  7,093          5,248          7,535         7,612         7,707
   Minority interest                                      123              -              -             -             -
                                                      -------        -------        -------       -------       -------
   Net Income                                           7,216          5,248          7,535         7,612         7,707
                                                      =======        =======        =======       =======       =======
   Net income per share -
        basic and diluted                               $0.23          $0.19          $0.33         $0.33         $0.34
                                                      =======        =======        =======       =======       =======

  Dividends per share                                   $0.24          $0.00          $0.00         $0.00         $0.00
                                                      =======        =======        =======       =======       =======
   Weighted number of common
        shares outstanding                             31,563         27,305         22,584        22,584        22,584
                                                      =======        =======        =======       =======       =======
</TABLE>

                                       37

<PAGE>

<TABLE>
<CAPTION>
                                                                  At December 31,
                                                    ------------------------------------------
                                                    2007      2006      2005     2004     2003
                                                    ----      ----      ----     ----     ----
                                                                   (In thousands)
<S>                                               <C>       <C>       <C>      <C>      <C>
Performance Ratios:

   Return on average assets (net income
        divided by average total assets             0.82%     0.62%     0.99%    1.10%    1.18%
   Return on average equity (net income
        divided by average equity)                  3.12      2.89      5.55     6.02     6.38
   Net interest rate spread                         2.71      2.78      3.09     3.44     3.48
   Net interest margin on average
        interest-earning assets                     3.42      3.28      3.36     3.65     3.74
   Average interest-earning assets to average
        interest-bearing liabilities                1.33x    1.24x     1.17x     1.19x    1.19x
   Efficiency ratio (Non-interest expense
        divided by the sum of net interest
        income and non-interest income)            63.43%    72.78%    55.71%   51.69%   49.06%
   Non-interest expense to average assets           2.30      2.52      1.91     1.85     1.81

Asset Quality Ratios:
   Non-performing loans to total loans              1.46      0.08      0.17     0.23     0.30
   Non-performing assets to total assets            0.76      0.04      0.08     0.11     0.14
   Net charge-offs to average loans
         outstanding                                0.01   --        --       --          0.01
   Allowance for loan losses to total loans         0.34      0.27      0.23     0.22     0.23
   Allowance for loan losses to
         non-performing loans                      23.25    322.04    134.25    95.30    77.31

Capital Ratios:
   Average equity to average assets
         (average equity divided by average
         total assets                              26.19     21.53     17.90    18.33    18.45
   Equity to assets at period end                  24.07     26.80     17.38    18.46    18.43
   Tangible equity to tangible assets
        at period end                              24.01     26.91     17.22    18.45    18.42

Number of Offices:
   Offices                                            11         9         8        7        7
</TABLE>

                                       38

<PAGE>

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

General

         This  discussion  and analysis  reflects Roma  Financial  Corporation's
consolidated  financial  statements  and other  relevant  statistical  data.  We
include it to enhance your understanding of our financial  condition and results
of operation.  You should read the  information  in this section in  conjunction
with Roma Financial  Corporation's  consolidated  financial statements and notes
thereto contained in this Annual Report on Form 10-K, and other statistical data
provided herein.

Overview

         Financial   Condition  and  Results  of   Operations.   Roma  Financial
Corporation's results of operations depend primarily on its net interest income.
Net interest income is the difference between the interest income we earn on our
interest-earnings  assets  and  the  interest  we pay  on  our  interest-bearing
liabilities.  It is a function of the average  balances of loans and investments
versus average  balances of deposits and borrowed  funds  outstanding in any one
period  and the yields  earned on those  loans and  investments  and the cost of
those deposits and borrowed funds.

         Our interest earning assets primarily consist of loans, mortgage-backed
securities  and  investment  securities.  At  December  31,  2007,  total  loans
comprised 51% of our total assets and our securities  portfolio comprised 32% of
our total assets.  The most significant change in  interest-earning  assets from
the prior year was a $37.7  million or 9.4%  increase in the average  balance of
loans  receivable net from $400.5 million at December 31, 2006 to $438.2 million
at December 31, 2007. At year end, actual loans receivable,  net, totaled $458.9
million.  During 2007 and 2006, a key goal of management  was growth in the loan
portfolio,   particularly   multi-family   and  commercial  real  estate  loans.
Multi-family  and  commercial  real estate loans  increased  by 22.3%,  or $14.7
million, from 2006 to 2007 and 22.8%, or $12.2 million, from 2005 to 2006.

         During 2007, the amount of securities held to maturity that were called
increased as rates dropped. To the extent those calls were not yet deployed into
loans and other assets,  the proceeds from the calls were invested in short-term
interest earning deposits,  contributing to a $30.6 million, or 47.3%,  increase
in cash and cash equivalents.

         Our interest bearing  liabilities  consist primarily of retail deposits
and  borrowings  from the Federal  Home Loan Bank of New York.  At December  31,
2007,  our total  deposits were $651.0  million,  compared to $626.0  million at
December 31, 2006.  Our  borrowings  from the Federal Home Loan Bank of New York
were  $28.9  million  compared  to $7.9  million a year  earlier.  In the fourth
quarter of 2007, the Bank borrowed $23.0 million from the Federal Home Loan Bank
of New York which resulted in the increase from year to year. The $25.0 million,
or 4.0%,  increase in deposits was primarily in  certificates  of deposits which
increased  as a percent of total  deposits  from 50.6% in 2006 to 54.1% in 2007.
Management  continued  to be  challenged  during  2007 to  balance  the  rate of
attrition  while  containing  the cost of  funds.  Management  was able to limit
non-interest  bearing deposits to a decrease of $.5 million to $24.6 million, or
a decrease of 2%.  Savings  and club  accounts  fell by $10.0  million to $176.0
million,   as  depositors   continued  to  move  money  from  this  category  to
certificates of deposit.

         Our net interest  income  increased  9.0% to $28.0 million in 2007 from
$25.7 million in 2006. The net interest spread  decreased to 2.71% from 2.80% in
2006,  as the average  cost of  interest  bearing  liabilities  climbed 46 basis
points,  while  the  yield on  interest-earning  assets  improved  only 37 basis
points. For 2007, the average cost of interest-bearing liabilities was 2.88% and
the average yield on  interest-earning  assets was

                                       39

<PAGE>

5.59%.  Total  interest  income  increased  12.0% due to a 4.6%  increase in the
average  balance of  interest-earning  assets and a 37 basis  point  increase in
average yield.  Interest  expense  increased  17.1%  primarily due to a 46 basis
point increase in the average cost of  interest-bearing  liabilities  which more
than  offset a  decrease  of 1.8% in the  average  balance  of  interest-bearing
liabilities.  Net interest income  increased due to the reinvestment of maturing
securities in the second half of 2006 into higher yielding  securities and loans
as well as into interest earning cash and cash equivalents.

         Our results of operation are also  influenced by our provision for loan
losses,  non-interest  income  and  non-interest  expense.  Non-interest  income
includes  service  fees and charges  including  income  generated  by the Bank's
retail branch network and operations, income from bank-owned life insurance, and
title insurance revenue from our title agency subsidiary.  Non-interest  expense
includes salaries and employee  benefits,  occupancy  expenses and other general
and administrative expenses.

         Non-interest  income  increased  $.6  million to $4.1  million in 2007,
compared to $3.5  million in 2006.  The  increase  was  primarily  the result of
overdraft  protection  fees for a full year in 2007,  compared to five months in
2006.  Non-interest  expense includes salaries and employee benefits,  occupancy
expenses and other general and  administrative  expenses.  Non-interest  expense
decreased  by $.9  million or 4.2% to $20.3  million in 2007,  compared to $21.2
million in 2006.  The increase was primarily  due to a $1.6 million  increase in
salaries and benefits, offset by a $3.5 million decrease in contributions due to
the one time  contribution  in 2006 to the Roma  Bank  Community  Foundation  in
conjunction with our initial public offering.

         Net income for the year ended  December 31, 2007 was $7.2  million,  an
increase of $2.0 million or 38.5% from $5.2 million for the year ended  December
31, 2006.  The increase was primarily  due to increased net interest  income and
the  contribution  in 2006 to the Foundation,  partially  offset by increases in
non-interest expenses.

         Total assets  increased  $31.6  million or 3.5% to $907.1  million from
$875.5 million at December 31, 2006. Cash and cash  equivalents  increased $30.6
million from year to year primarily due to calls of securities  held to maturity
which to the extent they were not deployed into loans were invested in overnight
funds. Loans receivable increased $38.5 million while investment securities held
to maturity decreased $42.2 million to $127.7 million at December 31, 2007.

         Stockholders'  equity decreased $16.4 million or 7.0% to $218.3 million
at December 31, 2007. The decrease was primarily due to the use of $22.8 million
of capital to  repurchase  stock,  offset by net income;  a  reduction  in other
comprehensive income; and, a reduction in equity for allocated ESOP shares.


Business  Strategy.  Our current business strategy is to seek growth and improve
profitability by:

o    Increasing the volume of loan  originations  and the size of loan portfolio
     relative to our securities portfolio;

o    Increasing  originations of multi-family  and commercial real estate loans,
     construction loans, and commercial business loans;

o    Building  core  banking  business  through  internal  growth  and  de  novo
     branching,  as  well  as  de  novo  banking,  and  judiciously  considering
     expansion through acquisition opportunities.

                                       40

<PAGE>

o    Developing a sales culture by training and encouraging  branch personnel to
     promote existing products and services to our customers; and

o    Maintaining high asset quality.

         Historically,   our  deposits  have  exceeded  our   residential   loan
originations,  and we have invested those deposits  primarily in mortgage-backed
securities and investment securities. Over the last few years we have focused on
building a non-residential loan portfolio.

Critical Accounting Policies

         Our  accounting  policies  are  integral to  understanding  the results
reported  and  are  described  in  detail  in Note 1 to  consolidated  financial
statements  contained  in this  Annual  Report on Form 10-K.  In  preparing  the
consolidated financial statements,  management is required to make estimates and
assumptions that affect the reported amounts of assets and liabilities as of the
dates of the consolidated  statements of financial  condition and income for the
periods  then  ended.  Actual  results  could  differ  significantly  from those
estimates.  Material estimates that are particularly  susceptible to significant
changes relate to the determination of the allowance for loan losses.

         Allowance for Loan Losses. The allowance for loan losses represents our
best estimate of losses known and inherent in our loan  portfolio  that are both
probable and reasonable to estimate.  In determining the amount of the allowance
for loan  losses,  we consider  the losses  inherent in our loan  portfolio  and
changes  in the nature and  volume of our loan  activities,  along with  general
economic  and real estate  market  conditions.  We utilize a segmented  approach
which   identifies:   (1)  impaired  loans  for  which  specific   reserves  are
established;  (2) classified  loans for which a higher allowance is established;
and (3) performing loans for which a general valuation allowance is established.
We maintain a loan review system which  provides for a systematic  review of the
loan portfolios and the early  identification  of impaired loans.  The review of
residential  real estate and home equity  consumer  loans, as well as other more
complex  loans,  is  triggered  by  identified  evaluation  factors,   including
delinquency status, size of loan, type of collateral and the financial condition
of the borrower. All commercial loans are evaluated individually for impairment.
Specific loan loss  allowances  are  established  for impaired  loans based on a
review of such  information  and/or  appraisals  of the  underlying  collateral.
General loan loss allowances are based upon a combination of factors  including,
but not  limited  to,  actual  loan  loss  experience,  composition  of the loan
portfolio, current economic conditions and management's judgment.

         Although  specific and general loan loss  allowances are established in
accordance  with  management's  best estimate,  actual losses are dependent upon
future events,  and as such, further provisions for loan losses may be necessary
in order to increase the level of the  allowance  for loan losses.  For example,
our  evaluation  of the allowance  includes  consideration  of current  economic
conditions,  and a change in  economic  conditions  could  reduce the ability of
borrowers  to make  timely  repayments  of their  loans.  This  could  result in
increased  delinquencies and increased  non-performing loans, and thus a need to
make increased provisions to the allowance for loan losses. Any such increase in
provisions  would  result in a reduction to our  earnings.  A change in economic
conditions could also adversely  affect the value of properties  collateralizing
real estate  loans,  resulting in increased  charges  against the  allowance and
reduced recoveries,  and require increased  provisions to the allowance for loan
losses.  Furthermore,  a  change  in the  composition,  or  growth,  of our loan
portfolio could result in the need for additional provisions.

                                       41

<PAGE>

Comparison of Financial Condition at December 31, 2007 and December 31, 2006

         General.  Our total assets  increased  by $31.6  million,  or 3.6%,  to
$907.1  million at December 31, 2007 compared to $875.5  million at December 31,
2006,  primarily  due to an  increase  in cash and cash  equivalents  and  loans
receivable net, offset by a decrease in investment securities held to maturity.

         Cash and Cash  Equivalents.  Cash and cash equivalents  increased $30.6
million,  or 47.3%,  to $95.3 million at December 31, 2007 from $64.7 million at
December 31, 2006.  Cash received from calls of  investment  securities  held to
maturity to the extent it was not utilized for loans  originations  was invested
overnight in money market funds.

         Securities  available  for  sale.  The  carrying  value  of  securities
available  for sale  decreased  $2.1  million,  or 10.9%,  to $17.2  million  at
December 31, 2007 compared to $19.3 million for the prior year.

         Investment  securities held to maturity.  Investment securities held to
maturity  decreased  $42.2 million,  or 24.8%, to $127.7 million at December 31,
2007 from $169.9 million at December 31, 2006. The reduction in the  investments
held to maturity portfolio resulted from scheduled maturities and calls totaling
$103.5  million.  The weighted  yield of the  portfolio at December 31, 2007 was
4.98%.

         Mortgage-backed  securities.  Mortgage-backed  securities decreased $.4
million,  or .2%, to $144.1  million at December 31, 2007 from $144.5 million at
December 31, 2006. The average yield on  mortgage-backed  securities at December
31, 2007 was 5.24%.

         Loans.  Loans  receivable,  net,  increased $38.5 million,  or 9.20% to
$458.9  million at December 31, 2007 compared to $420.4  million at December 31,
2006. Conventional one-to-four family mortgage loans increased $12.1 million, or
5.8%,  to $219.9  million at December  31, 2007  compared to $207.8  million the
prior year. Loans in this category  increased  primarily because of our mortgage
promotion in March.  Demand for mortgage  loans for the second year continued to
be slow.  Commercial and  multi-family  mortgages,  construction  and commercial
loans increased,  in the aggregate $28.0 million, or 29.9%, to $121.6 million at
December 31, 2007 compared to $93.5  million at December 31, 2006.  This was the
second  year  that  commercial  and  multi-family  mortgages,  construction  and
commercial loans, in the aggregate, had growth in excess of 20%. Home equity and
consumer loans  increased  $2.4 million,  or 1.9%, to $131.2 million at December
31, 2007 compared to $128.8 million at December 31, 2006.  Demand for equity and
consumer loans remained slow in 2007.

         Premises and equipment.  Premises and equipment increased $2.5 million,
or 8.1%,  to $33.2 million at December 31, 2007 compared to $30.7 million in the
prior year. The increase resulted  primarily from the completion of our Plumsted
branch and retail  center and our new  branches in Whiting and  Bordentown,  New
Jersey. The Whiting and Bordentown branches opened in January 2008, bringing our
total network to ten branches plus our Robbinsville main office.

         Bank Owned Life Insurance. Bank-owned-life-insurance ("BOLI") increased
$2.6 million to $18.8 million at December 31, 2007 compared to $16.2 million the
prior year. In July of 2007,  the Bank  invested an  additional  $2.0 million in
BOLI policies.

                                       42

<PAGE>

         Other assets.  Other assets  increased  $1.2 million to $5.0 million at
December 31, 2007,  compared to $3.8  million a year  earlier.  The increase was
primarily a result of the consolidated  other assets of RomAsia,  Inc.  totaling
$.5 million and the investment of $.3 million in a joint venture.

         Deposits.  Deposits  increased  by $25.1  million,  or 4.0%,  to $651.0
million at December  31, 2007  compared to $626.0  million at December 31, 2006.
Non-interest  bearing checking decreased $.5 million,  or 2.0%, to $24.6 million
at  December  31,  2007   compared  to  $25.1  million  at  December  31,  2006.
Interest-bearing  checking  accounts,  increased  $.2  million or .2%,  to $98.5
million at December 31, 2007 compared to $98.3 million at December 31, 2006. The
weighted  average  interest  rate of total  checking  accounts,  including  both
interest-bearing and non-interest bearing was .43% at December 31, 2007 compared
to .42% the prior yearend. Savings and club accounts decreased $10.0 million, or
5.4%,  to $176.0  million at  December  31, 2007  compared to $185.9  million at
December 31, 2006.  Savings and club accounts decreased in both 2007 and 2006 as
depositors  continue  to move funds into  certificates  of deposit  with  higher
yields.  The  weighted  average  interest  rate of savings and club  accounts at
December 31, 2007 was .96% compared to .93% in the prior  yearend.  Certificates
of deposit increased $35.3 million,  or 11.1%, to $352.0 million at December 31,
2007,  compared to $316.7  million at December  31, 2006.  The weighted  average
interest rate of certificates  of deposit  increased 29 basis points to 4.59% at
December 31, 2007 compared to 4.30% at the prior year end. The weighted  average
interest rate on total  deposits  increased 29 basis points to 2.82% at December
31, 2007  compared  to 2.53% at the prior year end.  Fierce  competition  in our
marketplace for deposits continued to be a challenge during 2007.

         Federal  Home Loan Bank.  Federal  Home Loan Bank of New York  advances
increased  $21.1  million to $28.9 million at December 31, 2007 compared to $7.9
million at December  31,  2006.  In October  2007,  the Company  borrowed  $23.0
million  from the  Federal  Home Loan Bank of New York.  The  advance is for ten
years,  with a three  year  call,  at 3.9%  interest,  with  interest  only paid
quarterly.  The Company has an  additional  advance with  principal and interest
payable at 4.49%  maturing in September 2010 with a balance at December 31, 2007
of $5.9 million compared to $7.9 million at December 31, 2006.

         Other  Liabilities.  Other  liabilities  increased $1.2 million to $6.0
million at December 31, 2007 compared to $4.8 million at December 31, 2006.  The
increase was primarily due to increases in dividends payable,  accounts payable,
and accrued interest expense offset by a decrease in our pension liability.

         Stockholders' equity.  Stockholders' equity decreased $16.4 million, or
6.9%,  to $218.3  million at December  31, 2007.  The  decrease was  primarily a
result of the repurchase of 1,343,956  shares of Company common stock under both
a ten percent and a five percent  repurchase  plan for $22.8  million,  and $2.1
million in  dividends  declared  to minority  shareholders.  This  decrease  was
partially  offset by net income the  allocation  of ESOP  shares and  changes in
other comprehensive income.

Comparison  of  Operating  Results  for the Years  Ended  December  31, 2007 and
December 31, 2006

         General.  Net  income  for the year ended  December  31,  2007 was $7.2
million,  an increase of $2.0 million,  or 38.5%, from $5.2 million for the year
ended December 31, 2006. The increase was primarily  related to the contribution
of $3.4 million in 2006 to the Roma Bank Community Foundation,  increases in net
interest  income  of $2.3  million,  and  non-interest  income  of $0.6  million
partially offset, by an increase in non-interest expense of $2.5 million,  after
excluding the 2006 contribution to the Foundation.

                                       43

<PAGE>

         Net Interest  Income.  Net interest income  increased $2.3 million,  or
8.9%, to $28.0 million compared to $25.7 million for the year ended December 31,
2006. Our net interest rate spread  decreased 9 basis points to 2.71%,  compared
to 2.80% the prior year.  While there was a 37 basis  point  improvement  in the
average yield on  interest-earning  assets,  which increased to 5.59% this year,
from 5.22% last year, the average cost of interest bearing liabilities increased
46 basis points to 2.88% compared to 2.42% in the prior year.

         Interest  Income.  Total interest  income  increased  $4.9 million,  or
11.7%,  to $45.8 million for the year ended  December 31, 2007 compared to $40.9
million for the prior year. The  improvement in interest income resulted from an
increase in the yield on average  interest-earning assets as well as an increase
in the average balance of interest earning assets.

         Interest  income on loans  increased $2.7 million,  or 10.9%,  to $27.4
million for the year ended  December 31, 2007  compared to $24.7 million for the
prior year.  The  increase  resulted  from an increase of 8 basis  points in the
average yield on loans to 6.26%,  as well as, an increase in the average balance
of loans from $400.5  million to $438.2  million,  an increase of $37.7  million
over 2006.

         Interest  income  on   mortgage-backed   securities  held  to  maturity
decreased  minimally  from $7.2  million in 2006 to $7.0  million  in 2007.  The
average yield on mortgage-backed  securities held to maturity increased 16 basis
points to 5.01%  compared to 4.85% in the prior year.  This was offset by a $7.2
million  decrease in the average balance of  mortgage-backed  securities held to
maturity to $140.5 million compared to $147.7 million for the prior year.

         Interest income on investment securities available for sale and held to
maturity  increased $1.4 million,  or 20.0%,  to $8.4 million for the year ended
December 31, 2007 compared to $7.0 million for the prior year. The average yield
on investment  securities  available for sale and held to maturity  increased 99
basis points to 4.61%,  compared to 3.62% in the prior year. The average balance
of investment securities available for sale and held to maturity decreased $11.3
million to $181.2  million in 2007 compared to $192.5 million in the prior year.
The  decrease in the  average  balance was  primarily  due to a large  number of
securities called in the last quarter of 2007.

         Interest income on other interest-earning  assets increased $.9 million
to $2.9 million in 2007 compared to $2.0 million in the prior year.  The average
yield on other  interest-bearing  assets  increased  28 basis points to 5.01% in
2007  compared  to  4.73%  in the  prior  year.  The  average  balance  of other
interest-bearing  assets  increased  $16.5  million  to  $58.4  million  in 2007
compared to $41.9  million in 2006. To the extent that  maturities  and calls on
mortgage-backed securities and investment securities available for sale and held
to  maturity  were not  utilized  for loans  they were  invested  in  short-term
overnight funds.

         Interest  Expense.  Total interest expense  increased $2.6 million,  or
12.6%, to $17.8 million for the year ended December 31, 2007,  compared to $15.2
million in the prior year. The increase resulted from an increase in the average
cost of  interest-bearing  liabilities.  The  average  cost of  interest-bearing
liabilities  increased 46 basis  points to 2.88%  compared to 2.42% in the prior
year.  The  average  balance of  interest-bearing  liabilities  decreased  $11.2
million,  or 1.8%,  to $617.5  million  compared to $628.7  million in the prior
year.

                                       44

<PAGE>

         Interest expense on deposits increased $2.6 million, or 17.7%, to $17.3
million in 2007,  compared to $14.7  million in 2006.  Average  interest-bearing
demand  deposits  and the  average  cost  of  interest-bearing  demand  deposits
remained  relatively  unchanged  from  year to year.  Average  savings  and club
accounts decreased $27.7 million, or 13.3%, to $180.6 million compared to $208.4
million in the prior year. The average cost of interest-bearing savings and club
accounts  increased 12 basis points to .94%  compared to .82% in the prior year.
The average cost of interest-bearing certificates of deposits increased 60 basis
points to 4.55%,  compared  to 3.95% in the prior year.  The average  balance of
interest-bearing  certificates of deposit  increased $16.3 million,  or 5.2%, to
$331.9  million  compared to $315.6  million in 2006.  The Company  continued to
experience  in 2007 a shift of  depositors  funds from savings and club accounts
into higher yielding certificates of deposit.

         Interest  expense  on  Federal  Home  Loan  Bank of New  York  advances
decreased $17 thousand to $463  thousand  compared to $482 thousand in the prior
year. The average cost of borrowings decreased 26 basis points to 4.31% compared
to 4.57% in the prior year. In late October  2007,  the Company  borrowed  $23.0
million in the form of a ten year advance with a three year call,  interest only
quarterly at 3.90%. The Company  continued to make regular monthly principal and
interest  payments on its five year advance  maturing in  September  2010 with a
rate of 4.49%.

