<PAGE>

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

                                  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, 2000

                                       OR

   |_|      Transition Report Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934

                         Commission file Number 0-22516

                           GREENPOINT FINANCIAL CORP.
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

               DELAWARE                                 06-1379001
   (STATE OR OTHER JURISDICTION OF
     INCORPORATION OR ORGANIZATION)         (IRS EMPLOYER IDENTIFICATION NUMBER)

   90 PARK AVENUE, NEW YORK, NEW YORK                      10016
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)                (ZIP CODE)

       REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (212) 834-1000

           SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:

                                                   NAME OF EACH EXCHANGE
          TITLE OF EACH CLASS                       ON WHICH REGISTERED
          -------------------                       -------------------
                 NONE                                      NONE

           SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:

                               TITLE OF EACH CLASS
                               -------------------
                          Common Stock $0.01 par value

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 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|

The aggregate market value of the voting stock held by non-affiliates of the
registrant as of March 19, 2001: Common stock par value $0.01 per share,
$3,368,527,550.

This figure is based on the closing price by the New York Stock Exchange
("NYSE") for a share of the registrant's common stock on March 19, 2001 which
was $33.49 as reported in the Wall Street Journal on March 20, 2001. The number
of shares of the registrant's Common Stock issued and outstanding as of March
19, 2001 was 100,583,086 shares.

                 DOCUMENTS INCORPORATED BY REFERENCE

Portions of the definitive Proxy Statement for the Annual Meeting of
Shareholders to be held on May 8, 2001, and the Annual Report to Shareholders
for fiscal 2000 are incorporated herein by reference--Parts II, III and IV.

<PAGE>



TABLE OF CONTENTS

<TABLE>
<CAPTION>                                                                   PAGE
                                                                             NO.
                                     PART I
<S>                                                                         <C>
ITEM 1.  BUSINESS.........................................................    1
   General................................................................    1
   Mortgage Banking Activities............................................    2
   Manufactured Housing Activities........................................    3
   Consumer Banking Activities............................................    3
   Competition............................................................    4
   Market Risk Management.................................................    5
   Liquidity Management...................................................    5
   Credit Risk............................................................    6
   Securities Investment Activities.......................................   11
   Sources of Funds.......................................................   14
   Subsidiary Activities..................................................   16
   Personnel..............................................................   18
   Federal Taxation.......................................................   18
   State and Local Taxation...............................................   19
   Bank Regulation and Supervision........................................   19
ITEM 2.  PROPERTIES.......................................................   23
ITEM 3.  LEGAL PROCEEDINGS................................................   23
ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS..............   23
ITEM 4A. EXECUTIVE OFFICERS...............................................   23
                                      PART II
ITEM 5.  MARKET FOR REGISTRANTS COMMON EQUITY AND RELATED
         STOCKHOLDER MATTERS..............................................   25
ITEM 6.  SELECTED FINANCIAL DATA..........................................   25
ITEM 7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
         CONDITION AND RESULTS OF OPERATIONS..............................   25
ITEM 7A. QUANATATIVE AND QUALATATIVE DISCLOSURES ON MARKET RISK...........   25
ITEM 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA......................   25
ITEM 9.  CHANGES AND DISAGREEMENTS WITH ACCOUNTANTS ON
          ACCOUNTING AND FINANCIAL DISCLOSURE.............................   25
                                      PART III
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT...............   26
ITEM 11. EXECUTIVE COMPENSATION...........................................   26
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS
         AND MANAGEMENT...................................................   26
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS...................   26
                                      PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND
         REPORTS ON FORM 8-K .............................................   27
</TABLE>


