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                                                                Exhibit 10.11

                           GREENPOINT FINANCIAL CORP.

                             NON-EMPLOYEE DIRECTORS
                             2001 STOCK OPTION PLAN

SECTION 1. PURPOSE; DEFINITIONS.

The purpose of the Plan is to provide compensation to Non-Employee Directors in
the form of Stock Options.

For purposes of the Plan, the following terms are defined as set forth below:

"BOARD" means the Board of Directors of the Company.

"CHANGE OF CONTROL" means any of the following:

         a. the acquisition by any individual, entity or group (within the
meaning of Section 13(d)(3) or 14(d)(2) of the Exchange Act) (a "Person") of
beneficial ownership (within the meaning of Rule 13d-3 promulgated under the
Exchange Act) of 20% or more of either (i) the then outstanding shares of common
stock of the Company (the "Outstanding Company Common Stock") or (ii) the
combined voting power of the then outstanding voting securities of the Company
entitled to vote generally in the election of directors (the "Outstanding
Company Voting Securities"); provided, however, that for purposes of this
subsection (a), the following acquisitions shall not constitute a Change of
Control: (A) any acquisition directly from the Company, (B) any acquisition by
the Company, (C) any acquisition by any employee benefit plan (or related trust)
sponsored or maintained by the Company or any corporation controlled by the
Company or (D) any acquisition by any corporation pursuant to a transaction
which complies with clauses (i), (ii) and (iii) of paragraph c; or

         b. individuals who, as of the effective date of the Plan, constitute
the Board (the "Incumbent Board") cease for any reason not to constitute at
least a majority of the Board; provided, however, that any individual becoming a
director subsequent to the effective date of the Plan whose election, or
nomination for election by the Company's shareholders, was approved by a vote of
at least a majority of the directors then comprising the Incumbent Board shall
be considered as though such individual were a member of the Incumbent Board,
but excluding, for this purpose, any such individual whose initial assumption of
office occurs as a result of an actual or threatened election contest with
respect to the election or removal of directors or other actual or threatened
solicitation of proxies or consents by or on behalf of a Person other than the
Board; or

         c. consummation of a reorganization, merger or consolidation or sale or
other disposition of all or substantially all of the assets of the Company (a
"Business Combination"), in each case, unless, following such Business
Combination, (i) all or substantially all of the individuals and entities who
were the beneficial owners, respectively, of the Outstanding Company Common
Stock and Outstanding Company Voting Securities immediately prior to such
Business Combination beneficially own, directly or indirectly, more than 50% of,
respectively, the then outstanding shares of common stock and the combined
voting power of the then outstanding voting securities entitled to vote
generally in the election of directors, as the case may be, of the corporation
resulting from such Business Combination (including, without limitation, a
corporation which as a result of such transaction owns the Company or all or
substantially all of the Company's assets either directly or through one or more
subsidiaries) in substantially the same proportions as their ownership,
immediately prior to such Business Combination of the Outstanding Company Common
Stock and Outstanding Company Voting Securities, as the case may be, (ii) no
Person (excluding any employee benefit plan (or related trust) of the Company or
such corporation resulting from


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such Business Combination) beneficially owns, directly or indirectly, 20% or
more of, respectively, the then outstanding shares of common stock of the
corporation resulting from such Business Combination or the combined voting
power of the then outstanding voting securities of such corporation except to
the extent that such ownership existed prior to the Business Combination and
(iii) at least a majority of the members of the board of directors of the
corporation resulting from such Business Combination were members of the
Incumbent Board at the time of the execution of the initial agreement, or of the
action of the Board, providing for such Business Combination; or

         d. approval by the shareholders of the Company of a complete
liquidation or dissolution of the Company.

"CODE" means the Internal Revenue Code of 1986, as amended from time to time,
and any successor thereto.

"COMPANY" means GreenPoint Financial Corp., a Delaware corporation.

"ERISA" means the Employee Retirement Income Security Act of 1974, as amended
from time to time, and any successor thereto.

"EXCHANGE ACT" means the Securities Exchange Act of 1934, as amended from time
to time, and any successor thereto.

"FAIR MARKET VALUE" means as of any given date, the closing price of the Stock
on the New York Stock Exchange or on any national exchange on which the Stock is
listed. If there is no regular public trading market for such Stock, the Fair
Market Value of the Stock shall be determined by the Committee (as defined in
Section 2(a)) in good faith.

"NON-EMPLOYEE DIRECTOR" means a person who as of any applicable date is a member
of the Board and is not an officer or employee of the Company or any subsidiary
of the Company.

"NON-QUALIFIED STOCK OPTION" means a Stock Option that does not meet the
requirements of Section 422 of the Code.

"PARTICIPANT" means a Non-Employee Director who is granted a Stock Option
hereunder.

"PLAN" means the GreenPoint Financial Corp. Non-Employee Directors 2001Stock
Option Plan, as set forth herein and as hereinafter amended from time to time.

"STOCK" means the common stock, par value $.01 per share, of the Company.