         Provision  for Loan  Losses.  We charge  provisions  for loan losses to
operations at a level  required to reflect  credit losses in the loan  portfolio
that are both probable and  reasonable to estimate.  Management,  in determining
the  allowance  for loan  losses,  considers  the  losses  inherent  in the loan
portfolio  and  changes in the nature and volume of our loan  activities,  along
with the  general  economic  and real  estate  market  conditions.  We utilize a
three-tier  approach:  (1) identification of impaired loans and establishment of
specific  allowances  on such  loans;  (2)  establishment  of general  valuation
allowances  in the  remainder  of our loan  portfolio,  and (3) we  establish  a
specific loan loss allowance for an impaired loan based on  delinquency  status,
size of loan, type of collateral  and/or appraisal of the underlying  collateral
and  financial  condition of the  borrower.  Management  bases general loan loss
allowances on a  combination  of factors  including,  but not limited to, actual
loan loss experience, composition of loan portfolio, current economic conditions
and   management's   judgment.   The  overall  growth  in  the  loan  portfolio,
particularly  in commercial  loans,  is expected to result in higher  provisions
going forward.

         The provision for loan losses  increased $201 thousand to $492 thousand
for the year ended  December  31, 2007  compared  to $291  thousand in the prior
year.  During 2007,  total loans  increased  $42.6 million to $472.7  million at
December 31 2007 compared to $430.1  million at December 31, 2006. The allowance
for loan loss was .34% of total loans at December  31, 2007  compared to .27% in
the prior year.

         Management  assesses  the  allowance  for loan  losses  monthly.  While
management uses available  information to recognize losses on loans,  additional
loan loss provisions in the future may be necessary based on changes in economic
conditions.  In  addition,  regulatory  agencies,  as an integral  part of their
periodic  examinations,  review the allowance for loan losses and may require us
to record additional provisions based on their judgment of information available
to them at the time of their examination.

         Non-Interest  Income.  Non-interest  income  includes  fees and service
charges  on  loans,  commissions  on  the  sale  of  title  insurance  policies,
bank-owned life insurance income, and other miscellaneous  income.  Non-interest
income  increased $.6 million or 17.1%, to $4.1 million in 2007 compared to $3.5
million in the prior year.

         Commissions  on sale of  title  policies  decreased  minimally  to $1.3
million compared to $1.4 million in the prior year, primarily due to the decline
in the real estate market.

                                       45

<PAGE>

         Fees and service  charges on deposits and loans  increased $.5 million,
or 69.6%,  to $1.3 million  compared to $.8 million in the prior year.  Fees and
service-charges on deposits  increased $300 thousand,  or 42.3%, to $1.0 million
compared to $700 thousand in the prior year. In August 2006 the Bank implemented
an overdraft  protection  program.  The increase in fees and services charges on
deposits in 2007 is primarily due to that program  generating  income for a full
year in 2007.  Fees and service charges on loans increased $200 thousand to $300
thousand in 2007  compared to $100  thousand in the prior year.  The increase is
primarily  related to a $100  thousand  increase in late fees and a $70 thousand
increase in early payoff penalties and line of credit fees.

         Income from bank-owned  life insurance  increased in 2007 primarily due
to the purchase of $2.0 million of additional policies in July of 2007.

         Other  non-interest  income  increased $52 thousand to $679 thousand in
2007 compared to $627 thousand in the prior year.

         Non-Interest  Expense.  Non-interest  expense decreased $.9 million, or
3.8%, to $20.3 million in 2007 compared to $21.2 million in the prior year.  The
decrease was  primarily due to the  contribution  of $3.4 million in 2006 to the
Roma Bank Community Foundation as part of our initial public offering. Excluding
the contribution, non-interest income would have increased $2.5 million.

         Salaries and employee  benefits  increased $1.6 million,  or 15.5%,  to
$11.9 million in 2007 compared to $10.3 million in the prior year.  The increase
in salaries and employee  benefits was primarily due to the  following:  (1) the
opening of our Plumsted  branch in January  2007;  (2) staffing late in 2007 for
our branch  openings in Whiting and  Bordentown,  NJ in January 2008; (3) a full
year of  expense  for the Roma Bank  Employee  Stock  Ownership  plan  which was
implemented  in conjunction  with our initial public  offering in July 2006; and
(4)  consolidation of salary and related  expenses of approximately  $.2 million
for our 60% owned subsidiary, RomAsia, Inc. in organization.

         Net occupancy expense of premises increased approximately $197 thousand
primarily due to the opening of the Plumsted  branch in January 2007 and initial
costs for our Whiting and Bordentown branches which opened in January 2008.

         Equipment  costs  increased  $194 thousand to $1.7 million for the year
ended December 31, 2007 compared to $1.5 million in the prior year. The increase
was  primarily  due to general  overall  increases in costs plus the  additional
branches.

         Data  processing  costs,  advertising  and  Federal  Insurance  Premium
expense  increased $56 thousand to $2.3 million  compared to $2.1 million in the
prior year.

         Charitable  contributions  decreased  $3.5  million  from  year to year
primarily because of the contribution in 2006 to the Foundation.

         Other  non-interest  expense  increased  $.5 million to $2.6 million in
2007  compared to $2.1  million in the prior  year.  The  increase is  primarily
related  to $.4  million in  consolidated  costs  from the  Company's  60% owned
subsidiary RomAsia, Inc.

                                       46

<PAGE>

         Provision  for Income Taxes.  The provision for income taxes  increased
$1.7 million to $4.1 million in 2007 compared to $2.4 million in the prior year.
The increase is  primarily  due to increased  pre-tax  income and the  decreased
portion of income  coming  from  tax-exempt  sources.

Comparison  of  Operating  Results  for the Years  Ended  December  31, 2006 and
December 31, 2005

         General.  Net  income  for the year ended  December  31,  2006 was $5.2
million,  a decrease of $2.3  million or 30.7%,  from $7.5  million for the year
ended  December 31, 2005.  The  decrease  related  primarily to the $3.4 million
contribution  that the  Company  made to the  Foundation.  The  increase of $1.9
million in net  interest  income and $544  thousand in  non-interest  income was
offset by a $6.1 million  increase in non-interest  expense,  which included the
contribution to the Foundation.

         Net Interest  Income.  Net interest income  increased $1.9 million,  or
7.6%, to $25.7 million for the year ended  December 31, 2006,  compared to $23.7
million in the prior  year.  Our net  interest  rate spread  decreased  29 basis
points to 2.80%,  compared  to 3.09% the prior  year.  Despite a 32 basis  point
improvement in the average yield on interest-earning  assets, which increased to
5.22% this year from 4.90% last year, the net interest rate spread decreased due
to a 61 basis point increase in the average cost of interest-bearing liabilities
to 2.42% this year compared to 1.81% last year.

         Interest  Income.  Total interest  income  increased  $6.2 million,  or
17.6%,  to $40.9  million,  compared  to $34.6  million in the prior  year.  The
improvement in interest income resulted from an increase in the yield on average
interest-earning  assets  as well  as an  increase  in the  average  balance  of
interest-earning assets.

         Interest  income on loans  increased $4.1 million,  or 19.8%,  to $24.7
million for the year ended  December 31, 2006,  compared to $20.7 million in the
prior year.  The increase  resulted  from both an increase of 27 basis points in
average loan yield to 6.18% and an increase in the average balance of loans from
$349.8 million to $400.5 million, an increase of $50.7 million year over year.

         Interest  income  on   mortgage-backed   securities  held  to  maturity
increased  minimally  and was $7.2 million in both years.  The average  yield on
mortgage-backed  securities held to maturity  increased 10 basis points to 4.85%
compared to 4.75% the prior year.  This was offset by a decrease of $2.9 million
in the average balance of mortgage-backed  securities held to maturity to $147.7
million, compared to $150.6 million the prior year.

         Interest income on investment securities available for sale and held to
maturity  increased $900 thousand,  or 13.8%, to $7.0 million,  compared to $6.1
million in the prior year. The average yield on investment  securities available
for sale and held to maturity  increased 28 basis  points to 3.62%,  compared to
3.34% the prior year. The average balance of investment securities available for
sale and held to maturity increased $9.1 million to $192.5 million,  at December
31, 2006, compared to $183.4 million the prior year.

         Interest income on other interest-earning assets increased $1.3 million
or 190.0%,  to $2.0 million,  compared to $700  thousand in the prior year.  The
increase was primarily  due to the  investment of a portion of the proceeds from
our initial public offering in interest-bearing deposits in overnight funds. The
average  balance of other  interest-earning  assets  increased  $19.3 million or
85.4%,  to $41.9 million for 2006,  compared to $22.6 million in the prior year.
The increase was also due to a 171 basis point  increase in the average yield on
other  interest-earning  assets to 4.73%  compared to 3.02% last year  resulting
from an increase in short term interest rates.

                                       47

<PAGE>

         Interest  Expense.  Total interest expense  increased $4.3 million,  or
39.3%, to $15.2 million for the year ended December 31, 2006,  compared to $10.9
million for the year ended  December 31, 2005.  The  increase  resulted  from an
increase  in the  average  cost of  interest-bearing  liabilities  as well as an
increase in the  balance of average  interest-bearing  liabilities  from year to
year. The average cost of interest-bearing liabilities increased 61 basis points
to 2.42% for the year ended  December  31,  2006  compared to 1.81% in the prior
year.  The  average  balance of  interest-bearing  liabilities  increased  $26.4
million or 4.4%, to $628.7  million in 2006,  compared to $602.3  million in the
prior year.

         Interest  expense on deposits  increased $4.0 million or 36.9% to $14.7
million in 2006,  compared to $10.7  million in 2005.  Average  interest-bearing
demand deposits decreased $6.0 million to $94.2 million while their average cost
increased 6 basis points to 0.54%.  Average savings and club accounts  decreased
$11.0  million,  or 5.0%, to $208.4  million  compared to $219.4  million in the
prior year.  The average  cost of savings  and club  accounts  decreased 9 basis
points to 0.82%. The average balance of certificates of deposit  increased $36.6
million, or 13.1%, to $315.6 million, compared to $279.0 million the prior year.
The average cost of interest-bearing  certificates of deposit increased 98 basis
points to 3.95%,  compared to 2.97% the prior year.  Management  was  challenged
during 2006 to balance the rate of  attrition  in all deposit  categories  while
mitigating increases in the cost of funds.

         Interest  expense  on  Federal  Home  Loan  Bank of New  York  (FHLBNY)
advances increased $300 thousand or 203.1% to $500 thousand during 2006 compared
to $200 thousand in the prior year.  The average  balance of advances  increased
$6.9 million to $10.5  million,  compared to $3.7  million in 2005.  The average
cost of borrowings  increased 27 basis points to 4.57%  compared to 4.30% in the
prior year.  In September of 2005 the Company  borrowed  $10.0  million from the
FHLBNY in the form of a five year advance at a rate of 4.49%. During both years,
management  utilized overnight and short-term lines of credit with the FHLBNY to
meet liquidity  needs.  There were no outstanding  borrowings  under the line of
credit at year end for either 2006 or 2005.

         Provision  for Loan  Losses.  We charge  provisions  for loan losses to
operations at a level  required to reflect  credit losses in the loan  portfolio
that are both probable and  reasonable to estimate.  Management,  in determining
the  allowance  for loan  losses,  considers  the  losses  inherent  in the loan
portfolio  and  changes in the nature and volume of our loan  activities,  along
with the  general  economic  and real  estate  market  conditions.  We utilize a
three-tier  approach:  (1) identification of impaired loans and establishment of
specific  allowances  on such  loans;  (2)  establishment  of general  valuation
allowances  in the  remainder  of our loan  portfolio,  and (3) we  establish  a
specific loan loss allowance for an impaired loan based on  delinquency  status,
size of loan, type of collateral  and/or appraisal of the underlying  collateral
and  financial  condition of the  borrower.  Management  bases general loan loss
allowances on a  combination  of factors  including,  but not limited to, actual
loan loss experience, composition of loan portfolio, current economic conditions
and   management's   judgment.   The  overall  growth  in  the  loan  portfolio,
particularly  in commercial  loans,  is expected to result in higher  provisions
going forward.

         The provision for loan losses  increased $163 thousand to $291 thousand
for the year ended  December  31, 2006  compared to $128  thousand for the prior
year.  During  2006 total loans  increased  $42.6  million to $430.1  million at
December 31, 2006,  compared to $387.5 million the prior year. The allowance for
loan losses was 0.27% of total loans at December 31, 2006,  compared to 0.23% at
December 31, 2005.

                                       48

<PAGE>

         Management  assesses  the  allowance  for loan  losses  monthly.  While
management uses available  information to recognize losses on loans,  additional
loan loss provisions in the future may be necessary based on changes in economic
conditions.  In  addition,  regulatory  agencies,  as an integral  part of their
periodic  examinations,  review the allowance for loan losses and may require us
to record additional provisions based on their judgment of information available
to them at the time of their examination.

         Non-Interest  Income.  Non-interest  income  includes  fees and service
charges  generated  from loans and  deposits,  commissions  on the sale of title
insurance  policies,  bank-owned-life-insurance  income, and other miscellaneous
income. Non-interest income increased $544 thousand or 18.7%, to $3.5 million in
2006 compared to $2.9 million in the prior year.

         Commissions  on  sales  of  title  insurance  policies  increased  $202
thousand to $1.4 million in 2006.  The Bank  acquired  General  Abstract & Title
Agency in March 2005.

         Fees and service  charges on deposits  increased $300 thousand or 81.2%
to $700  thousand in 2006.  In August  2006 the Bank  implemented  an  overdraft
protection program. This program was principally responsible for the increase.

         Fees and  service  charges on loans  increased  minimally  from year to
year, primarily related to an overall increase in our loan portfolio.

         Other non-interest  income increased $37 thousand to $1.32 million this
year, compared to $1.29 million in 2005.

          Non-Interest Expense.  Non-interest expense increased $6.1 million, or
40.3 %, to $21.2 million in 2006 compared to $15.1 million in 2005.  Included in
non-interest expense is a $3.4 million contribution to the Foundation as part of
our initial public  offering.  The increase from  year-to-year  in  non-interest
expense,  excluding  this  one-time  contribution,  was  $2.6  million  or 17.4%
compared to the prior year.

         Salaries and employee  benefits  increased $1.7 million,  or 19.6%,  to
$10.3  million for the year ended  December 31, 2006 compared to $8.6 million in
2005.  The increase in salaries and employee  benefits was  primarily due to the
following:  (1) the opening of our corporate headquarters and new main office in
September  2005,  with 2006 reflecting a full year of expense for this facility;
(2) the  opening  of a new branch in  January  2007;  (3) a full year of General
Abstract  salaries  in  2006  compared  to  nine  months  in  2005;  and (4) the
implementation of the Roma Bank Employee Stock Ownership Plan in connection with
our initial public offering in July 2006.

         Net  occupancy  expense  increased  $500  thousand,  or 43.5%,  to $1.7
million in 2006 compared to $1.2 million in 2005.  The increase in this category
is primarily due to the full year of  operations  in our corporate  headquarters
and new main office, which opened in September 2005.

         Equipment  costs  increased  $300 thousand to $1.5 million for the year
ended December 31, 2006 compared to $1.2 million for the year ended December 31,
2005. The increase in this category is also primarily  associated  with the full
year of operations in the corporate headquarters and new office in 2006.

         Data  processing  costs,  advertising  and  Federal  Insurance  Premium
expense in the aggregate  decreased $53,000 between years, or 2.3%. This minimal
decrease was primarily due to decreased  telecommunication  and monthly  service
charges from our core processor.

                                       49

<PAGE>

         Other  non-interest  expense  increased $400 thousand,  or 22%, to $2.1
million for 2006.  Insurance  expense increased $62 thousand and fees related to
the audit and  Sarbanes-Oxley  Section 404  compliance  increased $140 thousand.
These increases are related to our becoming a public company during 2006.

         Provision  for Income Taxes.  The provision for income taxes  decreased
$1.4 million to $2.4 million for the year ended  December 31, 2006,  compared to
$3.8 million in the prior year. The decrease in income tax expense resulted from
the impact on net income of the contribution to the Foundation.

                                       50

<PAGE>

         Average  Balance  Sheet.  The  average  yields  and costs  shown in the
following  table are derived by dividing  income or expense by the daily average
balance of assets or liabilities,  respectively,  for the periods presented.  No
tax equivalent adjustments have been made.

<TABLE>
<CAPTION>
                                                                           For the Year Ended December 31,
                                    At December 31,   ------------------------------------------------------------------------------
                                          2007                  2007                       2006                     2005
                                  -----------------  --------------------------  ------------------------  -------------------------
                                             Actual                     Average                   Average                    Average
                                    Actual   Yield/   Average           Yield/   Average           Yield/  Average            Yield/
                                    Balance  Cost     Balance  Interest  Cost    Balance Interest   Cost   Balance  Interest   Cost
                                    -------  ----     -------  --------  ----    ------- --------   ----   -------  --------   ----
                                                                       (Dollars in thousands)
<S>                               <C>        <C>    <C>        <C>      <C>    <C>       <C>       <C>   <C>        <C>       <C>
Interest-earning assets:
   Loans receivable, net (1)       $458,873   6.26%  $438,187   $27,446  6.26%  $400,486  $24,748   6.18%  $349,758  $20,662   5.91%
   Mortgage-backed
     securities held
     to maturity                    144,099   5.24    140,499     7,041  5.01    147,727    7,166   4.85    150,586    7,158   4.75
   Investment securities: (2)
      Tax-exempt                     14,551   4.98     12,335       538  4.36     11,450      503   4.39     10,829      490   4.53
      Taxable                       130,393   5.12    168,844     7,818  4.63    181,038    6,468   3.57    172,610    5,638   3.27
  Other interest-earning
    assets (3)                       90,830   3.93     58,403     2,926  5.01     41,932    1,984   4.73     22,646      684   3.02
                                   --------          --------   -------           ------  -------          --------  -------
   Total interest-earning assets    838,746   5.61    818,268    45,769  5.59    782,633   40,869   5.22    706,429   34,632   4.90
                                                                =======                   -------                    -------
Non-interest-earning assets          68,368            64,081                     59,532                     50,749
                                   --------          --------                     ------                   --------
   Total assets                     907,114           882,349                   $842,165                   $757,178
                                   ========          ========                   ========                   ========
Interest-bearing liabilities:
   Interest-bearing demand           98,481   0.54     94,239       515  0.55   $ 94,204     $512   0.54   $100,241     $477   0.48
   Savings and club                 175,972   0.96    180,645     1,691  0.94    208,364    1,717   0.82    219,368    1,987   0.91
   Certificates of deposit          351,966   4.59    331,859    15,114  4.55    315,613   12,479   3.95    279,026    8,278   2.97
   Federal Home Loan Bank
      borrowings                     28,940   4.02     10,734       463  4.31     10,548      482   4.57      3,694      159   4.30
                                   --------          --------   -------           ------  -------          --------  -------
   Total interest-bearing
     liabilities                    655,359   2.98    617,477    17,783  2.88    628,729   15,190   2.42    602,329   10,901   1.81
                                                                -------                   -------                     ------
Non-interest-bearing
  liabilities                        32,973            33,319                     32,140                     19,327
                                   --------          --------                     ------                   --------
   Total liabilities                688,332           650,796                    660,869                    621,656
                                   --------          --------                    -------                   --------
Minority interest                       479               479                          -                          -
                                   --------          --------                   --------                   --------
Stockholders' equity                218,303           231,074                    181,296                    135,522
                                   --------          --------                    -------                   --------
   Total liabilities and
      stockholders' equity         $907,114          $882,349                   $842,165                   $757,178
                                   ========          ========                   ========                   ========
Net interest income                                             $27,986                   $25,679                    $23,731
                                                                =======                   =======                    =======
Interest rate spread (4)                      2.63%                      2.71%                      2.80%                      3.09%
                                              ====                       ====                       ====                      =====
Net yield on interest-
  earning assets (5)                                                     3.42%                      3.28%                      3.36%
                                                                         ====                       ====                      =====
Ratio of average interest
   -earning assets
   to average interest-
   bearing liabilities                                   1.33x                      1.24x                      1.17x
                                                         ====                       ====                       ====
</TABLE>

(1)  Non-accruing  loans have been included in loans receivable, and the effect
     of such inclusion was not material.
(2)  Includes both available for sale and held to maturity securities.
(3)  Includes  interest-bearing deposits at other banks, federal funds purchased
     and Federal Home Loan Bank of New York capital stock.
(4)  Interest rate spread represents the difference between theverage yield on
     interest-earning   assets  and  the   average   cost  of   interest-bearing
     liabilities.
(5)  Net yield on  interest-earning  assets  represents net interest income as a
     percentage of average interest-earning assets.

                                       51

<PAGE>

Rate/Volume Analysis.

         The following table reflects the sensitivity of our interest income and
interest  expense to changes in volume and in prevailing  interest  rates during
the  periods  indicated.  Each  category  reflects  the:  (1)  changes in volume
(changes in volume multiplied by old rate); (2) changes in rate (changes in rate
multiplied by old volume):  and (3) net change.  The net change  attributable to
the combined impact of volume and rate has been allocated  proportionally to the
absolute dollar amounts of change in each.

<TABLE>
<CAPTION>
                                                   Year Ended December 31,          Year Ended December 31,
                                                        2007 vs. 2006                    2006 vs. 2005
                                                 Increase (Decrease) Due To        Increase (Decrease) Due To
                                               -----------------------------     -----------------------------
                                                Volume      Rate       Net        Volume      Rate       Net
                                               -------    -------    -------     -------    -------    -------
                                                                         (In thousands)
<S>                                           <C>        <C>        <C>         <C>        <C>        <C>
Interest and dividend income:
   Loans receivable                            $ 2,344    $   354    $ 2,698     $ 3,145    $   941    $ 4,086
   Mortgage-backed securities,
       held to maturity                           (357)       232       (125)       (147)       155          8
   Investment securities:
       Tax-exempt                                   38         (3)        35          28        (15)        13
       Taxable                                    (460)     1,810      1,350         294        536        830
  Other interest earnings assets                   819        123        942         913        387      1,300
                                               -------    -------    -------     -------    -------    -------
       Total interest-earning assets           $ 2,384    $ 2,516    $ 4,900     $ 4,233    $ 2,004    $ 6,237
                                               =======    =======    =======     =======    =======    =======

Interest expense:
   Interest-bearing demand                     $     -    $     3    $     3     $   (28)   $    63    $    35
   Savings and club                               (251)       225        (26)       (100)      (170)      (270)
   Certificates of deposit                         667      1,967      2,634       1,094      3,107      4,201
   Advances from Federal Home Loan Bank              9        (27)       (18)        313         10        323
                                               -------    -------    -------     -------    -------    -------
         Total interest-bearing liabilities    $   425    $ 2,168    $ 2,593     $ 1,279    $ 3,010    $ 4,289
                                               =======    =======    =======     =======    =======    =======

Change in net interest income                  $ 1,959    $   348    $ 2,307     $ 2,954    $(1,006)   $ 1,948
                                               =======    =======    =======     =======    =======    =======
</TABLE>

                                       52

<PAGE>

Liquidity, Commitments and Capital Resources

         The Bank's liquidity,  represented by cash and cash  equivalents,  is a
product of its operating, investing and financing activities. The Bank's primary
sources of funds are  deposits,  amortization,  prepayments  and  maturities  of
mortgage-backed  securities  and  outstanding  loans,  maturities  of investment
securities and funds  provided from  operations.  In addition,  the Bank invests
excess funds in short-term  interest-earnings  assets such as overnight deposits
or U.S. agency securities, which provide liquidity to meet lending requirements.
While  scheduled  payments from the  amortization  of loans and  mortgage-backed
securities and maturing  investment  securities and short-term  investments  are
relatively  predictable  sources  of funds,  general  interest  rates,  economic
conditions and competition  greatly  influence  deposit flows and prepayments on
loans and mortgage-backed securities.

         The Bank is required to have enough  investments that qualify as liquid
assets in order to maintain  sufficient  liquidity  to ensure a safe  operation.
Liquidity may increase or decrease  depending upon the availability of funds and
comparative  yields on investments in relation to the return on loans.  The Bank
attempts  to  maintain  adequate  but not  excessive  liquidity,  and  liquidity
management is both a daily and long-term function of business management.

         The Bank reviews cash flow  projections  regularly  and updates them in
order to maintain liquid assets at levels  believed to meet the  requirements of
normal  operations,  including loan  commitments and potential  deposit outflows
from maturing  certificates of deposit and savings withdrawals.  At December 31,
2007, the Bank had  outstanding  commitments to originate loans of $4.4 million,
and unused lines of credit of $58.3 million.  Certificates of deposit  scheduled
to mature in one year or less at December 31, 2007 totaled $269.6 million.