<PAGE>

FORWARD-LOOKING STATEMENTS

   This Annual Report on Form 10-K contains certain forward-looking statements,
which are based on management's current expectations. These forward-looking
statements include information concerning possible or assumed future results of
operations and business plans, including those relating to earnings growth (on
both a GAAP and cash basis); revenue growth; origination volume in both the
Company's mortgage and manufactured housing finance businesses; non-interest
income levels, including fees from product sales; tangible capital generation;
margins on sales or securitizations of loans; market share; expense levels; and
other business operations and strategies. For these statements, GreenPoint
claims the protection of the safe harbor for forward-looking statements
contained in the Private Securities Litigation Reform Act of 1995 to the extent
provided by applicable law. Forward-looking statements involve inherent risks
and uncertainties. We caution you that a number of important factors could cause
actual results to differ materially from those contained in any forward-looking
statement. Such factors include, but are not limited to: risks and uncertainties
related to acquisitions and related integration and restructuring activities;
prevailing economic conditions; changes in interest rates, loan demand, real
estate values, and competition, which can materially affect origination levels
in the Company's mortgage and manufactured housing finance businesses; the level
of defaults, losses and prepayments on loans made by the Company, whether held
in portfolio or sold in the secondary markets, which can materially affect the
Company's quarterly valuation of its retained interests from securitizations;
changes in accounting principles, policies, and guidelines; adverse changes or
conditions in capital or financial markets, which could adversely affect the
ability of the Company to sell or securitize mortgage and manufactured housing
originations on a timely basis or at prices which are acceptable to the Company;
changes in any applicable law, rule, regulation or practice with respect to tax
or legal issues; and other economic, competitive, governmental, regulatory, and
technological factors affecting the Company's operations, pricing, products and
services. The forward-looking statements are made as of the date of this Report,
and the Company assumes no obligation to update the forward-looking statements
or to update the reasons why actual results could differ from those projected in
the forward-looking statements.

PART I

ITEM 1.  BUSINESS

GENERAL

   GreenPoint Financial Corp. (the "Company" or "GreenPoint") is a bank holding
company organized under the laws of the state of Delaware and registered under
the Bank Holding Company Act of 1956, as amended.

   The Company is a leading national specialty housing finance company that
provides a variety of financial services, primarily through its three
subsidiaries, GreenPoint Bank, a New York State chartered savings bank (the
"Bank"), GreenPoint Mortgage Funding, Inc. ("GPM"), a New York Corporation
wholly-owned by the Bank and headquartered in Larkspur, California, and
GreenPoint Credit, LLC ("GPC"), a Delaware corporation wholly-owned by the Bank
and headquartered in San Diego, California. GPM is the leading national lender
in non-conforming residential mortgages specializing in alternative A ("Alt A")
mortgages, and GPC is the second largest lender and servicer nationally in the
manufactured housing finance industry.

   Through the Bank, GPM and GPC, the Company is primarily engaged in lending
throughout the nation. GPM originates both adjustable and fixed rate mortgage
loans, primarily through a network of mortgage brokers, mortgage bankers,
attorneys and other real estate professionals and, to a lesser extent, from
customers and members of the local communities in GreenPoint's lending area. GPC
is engaged in originating and servicing manufactured housing loans. The Bank
continues to attract retail deposits from the general public and invests those
deposits, together with funds generated from operations, in loans and marketable
securities. The Bank's revenues are derived principally from interest on its
loan portfolio and investment securities, proceeds from the sales or
securitizations of mortgage and manufactured housing loans and fees from
servicing these loans. The Bank's primary sources of funds are deposits,
proceeds from loan sales and securitizations, and proceeds from principal and
interest payments on loans, mortgage-backed securities and other securities.

   GreenPoint Community Development Corp. ("GPCDC") was organized in 1993 as a
for-profit community development subsidiary of the Company. Complementing the
Bank's leadership in lending in low- and moderate-income areas and to
minorities, GPCDC's focus is primarily on special lending programs, development
opportunities and assistance, consulting and other activities that promote the
objective of greater access to affordable housing for low-and moderate-income
persons residing in the areas served by the Company.