"STOCK OPTION" means an option to purchase shares of Stock.

"TERMINATION OF DIRECTORSHIP" means the date upon which any Participant ceases
to be a member of the Board for any reason whatsoever.

In addition, certain other terms used herein have definitions given to them in
the first place in which they are used.

SECTION 2. ADMINISTRATION.

         a. COMMITTEE. The Plan shall be administered by the Compensation
Committee of the Board (the "Committee"), which shall consist of not less than
three members of the Board, each of whom shall be a "non-employee director" as
that term is used in Rule 16b-3 as promulgated by the Securities and Exchange
Commission or any successor agency under Section 16(b) of the Exchange Act
("Rule 16b-3"). Grants of Stock Options to Participants under the Plan and the
amount, nature and timing of the


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grants shall be automatically determined as described in Section 5 and shall not
be subject to the determination of the Committee.

         b. AUTHORITY OF THE COMMITTEE. Subject to certain specific limitations
and restrictions set forth in the Plan, the Committee shall have full and final
authority to interpret the Plan; to prescribe, amend and rescind rules and
regulations, if any, relating to the Plan; and to make all determinations
necessary or advisable for the administration of the Plan. No member of the
Committee shall be liable for anything done or omitted to be done by him or her
or by any other member of the Committee in connection with the Plan, except for
his or her own willful misconduct or gross negligence. All decisions which are
made by the Committee with respect to interpretation of the terms of the Plan
and with respect to any questions or disputes arising under the Plan shall be
final and binding on the Company and the Participants, their heirs or
beneficiaries. The Committee shall not be empowered to take any action, whether
or not otherwise authorized under the Plan, which would result in any Director
of the Company failing to qualify as a "non-employee director".

         c. ACTS OF THE COMMITTEE. A majority of the Committee shall constitute
a quorum and the acts of a majority of the members present at any meeting at
which a quorum is present, or acts approved in writing by all members of the
Committee without a meeting, shall be the acts of the Committee.

SECTION 3. STOCK SUBJECT TO PLAN.

         Subject to adjustment as provided herein, there may be granted under
the Plan an aggregate of not more than 275,000 shares of Stock, which number
includes 12,000 of the shares of Stock remaining available for awards as of the
date of adoption of the Plan under the Company's Non-Employee Directors Stock
Option.

         In the event of any change in corporate capitalization (including, but
not limited to, a change in the number of shares of Stock outstanding), such as
a stock split or a corporate transaction, such as any merger, consolidation,
separation, including a spin-off, or other distribution of stock or property of
the Company, any reorganization (whether or not such reorganization comes within
the definition of such term in Section 368 of the Code) or any partial or
complete liquidation of the Company, the Committee or Board may make such
substitution or adjustments in the aggregate number of shares of Stock reserved
for issuance under the Plan, and the number and option price of shares of Stock
subject to outstanding Stock Options, and/or such other equitable substitution
or adjustments as it may determine to be appropriate in its sole discretion;
PROVIDED, HOWEVER, that the number of shares subject to any Stock Option shall
always be a whole number.

SECTION 4. ELIGIBILITY.

         Only individuals who are Non-Employee Directors are eligible to be
granted Stock Options under the Plan.

SECTION 5. STOCK OPTIONS.

         a. INITIAL GRANTS. Each Non-Employee Director shall initially receive,
within thirty days after initial election to office, a Non-Qualified Stock
Option to purchase 10,000 shares of Stock at a price equal to the Fair Market
Value at the time of the grant of the shares of Stock subject to such
Non-Qualified Stock Option (the "Initial Grant").

         b. ANNUAL GRANTS. Prior to termination of the Plan pursuant to Section
6, on the day following the Company's Annual Meeting commencing with its Annual
Meeting in 2001, such Non-Employee Director shall receive a Non-Qualified Stock
Option to purchase 4,000 shares of Stock at a price equal to the Fair Market
Value at the time of the grant of the shares of Stock subject to such
Non-Qualified Stock Option, provided such individual shall continue to be a
Non-Employee Director.


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         c. INSUFFICIENT SHARES OF STOCK. In the event that the number of shares
of Stock available for grant under the Plan is insufficient to make all grants
required to be made on a given date, then all Non-Employee Directors entitled to
a grant on such date shall share ratably in the number of Stock Options on
shares available for grant under the Plan.

         d. ADDITIONAL TERMS AND CONDITIONS. Stock Options granted under the
Plan shall be subject to the following terms and conditions in addition to those
set forth above:

1.       OPTION TERM. The term of each Stock Option shall be 10 years from the
         date the Stock Option is granted.

2.       EXERCISABILITY. Other than the Initial Grant, Stock Options shall be
         fully exercisable one year after the date of grant. Stock Options
         subject to the Initial Grant shall become exercisable with respect to
         6,000 shares, one year after the date of grant, and with respect to an
         additional 2,000 shares on each of the second and third anniversaries
         of the date of grant.