         While deposits are the Bank's  primary  source of funds,  the Bank also
generates  cash through  borrowings  from the Federal Home Loan Bank of New York
(the  "FHLBNY").  The Bank has  traditionally  enjoyed  cash flows from  deposit
activities that were sufficient to meet its day-to-day  funding  obligations and
only occasionally  used its overnight line of credit or borrowing  facility with
the  FHLBNY.  At  various  times  during  2007,2006  and 2005 the Bank  used its
overnight  line of credit at the FHLBNY to meet daily  operations.  In the third
quarter of 2005,  the Bank took a five year  advance from the FHLBNY to meet the
strong demand for loans.  In October of 2007,  the Bank  borrowed  $23.0 million
from the FHLBNY at 3.90%,  interest only  quarterly,  for ten years with a three
year call. At December 31, 2007, the Bank's  borrowing limit with the FHLBNY was
$164.1 million.

                                       53

<PAGE>

The following table discloses our contractual  obligations and commitments as of
December 31, 2007.

<TABLE>
<CAPTION>
                                                     Less Than                             After
                                            Total     1 Year    1-3 Years  4-5 Years      5 years
                                            -----     ------    ---------  ---------      -------
                                                              (In thousands)
<S>                                       <C>       <C>         <C>         <C>         <C>
Federal Home Loan Bank
   borrowings                              $28,940   $ 2,011     $ 3,929     $     -     $ 23,000
                                           =======   =======     =======     =======     ========
</TABLE>

<TABLE>
<CAPTION>
                                            Total
                                           Amounts   Less Than                             Over
                                          Committed   1 Year    1-3 Years  4-5 Years      5 years
                                          ---------   ------    ---------  ---------      -------
                                                              (In thousands)
<S>                                       <C>       <C>         <C>         <C>         <C>


Lines of credit (1)                        $58,301   $58,301     $     -     $     -     $      -
Construction loans in process               12,037    12,037           -           -            -
Other commitments to
   extend credit                             4,362     4,362           -           -            -
                                                     -------     -------     -------     --------
        Total                              $74,700   $74,700     $     -     $     -     $      -
                                           =======   =======     ======      ======      =======
</TABLE>

(1) Represents amounts committed to customers


The Bank has non-cancelable  operating leases for branch offices.  The following
is a  schedule  by  years of  future  minimum  rental  payments  required  under
operating  leases that have initial or remaining  non-cancelable  lease terms in
excess of one year at December 31, 2007:

                          Years Ended December 31:
                                                       (in thousands)
                                     2008                     $  184
                                     2009                        185
                                     2010                        186
                                     2011                        188
                                     2012                        192
                                  Thereafter                   2,571
                                                              ------
                    Total Minimum Payments Required           $3,506
                                                              ======

Consistent  with  its  goals  to  operate  a  sound  and  profitable   financial
organization,   the  Bank   actively   seeks  to   maintain   its  status  as  a
well-capitalized  institution in accordance  with  regulatory  standards.  As of
December 31, 2007, the Bank exceeded all capital  requirements  of the Office of
Thrift Supervision (The "OTS").


Off-Balance Sheet Arrangements

         We are a party to financial instruments with  off-balance-sheet risk in
the normal  course of our business of investing in loans and  securities as well
as in the normal course of  maintaining  and  improving  the Bank's  facilities.
These financial  instruments include significant purchase  commitments,  such as
commitments  related to capital  expenditure  plans and  commitments to purchase
investment  securities or mortgage backed securities,  and commitments to extend
credit to meet the financial  needs of our  customers.  At December 31, 2007, we
had no significant off-balance sheet commitments.

                                       54

<PAGE>

         Commitments  to extend  credit are  agreements to lend to a customer as
long as there is no  violation of any  condition  established  in the  contract.
Commitments  generally have fixed expiration dates or other termination  clauses
and may require  payment of a fee.  Our  exposure to credit loss in the event of
non-performance  by other party to the financial  instrument for  commitments to
extend  credit  is  represented  by the  contractual  notional  amount  of those
instruments.  We  use  the  same  credit  policies  in  making  commitments  and
conditional obligations as we do for on-balance-sheet instruments. Since many of
the  commitments  are  expected to expire  without  being drawn upon,  the total
commitment amounts do not necessarily  represent future cash  requirements.  For
additional information regarding our outstanding lending commitments at December
31, 2007, see Note 13 to the consolidated financial statements contained in this
Annual Report on Form 10-K.

Impact of Inflation

         The financial  statements  included in this document have been prepared
in accordance with accounting principles generally accepted in the United States
of America.  These principles  require the measurement of financial position and
operating results in terms of historical dollars, without considering changes in
the relative purchasing power of money over time due to inflation.

         Our primary assets and liabilities are monetary in nature. As a result,
interest  rates  have a more  significant  impact  on our  performance  than the
effects  of  general  levels  of  inflation.  Interest  rates,  however,  do not
necessarily  move in the same  direction or with the same magnitude as the price
of goods and services,  since such prices are affected by inflation. In a period
of rapidly rising interest rates, the liquidity and maturities of our assets and
liabilities are critical.

         The principal effect of inflation on earnings,  as distinct from levels
of interest rates, is in the area of non-interest expense. Expense items such as
employee  compensation,  employee benefits and occupancy and equipment costs may
be  subject to  increases  as a result of  inflation.  An  additional  effect of
inflation  is the  possible  increase  in the  dollar  value  of the  collateral
securing loans that we have made. We are unable to determine the extent, if any,
to which  properties  securing our loans have appreciated in dollar value due to
inflation.

Recent Accounting Pronouncements

         In July 2006, the Financial  Accounting  Standards  Board (FASB) issued
FASB  Interpretation  No. 48,  "Accounting for  Uncertainty in Income  Taxes--an
interpretation  of FASB  Statement  No.  109"  (FIN  48),  which  clarifies  the
accounting for uncertainty in tax positions.  This Interpretation  requires that
companies recognize in their financial  statements the impact of a tax position,
if that position is more likely than not of being  sustained on audit,  based on
the technical merits of the position. The provisions of FIN 48 are effective for
fiscal years beginning  after December 15, 2006,  with the cumulative  effect of
the change in accounting principle recorded as an adjustment to opening retained
earnings.  We are  currently  evaluating  the impact of  adopting  FIN 48 on our
financial statements.

         In September  2006,  the FASB issued FASB Statement No. 157, Fair Value
Measurements,  which  defines fair value,  establishes a framework for measuring
fair value under GAAP, and expands  disclosures  about fair value  measurements.
FASB Statement No. 157 applies to other accounting  pronouncements  that require
or permit fair value  measurements.  The new guidance is effective for financial
statements  issued for fiscal years  beginning  after November 15, 2007, and for
interim  periods  within those fiscal  years.  We are currently  evaluating  the
potential  impact,  if any,  of the  adoption of FASB  Statement  No. 157 on our
consolidated financial position, results of operations and cash flows.

                                       55

<PAGE>

         In September of 2006, the SFAS issued FASB 158, "Employers'  Accounting
for Defined Benefit Pension and other Postretirement  Plans" which required that
an employer  that  sponsors one more  single-employer  defined  benefit plans to
recognize  the  funded  status of a benefit  plan,  measured  as the  difference
between plan assets at fair value and the benefit obligation in the statement of
financial position The statement also required the recognition as a component of
other  comprehensive  income,  net of tax, the gains or losses and prior service
costs or credits as they arise.  The  statement  is  effective  for fiscal years
ending after December 15, 2006. Accordingly,  FASB 158 adjustments are reflected
in these financial statements.

         In  February of 2007,  the FASB  issued  SFAS No. 159,  "The Fair Value
Option for Financial Assets and Financial  Liabilities-Including an amendment of
FASB Statement No. 115." SFAS No. 159 permits entities to choose to measure many
financial  instruments and certain other items at fair value.  Unrealized  gains
and losses on items for which the fair value  option  has been  elected  will be
recognized  in  earnings  at each  subsequent  reporting  date.  SFAS No. 159 is
effective  for our  Company on January 1, 2008.  The Company is  evaluating  the
impact that the adoption of SFAS no. 159 will have on our consolidated financial
statements.

         In March 2007, the FASB ratified EITF Issue No. 06-11,  "Accounting for
Income Tax benefits of  Dividends on  Share-Based  Payment  Awards."  EITF 06-11
requires  companies to recognize the income tax benefit  realized from dividends
or  dividend  equivalents  that are  charged to  retained  earnings  and paid to
employees for nonvested equity-classified employee share-based payment awards as
an increase to additional  paid-in  capital.  EITF 06-11 is effective for fiscal
years beginning after September 15, 2007. The Company does not expect EITF 06-11
will have a material impact on its financial position,  results of operations or
cash flows.

         In March 2007, the FASB ratified  Emerging  Issues Task Force Issue No.
06-19  "Accounting  for  Collateral   Assignment   Split-Dollar  Life  Insurance
Agreements"  (EITF  06-10).  EITF 06-10  provides  guidance  for  determining  a
liability for the  postretirement  benefit obligation as well as recognition and
measurement of the associated  asset on the basis of the terms of the collateral
assignment  agreement.  EITF  06-10 is  effective  for  fiscal  years  beginning
December 15, 2007.  The Company is currently  assessing the impact of EITF 06-10
on its consolidated financial position and results of operations.

         On September 7, 2006, the Task Force reached a conclusion on EITF Issue
No. 06-5,  "Accounting  for Purchases of Life Insurance - Determining the Amount
That Could Be Realized in  Accordance  with FASB  Technical  Bulletin  No. 85-4,
Accounting for Purchases of Life Insurance ("EITF 06-5"). The scope of EITF 06-5
consists of six  separate  issues  relating  to  accounting  for life  insurance
policies purchased by entities protecting against the loss of "key persons." The
six issues are  clarifications  of previously  issued guidance on FASB Technical
Bulletin No.  85-4.  EITF 06-5 is effective  for fiscal  years  beginning  after
December 15, 2006.  The adoption of EITF Issue No. 06-05 did not have a material
effect on the consolidated financial statements.

         In May  2007,  the  FASB  issued  FASB  FSP  FIN  48-1  "Definition  of
Settlement in FASB Interpretation No. 48". FSP FIN 48-1 provides guidance on how
to determine  whether a tax position is  effectively  settled for the purpose of
recognizing  previously  unrecognized  tax  benefits.  FSP FIN 48-1 in effective
retroactive  to  January 1, 2007.  The  adoption  of FSB FUB 48-1 did not have a
material impact on the consolidated financial position, results of operations or
cash flows.

         FASB  statement  No.  141 (R)  "Business  Combinations"  was  issued in
December of 2007. This Statement establishes principles and requirements for how
the acquirer of a business  recognizes and measures

                                       56

<PAGE>

in its financial  statements the identifiable  assets acquired,  the liabilities
assumed,  and any  noncontrolling  interest in the acquiree.  The Statement also
provides  guidance for  recognizing  and measuring the goodwill  acquired in the
business combination and determines what information to disclose to enable users
of the financial  statements to evaluate the nature and financial effects of the
business combination.  The guidance will become effective as of the beginning of
a  company's   fiscal  year  beginning   after  December  15,  2008.   This  new
pronouncement  will impact the Company's  accounting  for business  combinations
completed beginning January 1, 2009.

         FASB  statement  No.  160  "Noncontrolling  Interests  in  Consolidated
Financial  Statements--an  amendment  of ARB No. 51" was issued in  December  of
2007.  This Statement  establishes  accounting  and reporting  standards for the
noncontrolling  interest  in a  subsidiary  and  for  the  deconsolidation  of a
subsidiary.  The  guidance  will  become  effective  as of  the  beginning  of a
company's  fiscal  year  beginning  after  December  15,  2008.  The  Company is
currently evaluating the potential impact the new pronouncement will have on its
consolidated financial statements.

         Staff  Accounting  Bulletin  No.  110 (SAB  110)  amends  and  replaces
Question  6 of  Section  D.2 of Topic 14,  "Share-Based  Payment,"  of the Staff
Accounting Bulletin series.  Question 6 of Section D.2 of Topic 14 expresses the
views of the staff regarding the use of the "simplified" method in developing an
estimate of expected term of "plain  vanilla"  share options and allows usage of
the "simplified"  method for share option grants prior to December 31, 2007. SAB
110 allows public companies which do not have historically sufficient experience
to provide a reasonable  estimate to continue use of the "simplified" method for
estimating  the  expected  term of "plain  vanilla"  share  option  grants after
December 31, 2007. SAB 110 is effective January 1, 2008.

         Staff Accounting  Bulletin No. 109 (SAB 109), "Written Loan Commitments
Recorded  at Fair  Value  Through  Earnings"  expresses  the  views of the staff
regarding  written loan commitments that are accounted for at fair value through
earnings under generally  accepted  accounting  principles.  To make the staff's
views consistent with current authoritative accounting guidance, the SAB revises
and rescinds portions of SAB No. 105,  "Application of Accounting  Principles to
Loan  Commitments."  Specifically,  the SAB  revises  the SEC  staff's  views on
incorporating   expected  net  future  cash  flows  related  to  loan  servicing
activities in the fair value  measurement of a written loan commitment.  The SAB
retains  the  staff's  views on  incorporating  expected  net future  cash flows
related to internally-developed  intangible assets in the fair value measurement
of a written loan commitment.  The staff expects  registrants to apply the views
in Question 1 of SAB 109 on a prospective  basis to derivative loan  commitments
issued or modified in fiscal  quarters  beginning  after  December 15, 2007. The
Company  does not  expect  SAB 109 to have a  material  impact on its  financial
statements.

         In December  2007,  the FASB issued  proposed FASB Staff Position (FSP)
157-b,  "Effective Date of FASB Statement No. 157," that would permit a one-year
deferral  in  applying  the  measurement  provisions  of  Statement  No.  157 to
non-financial assets and non-financial  liabilities  (non-financial  items) that
are  not  recognized  or  disclosed  at  fair  value  in an  entity's  financial
statements on a recurring basis (at least annually). Therefore, if the change in
fair value of a non-financial item is not required to be recognized or disclosed
in the financial statements on an annual basis or more frequently, the effective
date of application of Statement 157 to that item is deferred until fiscal years
beginning after November 15, 2008 and interim periods within those fiscal years.
This deferral does not apply,  however,  to an entity that applies Statement 157
in  interim  or  annual  financial  statements  before  proposed  FSP  157-b  is
finalized.  The Company is currently  evaluating  the impact,  if any,  that the
adoption  of FSP  157-b  will  have on the  Company's  operating  income  or net
earnings.

                                       57

<PAGE>

Item 7A.  Quantitative and Qualitative Disclosures About Market Risk
--------------------------------------------------------------------

Management of Interest Rate Risk and Market Risk

         Qualitative   Analysis.   Because  the   majority  of  our  assets  and
liabilities  are sensitive to changes in interest  rates, a significant  form of
market risk for us is interest rate risk, or changes in interest rates.

         We derive our income mainly from the difference or "spread" between the
interest  earned on loans,  securities and other  interest-earning  assets,  and
interest paid on deposits, borrowings and other interest-bearing liabilities. In
general,  the larger the spread, the more we earn. When market rates of interest
change,  the  interest  we receive on our assets and the  interest we pay on our
liabilities  will  fluctuate.  This can cause  decreases  in our  spread and can
adversely affect our income.

         The  rates  that  we earn  on our  assets  are  generally  fixed  for a
contractual period of time. We, like many savings institutions, have liabilities
that have generally  shorter  contractual  maturities  than our assets,  such as
certificates of deposit,  or have no stated maturity,  such as savings and money
market deposits. This imbalance can create significant volatility because market
interest  rates  change over time.  In a period of rising  interest  rates,  the
interest income earned on our assets, which consist primarily of long-term fixed
rate  securities,  may not  increase  as  rapidly  as the  interest  paid on our
liabilities.

         While the  federal  funds  rate and other  short-term  market  interest
rates,  which  we use  as a  guide  to  our  deposit  pricing,  have  increased,
intermediate-and long-term market interest rates, which we use as a guide to our
loan pricing, have not increased proportionately. This has led to a "flattening:
of the market yield curve,  which has even  "inverted" as short-term  rates have
exceeded long-term rates over an intermediate  maturity horizon.  The flat yield
curve has hurt our  interest  rate spread and net  interest  margin  because the
interest  rates we pay on our deposits  have  repriced  upwards  faster than the
interest rates that we earn on our loans and investments. If short-term interest
rates  continue  to rise so that the  yield  curve  remains  relatively  flat or
inverts  further,  we would expect that our new interest spread and net interest
margin would continue to compress, which would hurt our net interest income.

         A failing rate  environment  would result in a decrease in rates we pay
on deposits and borrowings, but the decrease in the cost of our funds may not be
as great at the decrease in the yields on our loan portfolio and mortgage-backed
securities and loan portfolios. This could cause a narrowing of our net interest
rate spread and could cause a decrease in our earnings.

         Quantitative  Analysis.  The  following  table  presents the Bank's net
portfolio value as of December 31, 2007. The net portfolio  values shown in this
table were calculated by the Office of Thrift Supervision,  based on information
provided by the Bank.

<TABLE>
<CAPTION>
                                                  December 31, 2007
                    Net Portfolio Value                                        Net Portfolio Value
                                                                         as % of Present Value of Assets
                                                                                    Net Portfolio       Basis Point
Changes in rate           $ Amount            $ Change           % Change            Value Ratio           Change
--------------------- ------------------ ------------------- ------------------ ---------------------- ---------------
<S>                       <C>                 <C>                 <C>                 <C>                <C>
+300 bp                    172,308            -32,928              (16)%               20.11%             (256) bp
+200 bp                    184,422            -20,814              (10)%               21.11%             (157) bp
+100 bp                    195,872             -9,364               (5)%               22.00%              (67) bp
   0 bp                    205,236                  -                -                 22.89%                -
-100 bp                    210,986              5,720                3 %               23.01%               34  bp
</TABLE>

(1)  The -200bp and -300bp  scenarios  are  not shown due to the low  prevailing
     interest rate environment.

                                       58

<PAGE>

         Future  interest  rates or their effect on net  portfolio  value or net
interest  income are not  predictable.  Computations  of prospective  effects of
hypothetical interest rate changes are based on numerous assumptions,  including
relative levels of market interest rates, prepayments, and deposit run-offs, and
should not be relied upon as indicative of actual results.  Certain shortcomings
are  inherent  in  this  type  of  computation.   Although  certain  assets  and
liabilities may have similar maturity or periods of repricing, they may react in
different  times and in  different  degrees to  changes  in the marker  interest
rates.  The interest  rate on certain types of assets and  liabilities,  such as
demand  deposits and savings  accounts,  may  fluctuate in advance of changes in
market interest rates,  while rates on other types of assets and liabilities may
lag behind changes in market interest rates.  Certain assets, such as adjustable
rate mortgages, generally have features which restrict changes in interest rates
on a short-term  basis and over the life of the asset.  In the event of a change
in  interest  rates,  prepayments  and early  withdrawal  levels  could  deviate
significantly  from  those  assumed  in making  calculations  set  forth  above.
Additionally,  an  increased  credit  risk may  result  as the  ability  of many
borrowers to service  their debt may  decrease in the event of an interest  rate
increase.

         Notwithstanding  the discussion  above, the quantitative  interest rate
analysis presented above indicates that a rapid increase in interest rates would
adversely affect our net interest margin and earnings.

Item 8.  Financial Statements and Supplementary Data
----------------------------------------------------

         The Company's financial statements and supplementary data are contained
in this Annual Report on Form 10-K immediately following Item 15.

Item 9.  Changes  in  and  Disagreements  with  Accountants  on  Accounting  and
--------------------------------------------------------------------------------
Financial Disclosure
--------------------

         Not applicable.

Item 9A.  Controls and Procedures
---------------------------------

         (a)      Disclosure Controls and Procedures

         An  evaluation  was  performed  under  the  supervision,  and  with the
participation of the Company's management, including the Chief Executive Officer
and Chief Financial Officer, of the effectiveness of the design and operation of
the Company's  disclosure  controls and procedures (as defined in Rule l3a-l5(e)
promulgated  under  the  Securities  Exchange  Act of 1934,  as  amended)  as of
December 31, 2007.  Based on such  evaluation,  the  Company's  Chief  Executive
Officer and Chief Financial Officer have concluded that the Company's disclosure
controls and procedures are effective as of December 31, 2007.

         (b)      Internal Control Over Financial Reporting

         1.  Management's  Annual  Report  on  Internal  Control  Over Financial
Reporting.

         Management's  report on the Company's  internal  control over financial
reporting  appears in the Company's  financial  statements that are contained in
this Annual Report on Form 10-K  immediately  following  Item 15. Such report is
incorporated herein by reference.

         2.  Report of Independent Registered Public Accounting Firm.

         The  report  of Beard  Miller  Company  LLP on the  Company's  internal
control over financial

                                       59

<PAGE>

reporting  appears in the Company's  financial  statements that are contained in
this Annual Report on Form 10-K  immediately  following  Item 15. Such report is
incorporated herein by reference.

         3.  Changes in Internal Control Over Financial Reporting.

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

Item 9B.  Other Information
---------------------------

         None.

                                    PART III

Item 10.  Directors, Executive Officers and Corporate Governance
----------------------------------------------------------------

         The information  contained under the sections captioned  "Proposal I --
Election of Directors" and "Additional Information About Directors and Executive
Officers"  in the  definitive  Proxy  Statement  for the 2008 Annual  Meeting of
Stockholders ("Proxy Statement") is incorporated herein by reference.

Item 11.  Executive Compensation
--------------------------------

         The information  contained under the sections  captioned  "Compensation
Discussion and Analysis," "Executive  Compensation" and "Director  Compensation"
in the Proxy Statement is incorporated herein by reference.

Item 12.  Security Ownership of Certain Beneficial Owners and Management
------------------------------------------------------------------------

         (a)      Security Ownership of Certain Beneficial Owners

                  Information  required by this item is  incorporated  herein by
                  reference  to the Section  captioned  "Voting  Securities  and
                  Principal  Holders  Thereof -- Security  Ownership  of Certain
                  Beneficial Owners" of the Proxy Statement.

         (b)      Security Ownership of Management

                  Information  required by this item is  incorporated  herein by
                  reference to the sections  captioned  "Voting  Securities  and
                  Principal  Holders  Thereof -- Security  Ownership  of Certain
                  Beneficial  Owners" and  "Proposal I -- Election of Directors"
                  of the Proxy Statement.

         (c)      Changes in Control

                  Management of the Company knows of no arrangements,  including
                  any pledge by any person of  securities  of the  Company,  the
                  operation of which may at a subsequent date result in a change
                  in control of the registrant.

         (d)      Securities Authorized for Issuance Under  Equity  Compensation
                  Plans

                  None.

                                       60

<PAGE>

Item  13.  Certain   Relationships  and  Related   Transactions,   and  Director
--------------------------------------------------------------------------------
Independence
------------

         The  information  required  by this  item  is  incorporated  herein  by
reference to the section captioned  "Additional  Information About Directors and
Executive Officers" of the Proxy Statement.

Item 14.  Principal Accounting Fees and Services
------------------------------------------------

         The  information  called  for by this  item is  incorporated  herein by
reference to the section  entitled  "Principal  Accounting Fees and Services" in
the Proxy Statement.

                                     PART IV

Item 15.  Exhibits and Financial Statement Schedules
----------------------------------------------------

     (a)  Listed below are all financial  statements  and exhibits filed as part
          of this report, and are incorporated by reference.

          1.   The  consolidated  statements  of  financial  condition  of  Roma
               Financial  Corporation and subsidiary as of December 31, 2007 and
               2006, and the related consolidated  statements of income, changes
               in  stockholders'  equity and cash flows for each of the years in
               the three year period ended December 31, 2007,  together with the
               related notes and the Independent  Registered  Public  Accounting
               Firms auditors' report of Beard Miller Company LLP.