   On March 30, 1999, the Company completed the acquisition of Headlands
Mortgage Company ("Headlands") that was accounted for as a tax-free pooling of
interests, with 0.62 shares of the Company's stock being exchanged for each
share of Headlands stock.


                                       1
<PAGE>


MORTGAGE BANKING ACTIVITIES

PRODUCTS AND SERVICES
   The Company, through its mortgage banking subsidiary GreenPoint Mortgage
Funding, Inc. ("GPM") is in the business of originating, selling, securitizing,
and servicing mortgage loans secured by one-to four- family residences. Also,
certain loans originated by GPM are retained in the Bank's loan portfolio. As a
specialty mortgage lender, GPM's strategy is to focus on specialized mortgage
loan products for primarily high credit quality borrowers. GPM generally places
an emphasis on credit scores obtained from three major credit bureaus to
evaluate the credit quality of borrowers. GPM considers " high credit quality
borrowers" to be those whose credit scores equal or exceed levels required for
the sale or exchange of their mortgage loans through the Federal National
Mortgage Association ("Fannie Mae") or the Federal Home Loan Mortgage Operation
("Freddie Mac") (collectively "the Agencies"). The specialized mortgage loans
targeted by GPM provide a relatively greater "spread" (i.e., greater interest
and other income to the originator relative to the cost associated with funding
and selling the mortgage loans) compared to other mortgage loans that present a
similar credit risk. GPM believes that its wholesale lending channel supported
by its correspondent and retail lending channels, provides an efficient and
responsive origination system for the types of mortgage loans it seeks to
originate.

   GPM presently offers a broad range of mortgage loan products in order to
provide maximum flexibility to borrowers and third party mortgage brokers and
other entities through which it originates mortgage loans. These products
include conforming agency mortgage loans, non-conforming mortgage loans
(including Alt A mortgage loans), home equity loans and limited documentation
("No Doc") loans. Alt A loans may fail to satisfy certain elements of the agency
underwriting criteria, such as those relating to documentation, employment
history, income verification, loan to value ratios, qualifying ratios, or other
compensating factors. No Doc loans serve a particular niche of borrowers willing
to pay a premium in the form of higher interest rates and provide larger down
payments. In return, the borrower receives more expedient loan processing by
virtue of providing less income and asset information, as compared to loans
underwritten in conformance with Agency standards.

CREDIT PARAMETERS
   Loan amount limits, maximum loan-to-value ratios and loan pricing are guided
by an evaluation of a borrower's credit history and the loan purpose. This
evaluation results in a borrower being classified in a particular loan level
category, to which lending parameters have been ascribed by GPM. In making this
determination, GPM obtains credit verification from three independent credit
bureaus prior to entering into loan commitments. Factors considered in making
the commitment include the number and length of time credit lines have been
outstanding, prior mortgage loan payment histories, performance on installment
loans and revolving lines of credit, collection and charge-off experience, and
prior bankruptcies and foreclosures. GPM also considers a credit score ascribed
to the borrower under a credit evaluation methodology developed by Fair, Isaac
and Company ("FICO"). This score indicates, based on their statistical analysis,
the percentage of borrowers that would be expected to become 90 days delinquent
on an additional loan.

MORTGAGE LOAN SERVICING
   GPM also engages in mortgage loan servicing, which includes the processing of
mortgage loan payments and the administration of mortgage loans. GPM's primary
source of servicing rights is the Bank's loan portfolio and mortgage loans it
has originated and sold, and for which it has retained the right to service. As
of December 31, 2000, GPM's mortgage loan servicing portfolio consisted of
approximately 174,709 one- to four-family residential mortgage loans with an
aggregate principal balance of $16.9 billion, including $8.1 billion serviced
for GreenPoint and $8.8 billion serviced for other investors. GPM can realize
the value embedded in its mortgage loan servicing portfolio immediately by
selling its mortgage loan servicing rights or, alternatively, it can realize the
value gradually over the life of the mortgage loan servicing portfolio through
the receipt of monthly mortgage loan servicing fees.