         All Stock Options shall become immediately exercisable upon the death,
         retirement or disability of a Non-Employee Director or upon a Change of
         Control of the Company.

3.       METHOD OF EXERCISE. Subject to the provisions of this Section 5, Stock
         Options may be exercised, in whole or in part, at any time during the
         option term by giving written notice of exercise to the Company
         specifying the number of shares of Stock subject to the Stock Options
         to be purchased.

         Such notice shall be accompanied by payment in full of the purchase
         price by certified or bank check or such other instrument as the
         Company may accept. Stock Options may be exercised pursuant to a
         "cashless exercise" of a Stock Option (I.E., payment of the purchase
         price may be made, in whole or in part, through the surrender of shares
         of Common Stock at the Fair Market Value of such shares on the date of
         surrender), in accordance with applicable securities laws.

         No shares of Stock shall be issued until full payment therefor has been
         made. An optionee shall have all of the rights of a stockholder of the
         Company holding the class or series of Stock that is subject to such
         Stock Option (including, if applicable, the right to vote the shares
         and the right to receive dividends), when the optionee has given
         written notice of exercise, has paid in full for such shares and, has
         given the representation described in Section 7(a).

4.       NON-TRANSFERABILITY OF STOCK OPTIONS. No Stock Option shall be
         transferable by the optionee other than (i) by will or by the laws of
         descent and distribution; (ii) as otherwise expressly permitted by the
         Committee including, if so permitted, pursuant to a transfer to such
         optionee's immediate family, whether directly or indirectly or by means
         of a trust or partnership or otherwise; or (iii) pursuant to a
         qualified domestic relations order (as defined in the Code or ERISA).
         For purposes of this Plan, unless otherwise determined by the
         Committee, "immediate family" shall mean the optionee's children,
         spouse and grandchildren. All Stock Options shall be exercisable,
         subject to the terms of this Plan, only by the optionee, the guardian
         or legal representative of the optionee, or any person to whom such
         Stock Option is transferred pursuant to this paragraph, it being
         understood that the term "optionee" includes such guardian, legal
         representative and other transferee.

5.       TERMINATION. If a Termination of Directorship occurs for any reason,
         any Stock Option held by such Participant shall continue to be
         exercisable, in accordance with its terms and may be exercised for the
         balance of such Stock Option's term.


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SECTION 6. TERM, AMENDMENT AND TERMINATION.

         The Plan will terminate on the tenth anniversary of the effective date
of the Plan. Under the Plan, Stock Options outstanding as of such date shall not
be affected or impaired by the termination of the Plan.

         The Board may amend, alter, or discontinue the Plan, but no amendment,
alteration or discontinuation shall be made which would (a) impair the rights of
an optionee under a Stock Option without the optionee's consent, except such an
amendment made to comply with applicable law, stock exchange rules or accounting
rules, or (b) disqualify the Plan from the exemption provided by Rule 16b-3. In
addition, (a) no amendment shall be made without the approval of the Company's
stockholders to the extent such approval is required by applicable law or stock
exchange rules and (b) the Plan shall not be amended more often than once every
six months, other than to comport with changes in the Code, ERISA, or the rules
thereunder.

         Subject to the above provisions, the Board shall have the authority to
amend the Plan to take into account changes in law and accounting rules as well
as other developments, and to grant Stock Options which qualify for beneficial
treatment under such rules without stockholder approval.

SECTION 7. GENERAL PROVISIONS.

         a. Unless the shares have been registered under the Securities Act of
1933, as amended, each person purchasing or receiving shares of Stock pursuant
to a Stock Option shall represent to and agree with the Company in writing that
such person is acquiring the shares of Stock without a view to the distribution
thereof. The certificates for such shares of Stock shall include an appropriate
legend to reflect the restrictions on transfer.

         b. Nothing contained in the Plan shall prevent the Company or any
subsidiary from adopting other or additional compensation arrangements for its
Non-Employee Directors.

         c. No later than the date as of which an amount first becomes
includible in the gross income of the Participant for Federal income tax
purposes with respect to any Stock Option awarded under the Plan, the
Participant shall pay to the Company, or make arrangements satisfactory to the
Company regarding the payment of, any Federal, state, local or foreign taxes of
any kind required by law to be withheld with respect to such amount. Withholding
obligations may, at the election of the optionee (which election shall be
subject to compliance with requirements of Rule 16b-3), be settled with Stock,
including Stock that is part of the Stock Option that gives rise to the
withholding requirement. The obligations of the Company under the Plan shall be
conditional on such payment or arrangements, and the Company shall, to the
extent permitted by law, have the right to deduct any such taxes from any
payment otherwise due to the Participant.

         d. The Plan and all Stock Options awarded and actions taken thereunder
shall be governed by and construed in accordance with the laws of the State of
Delaware.

SECTION 8. EFFECTIVE DATE OF PLAN.

         The Plan shall be adopted by the Board and presented to stockholders of
the Company for their approval. Stock Options may be granted prior to such
approval but are contingent upon such approval being obtained.