          2.   Schedules omitted as they are not applicable.

          3.   Exhibits

               The  following Exhibits are filed as part of this report:
<TABLE>
<CAPTION>
<S>           <C>
                3.1   Charter of Roma Financial Corporation *
                3.2   Bylaws of Roma Financial Corporation*
                4     Stock Certificate of Roma Financial Corporation*
               10.1   Employment Agreement between Roma Bank and Maurice T. Perilli*
               10.2   Form of Supplemental Executive Retirement Agreement*
               10.3   Form of Phantom Stock Appreciation Rights Agreement*
               21     Subsidiaries of the Registrant
               23     Consent of Beard Miller Company LLP
               31     Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
               32     Certification  pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

---------------
*  Incorporated by reference to the Registrant's Form S-1 Registration Statement No. 333-132415.
</TABLE>

                                       61
<PAGE>

                     [ROMA FINANCIAL CORPORATION LETTERHEAD]


February 28, 2008

Beard Miller Company LLP
55 US Highway 46 East
PO Box 676
Pine Brook, NJ 07058

RE: Management Report on Internal Control over Financial Reporting

The  management of Roma  Financial  Corp.  and  Subsidiaries  (collectively  the
"Company") is responsible for  establishing  and maintaining  adequate  internal
control over financial  reporting.  The Company's  internal  control system is a
process designed to provide reasonable  assurance to the management and board of
directors   regarding  the  preparation  and  fair   presentation  of  published
consolidated financial statements.

Our internal control over financial  reporting  includes policies and procedures
that  pertain  to  the  maintenance  of  records  that,  in  reasonable  detail,
accurately and fairly reflect  transactions and dispositions of assets;  provide
reasonable  assurances  that  transactions  are  recorded as necessary to permit
preparation  of  consolidated  financial  statements  in  accordance  with  U.S.
generally accepted accounting principles, and that receipts and expenditures are
being  made  only  in  accordance  with  authorizations  of  management  and the
directors of the Company;  and provide reasonable assurance regarding prevention
or timely  detection of  unauthorized  acquisition,  use of  disposition  of the
Company's assets that could have a material effect on our consolidated financial
statements.

All  internal  control  systems,  no matter  how well  designed,  have  inherent
limitation. Therefore, even those systems determined to be effective can provide
only  reasonable  assurance  with respect to  consolidated  financial  statement
preparation   and   presentation.   Also,   projections  of  any  evaluation  of
effectiveness to future periods are subject to the risk that controls may become
inadequate due to changes in conditions,  or that the degree of compliance  with
the policies or procedures may deteriorate.

The Company's  management  assessed the  effectiveness  of internal control over
financial reporting as of December 31, 2007. In making this assessment,  we used
the criteria set for the by The  Committee of  Sponsoring  Organizations  of the
Treadway  Commission  in  Internal  Control-Integrated  Framework.  Based on our
assessment,  we believe  that, as of December 31, 2007,  the Company's  internal
control over financial reporting is effective based on those criteria.

The Company's  independent  registered  public  accounting firm that audited the
consolidated  financial  statements has issued an audit report on our assessment
of,  and the  effective  operation  of,  the  Company's  internal  control  over
financial reporting as of December 31, 2007.


/s/ Peter A. Inverso
Peter A. Inverso
President & CEO


/s/ Sharon L. Lamont
Sharon L. Lamont
Chief Financial Officer

<PAGE>


[BMC LOGO]

            Report of Independent Registered Public Accounting Firm

To the Board of Directors and
Stockholders of Roma Financial Corporation



         We have audited Roma Financial  Corporation's (the "Company")  internal
control over  financial  reporting  as of December  31, 2007,  based on criteria
established in Internal Control--Integrated Framework issued by the Committee of
Sponsoring  Organizations  of the  Treadway  Commission  (COSO).  The  Company's
management  is  responsible  for  maintaining  effective  internal  control over
financial  reporting  and for its  assessment of the  effectiveness  of internal
control  over  financial  reporting  included in the  accompanying  Management's
Report on Internal Controls.  Our responsibility is to express an opinion on the
Company's internal control over financial reporting based on our audit.

         We conducted our audit in  accordance  with the standards of the Public
Company Accounting Oversight Board (United States). Those standards require that
we plan and  perform  the audit to obtain  reasonable  assurance  about  whether
effective  internal  control over  financial  reporting  was  maintained  in all
material  respects.  Our audit of  internal  control  over  financial  reporting
included   obtaining  an   understanding  of  internal  control  over  financial
reporting,  assessing the risk that a material weakness exists,  and testing and
evaluating the design and operating  effectiveness  of internal control based on
the assessed risk. Our audit also included  performing such other  procedures as
we considered necessary in the circumstances. We believe that our audit provides
a reasonable basis for our opinion.

         A company's  internal  control  over  financial  reporting is a process
designed to provide reasonable  assurance regarding the reliability of financial
reporting and the preparation of financial  statements for external  purposes in
accordance with generally accepted accounting  principles.  A company's internal
control over financial reporting includes those policies and procedures that (1)
pertain to the maintenance of records that, in reasonable detail, accurately and
fairly reflect the  transactions  and dispositions of the assets of the company;
(2) provide reasonable  assurance that transactions are recorded as necessary to
permit preparation of financial statements in accordance with generally accepted
accounting  principles,  and that receipts and  expenditures  of the company are
being made only in accordance with authorizations of management and directors of
the company; and (3) provide reasonable assurance regarding prevention or timely
detection of  unauthorized  acquisition,  use, or  disposition  of the company's
assets that could have a material effect on the financial statements.

         Because of its inherent  limitations,  internal  control over financial
reporting  may not prevent or detect  misstatements.  Also,  projections  of any
evaluation  of  effectiveness  to future  periods  are  subject to the risk that
controls may become  inadequate  because of changes in  conditions,  or that the
degree of compliance with the policies or procedures may deteriorate.

         In our opinion, Roma Financial Corporation maintained,  in all material
respects, effective internal control over financial reporting as of December 31,
2007, based on criteria  established in Internal  Control--Integrated  Framework
issued by the Committee of Sponsoring  Organizations of the Treadway  Commission
(COSO).

<PAGE>

         We have also audited,  in  accordance  with the standards of the Public
Company Accounting Oversight Board (United States), the consolidated  statements
of  financial  condition  and the  related  consolidated  statements  of income,
changes in stockholders'  equity,  and cash flows of Roma Financial  Corporation
and  subsidiaries,  and  our  report  dated  February  28,  2008,  expressed  an
unqualified opinion.


                                        /s/Beard Miller Company LLP




Beard Miller Company LLP
Pine Brook, New Jersey
February 28, 2008

<PAGE>

[BMC LOGO]


            Report of Independent Registered Public Accounting Firm


To the Board of Directors and
Stockholders of Roma Financial Corporation




         We have audited the accompanying  consolidated  statements of financial
condition of Roma Financial  Corporation and subsidiaries  (the "Company") as of
December 31, 2007 and 2006, and the related  consolidated  statements of income,
changes  in  stockholders'  equity,  and cash flows for each of the years in the
three-year  period  ended  December  31,  2007.  The  Company's   management  is
responsible for these consolidated  financial statements.  Our responsibility is
to express an opinion on these  consolidated  financial  statements based on our
audits.

         We conducted our audits in accordance  with the standards of the Public
Company Accounting Oversight Board (United States). Those standards require that
we plan and perform the audit to obtain  reasonable  assurance about whether the
consolidated  financial statements are free of material  misstatement.  An audit
includes  examining,  on a test  basis,  evidence  supporting  the  amounts  and
disclosures in the  consolidated  financial  statements.  An audit also includes
assessing the  accounting  principles  used and  significant  estimates  made by
management,  as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

         In our opinion, the consolidated financial statements referred to above
present  fairly,  in all  material  respects,  the  financial  position  of Roma
Financial Corporation and subsidiaries as of December 31, 2007 and 2006, and the
results  of their  operations  and their cash flows for each of the years in the
three-year  period ended  December  31,  2007,  in  conformity  with  accounting
principles generally accepted in the United States of America.

         We also have audited,  in  accordance  with the standards of the Public
Company Accounting Oversight Board (United States), Roma Financial Corporation's
internal  control over  financial  reporting  as of December 31, 2007,  based on
criteria  established in Internal  Control--Integrated  Framework  issued by the
Committee of Sponsoring Organizations of the Treadway Commission (COSO), and our
report dated February 28, 2008, expressed an unqualified opinion.

         As  discussed in Note 1, the Company  changed its method of  accounting
for Defined Benefit Pension and Other Postretirement Plans in 2006.



                                        /s/Beard Miller Company LLP




Beard Miller Company LLP
Pine Brook, New Jersey
February 28, 2008


<PAGE>

Roma Financial Corporation and Subsidiaries
--------------------------------------------------------------------------------
Consolidated Statements of Financial Condition

<TABLE>
<CAPTION>
                                                                                                   December 31,
                                                                                        ------------------------------------
                                                                                             2007                 2006
                                                                                        ---------------      ---------------
                                                                                         (In thousands, except for share data)
                                     Assets
<S>                                                                                      <C>                 <C>
     Cash and amounts due from depository institutions                                         $  6,939             $  7,219
     Interest-bearing deposits in other banks                                                    26,051               26,521
     Money market funds                                                                          62,312               30,961
                                                                                        ---------------      ---------------

         Cash and Cash Equivalents                                                               95,302               64,701

     Securities available for sale                                                               17,238               19,331
     Investment securities held to maturity                                                     127,706              169,927

     Mortgage-backed securities held to maturity                                                144,099              144,480
     Loans receivable, net of allowance for loan losses $1,602 and $1,169
       respectively                                                                             458,873              420,382
     Premises and equipment                                                                      33,181               30,669
     Federal Home Loan Bank of New York stock                                                     2,465                1,432
     Interest receivable                                                                          4,495                4,598
     Bank owned life insurance                                                                   18,802               16,185
     Other assets                                                                                 4,953                3,828
                                                                                        ---------------      ---------------

         Total Assets                                                                          $907,114             $875,533
                                                                                        ===============      ===============

                      Liabilities and Stockholders' Equity
Liabilities
     Deposits:
       Non-interest bearing                                                                    $ 24,611             $ 25,109
       Interest-bearing                                                                         626,419              600,863
                                                                                        ---------------      ---------------
             Total deposits                                                                     651,030              625,972
     Federal Home Loan Bank of New York advances                                                 28,940                7,863
     Advance payments by borrowers for taxes and insurance                                        2,390                2,275
     Other liabilities                                                                            5,972                4,769
                                                                                        ---------------      ---------------

         Total Liabilities                                                                      688,332              640,879
                                                                                        ---------------      ---------------

Commitments and Contingencies

Minority interest of RomAsia Bank                                                                   479                    -
                                                                                        ---------------      ---------------

Stockholders' Equity
     Common stock, $.10 par value, 45,000,000 authorized; 32,731,875
       issued; 31,387,919 and 32,731,875, respectively, outstanding.                              3,274                3,274
     Paid-in capital                                                                             97,405               97,069
     Retained earnings                                                                          148,136              143,068
     Unearned shares held by Employee Stock Ownership Plan                                       (7,306)              (7,847)
     Treasury stock 1,343,956 shares at December 31, 2007                                       (22,792)                   -
     Accumulated other comprehensive loss                                                          (414)                (910)
                                                                                        ---------------      ---------------

         Total Stockholders' Equity                                                             218,303              234,654
                                                                                        ---------------      ---------------

         Total Liabilities and Stockholders' Equity                                            $907,114             $875,533
                                                                                        ===============      ===============
</TABLE>

See notes to consolidated financial statements.
--------------------------------------------------------------------------------
                                      F-1
<PAGE>

Roma Financial Corporation and Subsidiaries
--------------------------------------------------------------------------------
Consolidated Statements of Income

<TABLE>
<CAPTION>
                                                                                         Years Ended December 31,
                                                                       ------------------------------------------------------
                                                                                 2007               2006                2005
                                                                                 (In thousands, except for per share data)
INTEREST INCOME
------------------------------------------------------------------------------------------------------------------------------------
<S>                                                                         <C>                <C>                 <C>
   Loans                                                                      $27,447            $24,748             $20,662
   Mortgage-backed securities held to maturity                                  7,041              7,166               7,158
   Investment securities held to maturity                                       7,730              6,406               5,661
   Securities available for sale                                                  626                565                 467
   Other interest-earning assets                                                2,925              1,984                 684
                                                                      ----------------   ----------------    ---------------

       Total Interest Income                                                   45,769             40,869              34,632
                                                                      ----------------   ----------------    ---------------
INTEREST EXPENSE
   Deposits                                                                    17,320             14,708              10,742
   Borrowings                                                                     463                482                 159
                                                                      ----------------   ----------------    ---------------

       Total Interest Expense                                                  17,783             15,190              10,901
                                                                      ----------------   ----------------    ---------------

       Net Interest Income                                                     27,986             25,679              23,731

PROVISION FOR LOAN LOSSES                                                         492                291                 128
                                                                      ----------------   ----------------    ---------------

       Net Interest Income after Provision for Loan Losses                     27,494             25,388              23,603
                                                                      ----------------   ----------------    ---------------
NON-INTEREST  INCOME
   Commissions on sales of title policies                                       1,292              1,361               1,159
   Fees and service charges on deposits and loans                               1,308                771                 458
   Income from bank owned life insurance                                          778                695                 666
   Net gain from sale of mortgage loans originated for sale                         3                  6                  14
   Other                                                                          679                627                 619
                                                                      ----------------   ----------------    ---------------

       Total Non-Interest Income                                                4,060              3,460               2,916
                                                                      ----------------   ----------------    ---------------
NON-INTEREST EXPENSES
   Salaries and employee benefits                                              11,899             10,282               8,595
   Net occupancy expense of premises                                            1,850              1,653               1,152
   Equipment                                                                    1,677              1,483               1,241
   Data processing fees                                                         1,329              1,273               1,324
   Advertising                                                                    881                806                 813
   Federal insurance premium                                                       74                 86                  81
   Charitable contributions                                                        28              3,527                 231
   Other                                                                        2,589              2,096               1,695
                                                                      ----------------   ----------------    ---------------

       Total Non-Interest Expenses                                             20,327             21,206              15,132
                                                                      ----------------   ----------------    ---------------

       Income before Income Taxes and Minority Interest                        11,227              7,642              11,387

INCOME TAXES                                                                    4,134              2,394               3,852
                                                                      ----------------   ----------------    ---------------
       Net income before minority interest                                      7,093              5,248               7,535
MINORITY INTEREST IN LOSS OF ROMASIA BANK                                         123                  -                   -
                                                                      ----------------   ----------------    ---------------
       Net Income                                                            $  7,216           $  5,248            $  7,535
                                                                      ================   ================    ===============
NET INCOME PER COMMON SHARE
       Basic  and diluted                                                    $    .23           $    .19            $    .33
                                                                      ================   ================    ===============
DIVIDENDS DECLARED PER SHARE                                                 $    .24           $      -            $      -
                                                                      ================   ================    ===============
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING
                                                                      ================   ================    ===============
       Basic and diluted                                                       31,563             27,305              22,584
                                                                      ================   ================    ===============
</TABLE>
See notes to consolidated financial statements.
--------------------------------------------------------------------------------
                                      F-2
<PAGE>

Roma Financial Corporation and Subsidiaries
--------------------------------------------------------------------------------
Consolidated Statements of Changes in Stockholders' Equity
Years Ended December 31, 2007, 2006 and 2005

<TABLE>
<CAPTION>
                                                                           Retained    Unearned   Accumulated
                                                                           Earnings -   Shares       Other
                                                     Common    Paid-In   Substantially   Held    Comprehensive   Treasury
                                                      Stock    Capital    Restricted    by ESOP   Income(Loss)    Stock      Total
                                                      -----    -------    ----------    -------   ------------    -----      -----
                                                                                    (In Thousands)
<S>                                              <C>       <C>            <C>         <C>           <C>           <C>      <C>
Balance - December 31, 2004                        $     -   $       -      $131,285   $     -       $  108        $   -   $131,393
                                                                                                                           ---------

     Comprehensive income:
         Net income                                      -           -         7,535         -            -            -      7,535
         Unrealized holding loss on securities
           available for sale, net of income
           taxes of $(49)                                -           -             -         -          (70)           -        (70)
                                                                                                                           ---------

         Total Comprehensive Income                                                                                           7,465
                                                                                                                           ---------

     Initial capitalization of mutual holding
       company                                           1         799        (1,000)        -            -            -       (200)
                                                    ------     -------      --------   -------        -----        -----   --------

Balance - December 31, 2005                              1         799       137,820         -           38            -    138,658
                                                                                                                           ---------
     Comprehensive income:
       Net income                                        -           -         5,248         -            -            -      5,248
       Unrealized holding loss on securities
         available for sale, net of income  taxes
         of $(72)                                        -           -             -         -         (158)           -       (158)
                                                                                                                           ---------

         Total Comprehensive Income                                                                                           5,090
                                                                                                                           ---------

     Initial application of FASB 158,
       net of income taxes of $(526)                     -           -             -         -         (790)           -       (790)
     Issuance of common stock, net of
       expenses                                      3,273      96,126             -         -            -            -     99,399
     ESOP shares earned                                  -         144             -       270            -            -        414
     Common stock acquired by ESOP                       -           -             -    (8,117)           -            -     (8,117)
                                                    ------     -------      --------   -------        -----        -----   --------

Balance - December 31, 2006                         $3,274     $97,069      $143,068   $(7,847)       $(910)       $   -   $234,654
</TABLE>


See notes to consolidated financial statements.
--------------------------------------------------------------------------------
                                      F-3
<PAGE>

Roma Financial Corporation and Subsidiaries
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                                             Retained    Unearned   Accumulated
                                                                             Earnings -   Shares       Other
                                                     Common   Paid-In      Substantially   Held    Comprehensive Treasury
                                                      Stock   Capital       Restricted    by ESOP   Income(Loss)   Stock      Total
                                                 ----------------------- -----------------------  ------------- ---------  ---------
                                                                                      (In Thousands)
<S>                                               <C>         <C>          <C>       <C>            <C>       <C>        <C>
     Comprehensive income:

         Net income                              $       -      $     -     $   7,216  $      -           -     $      -   $  7,216
                                                                                                                           ---------
         Unrealized holding loss on securities           -            -             -                    21                      21
           available for sale, net of income
           taxes of $(56)                                                                             -                        -
         Application of FASB 158,
           net of income taxes of $(316)                 -            -             -         -         475            -        475
                                                                                                                           ---------

         Total Comprehensive Income                                                                                           7,712
                                                                                                                           ---------

Dividends paid and declared                              -            -        (2,148)        -           -                  (2,148)

Purchase of treasury stock                               -            -             -         -           -      (22,792)   (22,792)

ESOP shares earned                                       -          336             -       541           -            -        877
                                                    ------      -------      --------  -------        -----     --------   --------
Balance - December 31, 2007                         $3,274      $97,405      $148,136  $(7,306)       $(414)    $(22,792)  $218,303
                                                    ======      =======      ========  =======        =====     ========   ========
</TABLE>

See notes to consolidated financial statements.
--------------------------------------------------------------------------------
                                      F-4

<PAGE>

Roma Financial Corporation and Subsidiaries
--------------------------------------------------------------------------------
Consolidated Statements of Cash Flows

<TABLE>
<CAPTION>
                                                                                           Years Ended December 31,
                                                                              ------------------------------------------------
                                                                                   2007              2006              2005
                                                                                             (In Thousands)
CASH FLOWS FROM OPERATING ACTIVITIES
<S>                                                                           <C>               <C>                 <C>
   Net income                                                                  $   7,216         $   5,248           $  7,535
   Adjustments to reconcile net income to net cash provided by
      operating activities:
      Depreciation of premises and equipment                                       1,037             1,178                755
      Amortization of premiums and accretion of discounts on securities             (130)              (44)               (91)
      Accretion of deferred loan fees and discounts                                  (51)               34               (171)
      Net gain on sale of mortgage loans originated for sale                          (3)               (6)               (14)
      Mortgage loans originated for sale                                            (409)             (823)            (2,718)
      Proceeds from sales of mortgage loans originated for sale                      412               829              2,732
      Provision for loan losses                                                      492               291                128
      Deferred income tax expense (benefit)                                          189            (1,300)               134
      Contribution of common stock to charitable foundation                            -             3,273                  -
      (Increase) decrease in interest receivable                                     103              (800)              (611)
      (Increase) in cash surrender value of bank owned life insurance               (617)             (545)              (526)
      (Increase)  in other assets                                                 (1,341)             (297)            (1,020)
      Increase  in interest payable                                                  606               397                716
      Increase in other liabilities                                                  477               691                145
      Pension cost amortized from accumulated other comprehensive income              81                 -                  -
      Net change in minority interest                                                479                 -                  -
      ESOP shares earned                                                             877               414                  -
                                                                           --------------    ---------------  ----------------
         Net Cash Provided by Operating Activities                                 9,418             8,540              6,994
                                                                           --------------    ---------------  ----------------

CASH FLOWS FROM INVESTING ACTIVITIES
   Proceeds from calls and repayments on securities available for sale             2,248             1,264                 17
   Purchases of securities available for sale                                       (114)           (5,338)            (2,101)
   Proceeds from maturities and calls of investment securities held to maturity  101,272            49,000             10,060
   Purchases of investment securities held to maturity                           (59,235)          (45,845)           (22,988)
   Principal repayments on mortgage-backed securities held to maturity            28,309            25,453             31,207
   Purchases of mortgage-backed securities held to maturity                      (27,621)          (19,791)           (42,936)
   Net increase in loans receivable                                              (38,932)          (41,999)           (43,415)
   Additions to premises and equipment                                            (3,549)           (3,168)            (8,879)
   (Purchase) redemption of Federal Home Loan Bank of New York stock              (1,033)              (45)             2,652
   Purchase of bank owned life insurance                                          (2,000)                -                  -
                                                                           --------------    ---------------  ----------------
         Net Cash Used in Investing Activities                                      (655)         (40,469)            (76,383)
                                                                           --------------    ---------------  ----------------

CASH FLOWS FROM FINANCING ACTIVITIES
   Net increase (decrease) in deposits                                            25,058           (17,841)            67,513
   Increase in advance payments by borrowers for taxes and insurance                 115               212                519
   Federal Home Loan Bank of New York advances                                    23,000                 -             10,000
   Repayments of Federal Home Loan Bank of New York advances                      (1,923)           (1,839)              (298)
   Purchase of treasury stock                                                    (22,792)                -                  -
   Dividend paid to minority shareholders of Roma Financial Corp                  (1,620)                -                  -
   Initial capitalization of mutual holding company                                    -                 -               (200)
   Common stock acquired by ESOP                                                       -            (8,117)                 -
   Net proceeds from issuance of common stock                                          -            96,126                  -
                                                                           --------------    ---------------  ----------------

         Net Cash Provided by Financing Activities                                21,838            68,541             77,534
                                                                           --------------    ---------------  ----------------

         Net Increase in Cash and Cash Equivalents                                30,601            36,612              8,145

CASH AND CASH EQUIVALENTS - BEGINNING                                             64,701            28,089             19,944
                                                                           --------------    ---------------  ----------------

CASH AND CASH EQUIVALENTS - ENDING                                                95,302           $64,701            $28,089
                                                                           ==============    ===============  ================
SUPPLEMENTARY CASH FLOWS INFORMATION
   Income taxes paid, net                                                       $  4,633          $  2,948           $  4,271
                                                                           ==============    ===============  ================

   Interest paid                                                                 $17,177           $14,786          $  10,185
                                                                           ==============    ===============  ================
</TABLE>

See notes to consolidated financial statements.
--------------------------------------------------------------------------------
                                      F-5

<PAGE>

Roma Financial Corporation and Subsidiaries
--------------------------------------------------------------------------------
Notes to Consolidated Financial Statements


Note 1 - Summary of Significant Accounting Policies

Principles of Consolidation

     The  consolidated   financial  statements  include  the  accounts  of  Roma
     Financial Corporation (the "Company"),  its wholly-owned  subsidiary,  Roma
     Bank (the "Bank") and the Bank's  wholly-owned  subsidiaries,  Roma Capital
     Investment Co. (the "Investment Co.") and General Abstract and Title Agency
     (the "Title Co."). The consolidation  also includes the Company's  majority
     owned  subsidiary,   RomAsia  Bank  (in   organization).   All  significant
     intercompany   accounts   and   transactions   have  been   eliminated   in
     consolidation.