                                       2
<PAGE>


MANUFACTURED HOUSING ACTIVITIES

PRODUCTS AND SERVICES
   During 1998, the Company expanded its lending activities through the
acquisition of BankAmerica Housing Services, which is the second largest lender
nationally in the manufactured housing finance industry. The Company was renamed
GPC. GPC originates a variety of fixed and variable rate loans in the
manufactured housing market. GPC serves 48 states through its principal offices
in San Diego, California and service centers throughout the United States.
Manufactured housing ("MH") or a "manufactured home" is a structure,
transportable in one or more sections, which is designed to be a dwelling with
or without a permanent foundation. GPC originated $2.2 billion of manufactured
housing loans in 2000; 66% indirectly purchased from dealers and 34% directly
originated.

   GPC pools and securitizes substantially all of the loans it originates,
retaining the servicing on these loans. Such pools are structured into
asset-backed securities, which are primarily sold in the public securities
markets. GPC services these loans, collecting payments from the borrower and
remitting principal and interest payments to the holder of the contract, or
investor certificate backed by the loans. During 2000, the Company securitized
$2.4 billion of manufactured housing loans.

   GPC offers a variety of "Home Only" and "Land/Home" products with fixed and
variable rate options. The Home Only loans are secured by the manufactured home
and is a conventional loan program for new and previously owned manufactured
homes. Land/Home loans are secured by both the manufactured home and the land.

CREDIT PARAMETERS
   GPC believes that the creditworthiness of a potential borrower should be the
most important criterion in determining whether to approve the purchase or
origination of a loan. The borrower's creditworthiness is measured by custom
credit scorecards, which were developed in conjunction with Fair Isaccs & Co
("FICO") based on GPC's extensive portfolio. GPC continually monitors the
performance of its scorecards to ensure that they are correctly rank-ordering
the borrowers' credit risk. The borrowers' credit history, employment history,
residence history and debt to income ratio are also reviewed by GPC personnel as
part of the underwriting decision. GPC's lending criteria also vary by product
type to reflect the risk associated with each product.

LOAN SERVICING
   GPC's servicing responsibilities include collecting principal and interest
payments, taxes, insurance premiums and other payments from obligors and, when
such loans are not owned by GPC, remitting principal and interest payments to
the owners. Collection procedures, which are managed at the regional office
level, include repossession and resale of manufactured homes securing defaulted
loans (and foreclosure if land is involved). GPC will enter into workout
agreements with obligors under certain defaulted loans, if deemed advisable.
Although decisions as to whether to repossess any manufactured home are made on
an individual basis, GPC's general policy is to institute repossession
procedures promptly after regional office personnel determine that it is
unlikely that a defaulted loan will be brought current, and thereafter to pursue
diligently the resale of such manufactured homes.

   GPC services loans on behalf of other entities and its own portfolio. During
2000, GPC securitized $2.4 billion of manufactured housing loans in seven
transactions that resulted in retained servicing. At December 31, 2000, GPC
serviced approximately 450,146 manufactured housing loans with an outstanding
principal balance of $14.2 billion. At December 31, 2000, GPC serviced
approximately 22,152 manufactured housing loans in its own portfolio with an
outstanding principal balance of $810.0 million. GPC does not recognize service
fee income separately for loans serviced in its own portfolio.

CONSUMER BANKING ACTIVITIES

   The Consumer Branch Network ("Branch Network") consists of 74 full-service
banking offices with 111 automated teller machines. The Branch Network operates
29 branches in Long Island, 41 branches in New York City, and 4 branches in
Westchester County in New York. In addition to its branch system, the Bank's
deposit gathering network includes its telephone banking system. The Branch
Network also offers a variety of financial services to meet the needs of the
communities it serves. Among the services offered are traditional time, savings
and checking accounts, annuity products, mutual funds, mortgages, home equity
loans, credit and debit cards, on-line banking, Life Insurance, safe deposit
services, student loans, installment loans and automatic payroll and Social
Security deposit programs.


                                       3
<PAGE>


COMPETITION

   The Company faces significant competition both in making loans and in
attracting deposits. The Company's competition for loans comes principally from
savings banks, commercial banks, savings and loan associations, mortgage banking
companies and credit unions. Its most direct competition for deposits has
historically come from savings and loan associations, savings banks, commercial
banks and credit unions. The New York City metropolitan area has a high density
of financial institutions, many of which are branches of significantly larger
institutions which have greater financial resources than the Company. The Bank
faces additional competition for deposits from non-depository competitors such
as the mutual fund industry, securities and brokerage firms and insurance
companies.

   GPM faces intense competition, primarily from commercial banks, savings and
loans and other mortgage lenders. As GPM expands into particular geographic
markets, it will face competition from mortgage lenders with established
positions in such markets. Competition can take place on various levels,
including convenience in obtaining a mortgage loan, service, marketing,
origination channels and pricing. Many of GPM's competitors in the financial
services business are substantially larger and have more capital and other
resources than GPM. Many of GPM's competitors are well established in the
specialty mortgage loan market and a number of others are recent entrants into
that market seeking the relatively attractive profit margins currently
associated with specialty mortgage loan products. Fannie Mae and Freddie Mac are
currently developing technologies and business practices that will expand the
scope of mortgage loans eligible to be Agency mortgage loans, which may include
some Alt A and subprime mortgage loans. To the extent market pricing for GPM's
mortgage loan products becomes more competitive, it may be more difficult to
originate and purchase mortgage loans with attractive yields in sufficient
volume to maintain profitability.

   GPM depends primarily on independent mortgage brokers and, to a lesser
extent, on correspondent lenders, for the origination and purchase of its
wholesale mortgage loans, which constitute a significant portion of GPM's
mortgage loan production. These independent mortgage brokers deal with multiple
lenders for each prospective borrower. GPM competes with these lenders for the
independent brokers' business on the basis of price, service, loan fees, costs
and other factors. GPM's competitors also seek to establish relationships with
such brokers, who are not obligated by contract or otherwise to do business with
GPM. GPM's future results of operations and financial condition may be
vulnerable to changes in the volume and costs of its wholesale mortgage loans
resulting from, among other things, competition from other lenders and
purchasers of such mortgage loans.

   GPC is directly influenced by consumer demand for new financing and
refinancing of manufactured homes. This demand is driven by several variables,
including regional market trends, economic conditions, individual preferences
and market demographics. GPC's competition is comprised of a variety of regional
and national lending institutions. Finance companies, banks and credit unions
are consistently the primary competitors. Recently, consolidation has taken
place in the retail sector, dominated mainly by vertically-integrated
manufacturers. This consolidation could affect the competitive environment.

   GPC competes by offering competitive interest rates and flexible financing
programs, outstanding service to retailers and customers, as well as timely
credit reviews and decisions. Interest rates are a key component to overall
profitability.

   The types of loans that the Company may originate are subject to federal and
state laws and regulations. Interest rates charged by GreenPoint on loans are
affected principally by the demand for such loans and the supply of money
available for lending purposes and the rates offered by its competitors. These
factors are, in turn, affected by general and economic conditions, monetary
policies of the federal government, including the Federal Reserve Board ("FRB"),
legislative tax policies and governmental budgetary matters.


                                       4
<PAGE>


MARKET RISK MANAGEMENT

   Interest rate risk arises in the ordinary course of the Company's business,
as the repricing characteristics of its loans do not necessarily match those of
its deposit liabilities. The resulting interest rate risk is managed by careful
attention to the mix of asset maturities and deposit offerings and by
adjustments to the Company's investment portfolio and the use of off balance
sheet instruments such as interest rate swaps. The investment strategies are
designed and implemented by the Asset and Liability Management Committee,
("ALCO") within policies and limits approved by the Board of Directors. ALCO
makes use of a variety of tools to measure market risk. Among these are gap
repricing reports and income simulations that provide estimates of the Company's
earnings sensitivities to various interest rate changes.