     The  Investment  Co. is  a special  purpose  entity  whose  activities  are
     limited  to holding  investment  securities  and  collection  of  earnings,
     principal repayments and recognizing other gains/losses thereon. It holds a
     substantial  portion  of  the  Company's   investment  and  mortgage-backed
     securities  portfolios and is subject to the investment  company provisions
     of the  New  Jersey  Corporation  Business  Tax  Act.  The  Title  Co.  was
     incorporated  in the  State  of New  Jersey  effective  March  7,  2005 and
     commenced  operations  April 1, 2005 upon the  acquisition of the assets of
     the  General  Abstract  & Title  Agency  (the  "Agency"),  which  consisted
     primarily  of  the  Agency's  title  search  files.   Related  goodwill  of
     approximately  $572,000 was  recognized  as a result of the purchase  price
     exceeding  the fair market  value of assets  acquired.  RomAsia  Bank is in
     organization  and has an  application  pending  with the  Office  of Thrift
     Supervision to be a federal savings bank. The Company has advanced $903,000
     as organizational  capital and intends to maintain a 60% ownership interest
     of  RomAsia  Bank  upon  completion  of  the  organization.   As  presently
     contemplated,  RomAsia  Bank will need to raise  $15.0  million  in initial
     capital, including the investment made by the Company.

Basis of Consolidated Financial Statement Presentation

     The consolidated financial statements have been prepared in conformity with
     accounting  principles  generally accepted in the United States of America.
     In preparing the consolidated financial statements,  management is required
     to make  estimates  and  assumptions  that affect the  reported  amounts of
     assets and  liabilities  as of the date of the  consolidated  statements of
     financial  condition  and revenues and expenses for the periods then ended.
     Actual results could differ significantly from those estimates.

     A material estimate that is particularly  susceptible to significant change
     relates to the  determination of the allowance for loan losses.  Management
     believes that the allowance for loan losses is adequate.  While  management
     uses the most current  information  available to recognize losses on loans,
     future additions to the allowance for loan losses may be necessary based on
     changes in economic conditions in the market area.

     In addition,  various  regulatory  agencies,  as an integral  part of their
     examination  process,  periodically  review the Bank's  allowance  for loan
     losses.  Such  agencies may require the Bank to recognize  additions to the
     allowance based on their judgments about  information  available to them at
     the time of their examinations.

Business of the Company and Subsidiaries

     The Company's  primary business is the ownership and operation of the Bank.
     The Bank is principally engaged in the business of attracting deposits from
     the  general  public at its nine  locations  in New Jersey and using  those
     deposits,  together with other funds,  to invest in securities  and to make
     loans  collateralized  by residential  and commercial real estate and, to a
     lesser  extent,  consumer  loans.  The  Bank's  subsidiary,   Roma  Capital
     Investment  Company,  was organized to hold investments and mortgage-backed
     securities.  The Bank's  subsidiary,  General  Abstract  and Title  Agency,
     provides title searches and policies its customers real estate investments.

--------------------------------------------------------------------------------
                                      F-6

<PAGE>

Roma Financial Corporation and Subsidiaries
--------------------------------------------------------------------------------
Notes to Consolidated Financial Statements


Note 1 - Summary of Significant Accounting Policies (Continued)

Cash and Cash Equivalents

     Cash and cash  equivalents  include  cash and amounts  due from  depository
     institutions,  interest-bearing  deposits  in  other  banks  with  original
     maturities of three months or less and money market funds.

Securities

     Investments  in debt  securities  that the Bank and the Investment Co. have
     the positive  intent and ability to hold to maturity are classified as held
     to maturity  securities  and  reported at amortized  cost.  Debt and equity
     securities that are bought and held  principally for the purpose of selling
     them in the near term are classified as trading  securities and reported at
     fair value, with unrealized  holding gains and losses included in earnings.
     Debt and equity securities not classified as trading securities nor as held
     to maturity  securities are classified as available for sale securities and
     reported at fair value,  with  unrealized  holding gains or losses,  net of
     deferred  income taxes,  reported in the  accumulated  other  comprehensive
     income component of stockholders' equity.

     Declines  in the fair  value  of  available  for sale and held to  maturity
     securities  below  their  amortized  cost that are  deemed to be other than
     temporary  are  reflected  in earnings as realized  losses.  In  estimating
     other-than-temporary impairment losses, management considers (1) the length
     of time and the extent to which the fair value has been less than amortized
     cost,  (2) the financial  condition and near-term  prospects of the issuer,
     and (3) the intent and ability of the Bank and Investment Co. to retain the
     investment  in the issuer for a period of time  sufficient to allow for any
     anticipated recovery in fair value.

     Discounts  and  premiums  are  accreted/amortized  to  income by use of the
     level-yield method.

     Gain or loss on sales of securities is based on the specific identification
     method.

Loans Receivable

     Loans  receivable  are  carried  at  unpaid  principal  balances,  less the
     allowance for loan losses and net deferred loan fees and discounts.

     The Bank defers loan  origination  fees and certain direct loan origination
     costs and  accretes/amortizes  such amounts to income using the level-yield
     method over the contractual lives of the related loans.

     The Bank  provides an  allowance  for the loss of  uncollected  interest on
     loans  that are  more  than  ninety  days  delinquent  as to  principal  or
     interest.  Such interest ultimately  collected is credited to income in the
     period of recovery.

Allowance for Loan Losses

     An  allowance  for loan  losses is  maintained  at a level that  represents
     management's  best  estimate  of  losses  known  and  inherent  in the loan
     portfolio that are both probable and reasonable to estimate.  Management of
     the Bank,  in  determining  the  allowance  for loan losses,  considers the
     credit risks  inherent in its loan  portfolio and changes in the nature and
     volume of its loan  activities,  along with the general  economic  and real
     estate market  conditions.  The Bank  utilizes a three tier approach  which
     identifies: (1) impaired loans for which specific reserves are established;
     (2)  classified  loans for which a higher yield  allowance is  established;
     and,  (3)  performing  loans  for which a general  valuation  allowance  is
     established.  The Bank  maintains a loan review  system  which allows for a
     periodic  review  of its loan  portfolio  and the early  identification  of
     potential impaired loans. Such system takes into consideration, among other
     things, delinquency status, size of loans,

--------------------------------------------------------------------------------
                                      F-7

<PAGE>

Roma Financial Corporation and Subsidiaries
--------------------------------------------------------------------------------
Notes to Consolidated Financial Statements

Note 1 - Summary of Significant Accounting Policies (Continued)

Allowance for Loan Losses (Continued)

     types of collateral and financial condition of the borrowers. Specific loan
     loss allowances are  established for identified  loans based on a review of
     such information  and/or appraisals of the underlying  collateral.  General
     loan loss allowances are based upon a combination of factors including, but
     not  limited  to,  actual  loan loss  experience,  composition  of the loan
     portfolio,  current economic conditions and management's judgment. Although
     management  believes that appropriate loan loss allowances are established,
     actual  losses are  dependent  upon future  events  and,  as such,  further
     additions to the level of loan loss  allowances may be necessary.  Payments
     received on impaired loans are applied first to accrued interest receivable
     and then to principal.

     A loan  evaluated for  impairment is deemed to be impaired  when,  based on
     current information and events, it is probable that the Bank will be unable
     to collect all amounts due according to the  contractual  terms of the loan
     agreement.  All loans  identified as impaired are evaluated  independently.
     The Bank does not aggregate  such loans for evaluation  purposes.  Payments
     received on impaired  loans are applied  first to interest  receivable  and
     then to principal.

Premises and Equipment

     Premises  and  equipment  are  comprised of land,  including  land held for
     future  development,  and land  improvements,  at cost,  and  buildings and
     improvements  and  furnishings  and equipment,  at cost,  less  accumulated
     depreciation. Depreciation charges are computed on the straight-line method
     over the following estimated useful lives:

                                                               Years
                                                               -----

                            Buildings and improvements        20 - 50
                            Furnishings and equipment          3 - 10

     Construction in progress primarily represents facilities under construction
     for future use in our  business  and includes all costs to acquire land and
     construct   buildings,   as  well  as  capitalized   interest   during  the
     construction  period.  Interest is capitalized at the average interest rate
     of overnight funds.

     Significant  renewals  and  betterments  are  charged to the  premises  and
     equipment  account.  Maintenance  and repairs are charged to expense in the
     year  incurred.  Rental  income is netted  against  occupancy  costs in the
     consolidated statements of income.

Federal Home Loan Bank Stock

     Federal law  requires a member  institution  of the Federal  Home Loan Bank
     system to hold  restricted  stock of its  district  Federal  Home Loan Bank
     according to a predetermined  formula.  The restricted  stock is carried at
     cost.

Bank Owned Life Insurance

     The Bank is the  beneficiary of insurance  policies on the lives of certain
     officers,  employees  and  directors  of  the  Bank.  This  life  insurance
     investment  is accounted for using the cash  surrender  value method and is
     recorded at its net realizable  value. The change in the net asset value is
     recorded as non-interest income.

--------------------------------------------------------------------------------
                                      F-8

<PAGE>

Roma Financial Corporation and Subsidiaries
--------------------------------------------------------------------------------
Notes to Consolidated Financial Statements


Note 1 - Summary of Significant Accounting Policies (Continued)

Income Taxes

     The Company and it subsidiaries,  except for RomAsia which files a separate
     federal return, file a consolidated federal income tax return. Income taxes
     are allocated to the Company and its subsidiaries based on the contribution
     of their income or use of their loss in the consolidated  return.  Separate
     state income tax returns are filed by the Company and its subsidiaries.

     Federal and state income taxes have been  provided on the basis of reported
     income or loss. The amounts  reflected on the tax returns differ from these
     provisions  due  principally  to temporary  differences in the reporting of
     certain  items for financial  reporting and income tax reporting  purposes.
     The tax effect of these temporary  differences is accounted for as deferred
     taxes applicable to future periods.  Deferred income tax expense or benefit
     is determined by recognizing  deferred tax assets and  liabilities  for the
     estimated future tax consequences  attributable to differences  between the
     financial statement carrying amounts of existing assets and liabilities and
     their  respective  tax  bases.  Deferred  tax assets  and  liabilities  are
     measured using enacted tax rates expected to apply to taxable income in the
     years in which those temporary  differences are expected to be recovered or
     settled.  The effect on deferred  assets and liabilities of a change in tax
     rates is  recognized  in earnings in the period that includes the enactment
     date.  The  realization  of deferred tax assets is assessed and a valuation
     allowance provided for the full amount which is not more likely than not to
     be realized.

Advertising Costs

     Advertising costs are expensed as incurred. The direct response advertising
     conducted by the Bank is immaterial and has not been capitalized.

Other Comprehensive Income

     The Company  records  unrealized  gains and losses,  net of deferred income
     taxes, on available for sale securities in accumulated other  comprehensive
     income. Realized gains and losses, if any, are reclassified to non-interest
     income upon the sale of the related  securities or upon the  recognition of
     an impairment  loss. The Company has elected to report the effects of other
     comprehensive  income  in  the  consolidated  statements  of  stockholders'
     equity.

     Other comprehensive income also includes amounts related to defined benefit
     pension  liabilities in accordance  with SFAS 158. This adjustment to other
     comprehensive income reflects,  net of tax, transition  obligations,  prior
     service costs,  and  unrealized net losses that had not been  recognized in
     the consolidated  financial  statements prior to the implementation of SFAS
     158.

Interest Rate Risk

     We are principally  engaged in the business of attracting deposits from the
     general public and using these deposits, together with borrowings and other
     funds, to purchase securities and to make loans secured by real estate. The
     potential  for  interest-rate  risk  exists  as a result  of the  generally
     shorter  duration  of our  interest-sensitive  liabilities  compared to the
     generally  longer duration of our  interest-sensitive  assets.  In a rising
     rate  environment,  liabilities  will reprice  faster than assets,  thereby
     reducing  net  interest  income.  For  this  reason,  management  regularly
     monitors the maturity  structure of our assets and  liabilities in order to
     measure our level of interest-rate risk and to plan for future volatility.

Concentration of Risk

     The Bank's  lending  activity is chiefly  concentrated  in loans secured by
     real estate  located in the State of New Jersey.  At December  31, 2007 and
     2006, the Bank had deposits totaling $88.4 million and $57.4 million,

--------------------------------------------------------------------------------
                                      F-9

<PAGE>

Roma Financial Corporation and Subsidiaries
--------------------------------------------------------------------------------
Notes to Consolidated Financial Statements


Note 1 - Summary of Significant Accounting Policies (Continued)

     which  were held by the  Federal  Home  Loan  Bank of New York and  another
     financial institution which are not insured by the FDIC.

Transfers of Financial Assets

     Transfers of financial  assets are accounted for as sales when control over
     the assets has been surrendered.  Control over transferred assets is deemed
     to be  surrendered  when (1) the assets have been isolated from us, (2) the
     transferee  obtains the right (free of  conditions  that  constrain it from
     taking  advantage  of that  right) to pledge or  exchange  the  transferred
     assets,  and, (3) we do not maintain effective control over the transferred
     assets through an agreement to repurchase them before their maturity.

Off-Balance Sheet Credit Related Financial Instruments

     In the ordinary  course of business,  we have entered into  commitments  to
     extend credit,  including commitments under lines of credit. Such financial
     instruments are recorded when they are funded.

Recent Accounting Pronouncements

     In July 2006, the Financial  Accounting  Standards Board (FASB) issued FASB
     Interpretation  No. 48,  "Accounting  for  Uncertainty in Income  Taxes--an
     interpretation  of FASB  Statement No. 109" (FIN 48),  which  clarifies the
     accounting for uncertainty in tax positions.  This Interpretation  requires
     that companies recognize in their financial  statements the impact of a tax
     position,  if that  position is more likely than not of being  sustained on
     audit, based on the technical merits of the position. The provisions of FIN
     48 are effective for fiscal years  beginning  after December 15, 2006, with
     the cumulative effect of the change in accounting  principle recorded as an
     adjustment  to opening  retained  earnings.  The adoption of FIN 48 did not
     have a material impact on The company's  consolidated  financial  position,
     results of operation or cash flows.

     In  September  2006,  the FASB issued FASB  Statement  No. 157,  Fair Value
     Measurements,  which  defines  fair  value,  establishes  a  framework  for
     measuring fair value under GAAP, and expands  disclosures  about fair value
     measurements.   FASB   Statement  No.  157  applies  to  other   accounting
     pronouncements  that  require or permit  fair value  measurements.  The new
     guidance is  effective  for  financial  statements  issued for fiscal years
     beginning  after  November 15, 2007,  and for interim  periods within those
     fiscal years. We are currently  evaluating the potential impact, if any, of
     the  adoption  of FASB  Statement  No.  157 on our  consolidated  financial
     position, results of operations and cash flows.

     In September of 2006, the SFAS issued FASB 158, "Employers'  Accounting for
     Defined Benefit Pension and other Postretirement Plans" which required that
     an employer that sponsors one more single-employer defined benefit plans to
     recognize the funded status of a benefit plan,  measured as the  difference
     between  plan  assets  at fair  value  and the  benefit  obligation  in the
     statement of financial position The statement also required the recognition
     as a component  of other  comprehensive  income,  net of tax,  the gains or
     losses and prior  service costs or credits as they arise.  The  measurement
     date,  the  date at which  the  benefit  obligation  and  plan  assets  are
     measured,  is required to be the Company's fiscal year end. SFAS No. 158 is
     effective  for  publicly-held  companies  for  fiscal  years  ending  after
     December 15, 2006,  except for the measurement date  provisions,  which are
     effective  for fiscal years ending  after  December 31, 2008.  Accordingly,
     FASB 158 adjustments are reflected in these financial statements.

     In February of 2007,  the FASB issued SFAS No. 159,  "The Fair Value Option
     for Financial  Assets and Financial  Liabilities-Including  an amendment of
     FASB Statement No. 115." SFAS No. 159 permits entities to choose to measure
     many  financial   instruments  and  certain  other  items  at  fair  value.
     Unrealized gains and

--------------------------------------------------------------------------------
                                      F-10

<PAGE>

Roma Financial Corporation and Subsidiaries
--------------------------------------------------------------------------------
Notes to Consolidated Financial Statements


Note 1 - Summary of Significant Accounting Policies (Continued)

     losses on items for which the fair value  option has been  elected  will be
     recognized in earnings at each  subsequent  reporting date. SFAS No. 159 is
     effective for our Company on January 1, 2008. The Company is evaluating the
     impact  that the  adoption  of SFAS No.  159 will have on our  consolidated
     financial statements.

     In March 2007,  the FASB  ratified EITF Issue No.  06-11,  "Accounting  for
     Income Tax benefits of Dividends on Share-Based Payment Awards." EITF 06-11
     requires  companies  to  recognize  the income tax  benefit  realized  from
     dividends or dividend equivalents that are charged to retained earnings and
     paid to employees  for  nonvested  equity-classified  employee  share-based
     payment awards as an increase to additional paid-in capital.  EITF 06-11 is
     effective for fiscal years  beginning after September 15, 2007. The Company
     does not expect  EITF 06-11  will have a material  impact on its  financial
     position, results of operations or cash flows.

     In March 2007, the FASB ratified Emerging Issues Task Force Issue No. 06-10
     "Accounting   for  Collateral   Assignment   Split-Dollar   Life  Insurance
     Agreements"  (EITF 06-10).  EITF 06-10 provides  guidance for determining a
     liability for the postretirement  benefit obligation as well as recognition
     and  measurement of the  associated  asset on the basis of the terms of the
     collateral assignment  agreement.  EITF 06-10 is effective for fiscal years
     beginning  after December 15, 2007. The Company is currently  assessing the
     impact of EITF 06-10 on its consolidated  financial position and results of
     operations.

     On  September 7, 2006 , the Task Force  reached a conclusion  on EITF Issue
     No. 06-5,  "Accounting  for Purchases of Life  Insurance - Determining  the
     Amount That Could Be Realized in Accordance  with FASB  Technical  Bulletin
     No. 85-4,  Accounting  for Purchases of Life Insurance  ("EITF 06-5").  The
     scope of EITF 06-5 consists of six separate  issues  relating to accounting
     for life insurance  policies  purchased by entities  protecting against the
     loss of "key  persons."  The six issues are  clarifications  of  previously
     issued guidance on FASB Technical Bulletin No. 85-4. EITF 06-5 is effective
     for fiscal years  beginning  after  December 15, 2006. The adoption of EITF
     Issue  No.  06-05  did  not  have a  material  effect  on the  consolidated
     financial statements.

     In May 2007, the FASB issued FASB FSP FIN 48-1 "Definition of Settlement in
     FASB  Interpretation  No.  48".  FSP FIN 48-1  provides  guidance on how to
     determine whether a tax position is effectively  settled for the purpose of
     recognizing previously unrecognized tax benefits. FSP FIN 48-1 in effective
     retroactive to January 1, 2007. The adoption of FSB FUB 48-1 did not have a
     material  impact  on  the  consolidated  financial  position,   results  of
     operations or cash flows.

     FASB statement No. 141 (R) "Business  Combinations"  was issued in December
     of 2007. This Statement establishes principles and requirements for how the
     acquirer of a business recognizes and measures in its financial  statements
     the  identifiable  assets  acquired,   the  liabilities  assumed,  and  any
     noncontrolling  interest  in the  acquiree.  The  Statement  also  provides
     guidance  for  recognizing  and  measuring  the  goodwill  acquired  in the
     business  combination and determines what information to disclose to enable
     users of the  financial  statements  to evaluate  the nature and  financial
     effects of the business combination.  The guidance will become effective as
     of the beginning of a company's  fiscal year  beginning  after December 15,
     2008.  This new  pronouncement  will impact the  Company's  accounting  for
     business combinations completed beginning January 1, 2009.

     FASB statement No. 160 "Noncontrolling  Interests in Consolidated Financial
     Statements--an  amendment  of ARB No. 51" was issued in  December  of 2007.
     This Statement establishes accounting and reporting standards

--------------------------------------------------------------------------------
                                      F-11

<PAGE>

Roma Financial Corporation and Subsidiaries
--------------------------------------------------------------------------------
Notes to Consolidated Financial Statements


Note 1 - Summary of Significant Accounting Policies (Continued)

     for the noncontrolling interest in a subsidiary and for the deconsolidation
     of a subsidiary.  The guidance will become effective as of the beginning of
     a company's  fiscal year beginning  after December 15, 2008. The Company is
     currently  evaluating the potential impact the new pronouncement  will have
     on its consolidated financial statements.

     Staff Accounting  Bulletin No. 110 (SAB 110) amends and replaces Question 6
     of Section D.2 of Topic 14, "Share-Based  Payment," of the Staff Accounting
     Bulletin series.  Question 6 of Section D.2 of Topic 14 expresses the views
     of the staff regarding the use of the "simplified"  method in developing an
     estimate of expected term of "plain vanilla" share options and allows usage
     of the  "simplified"  method for share option  grants prior to December 31,
     2007.  SAB 110  allows  public  companies  which do not  have  historically
     sufficient  experience to provide a reasonable  estimate to continue use of
     the "simplified" method for estimating the expected term of "plain vanilla"
     share option grants after December 31, 2007.  SAB 110 is effective  January
     1, 2008.

     Staff  Accounting  Bulletin No. 109 (SAB 109),  "Written  Loan  Commitments
     Recorded at Fair Value Through  Earnings"  expresses the views of the staff
     regarding  written loan  commitments  that are  accounted for at fair value
     through earnings under generally accepted  accounting  principles.  To make
     the  staff's  views  consistent  with  current   authoritative   accounting
     guidance,   the  SAB  revises  and  rescinds   portions  of  SAB  No.  105,
     "Application of Accounting  Principles to Loan Commitments."  Specifically,
     the SAB revises the SEC staff's views on incorporating  expected net future
     cash  flows  related  to  loan  servicing  activities  in  the  fair  value
     measurement of a written loan commitment. The SAB retains the staff's views
     on   incorporating    expected   net   future   cash   flows   related   to
     internally-developed  intangible  assets in the fair value measurement of a
     written loan commitment.  The staff expects  registrants to apply the views
     in  Question  1 of SAB  109  on a  prospective  basis  to  derivative  loan
     commitments  issued or modified in fiscal quarters beginning after December
     15, 2007. The Company does not expect SAB 109 to have a material  impact on
     its financial statements.

     In December 2007, the FASB issued proposed FASB Staff Position (FSP) 157-b,
     "Effective  Date of FASB  Statement  No. 157," that would permit a one-year
     deferral in applying the  measurement  provisions  of Statement  No. 157 to
     non-financial assets and non-financial  liabilities  (non-financial  items)
     that are not recognized or disclosed at fair value in an entity's financial
     statements  on a recurring  basis (at least  annually).  Therefore,  if the
     change  in  fair  value  of a  non-financial  item  is not  required  to be
     recognized or disclosed in the  financial  statements on an annual basis or
     more frequently, the effective date of application of Statement 157 to that
     item is deferred until fiscal years  beginning  after November 15, 2008 and
     interim  periods  within those fiscal years.  This deferral does not apply,
     however,  to an entity  that  applies  Statement  157 in  interim or annual
     financial statements before proposed FSP 157-b is finalized. The Company is
     currently  evaluating  the impact,  if any,  that the adoption of FSP 157-b
     will have on the Company's operating income or net earnings.


Earnings per Common Share ("EPS)

     Basic earnings per share is based on the weighted  average number of common
     shares  actually  outstanding  adjusted for Employee  Stock  Ownership Plan
     ("ESOP") shares not yet committed to be released. Diluted EPS is calculated
     by  adjusting  the  weighted  average  number of  shares  of  common  stock
     outstanding to include the effect of contracts or securities exercisable or
     which could be converted into common stock, if dilutive, using the treasury
     stock method. During the periods presented, diluted EPS did not differ from
     basic EPS as there were no existing contracts or securities  exercisable or
     convertible  into common  stock  during these  periods.  Shares  issued and
     reacquired  during any period are  weighted  for the  portion of the period
     they  were  outstanding.   The  10,000  shares  issued  to  Roma  Financial
     Corporation, MHC in connection with the

--------------------------------------------------------------------------------
                                      F-12

<PAGE>

Roma Financial Corporation and Subsidiaries
--------------------------------------------------------------------------------
Notes to Consolidated Financial Statements


Note 1 - Summary of Significant Accounting Policies (Continued)

     Company's reorganization in 2004 were "replaced" with 22,584,994 shares, or
     69% of the shares issued in the Company's  initial  public  offering.  This
     transaction  is analogous to a stock split or significant  stock  dividend,
     therefore,  net  income  per  common  share  for  those  shares  have  been
     retroactively restated for all periods presented.

Reclassification

Certain  amounts as of and for the years ended  December  31, 2006 and 2005 have
been reclassified to conform with the current year's presentation.