   Market risk also arises as the Company originates and accumulates fixed rate
mortgage and manufactured housing loans prior to their sale or securitization.
As applications are approved, a commitment is made to lend at a specified
interest rate. Should rates rise, either prior to closing or after closing but
prior to sale or securitization, the price at which the loan will be sold or
securitized will decline. Hedging strategies, using forward sales in the case of
residential mortgages, and interest rate swaps in the case of manufactured
housing, are implemented to mitigate the risk of lowered prices in rising rate
environments. Refer to Company's Annual Report to Shareholders for Fiscal Year
ended December 31, 2000, pages 14-19.

LIQUIDITY MANAGEMENT

   Liquidity management involves planning to meet anticipated funding needs at a
reasonable cost, as well as developing contingency plans to meet unanticipated
funding needs. Liquidity management is governed by policies formulated and
monitored by ALCO, which take into account the marketability of assets, the
sources and stability of funding, and the level of unfunded commitments.

   Long-term liquidity needs are also provided by a large core deposit base,
which is the most stable source of liquidity a bank can have, due to the
long-term relationship with depositors and the deposit insurance provided by the
FDIC. Deposit funding is supplemented by long-term debt, advances from the
Federal Home Loan Bank of New York ("FHLB") and other borrowings. The discount
window of the Federal Reserve Bank of New York is available to the Company, to
the extent that eligible collateral has been pledged, as a lender of last
resort.


                                       5
<PAGE>


CREDIT RISK

   The Company assumes credit risk primarily in its held-for-investment loan
portfolio, and in the recourse it provides in conjunction with loan sales or
securitizations.

LOANS HELD FOR INVESTMENT PORTFOLIO
   The majority of the Company's loan portfolio consists of fixed and ARM loans
secured by one-to four-family residences and to a lesser extent, multi-family
residential loans, commercial real estate loans and other loans held for
investment.

   The following tables set forth the composition of the loans receivable held
for investment, in dollar amounts and in percentages of the respective
portfolios at the dates indicated.

<TABLE>
<CAPTION>

                                                                DECEMBER 31,
                                 ------------------------------------------------------------------------------
                                           2000                     1999                         1998
                                 ---------------------    ------------------------     ------------------------
                                               PERCENT                   PERCENT                       PERCENT
                                   AMOUNTS     OF TOTAL    AMOUNTS       OF TOTAL       AMOUNTS        OF TOTAL
                                 ----------    -------    ----------    ----------     ----------      --------
                                                             (DOLLARS IN MILLIONS)
<S>                              <C>              <C>     <C>                 <C>      <C>                 <C>
Loans receivable held for
investment:
Mortgage loans:
  One-to four-family             $  7,018.2       80.7%   $  7,474.6          80.3%    $  8,023.1          85.3%
  Multi-family                        366.4        4.2         458.0           4.9          594.4           6.3
  Commercial                          630.5        7.2         626.9           6.7          573.8           6.1
  Home equity loans                   101.1        1.2          89.3           1.0           82.1           0.9
                                 -----------   -------    ----------    ----------     ----------      --------
Total mortgage loans held
  for investment                    8,116.2       93.3       8,648.8          92.9        9,273.4          98.6
                                 -----------   -------    ----------    ----------     ----------      --------
Other loans:
  Loans secured by
    depositors' funds                  21.7        0.3          22.8           0.3           24.0           0.3
  Manufactured housing loans          513.7        5.9         590.1           6.3           --            --
  Recreational vehicle loans           12.2        0.1          16.6           0.2           23.7           0.3
  All other loans                      32.6        0.4          29.9           0.3           79.5           0.8
                                 -----------   -------    ----------    ----------     ----------      --------
Total other loans                     580.2        6.7         659.4           7.1          127.2           1.4
                                 -----------   -------    ----------    ----------     ----------      --------
Total loans receivable held
  for investment                    8,696.4      100.0%      9,308.2         100.0%       9,400.6         100.0%
                                 -----------   =======    ----------    ==========     ----------      ========
Less:
Net deferred loan
  origination fees and
  unearned discount                    (9.0)                  (15.0)                       (14.3)
Allowance for
  losses possible loan               (113.0)                 (113.0)                      (113.0)
                                 -----------             ----------                   ----------
   Loans receivable held for
     investment, net             $  8,574.4              $  9,180.2                   $  9,273.3
                                 ===========             ==========                   ==========
</TABLE>