Note 2 - Securities Available for Sale

<TABLE>
<CAPTION>
                                                                              December 31, 2007
                                                   -------------------------------------------------------------------------
                                                                             Gross              Gross
                                                         Amortized        Unrealized         Unrealized           Carrying
                                                            Cost             Gains             Losses               Value
                                                   ---------------    ----------------   ----------------    ---------------
                                                                                (In Thousands)
<S>                                                      <C>                  <C>                 <C>              <C>
Mortgage-backed securities                                 $ 1,260              $ 32                $  -             $ 1,292
                                                   ---------------    ----------------   ----------------    ---------------

Obligations of state and political subdivisions:
     After one year through five years                         799                 5                   -                 804
     After five years through ten years                      5,291                68                   -               5,359
     After ten years                                         3,930                35                   -               3,965
                                                   ---------------    ----------------   ----------------    ---------------
                                                            10,020               108                   -              10,128
                                                   ---------------    ----------------   ----------------    ---------------

Equity securities                                            3,630                16                 203               3,443
Mutual fund shares                                           2,483                 -                 108               2,375
                                                   ---------------    ----------------   ----------------    ---------------

                                                           $17,393              $156                $311             $17,238
                                                   ===============    ================   ================    ===============
</TABLE>

<TABLE>
<CAPTION>
                                                                              December 31, 2006
                                                   -------------------------------------------------------------------------
                                                                             Gross              Gross
                                                         Amortized        Unrealized         Unrealized           Carrying
                                                            Cost             Gains             Losses               Value
                                                   ---------------    ----------------   ----------------    ---------------
                                                                                (In Thousands)
<S>                                                      <C>                  <C>                 <C>              <C>
Mortgage-backed securities                                 $ 1,507             $  17                $  -             $ 1,524
                                                   ---------------    ----------------   ----------------    ---------------

Obligations of state and political subdivisions:
     After five years through ten years                      4,148                66                   -               4,214
     After ten years                                         5,867                74                                   5,941
                                                   ---------------    ----------------   ----------------    ---------------

                                                            10,015               140                   -              10,155
                                                   ---------------    ----------------   ----------------    ---------------
U.S. Government (including agencies) due after               2,000                 -                  21               1,979
     one year through five years
Equity securities                                            3,630                39                 222               3,447
Mutual fund shares                                           2,368                 -                 142               2,226
                                                   ---------------    ----------------   ----------------    ---------------

                                                           $19,520              $196                $385             $19,331
                                                   ===============    ================   ================    ===============
</TABLE>

--------------------------------------------------------------------------------
                                      F-13

<PAGE>

Roma Financial Corporation and Subsidiaries
--------------------------------------------------------------------------------
Notes to Consolidated Financial Statements


Note 2 - Securities Available for Sale (Continued)

The  unrealized  losses,  categorized  by the length of time of continuous  loss
position,  and the fair value of related  securities  available  for sale are as
follows:

<TABLE>
<CAPTION>
                                    Less than 12 Months             More than 12 Months                   Total
                               ------------------------------  ------------------------------  -----------------------------
                                   Fair         Unrealized         Fair         Unrealized         Fair        Unrealized
                                   Value          Losses           Value          Losses           Value         Losses
                               --------------  --------------  --------------  --------------  -------------- --------------
                                                                      (In Thousands)
<S>                                <C>             <C>              <C>               <C>           <C>              <C>
December 31, 2007:
     Equity securities                $    -            $  -          $3,377            $203          $3,377           $203
     Mutual funds                          -               -           2,375             108           2,375            108
                               --------------  --------------  --------------  --------------  -------------- --------------

                                      $    -            $  -          $5,752            $311          $5,752           $311
                               ==============  ==============  ==============  ==============  ============== ==============

December 31, 2006:
     U.S. Government
       (including agencies)           $    -            $  -          $1,979            $ 21          $1,979           $ 21
     Equity securities                 3,357             222               -               -           3,357            222
     Mutual funds                      2,226             142               -               -           2,226            142
                               --------------  --------------  --------------  --------------  -------------- --------------

                                      $5,583            $364          $1,979            $ 21          $7,562           $385
                               ==============  ==============  ==============  ==============  ============== ==============
</TABLE>

Management  does  not  believe  that  any of the  individual  unrealized  losses
represent an  other-than-temporary  impairment.  The unrealized losses on mutual
funds are on shares in  registered  funds that invest  primarily in money market
instruments  and short to  moderate  term  fixed  rate  securities.  The  equity
securities  and  mutual  funds are  subject to market  fluctuations.  Management
believes that both the equity and mutual fund  investment  continue to be credit
worthy and that is no underlying  financial  situation that would cause concern.
The Bank and Investment Co. have the intent and ability to hold these securities
for a time  necessary to recover the  amortized  cost.  As of December 31, 2007,
there was one mutual fund, and one equity  security in unrealized loss positions
compared to one mutual fund, one equity and one U.S.  Government  security in an
unrealized loss position at the prior year end.

There were no sales of  securities  available  for sale  during the years  ended
December 31, 2007, 2006, and 2005.

                                      F-14

<PAGE>

Roma Financial Corporation and Subsidiaries
--------------------------------------------------------------------------------
Notes to Consolidated Financial Statements


Note 3 - Investment Securities Held to Maturity

<TABLE>
<CAPTION>
                                                                              December 31, 2007
                                                   -------------------------------------------------------------------------
                                                                           Gross              Gross
                                                      Carrying          Unrealized         Unrealized          Estimated
                                                       Value               Gains             Losses            Fair Value
                                                   ---------------    ----------------   ----------------    ---------------
                                                                                (In Thousands)
<S>                                                    <C>                  <C>                    <C>           <C>
U.S. Government (including agencies):
     Within one year                                      $ 18,000              $  4                $ 52            $ 17,952
     After one year through five years                      43,313                43                  25              43,331
     After five years through ten years                     49,975               114                   9              50,080
     After ten years                                        11,995                60                   -              12,055
                                                   ---------------    ----------------   ----------------    ---------------
                                                           123,283               221                  86             123,418
                                                   ---------------    ----------------   ----------------    ---------------

Obligations of state and political subdivisions:
     After one year through five years                       1,265                55                   -               1,320
     After ten years                                         3,158                 6                  74               3,090
                                                   ---------------    ----------------   ----------------    ---------------
                                                             4,423                61                  74               4,410
                                                   ---------------    ----------------   ----------------    ---------------

                                                          $127,706              $282                $160            $127,828
                                                   ===============    ================   ================    ===============
</TABLE>

<TABLE>
<CAPTION>
                                                                                 December 31, 2006
                                                   -------------------------------------------------------------------------
                                                                              Gross              Gross
                                                         Carrying          Unrealized         Unrealized          Estimated
                                                          Value               Gains             Losses            Fair Value
                                                   ---------------    ----------------   ----------------    ---------------
                                                                                (In Thousands)
<S>                                                    <C>                    <C>             <C>                <C>
U.S. Government (including agencies):
     Within one year                                      $ 57,996               $ -              $  374            $ 57,622
     After one year through five years                      59,310                16               1,110              58,216
     After five years through ten years                     51,026                 4                 565              50,465
                                                   ---------------    ----------------   ----------------    ---------------
                                                           168,332                20               2,049             166,303


Obligations of state and political subdivisions:
     After ten years                                         1,595                36                   -               1,631
                                                   ---------------    ----------------   ----------------    ---------------

                                                          $169,927               $56              $2,049            $167,934
                                                   ===============    ================   ================    ===============
</TABLE>

                                      F-15

<PAGE>

Roma Financial Corporation and Subsidiaries
--------------------------------------------------------------------------------
Notes to Consolidated Financial Statements


Note 3 - Investment Securities Held to Maturity (Continued)

The  unrealized  losses,  categorized  by the length of time of continuous  loss
position,  and the fair value of related  investments  held to  maturity  are as
follows:

<TABLE>
<CAPTION>
                                         Less than 12 Months            More than 12 Months                  Total
                                  ----------------------------  ------------------------------  -----------------------------
                                        Fair        Unrealized        Fair         Unrealized         Fair        Unrealized
                                        Value         Losses          Value          Losses           Value         Losses
                                  -------------  -------------  --------------  --------------  -------------   -------------
                                                                       (In Thousands)
<S>                                    <C>               <C>        <C>                 <C>         <C>                <C>
December 31, 2007:
     U.S. Government
         (including agencies):
         Within one year                 $    -            $ -        $13,948             $52         $13,948            $ 52
         After one year
              through five years            825              -         15,975              25          16,800              25
         After five years
              through ten years           3,987              9              -               -           3,987               9
                                  -------------  -------------  --------------  --------------  -------------   -------------
                                          4,812              9         29,923              77          34,735              86
Obligations of state and
  political subdivisions:
      Over ten years                      2,304             74              -               -           2,304              74
                                  -------------  -------------  --------------  --------------  -------------   -------------

                                         $7,116            $83        $29,923             $77         $37,039            $160
                                  =============  =============  ==============  ==============  =============   =============
December 31, 2006:
     U.S. Government
         (including agencies):
         Within one year                $ 2,992           $  6       $ 54,630          $  368        $ 57,622          $  374
         After one year
              through five years            996              4         56,380           1,106          57,376           1,110
         After five years
              through ten years          21,945            113         25,519             452          47,464             565
                                  -------------  -------------  --------------  --------------  -------------   -------------

                                        $25,933           $123       $136,529          $1,926        $162,462          $2,049
                                  =============  =============  ==============  ==============  =============   =============
</TABLE>

Management  does  not  believe  that  any of the  individual  unrealized  losses
represent  an  other-than-temporary  impairment.  The  unrealized  losses are on
issues  that earn  interest at a fixed  interest  rate and are due to changes in
market interest  rates.  The Bank and Investment Co. have the intent and ability
to hold these investments for a time necessary to recover the amortized cost. As
of  December  31,  2007,  there  were  27  U.S.  Government  agencies  and  four
obligations  of state and political  subdivisions  in unrealized  loss positions
compared to 130 and 2, respectively, in unrealized loss positions as of December
31, 2006.

There were no sales of investment  securities  held to maturity during the years
ended December 31, 2007, 2006, and 2005.

At December 31, 2007 and 2006,  approximately  $83.3 million and $52.6  million,
respectively, of investment securities held to maturity were callable within one
year.

See Note 9 for  information as to investment  securities  held to maturity which
are pledged for borrowings.

                                      F-16

<PAGE>

Roma Financial Corporation and Subsidiaries
--------------------------------------------------------------------------------
Notes to Consolidated Financial Statements


Note 4 - Mortgage-Backed Securities Held to Maturity

<TABLE>
<CAPTION>
                                                                              December 31, 2007
                                                   -------------------------------------------------------------------------
                                                                           Gross              Gross
                                                      Carrying          Unrealized         Unrealized          Estimated
                                                       Value               Gains             Losses            Fair Value
                                                   ---------------    ----------------   ----------------    ---------------
                                                                                (In Thousands)
<S>                                                     <C>                 <C>                   <C>             <C>
Government National Mortgage Association                  $  4,276            $   39                $  2            $  4,313
Federal Home Loan Mortgage Corporation                      84,648               579                 457              84,770
Federal National Mortgage Association                       47,387               451                 215              47,623
Collateralized mortgage obligations                          7,788                58                 112               7,734
                                                   ---------------    ----------------   ----------------    ---------------

                                                          $144,099            $1,127                $786            $144,440
                                                   ===============    ================   ================    ===============
</TABLE>

<TABLE>
<CAPTION>
                                                                              December 31, 2006
                                                   -------------------------------------------------------------------------
                                                                             Gross              Gross
                                                        Carrying          Unrealized         Unrealized          Estimated
                                                         Value               Gains             Losses            Fair Value
                                                   ---------------    ----------------   ----------------    ---------------
                                                                                (In Thousands)
<S>                                                     <C>                  <C>               <C>               <C>
Government National Mortgage Association                 $   5,630            $   33            $     52          $    5,611
Federal Home Loan Mortgage Corporation                      79,822               261               1,104              78,979
Federal National Mortgage Association                       53,880               244                 934              53,190
Collateralized mortgage obligations                          5,148                15                 185               4,978
                                                   ---------------    ----------------   ----------------    ---------------

                                                          $144,480              $553              $2,275            $142,758
                                                   ===============    ================   ================    ===============
</TABLE>

The  unrealized  losses,  categorized  by the length of time of continuous  loss
position,  and the fair  value of  related  mortgage-backed  securities  held to
maturity are as follows:

<TABLE>
<CAPTION>
                                      Less than 12 Months             More than 12 Months                   Total
                               ------------------------------  ------------------------------  -----------------------------
                                     Fair         Unrealized         Fair         Unrealized         Fair        Unrealized
                                     Value          Losses           Value          Losses           Value         Losses
                               --------------  --------------  --------------  --------------  -------------- --------------
                                                                      (In Thousands)
<S>                                <C>                 <C>         <C>                <C>          <C>               <C>
December 31, 2007:
     Government National
         Mortgage
         Association                 $   772             $ 1         $   165            $  1         $   937           $  2
     Federal Home Loan
         Mortgage
         Corporation                   4,921              51          28,711             406          33,632            457
     Federal National
         Mortgage
         Association                   6,238               7          17,769             208          24,007            215
     Collateralized mortgage
         obligations                       -               -           2,740             112           2,740            112
                               --------------  --------------  --------------  --------------  -------------- --------------

                                     $11,931             $59         $49,385            $727         $61,316           $786
                               ==============  ==============  ==============  ==============  ============== ==============
</TABLE>

                                      F-17

<PAGE>

Roma Financial Corporation and Subsidiaries
--------------------------------------------------------------------------------
Notes to Consolidated Financial Statements


Note 4 - Mortgage-Backed Securities Held to Maturity (Continued)

<TABLE>
<CAPTION>
                                      Less than 12 Months             More than 12 Months                   Total
                               ------------------------------  ------------------------------  -----------------------------
                                     Fair         Unrealized         Fair         Unrealized         Fair        Unrealized
                                     Value          Losses           Value          Losses           Value         Losses
                               --------------  --------------  --------------  --------------  -------------- --------------
                                                                      (In Thousands)
<S>                                  <C>                <C>         <C>              <C>           <C>              <C>
December 31, 2006:
     Government National
         Mortgage
         Association                  $    -             $ -         $ 3,370          $   52        $  3,370         $   52
     Federal Home Loan
         Mortgage
         Corporation                   4,384              14          52,420           1,090          56,804          1,104
     Federal National
         Mortgage
         Association                   1,817               4          35,077             930          36,894            934
     Collateralized mortgage
         obligations                       -               -           3,208             185           3,208            185
                               --------------  --------------  --------------  --------------  -------------- --------------

                                      $6,201             $18         $94,075          $2,257        $100,276         $2,275
                               ==============  ==============  ==============  ==============  ============== ==============
</TABLE>

Management  does  not  believe  that  any of the  individual  unrealized  losses
represent  an   other-than-temporary   impairment.   The  unrealized  losses  on
mortgage-backed  securities  relate  primarily to fixed  interest  rate and to a
lesser extent adjustable interest rate securities. Such losses are the result of
changes in  interest  rates.  The Bank and  Investment  Co.  have the intent and
ability to hold these  securities  for a time necessary to recover the amortized
cost.  As of  December  31,  2007,  there were 9  Government  National  Mortgage
Association,  48 Federal Home Loan  Mortgage  Corporation,  30 Federal  National
Mortgage Association,  and 6 Collateralized mortgage obligations,  in unrealized
loss positions compared to 23, 76, 49, and 6,  respectively,  in unrealized loss
positions as of December 31, 2006.

There were no sales of  mortgage-backed  securities  held to maturity during the
years ended December 31, 2007, 2006, and 2005.

At December 31, 2007 and 2006,  mortgage-backed securities held to maturity with
a carrying value of approximately  $918,000 and $1,126,000,  respectively,  were
pledged to secure public funds on deposit.

                                      F-18

<PAGE>

Roma Financial Corporation and Subsidiaries
--------------------------------------------------------------------------------
Notes to Consolidated Financial Statements


Note 5 - Loans Receivable

<TABLE>
<CAPTION>
                                                                                                        December 31,
                                                                                         -----------------------------------
                                                                                                  2007                2006
                                                                                         ----------------    ---------------
                                                                                                   (In Thousands)
<S>                                                                                           <C>                 <C>
          Real estate mortgage loans:
               Conventional 1-4 family                                                          $219,900            $207,755
               Commercial and multi-family                                                        80,537              65,848
                                                                                         ----------------    ---------------

                                                                                                 300,437             273,603
                                                                                         ----------------    ---------------

          Construction                                                                            37,119              23,956
                                                                                         ----------------    ---------------

          Consumer:
               Personal                                                                                -                   -
               Passbook or certificate                                                             1,103               1,314
               Automobile                                                                             24                  33
               Equity and second mortgages                                                       130,085             127,450
                                                                                         ----------------    ---------------

                                                                                                 131,212             128,797
                                                                                         ----------------    ---------------

          Commercial                                                                               3,918               3,724
                                                                                         ----------------    ---------------

                 Total Loans                                                                     472,686             430,080
                                                                                         ----------------    ---------------

          Less:
               Allowance for loan losses                                                           1,602               1,169
               Deferred loan fees and discounts                                                      174                 176
               Loans in process                                                                   12,037               8,353
                                                                                         ----------------    ---------------

                                                                                                  13,813               9,698
                                                                                         ----------------    ---------------

                                                                                                $458,873            $420,382
                                                                                         ================    ===============
</TABLE>

At December 31, 2007,  2006 and 2005,  loans  serviced for the benefit of others
totaled  approximately  $7,291,000,  $7,436,000,  and $7,206,000,  respectively,
which balances are excluded from the above portfolio.  The Bank has an agreement
to sell residential  mortgages to the FHLB of New York (the "FHLB"). The maximum
to be sold under the agreement is $10.0 million and  approximately  $8.5 million
has been sold as of December 31, 2007.  The agreement  includes a maximum credit
enhancement  of  $177,500,  which the Bank may be  required  to pay if  realized
losses on any of the sold mortgages  exceed the amount held in the FHLB's Spread
Account.  The FHLB is  funding  the Spread  Account at 3.55% of the  outstanding
balance of loans sold. The Bank's  historical  losses on  residential  mortgages
have been lower than the amount being funded to the Spread Account. As such, the
Bank does not anticipate recognizing any losses and accordingly has not recorded
a  liability  for  the  credit  enhancement.  As  compensation  for  the  credit
enhancement,  the  FHLB  is  paying  the  Bank at  rates  of .07% to .10% of the
outstanding loan balance in the portfolio on a quarterly basis.

                                      F-19

<PAGE>

Roma Financial Corporation and Subsidiaries
--------------------------------------------------------------------------------
Notes to Consolidated Financial Statements


Note 5 - Loans Receivable (Continued)

The Bank retains the  servicing on the loans sold to the FHLB and receives a fee
based upon the principal balance outstanding.  During the years ended 2007, 2006
and 2005,  the Bank  recognized  approximately  $18,000,  $17,000,  and $13,000,
respectively, of servicing fee income.

At December 31, 2007, 2006 and 2005,  nonaccrual  loans for which the accrual of
interest has been discontinued totaled approximately  $6,889,000,  $363,000, and
$654,000,  respectively.  Interest  income on such loans is recognized only when
actually collected. During the years ended December 31, 2007, 2006 and 2005, the
Bank recognized interest income of approximately $370,000, $12,000, and $40,000,
respectively,  on these loans. Interest income that would have been recorded had
the loans been on the  accrual  status,  would have  amounted  to  approximately
$670,000,  $22,000,  and $47,000 for the years ended December 31, 2007, 2006 and
2005,  respectively.  The  Bank is not  committed  to lend  additional  funds to
borrowers whose loans have been placed on nonaccrual status.

Impaired loans and related amounts recorded in the allowance for loan losses are
summarized as follows:

<TABLE>
<CAPTION>
                                                                                                    December 31,
                                                                                         -----------------------------------
                                                                                              2007                2006
                                                                                         ----------------    ---------------
                                                                                                   (In Thousands)

<S>                                                                                             <C>                  <C>
          Recorded investment in impaired loans with recorded allowances                          $6,098               $  41
          Related allowance for loan losses                                                         (178)                 (6)
                                                                                         ----------------    ---------------

                                                                                                  $5,920               $  35
                                                                                         ================    ===============
</TABLE>

For the years ended  December  31,  2007,  2006 and 2005,  the average  recorded
investment in impaired  loans totaled  approximately  $3,042,000,  $64,000,  and
$73,000,  respectively.  Interest income of approximately  $63,000,  $8,000, and
$13,000,  respectively,  all  recorded  on the cash  basis,  was  recognized  on
impaired loans during the period of impairment.

The following is an analysis of the allowance for loan losses:

<TABLE>
<CAPTION>
                                                                                    Years Ended December 31,
                                                                      ------------------------------------------------------
                                                                           2007               2006                2005
                                                                      ----------------   ----------------    ---------------
                                                                                         (In Thousands)

<S>                                                                          <C>                  <C>                 <C>
          Balance - beginning                                                  $1,169               $878                $750
               Provisions charged to operations                                   492                291                 128
               Losses charged to allowance                                        (59)                 -                   -
                                                                      ----------------   ----------------    ---------------

          Balance - ending                                                     $1,602             $1,169                $878
                                                                      ================   ================    ===============
</TABLE>

The Bank has granted loans to officers and directors of the Bank.  Related party
loans are made on  substantially  the same terms,  including  interest rates and
collateral,  as those  prevailing at the time for comparable  transactions  with
unrelated  persons and do not involve  more than normal risk of  collectibility.
The  aggregate  amount  of  these  loans  at  December  31,  2007  and  2006 was
approximately  $838,000  and  $727,000,  respectively.  During  the  year  ended
December  31,  2007,  there was one new loan to a related  party of $145,000 and
repayments totaled $33,656.

                                      F-20

<PAGE>

Roma Financial Corporation and Subsidiaries
--------------------------------------------------------------------------------
Notes to Consolidated Financial Statements


Note 6 - Premises and Equipment

<TABLE>
<CAPTION>
                                                                                                    December 31,
                                                                                         -----------------------------------
                                                                                              2007                2006
                                                                                         ----------------    ---------------
                                                                                                   (In Thousands)
<S>                                                                                            <C>                 <C>
          Land held for future development                                                       $ 1,054             $ 1,054
                                                                                         ----------------    ---------------

          Construction in progress, including land of $503                                         1,772               2,598
                                                                                         ----------------    ---------------

          Land and land improvements                                                               5,428               5,428
                                                                                         ----------------    ---------------

          Buildings and improvements                                                              26,391              22,611
          Accumulated depreciation                                                                (4,400)             (3,775)
                                                                                         ----------------    ---------------

                                                                                                  21,991              18,836
                                                                                         ----------------    ---------------

          Furnishings and equipment                                                                7,531               6,936
          Accumulated depreciation                                                                (4,595)             (4,183)
                                                                                         ----------------    ---------------

                                                                                                   2,936               2,753
                                                                                         ----------------    ---------------

                                                                                                 $33,181             $30,669
                                                                                         ================    ===============
</TABLE>

Note 7 - Interest Receivable

<TABLE>
<CAPTION>
                                                                                                    December 31,
                                                                                         -----------------------------------
                                                                                              2007                2006
                                                                                         ----------------    ---------------
                                                                                                   (In Thousands)
<S>                                                                                             <C>                 <C>
          Loans receivable                                                                        $2,166              $1,927
          Investment securities held to maturity                                                   1,377               1,734
          Mortgage-backed securities held to maturity                                                716                 693
          Securities available for sale                                                              130                 192
          Other interest-earning assets                                                              106                  52
                                                                                         ----------------    ---------------

                                                                                                  $4,495              $4,598
                                                                                         ================    ===============
</TABLE>


                                      F-21

<PAGE>

Roma Financial Corporation and Subsidiaries
--------------------------------------------------------------------------------
Notes to Consolidated Financial Statements


Note 8 - Deposits

<TABLE>
<CAPTION>
                                                                                 December 31,
                                                   --------------------------------------------------------------------------
                                                                  2007                                  2006
                                                   ------------------------------------  ------------------------------------
                                                                            Weighted                              Weighted
                                                                            Average                               Average
                                                         Amount          Interest Rate         Amount          Interest Rate
                                                   ---------------     ----------------  ----------------     ---------------
                                                                            (Dollars In Thousands)
<S>                                                     <C>                 <C>               <C>                  <C>
Demand:
     Non-interest bearing checking                        $ 24,611            0.00%             $ 25,109             0.00%
     Interest bearing checking                              98,481            0.54%               98,278             0.53%
                                                   ---------------                       ----------------

                                                           123,092            0.43%              123,387             0.42%

Savings and club                                           175,972            0.96%              185,925             0.93%

Certificates of deposit                                    351,966            4.59%              316,660             4.30%
                                                   ---------------                       ----------------

                                                          $651,030            2.82%             $625,972             2.53%
                                                   ===============                       ================
</TABLE>

Certificates   of  deposit  with   balances  of  more  than   $100,000   totaled
approximately  $89,637,000  and  $74,134,000  at  December  31,  2007 and  2006,
respectively.  Deposits  in excess of  $100,000  are not  insured by the Federal
Deposit Insurance Corporation.

<TABLE>
<CAPTION>
                                                                                                    December 31,
                                                                                         -----------------------------------
                                                                                              2007                2006
                                                                                         ----------------    ---------------
                                                                                                   (In Thousands)
<S>                                                                                           <C>                 <C>
          Maturing in:
            One year or less                                                                    $269,642            $237,814
            After one to two years                                                                43,244              32,923
            After two to three years                                                              31,909              16,984
            After three to four years                                                              5,986              23,715
            After four to five years                                                               1,162               5,094
            After five years                                                                          23                 130
                                                                                         ----------------    ---------------

                                                                                                $351,966            $316,660
                                                                                         ================    ===============
</TABLE>

Interest expense on deposits consists of the following:

<TABLE>
<CAPTION>
                                                                                    Years Ended December 31,
                                                                      ------------------------------------------------------
                                                                           2007               2006                2005
                                                                      ----------------   ----------------    ---------------
                                                                                         (In Thousands)
<S>                                                                          <C>                <C>                 <C>
          Demand                                                              $   515            $   512             $   477
          Savings and club                                                      1,691              1,717               1,987
          Certificates of deposit                                              15,114             12,479               8,278
                                                                      ----------------   ----------------    ---------------

                                                                              $17,320            $14,708             $10,742
                                                                      ================   ================    ===============
</TABLE>
                                      F-22

<PAGE>

Roma Financial Corporation and Subsidiaries
--------------------------------------------------------------------------------
Notes to Consolidated Financial Statements


Note 9 - Federal Home Loan Bank ("FHLB") Advances

At  December  31,  2007 and 2006,  the Bank had an  outstanding  long-term  FHLB
advance totaling $5.9 million and $7.9 million,  respectively.  The borrowing is
at a fixed rate of 4.49% and requires monthly  principal and interest payment of
$186,385  with a final  maturity of September 15, 2010. A schedule of the annual
principal obligation is as follows (in thousands):

                            Year ending December 31,
                                 2008                                  $2,011
                                 2009                                   2,087
                                 2010                                   1,842
                                                              ----------------
                                                                       $5,940
                                                              ================

At December 31, 2007,  the Bank also had an  outstanding  FHLB advance  totaling
$23.0 million. The borrowing is at a fixed rate of 3.90% for ten years, maturing
in 2017, callable at three years. Interest is paid quarterly.

At December 31, 2007 and 2006 the advances were secured by pledges of the Bank's
investment in the capital stock of the FHLB totaling  $2,465,000 and $1,432,000,
respectively,  and a specific  pledge of investment  securities held to maturity
with a par value totaling $28 million and $26 million, respectively.

At December 31, 2007 and 2006, the Bank also had available to it $84,443,900 and
$79,667,700,  respectively,  under a revolving  line of credit and an additional
$84,443,900 and $79,667,700,  respectively,  under a Companion (DRA) Commitment,
both  expiring July 31, 2008 and July 31, 2007,  respectively,  with the Federal
Home Loan Bank of New York.  Borrowings  are at the  lenders  cost of funds plus
0.25%.  There were no outstanding  borrowings under the line of credit or DRA at
December 31, 2007 and 2006.


Note 10 - Regulatory Capital Requirement

The Bank is subject to various regulatory capital  requirements  administered by
Federal  banking  agencies.  Failure to meet minimum  capital  requirements  can
initiate certain mandatory,  and possibly additional  discretionary,  actions by
regulators  that,  if  undertaken,  could have a direct  material  effect on the
Bank's  financial   statements.   Under  capital  adequacy  guidelines  and  the
regulatory  framework for prompt corrective  action, the Bank must meet specific
capital  guidelines  that involve  quantitative  measures of the Bank's  assets,
liabilities,  and certain off-balance-sheet items as calculated under regulatory
accounting  practices.  The Bank's capital amounts and  classification  are also
subject  to   qualitative   judgments  by  the  regulators   about   components,
risk-weighting, and other factors.

                                      F-23

<PAGE>

Roma Financial Corporation and Subsidiaries
--------------------------------------------------------------------------------
Notes to Consolidated Financial Statements


Note 10 - Regulatory Capital Requirement (Continued)

Quantitative  measures  established  by  regulation to ensure  capital  adequacy
require  the Bank to  maintain  minimum  amounts  and ratios of Total and Tier 1
capital (as defined in the  regulations) to  risk-weighted  assets (as defined),
and of Tier 1 capital to  adjusted  total  assets (as  defined).  The  following
tables present a reconciliation of capital per accounting  principles  generally
accepted in the United  States of America  ("GAAP") and  regulatory  capital and
information as to the Bank's capital levels at the dates presented:

<TABLE>
<CAPTION>
                                                                                                    December 31,
                                                                                         -----------------------------------
                                                                                              2007                2006
                                                                                         ----------------    ---------------
                                                                                                   (In Thousands)

<S>                                                                                           <C>                 <C>
          GAAP capital                                                                          $179,406            $184,692
          Goodwill                                                                                  (572)               (572)
          FAS 158 adjustment                                                                         315                   -
          Unrealized (gain) loss on securities available for sale                                    (28)                120
                                                                                         ----------------    ---------------

          Core and tangible capital                                                              179,121             184,240
          General valuation allowance                                                              1,597               1,169
                                                                                         ----------------    ---------------

                 Total Regulatory Capital                                                       $180,718            $185,409
                                                                                         ================    ===============
</TABLE>

<TABLE>
<CAPTION>
                                                                                                         To be Well
                                                                                                      Capitalized under
                                                                          For Capital Adequacy        Prompt Corrective
                                                        Actual                  Purposes               Action Provisions
                                                  -----------------         ------------------        ------------------
                                                    Amount      Ratio         Amount       Ratio        Amount       Ratio
                                                    ------      -----         ------       -----        ------       -----
                                                                            (Dollars in Thousands)
<S>                                             <C>            <C>          <C>            <C>        <C>          <C>
As of December 31, 2007:
     Total capital (to risk-weighted
         assets)                                  $180,718       33.92%     =>$42,620      =>8.00%      $53,275     =>10.00
     Tier 1 capital (to risk-weighted
         assets)                                   179,121       33.62                                   31,915     => 6.00
     Core (Tier 1) capital (to adjusted
         total assets)                             179,121       20.46       =>26,259      =>3.00        43,765     => 5.00
     Tangible capital (to adjusted total
     assets)                                       179,121       20.46       =>13,129      =>1.50            =>     =>    -

As of December 31, 2006:
     Total capital (to risk-weighted
         assets)                                  $185,409       40.55%     =>$36,545      =>8.00%      $45,682     =>10.00%
     Tier 1 capital (to risk-weighted
         assets)                                   184,240       40.30                                   27,409     => 6.00
     Core (Tier 1) capital (to adjusted
         total assets)                             184,240       22.10       =>24,993      =>3.00        41,654     => 5.00
     Tangible capital (to adjusted total assets)   184,240       22.10       =>12,497      =>1.50            =>     =>    -
</TABLE>

As of April 25,  2007,  the most recent  notification  from the Office of Thrift
Supervision, the Bank, based on its actual capital amounts at December 31, 2006,
was categorized as well  capitalized  under the regulatory  framework for prompt
corrective action. To be categorized as well capitalized, the Bank must maintain
minimum  total,  risk-based,  and  Tier 1  leverage  ratios  of 10%,  6% and 5%,
respectively.  There are no  conditions  exiting or events  which have  occurred
since notification that management believes have changed the Bank's category.

                                      F-24

<PAGE>

Roma Financial Corporation and Subsidiaries
--------------------------------------------------------------------------------
Notes to Consolidated Financial Statements


Note 11 - Benefit Plans

Pension Plan

     The  Bank  has  a  non-contributory  pension  plan  covering  all  eligible
     employees.  The  Bank's  policy is to fund the  pension  plan  with  annual
     contributions  which equal the maximum amount deductible for federal income
     tax purposes.  The following  table sets forth the plan's funded status and
     components of net periodic pension expense:

<TABLE>
<CAPTION>
                                                                                                    December 31,
                                                                                         -----------------------------------
                                                                                              2007                2006
                                                                                         ----------------    ---------------
                                                                                                   (In Thousands)
<S>                                                                                            <C>                 <C>
          Change in Benefit Obligation
               Benefit obligation - beginning                                                    $ 8,095             $ 7,795
                   Service cost                                                                      340                 345
                   Interest cost                                                                     487                 450
                   Actuarial (gain) loss                                                            (327)               (220)
                   Benefits paid                                                                    (273)               (262)
                   Settlements                                                                       (13)                (13)
                                                                                         ----------------    ---------------

               Benefit obligation - ending                                                         8,309               8,095
                                                                                         ----------------    ---------------

          Change in Plan Assets
               Fair value of assets - beginning                                                    7,582               7,022
                   Actual gain on plan assets                                                      1,024                 583
                   Employer contributions                                                            291                 252
                   Benefits paid                                                                    (273)               (262)
                   Settlements                                                                       (13)                (13)
                                                                                         ----------------    ---------------

               Fair value of assets - ending                                                       8,611               7,582
                                                                                         ----------------    ---------------

          Funded status                                                                          $   302            $   (513)
                                                                                         ================    ===============

          Discount rate                                                                             6.13%               6.13%
          Long-term rate                                                                            8.50%               8.50%
          Salary increase rate                                                                      4.00%               4.00%

</TABLE>

     At  December  31,  2007,  and 2006  unrecognized  net  loss of  $449,000and
     $1,196,000,  respectively,  and  unrecognized  prior  service  liability of
     $77,000 and $ 120,000,  respectively,  were included in  accumulated  other
     comprehensive income in accordance with SFAS No. 158. Approximately $38,000
     and $15,000 of these  balances  are  expected to be  recognized  in pension
     expense during the year ended December 31, 2008.

                                      F-25

<PAGE>

Roma Financial Corporation and Subsidiaries
--------------------------------------------------------------------------------
Notes to Consolidated Financial Statements


Note 11 - Benefit Plans (Continued)

Pension Plan (Continued)

<TABLE>
<CAPTION>
                                                                                          Years Ended December 31,
                                                                      ------------------------------------------------------
                                                                                 2007               2006                2005
                                                                      ----------------   ----------------    ---------------
                                                                                                (In Thousands)
<S>                                                                           <C>                 <C>                 <C>
          Net periodic pension expense
               Service cost                                                     $ 340               $345                $282
               Interest cost                                                      487                450                 412
               Expected return on assets                                         (642)              (596)               (511)
               Amortization of:
                   Unrecognized transition obligation                               -                  -                  23
                   Unrecognized prior service liability                            38                 60                  60
                   Unrecognized loss                                               43                 67                  30
                                                                      ----------------   ----------------    ---------------

          Total pension expense                                                  $266               $326                $296
                                                                      ================   ================    ===============

          Discount rate                                                          6.13%              5.88%              5.88%

          Salary increase rate                                                   4.00%              4.00%              3.50%
</TABLE>

Plan Asset Allocations

     The  Bank's  pension  plan  weighted-average  asset  allocations,  by asset
     category, are as follows:

<TABLE>
<CAPTION>
                                                                                                     October 1,
                                                                                         -----------------------------------
                                                                                              2007                2006
                                                                                         ----------------    ---------------
<S>                                                                                             <C>                 <C>
          Equity securities                                                                       70 %                73 %
          Debt securities (Bond Mutual Funds)                                                     30                  27
                                                                                         ----------------    ---------------

                                                                                                 100 %               100 %
                                                                                         ================    ===============
</TABLE>

Long-Term Rate of Return

     The long term rate of return on assets  assumption  is based on  historical
     returns earned by equities and fixed income securities, adjusted to reflect
     expectations  of future returns as applied to the plan's target  allocation
     of asset classes. Equities and fixed income securities were assumed to earn
     real rates of return in the ranges of 5-9% and 2-6%, respectively. The long
     term  inflation  rate was  estimated  to be 3%. When these  overall  return
     expectations are applied to the plan's target allocation,  the result is an
     expected rate of return of 7% to 11%.

Contributions

     For the  fiscal  year  ending  December  31,  2008,  the  Bank  expects  to
contribute approximately $402,000 to the Plan.

                                      F-26

<PAGE>

Roma Financial Corporation and Subsidiaries
--------------------------------------------------------------------------------
Notes to Consolidated Financial Statements


Note 11 - Benefit Plans (Continued)

Estimated Future Benefit Payments

     Benefit payments, which reflect expected future service as appropriate, are
     expected  to be  paid  for the  years  ended  December  31 as  follows  (in
     thousands):

                            2008                                   $   439
                            2009                                       533
                            2010                                       548
                            2011                                       551
                            2012                                       558
                            2013 - 2017                              3,162

Savings and Investment Plan ("SIP")

     The Bank sponsors a SIP pursuant to Section 401(k) of the Internal  Revenue
     Code, for all eligible employees.  Employees may elect to save a percentage
     of their  compensation up to statutory limits which the Bank will match 50%
     of the first 6% of the employee's contribution. The SIP expense amounted to
     approximately  $140,000,  $120,000,  and  $116,000  during the years  ended
     December 31, 2007, 2006 and 2005, respectively.

Officers' Supplemental Pension Plans

     The Bank has unfunded,  non-qualified supplemental pension plans to provide
     supplemental  pension  benefits to each senior  officer  ("Officer") of the
     Bank. The plans provide for annual  payments for ten years  commencing when
     each Officer reaches retirement age, as defined,  or in the event of death,
     disability or termination of employment,  prior to retirement. The Bank has
     accrued approximately $2,140,000 and $1,761,000 as of December 31, 2007 and
     2006, respectively,  towards this liability. Expense recorded for the plans
     totaled  approximately  $384,000,  $437,000,  and $447,000 during the years
     ended  December 31,  2007,  2006 and 2005,  respectively.  During the years
     ended December 31, 2007, 2006 and 2005 payments were paid to  beneficiaries
     and to  individuals  who  terminated  their  employment  in the  amounts of
     $5,000, $34,000, and $16,000, respectively.

                                      F-27

<PAGE>

Roma Financial Corporation and Subsidiaries
--------------------------------------------------------------------------------
Notes to Consolidated Financial Statements


Note 11 - Benefit Plans (Continued)

Employee Stock Ownership Plan

     Effective upon  completion of the Company's  initial  public  offering July
     2006, the Bank  established  an Employee Stock  Ownership Plan ("ESOP") for
     all eligible  employees  who complete a  twelve-month  period of employment
     with the Bank,  have  attained  the age of 21 and  complete  at least 1,000
     hours of service in a plan year. The ESOP used  $8,117,500 in proceeds from
     a term loan obtained from the Company to purchase 811,750 shares of Company
     common  stock.  The  term  loan  principal  is  payable  over 60  quarterly
     installments  through June 30, 2021.  The interest rate on the term loan is
     8.25%. Each year, the Bank intends to make  discretionary  contributions to
     the ESOP, which will be equal to principal and interest  payments  required
     on the term loan. The loan may be further  repaid with  dividends  paid, if
     any, on the unallocated Company common stock owned by the ESOP.

     Shares  purchased  with the loan proceeds  provide  collateral for the term
     loan  and are held in a  suspense  account  for  future  allocations  among
     participants.  Contributions  to the  ESOP  and  shares  released  from the
     suspense account are to be allocated among the participants on the basis of
     compensation, as described by the Plan, in the year of allocation.

     The ESOP is accounted for in accordance  with  Statement of Position  93-6,
     "Accounting  for Employee Stock  Ownership  Plans," which was issued by the
     American  Institute  of Certified  Public  Accountants.  Accordingly,  ESOP
     shares  pledged as  collateral  were  initially  recorded as unearned  ESOP
     shares in the consolidated  statements of financial condition.  Thereafter,
     on  a  quarterly  basis,  13,529  shares  are  committed  to  be  released,
     compensation expense is recorded equal to the number of shares committed to
     be released times the monthly  average market price of the shares,  and the
     committed  shares become  outstanding for basic net income per common share
     computations.  ESOP  compensation  expense for the years ended December 31,
     2007 and 2006 was  approximately  $877,000  and  $414,000.  The  status  of
     Company shares in the ESOP at December 31, 2007 and 2006 is as follows:

<TABLE>
<CAPTION>
                                                              2007                  2006
                                                        ------------------    ------------------
<S>                                                         <C>                   <C>
             Allocated shares                                      27,058                     -
             Shares committed to be released                       54,116                27,058
             Unearned shares                                      730,576               784,692
                                                        ------------------    ------------------

                      Total ESOP Shares                           811,750               811,750
                                                        ==================    ==================

             Fair value of unearned shares                    $11,462,737           $12,994,500
                                                        ==================    ==================
</TABLE>

                                      F-28

<PAGE>

Roma Financial Corporation and Subsidiaries
--------------------------------------------------------------------------------
Notes to Consolidated Financial Statements


Note 12 - Income Taxes

The Bank qualifies as a thrift  institution under the provisions of the Internal
Revenue Code and  therefore  must  calculate  its tax bad debt  deduction  using
either the  experience  or  specific  charge off  method.  Retained  earnings at
December  31, 2007 and 2006,  includes  approximately  $5.8  million of bad debt
deduction  for tax purposes for which  income taxes have not been  provided.  If
such  amount is used for  purposes  other  than for bad debt  losses,  including
distributions  in  liquidation,  it will be  subject  to income  tax at the then
current rate.

The components of income taxes are summarized as follows:

<TABLE>
<CAPTION>
                                                                                    Years Ended December 31,
                                                                      ------------------------------------------------------
                                                                           2007               2006                2005
                                                                      ----------------   ----------------    ---------------
                                                                                         (In Thousands)
<S>                                                                          <C>                <C>                 <C>
          Current tax expense:
               Federal income                                                  $3,293             $3,126              $3,274
               State income                                                       652                568                 444
                                                                      ----------------   ----------------    ---------------
                                                                                3,945              3,694               3,718
                                                                      ----------------   ----------------    ---------------
          Deferred tax expense (benefit):
               Federal income                                                     211             (1,100)                 96
               State income                                                      (124)              (301)                 38
                                                                      ----------------   ----------------    ---------------
                                                                                   87             (1,401)                134
                                                                      ----------------   ----------------    ---------------
          Valuation allowance                                                     102                101                   -
                                                                      ----------------   ----------------    ---------------

                                                                               $4,134             $2,394              $3,852
                                                                      ================   ================    ===============
</TABLE>


The following table presents a reconciliation  between reported income taxes and
the income taxes which would be computed by applying the federal income tax rate
of 35% to income before income taxes:

<TABLE>
<CAPTION>
                                                                                    Years Ended December 31,
                                                                      ------------------------------------------------------
                                                                           2007               2006                2005
                                                                      ----------------   ----------------    ---------------
                                                                                         (In Thousands)
<S>                                                                          <C>                <C>                 <C>
          Federal income tax                                                   $3,929             $2,675              $3,985
          Increases (reductions) in taxes resulting from:
               New Jersey income tax, net of federal income
                     tax effect                                                   348                176                 313
               Tax exempt interest on obligations of state and
                     political subdivisions                                      (172)              (164)               (162)
               Bank owned life insurance                                         (210)              (191)               (179)
               Surtax exemption                                                  (100)              (100)               (100)
               Other items, net                                                   237               (103)                 (5)
                                                                      ----------------   ----------------    ---------------
                                                                                4,031              2,293               3,852
          Valuation allowance                                                     102                101                   -
                                                                      ----------------   ----------------    ---------------

          Total income tax expense                                             $4,134             $2,394              $3,852
                                                                      ================   ================    ===============

          Effective income tax rate                                              36.8%              31.3%               33.8%
                                                                      ================   ================    ===============

</TABLE>
                                      F-29

<PAGE>

Roma Financial Corporation and Subsidiaries
--------------------------------------------------------------------------------
Notes to Consolidated Financial Statements

Note 12 - Income Taxes (Continued)

The Company established a valuation allowance for the state income taxes for the
benefit to be derived from the utilization of the state net operating loss carry
forward for Roma Bank and for a  contribution  carry forward for Roma  Financial
Corporation.

The tax effects of  existing  temporary  differences  that give rise to deferred
income tax assets and liabilities are as follows:

<TABLE>
<CAPTION>
                                                                                                    December 31,
                                                                                         -----------------------------------
                                                                                              2007                2006
                                                                                         ----------------    ---------------
                                                                                                   (In Thousands)
<S>                                                                                            <C>                  <C>
          Deferred loan fees                                                                     $    22              $   29
          Allowance for loss on loans and other reserves                                             641                 451
          Uncollected interest and late fees                                                         132                  21
          Retirement benefits                                                                        856                 697
          Accumulated other comprehensive income-Pension                                             210                 526
          Charitable contributions                                                                   664               1,066
          ESOP                                                                                       149                  53
          Unrealized loss on securities available for sale                                            56                  69
          Other items                                                                                  -                  21
          Net operating loss                                                                         102
                                                                                         ----------------    ---------------
                                                                                                   2,629               2,933
          Valuation allowance                                                                       (203)               (101)
                                                                                         ----------------    ---------------
                   Total Deferred Tax Assets                                                       2,629               2,832
                                                                                         ----------------    ---------------

          Goodwill and other items                                                                   (42)                (26)
          Pension expense                                                                           (331)               (318)
          Depreciation                                                                              (759)               (490)
          Capitalized interest                                                                      (171)               (163)
          Other                                                                                       (9)                  -
                                                                                         ----------------    ---------------
                 Total Deferred Tax Liabilities                                                   (1,312)               (997)
                                                                                         ----------------    ---------------

                 Net Deferred Tax Assets (Liabilities)                                            $1,317              $1,835
                                                                                         ================    ===============
</TABLE>

Note 13 - Commitments and Contingencies

The Bank is a party to financial instruments with  off-balance-sheet risk in the
normal course of business to meet the financing  needs of its  customers.  These
financial  instruments  include commitments to extend credit and standby letters
of credit. Those instruments involve, to varying degrees, elements of credit and
interest  rate risk in excess  of the  amount  recognized  in the  statement  of
financial  condition.  The  contract  or notional  amounts of those  instruments
reflect  the  extent  of  involvement  the Bank  has in  particular  classes  of
financial instruments.

                                      F-30

<PAGE>

Roma Financial Corporation and Subsidiaries
--------------------------------------------------------------------------------
Notes to Consolidated Financial Statements


Note 13 - Commitments and Contingencies (Continued)

The Bank's exposure to credit loss in the event of  nonperformance  by the other
party to the financial  instrument for  commitments to extend credit and standby
letters of credit written is represented by the  contractual  notional amount of
those instruments.  The Bank uses the same credit policies in making commitments
and conditional obligations as it does for on-balance-sheet instruments.

Commitments  to extend  credit are  agreements  to lend to a customer as long as
there is no violation of any condition established in the contract.  Commitments
generally  have fixed  expiration  dates or other  termination  clauses  and may
require  payment of a fee. Since many of the  commitments are expected to expire
without  being  drawn  upon,  the total  commitment  amounts do not  necessarily
represent future cash requirements.

The Bank evaluates each customer's creditworthiness on a case-by-case basis. The
amount of collateral obtained, if deemed necessary by the Bank upon extension of
credit,  is  based  on  management's  credit  evaluation  of  the  counterparty.
Collateral held varies but primarily includes  residential and  income-producing
real estate.

Commitments  to  purchase  securities  are  contracts  for  delayed  delivery of
securities  in which the seller  agrees to make  delivery at a specified  future
date of a specified instrument,  at a specified price or yield. Risks arise from
the possible  inability of  counterparties  to meet the terms of their contracts
and from movements in securities values and interest.

The Bank had loan origination commitments outstanding as follows:

<TABLE>
<CAPTION>
                                                                            December 31,
                                             -------------------------------------------------------------------------------
                                                           2007                                      2006
                                             -------------------------------------     -------------------------------------
                                                Rate Range            Amount             Rate Range            Amount
                                             -----------------    ----------------     --------------     ------------------
                                                                       (Dollars In Thousands)
<S>                                        <C>                           <C>         <C>                       <C>
Mortgage loans:
     Fixed rate                              6.125% to 6.375%                $656     5.875% to 6.875%             $1,888
     Adjustable rate                                -                           -      5.75% to 9.25%                 720
Equity loans:
     Fixed rate                               5.99% to 7.25%                3,706     5.875% to 7.375%              2,590
     Floating rate                                                                     5.99% to 8.25%                 389
                                                                  ----------------                        ------------------

                                                                           $4,362                                  $5,587
                                                                  ================                        ==================
</TABLE>

At December 31, 2007 and 2006,  undisbursed  funds from approved lines of credit
under a homeowners' equity lending program amounted to approximately $33,087,000
and $31,524,000,  respectively. The interest rate charged for any month on funds
disbursed under this program is prime plus 1.50% to prime less .50%. At December
31, 2007 and 2006,  undisbursed funds from approved  commercial lines of credit,
both  secured  and  unsecured,   amounted  to   approximately   $25,214,000  and
$12,529,000,  respectively.  The interest rates charged on funds disbursed under
this program range from prime to prime plus 4.25%.  Unless they are specifically
cancelled  by notice  from the Bank,  these  funds  represent  firm  commitments
available to the respective borrowers on demand.

                                      F-31

<PAGE>

Roma Financial Corporation and Subsidiaries
--------------------------------------------------------------------------------
Notes to Consolidated Financial Statements


Note 13 - Commitments and Contingencies (Continued)

The Bank has non-cancelable  operating leases for branch offices.  The following
is a  schedule  by  years of  future  minimum  rental  payments  required  under
operating  leases that have initial or remaining  non-cancelable  lease terms in
excess of one year at December 31, 2007:

                Years Ended December 31:

                                     2008                          $ 183,619
                                     2009                            185,091
                                     2010                            186,593
                                     2011                            188,124
                                     2012                            191,887
                                  Thereafter                       2,570,826
                                                            -----------------
                Total Minimum Payments Required                   $3,506,140
                                                            =================


In June 2002, the Bank entered into an employment  agreement  with Mr.  Perilli,
Chairman of the Board and executive vice president, to accommodate Mr. Perilli's
desire to continue  providing  his services to the Bank while  reducing his time
commitment as a full-time officer and employee of the Bank. The agreement became
effective  July 1, 2002.  Mr.  Perilli's  salary on July 1, 2002 became his base
salary.  Pursuant to the terms of the  agreement,  from July 1, 2002 to June 30,
2003, Mr. Perilli's annual salary was fixed at 90% of his base salary, from July
1, 2003 to June 2004, Mr.  Perilli's  annual salary was fixed at 80% of his base
salary,  from July 1, 2004 to June 30, 2005,  Mr.  Perilli's  annual  salary was
fixed at 70% of his base  salary,  and from July 1, 2005 to June 30,  2007,  Mr.
Perilli's  salary is fixed at 50% of his base  salary.  Pursuant to the terms of
this  agreement,  Mr.  Perilli is  eligible  for all  benefits  and  perquisites
provided to employees and executive  management employees of the Bank, including
bonuses. As of December 31, 2007 a new contract had not yet been signed.

The Company and its subsidiaries,  from time to time, may be party to litigation
which arises  primarily in the  ordinary  course of business.  In the opinion of
management,  the  ultimate  disposition  of such  litigation  should  not have a
material effect on the consolidated financial statements.


Note 14 - Fair Value of Financial Instruments

The fair value of financial  instruments  is the amount at which the  instrument
could be exchanged in a current transaction between willing parties,  other than
a forced liquidation sale. Significant estimates were used to develop fair value
data. Fair value estimates, methods and assumptions are set forth below.

Cash and Cash Equivalents, Interest Receivable and Accrued Interest Payable

     The carrying amounts for cash and cash equivalents, interest receivable and
     accrued interest payable  approximate fair value because they mature or are
     due in three months or less.

Securities

     The  fair  values  for  both  held  to  maturity  and  available  for  sale
     mortgage-backed  and  investment   securities,   including  commitments  to
     purchase  such  securities,  are  based on quoted  market  prices or dealer
     prices, if

                                      F-32

<PAGE>

Roma Financial Corporation and Subsidiaries
--------------------------------------------------------------------------------
Notes to Consolidated Financial Statements


Note 14 - Fair Value of Financial Instruments (Continued)

Securities (Continued)

     available. If quoted market prices or dealer prices are not available, fair
     value is estimated  using quoted market prices or dealer prices for similar
     securities.

Loans Receivable

     The fair value of loans  receivable is estimated by discounting  the future
     cash flows, using the current rates at which similar loans would be made to
     borrowers   with  similar   credit  ratings  and  for  the  same  remaining
     maturities, of such loans.

Deposits

     The fair value of demand,  savings and club accounts is equal to the amount
     payable on demand at the reporting  date. The fair value of certificates of
     deposit is estimated by discounting future cash flows using rates currently
     offered  for  deposits  of  similar  remaining  maturities.  The fair value
     estimates do not include the benefit that results from the low-cost funding
     provided by deposit liabilities  compared to the cost of borrowing funds in
     the market.

Federal Home Loan Bank of New York Advances

     Fair  value is  estimated  using  rates  currently  offered  for assets and
     liabilities of similar  remaining  maturities,  or when  available,  quoted
     market prices.

Loan Commitments

     The fair value of commitments  to originate  loans and to fund unused lines
     of credit is  estimated  using the fees  currently  charged  to enter  into
     similar  agreements,  taking  into  account  the  remaining  terms  of  the
     agreements  and the present  creditworthiness  of the  counterparties.  For
     fixed-rate  loan  commitments,  fair value also  considers  the  difference
     between  current  levels of interest  rates and the  committed  rates.  The
     carrying  value,  represented  by the net  deferred  fee  arising  from the
     unrecognized commitment,  and the fair value, determined by discounting the
     remaining  contractual  fee  over  the term of the  commitment  using  fees
     currently  charged to enter into similar  credit risk,  are not  considered
     material for disclosure.  The contractual  amounts of unfunded  commitments
     are presented in Note 13 to financial statements.

                                      F-33

<PAGE>

Roma Financial Corporation and Subsidiaries
--------------------------------------------------------------------------------
Notes to Consolidated Financial Statements


Note 14 - Fair Value of Financial Instruments (Continued)

Loan Commitments

The carrying  amounts and estimated fair values of financial  instruments are as
follows:

<TABLE>
<CAPTION>
                                                                                 December 31,
                                                          ------------------------------------------------------------------
                                                                  2007                                  2006
                                                          ----------------------------          ----------------------------
                                                                             Estimated                             Estimated
                                                          Carrying             Fair             Carrying             Fair
                                                            Value              Value              Value              Value
                                                          --------           ---------          --------           ---------
                                                                                    (In Thousands)
<S>                                                      <C>                 <C>               <C>                 <C>
Financial assets:
     Cash and cash equivalents                             $95,302             95,302            $64,701             $64,701
     Securities available for sale
                                                            17,238             17,238             19,331              19,331
     Investment securities held to maturity                127,706            127,828            169,927             167,934
     Mortgage-backed securities held to
         maturity                                          144,099            144,440            144,480             142,758
     Loans receivable                                      458,873            461,735            420,382             418,846
     Interest receivable                                     4,495              4,495              4,598               4,598

Financial liabilities:
     Deposits                                              651,030            650,535            625,972             624,752
     Federal Home Loan Bank of New York
         Advances                                           28,940             28,795              7,863               7,654
     Accrued interest payable                             $  1,853           $  1,853           $  1,247            $  1,247
</TABLE>

Limitations

     The fair  value  estimates  are made at a  discrete  point in time based on
     relevant   market   information   and   information   about  the  financial
     instruments.  Fair value estimates are based on judgments  regarding future
     expected loss experience, current economic conditions, risk characteristics
     of various financial  instruments,  and other factors.  These estimates are
     subjective in nature and involve  uncertainties  and matters of significant
     judgment and,  therefore,  cannot be determined with precision.  Changes in
     assumptions  could  significantly   affect  the  estimates.   Further,  the
     foregoing  estimates  may not  reflect  the  actual  amount  that  could be
     realized if all or  substantially  all of the  financial  instruments  were
     offered  for  sale.  This is due to the fact that no  market  exists  for a
     sizable portion of the loan, deposit and off balance sheet instruments.

     In  addition,  the fair value  estimates  are based on existing  on-and-off
     balance sheet financial instruments without attempting to value anticipated
     future  business  and the  value of  assets  and  liabilities  that are not
     considered  financial  instruments.  Other significant  assets that are not
     considered  financial assets include  premises and equipment.  In addition,
     the tax  ramifications  related to the realization of the unrealized  gains
     and losses can have a significant  effect on fair value  estimates and have
     not been considered in any of the estimates.

     Finally, reasonable comparability between financial institutions may not be
     likely due to the wide range of permitted valuation techniques and numerous
     estimates which must be made given the absence of active secondary  markets
     for many of the  financial  instruments.  This  lack of  uniform  valuation
     methodologies   introduces  a  greater  degree  of  subjectivity  to  these
     estimated fair values.

                                      F-34

<PAGE>

Roma Financial Corporation and Subsidiaries
--------------------------------------------------------------------------------
Notes to Consolidated Financial Statements


Note 15 - Stockholders' Equity

On July 11, 2006,  the Company  completed a minority  stock offering in which it
sold 9,819,562 shares, or 30% of its outstanding common stock, including 811,750
shares to the  Employee  Stock  Ownership  Plan.  The  remaining  70% is held as
follows:  69% of the  outstanding  common  stock  or  shares  are  owned by Roma
Financial Corporation,  MHC and 1% or 327,318 shares were contributed to and are
owned by the Roma Bank Community Foundation, Inc.

On August 10, 2007, the Company announced that its Board of Directors authorized
a stock  repurchase  program to repurchase up to 10% of its  outstanding  shares
(excluding Roma Financial  Corp.,  MHC, the Company's mutual holding company) or
up to 981,956  shares.  This  repurchase  was  completed on August 27, 2007 with
981,956 shares purchased for $16,700,000 at an average cost of $16.96 per share.

On  October  24,  2007,  the  Company  announced  that the  Board  of  Directors
authorized an additional  stock  repurchase plan to acquire up to 441,880 shares
of 5% of the  Company's  outstanding  stock  help by  persons  other  than  Roma
Financial, MHC. During the year ended December 31, 2007 the Company purchased in
the open market  362,000 of these  shares for  $6,092,000  at an average cost of
$16.83 per share.

                                      F-35

<PAGE>

Roma Financial Corporation and Subsidiaries
--------------------------------------------------------------------------------
Notes to Consolidated Financial Statements


Note 16 - Accumulated Other Comprehensive Income

The  components  of  accumulated   other   comprehensive   (loss)   included  in
stockholders' equity are as follows:

<TABLE>
<CAPTION>
                                                                              Year Ended December 31,
                                                                            --------------------------
                                                                                 2007         2006
                                                                              ---------    ---------
<S>                                                                          <C>          <C>
          Net unrealized (loss) on securities
               available for sale                                             $    (155)   $    (189)
          Tax effect                                                                 56           69
                                                                              ---------    ---------

                    Net of tax amount                                               (99)       (120)
                                                                              ---------    ---------

          Pension amounts under SFAS No. 158                                        525        1,316
          Tax effect                                                                210          526
                                                                              ---------    ---------

                    Net of tax amount                                              (315)        (790)
                                                                              ---------    ---------

          Accumulated other comprehensive (loss)                              $    (414)   $    (910)
                                                                              =========    =========
</TABLE>

The components of other  comprehensive  income and their related tax effects are
presented in the following table:

<TABLE>
<CAPTION>
                                                                        Years Ended December 31,
                                                                  ------------------------------------
                                                                   2007           2006           2005
                                                                  ------         ------         ------
                                                                             (In thousands)
<S>                                                             <C>            <C>            <C>
Unrealized holding gains (losses available for sale:
  Unrealized holding (losses) arising during the year             $   77         $ (230)        $ (119)
  Reclassification adjustment for gains included in
    net income                                                         -              -              -
    Net unrealized losses on securities available for sale            77           (230)          (119)
                                                                  ------         ------         ------

Defined benefit pension plan:
 Pension losses                                                      748              -              -
 Prior service cost                                                   43              -              -
 Settlement accounting                                                 -              -              -
   Net change in defined benefit pension plan
    accrued expense                                                  791              -              -
                                                                  ------         ------         ------

 Other comprehensive income before taxes                             868           (230)          (119)
 Tax effect                                                         (372)           (72            (49
                                                                  ------         ------         ------
Other comprehensive income (loss)                                 $  496         $ (158)        $  (70)
                                                                  ======         ======         ======
</TABLE>

                                      F-36

<PAGE>

Roma Financial Corporation and Subsidiaries
--------------------------------------------------------------------------------
Notes to Consolidated Financial Statements


Note 17 - Retained Earnings

The OTS imposes  various  restrictions or requirements on the ability of savings
institutions to make capital distributions including cash dividends.

A  savings  association  that is a  subsidiary  of a  savings  and loan  holding
company,  such as the Bank,  must file an  application or notice with the OTS at
least 30 days before making a capital distribution. A savings association is not
required to file an application  for  permission to make a capital  distribution
and need only  file a notice  if the  following  conditions  are met:  (1) it is
eligible  for  expedited  treatment  under OTS  regulation,  (2) it would remain
adequately  capitalized  after the  distribution,  (3) the annual  amount of its
capital  distributions does not exceed net income for that year to date added to
retained net income for the two preceding year, and (4) the capital distribution
would not violate any agreements between the OTS and the savings  association or
any OTS  regulations.  Any other  situation  would require an application to the
OTS.

The  Company  declared  $2.1  million  in  dividends  in  2007  to the  minority
shareholders of Roma Financial  Corporation.  The Company  requested of, and was
permitted  by the OTS to waive  dividends  on the shares held by the MHC.  Total
dividends waived during the year ended December 31, 2007 were $5.8 million.

Note 18 - Parent Only Financial Information

The  Company  operates  its   majority-owned   subsidiary,   RomAsia  Bank,  its
wholly-owned subsidiary, the Bank and the Bank's wholly-owned subsidiaries.  The
consolidated  earnings of the  subsidiaries  are recognized by the Company using
the equity method of accounting.  Accordingly,  the consolidated earnings of the
subsidiaries  are  recorded as an increase in the  Company's  investment  in the
subsidiaries.  The  following  are the condensed  financial  statements  for the
Company (Parent Company only) as December 31, 2007, and 2006 and for the periods
ended December 31, 2007, 2006 and 2005.

                                      F-37

<PAGE>

Roma Financial Corporation and Subsidiaries
--------------------------------------------------------------------------------
Notes to Consolidated Financial Statements


Note 18 - Parent Only Financial Information (Continued)

                   CONDENSED STATEMENTS OF FINANCIAL CONDITION

<TABLE>
<CAPTION>
                                                                                                    December 31,
                                                                                       ----------------------------------------
                                                                                              2007                 2006
                                                                                       -------------------  -------------------
                                                                                                   (In Thousands)
<S>                                                                                        <C>                  <C>
                                            Assets
          Cash and amounts due from depository institutions                                  $  13,466            $  32,674
          Investment in subsidiaries                                                           180,099              184,612
          Securities available for sale                                                          3,425                3,390
          Securities held to maturity                                                           10,999                4,999
          Mortgage backed securities held to maturity                                            1,708                    -
          ESOP loan receivable                                                                   7,677                7,976
          Premises and equipment                                                                   355                    -
          Other assets                                                                           1,102                1,041
                                                                                       -------------------  -------------------

                                                                                              $218,831             $234,692
                                                                                       ===================  ===================
                             Liabilities and Stockholders' Equity

          Other Liabilities                                                                $       528          $        38
          Stockholders' equity                                                                 218,303              234,654
                                                                                       -------------------  -------------------
                                                                                              $218,831             $234,692
                                                                                       ===================  ===================
</TABLE>

<TABLE>
<CAPTION>
                         CONDENSED STATEMENTS OF INCOME
                                                                                                                  From
                                                                            Year Ended         Year Ended      to Inception
                                                                            December 31,      December 31,     December 31,
                                                                                2007              2006             2005
                                                                         ------------------------------------------------------
                                                                                            (In Thousands)
<S>                                                                              <C>                 <C>           <C>
          Interest income                                                         $2,346              $1,288        $       -
          Equity in undistributed earnings of the subsidiaries                     5,948               6,531            7,535
                                                                         ------------------  ---------------- -----------------
                                                                                   8,294               7,819            7,535

          Other expenses                                                             227               3,461                -
                                                                         ------------------  ---------------- -----------------
          Income before income tax                                                 8,067               4,358            7,535
          Income tax (benefit)                                                       851                (890)               -
                                                                         ------------------  ---------------- -----------------

                    Net Income                                                    $7,216              $5,248           $7,535
                                                                         ==================================== =================
</TABLE>

                                      F-38

<PAGE>

Roma Financial Corporation and Subsidiaries
--------------------------------------------------------------------------------
Notes to Consolidated Financial Statements


Note 18 - Parent Only Financial Information (Continued)

<TABLE>
<CAPTION>
                      CONDENSED STATEMENTS OF CASH FLOWS
                                                                                                                        From
                                                                               Year Ended           Year Ended        Inception
                                                                               December 31,         December 31,    to December 31,
                                                                                  2007                2006             2005
                                                                          ----------------------------------------------------------
                                                                                                  (In Thousands)
<S>                                                                              <C>                  <C>              <C>
          Cash Flows from Operating Activities
               Net income                                                          $7,216               $5,248           $7,535
               Adjustments to reconcile net income to net cash
                 provided by (used in) operating activities:
                  Equity in undistributed earnings of the subsidiaries             (5,948)              (6,531)          (7,535)
                  (Increase) decrease in other assets                                  (7)              (1,689)               -
                  Increase (decrease) in other liabilities                            (38)                  38                -
                                                                          -------------------  -----------------  --------------
                Net Cash Provided by (used in) Operating Activities                1,223               (2,934)                -
                                                                          -------------------  -----------------  --------------
          Cash Flows Provided by Investing Activities
                Loan to ESOP                                                            -               (8,117)               -
                Repayment of loan to ESOP                                             299                  141                -
                Purchase of
                     Available for sale securities                                      -               (3,580)               -
                     Held to maturity securities                                   (6,000)              (4,999)               -
                     Mortgage backed securities held to maturity                   (1,708)                   -                -
                Additions to premises and equipment                                  (355)                   -                -
                                                                          -------------------  -----------------  --------------
                Net Cash Provided by (used in) Investing                           (7,764)             (16,555)               -
                      Activities
                                                                                                                  --------------
          Cash Flows Provided by (Used in)  Financing Activities
                Distribution from (contribution to) subsidiary                     12,000              (48,035)               -
                Additional contribution to subsidiary                                (255)                   -                -
                Purchase of treasury stock                                        (22,792)                   -                -
                Dividends paid  to minority shareholders                           (1,620)                   -                -
                Issuance of common stock                                                -               99,398              800
                                                                          -------------------  -----------------  --------------
                Net Cash Provided by (used in) Financing
                       Activities                                                 (12,667)              51,363              800
                                                                          -------------------  -----------------  --------------
                Net Increase (Decrease) in Cash and Cash                          (19,208)              31,874              800
                       Equivalents

          Cash and Cash Equivalents - Beginning                                    32,674                  800                -
                                                                          -------------------  -----------------  --------------

          Cash and Cash Equivalents - Ending                                      $13,466              $32,674          $   800
                                                                          ===================  ================   ==============
</TABLE>

                                      F-39

<PAGE>

Roma Financial Corporation and Subsidiaries
--------------------------------------------------------------------------------
Notes to Consolidated Financial Statements


Note 19 - Quarterly Financial Data (Unaudited)

<TABLE>
<CAPTION>
                                                                         Year Ended December 31, 2007
                                                   -------------------------------------------------------------------------
                                                          First              Second              Third              Fourth
                                                         Quarter             Quarter            Quarter             Quarter
                                                   ---------------    ----------------   ----------------    ---------------
                                                                                (In Thousands)
<S>                                                       <C>                <C>               <C>                 <C>
Interest income                                            $11,151            $11,407            $11,614             $11,597
Interest expense                                             4,162              4,313              4,452               4,856
                                                   ---------------    ----------------   ----------------    ---------------

       Net Interest Income                                   6,989              7,094              7,162               6,741

Provision for loan losses                                      158                 68                141                 125
                                                   ---------------    ----------------   ----------------    ---------------

       Net Interest Income after Provision for
           Loan Losses                                       6,831              7,026              7,021               6,616

Non-interest income                                            891              1,047                932               1,190
Non-interest expenses                                        4,918              5,195              4,964               5,250
                                                   ---------------    ----------------   ----------------    ---------------

       Income before Income Taxes and Minority
           Interest                                          2,804              2,878              2,989               2,556

Income taxes                                                   985              1,017              1,125               1,007
                                                   ---------------    ----------------   ----------------    ---------------

       Net Income before Minority Interest                   1,819              1,861              1,864               1,549

Loss allocable to minority interest                              -                 68                 20                  35
                                                   ---------------    ----------------   ----------------    ---------------

       Net Income                                           $1,819             $1,929             $1,884              $1,584
                                                   ===============    ================   ================    ===============

</TABLE>

<TABLE>
<CAPTION>
                                                                         Year Ended December 31, 2006
                                                   -------------------------------------------------------------------------
                                                          First              Second              Third              Fourth
                                                         Quarter             Quarter            Quarter             Quarter
                                                   ---------------    ----------------   ----------------    ---------------
                                                                                (In Thousands)
<S>                                                       <C>                <C>               <C>                 <C>
Interest income                                             $9,311             $9,871            $10,674             $11,013
Interest expense                                             3,551              3,805              3,779               4,055
                                                   ---------------    ----------------   ----------------    ---------------

       Net Interest Income                                   5,760              6,066              6,895               6,958

Provision for loan losses                                       57                 79                 97                  58
                                                   ---------------    ----------------   ----------------    ---------------

       Net Interest Income after Provision for
           Loan Losses                                       5,703              5,987              6,798               6,900

Non-interest income                                            628                929              1,017                 886
Non-interest expenses                                        4,274              4,469              7,847               4,616
                                                   ---------------    ----------------   ----------------    ---------------

       Income before Income Taxes                            2,057              2,447                (32)              3,170

Income taxes                                                   697                858               (133)                972
                                                   ---------------    ----------------   ----------------    ---------------

       Net Income                                           $1,360             $1,589               $101              $2,198
                                                   ===============    ================   ================    ===============
</TABLE>

                                      F-40

<PAGE>

                                   SIGNATURES

         Pursuant to the  requirements  of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized as of March 13, 2008.

                                    ROMA FINANCIAL CORPORATION


                                     By:   /s/Peter A. Inverso
                                           -------------------------------------
                                           Peter A. Inverso
                                           President and Chief Executive Officer
                                           (Duly Authorized Representative)

          Pursuant to the  requirement of the  Securities  Exchange Act of 1934,
  this report has been signed below on March 13, 2008 by the  following  persons
  on behalf of the registrant and in the capacities indicated.

<TABLE>
<CAPTION>
<S>                                                         <C>

  /s/  Peter A. Inverso                                        /s/  Maurice T. Perilli
  -----------------------------------------------              ---------------------------------------------
  Peter A. Inverso                                             Maurice T. Perilli
  President, Chief Executive Officer and Director              Chairman of the Board and
  (Principal Executive Officer)                                Executive Vice President

  /s/  Simon H. Belli                                          /s/  Louis A. Natale
  -----------------------------------------------              ---------------------------------------------
  Simon H. Belli                                               Louis A. Natale
  Director                                                     Director

  /s/  Rudolph A. Palombi                                      /s/  Robert H. Rosen
  -----------------------------------------------              ---------------------------------------------
  Rudolph A. Palombi                                           Robert H. Rosen
  Director                                                     Director

  /s/  Michele N. Siekerka                                     /s/  Sharon L. Lamont
  -----------------------------------------------              ---------------------------------------------
  Michele N. Siekerka                                          Sharon L. Lamont
  Director                                                     Chief Financial Officer
                                                               (Principal Financial and Accounting Officer)

</TABLE>