                                       6
<PAGE>

<TABLE>
<CAPTION>
                                                  DECEMBER 31,
                                 --------------------------------------------
                                          1997                  1996
                                 ---------------------  ---------------------
                                              PERCENT                PERCENT
                                   AMOUNTS    OF TOTAL    AMOUNTS    OF TOTAL
                                 -----------  --------  -----------   -------
                                              (DOLLARS IN MILLIONS)
<S>                              <C>             <C>    <C>             <C>
Loans receivable held for
investment:
Mortgage loans:
  One-to four-family             $  7,682.1      86.0%  $  6,395.1      85.9%
  Multi-family                        621.0       7.0        545.5       7.3
  Commercial                          537.1       6.0        467.9       6.3
  Home equity loans                    66.3       0.7         16.2       0.2
                                 -----------   -------  -----------   -------
Total mortgage loans held
  for investment                    8,906.5      99.7      7,424.7      99.7
                                 -----------   -------  -----------   -------
Other loans:
  Loans secured by
    depositors' funds                  30.1       0.3         23.5       0.3
  Manufactured housing loans           --        --           --        --
  Recreational vehicle loans           --        --           --        --
  All other loans                      --        --           --        --
                                 -----------   -------  -----------   -------
Total other loans                      30.1       0.3         23.5       0.3
                                 -----------   -------  -----------   -------
Total loans receivable held
  for investment                    8,936.6     100.0%     7,448.2     100.0%
                                 -----------   =======  -----------   =======
Less:
Net deferred loan
  origination fees and
  unearned discount                   (31.2)                 (48.2)
Allowance for possible loan
  losses                             (109.0)                (105.0)
                                 -----------            -----------
   Loans receivable held for
     investment, net             $  8,796.4             $  7,295.0
                                 ===========            ===========

</TABLE>

   As of December 31, 2000, 63% of the Company's mortgage loan portfolio was
secured by properties located in New York State. The properties securing the
remaining portfolio are dispersed throughout the country, with no state
representing more than 10%.

   LOAN MATURITY AND REPRICING. The following table shows the contractual
maturities of the Company's loan portfolio, including loans receivable held for
sale, at December 31, 2000. The table does not include prepayments or scheduled
principal amortization. Prepayments and scheduled principal amortization on
mortgage loans totaled $1.5 billion for the year ended December 31, 2000.

<TABLE>
<CAPTION>
                                                      DECEMBER 31, 2000
                           -------------------------------------------------------------------------
                                        MORTGAGE LOANS
                           -----------------------------------------
                             ONE-TO                                                         TOTAL
                              FOUR-          MULTI-                         OTHER           LOANS
                             FAMILY          FAMILY       COMMERCIAL        LOANS        RECEIVABLE
                           ----------       --------      ----------      --------       -----------
                                           (DOLLARS IN MILLIONS)
<S>                           <C>              <C>            <C>            <C>            <C>
Amounts due (1):
Within one year            $     15.6       $    1.3       $    1.7       $   87.1       $     105.7
One to five years               240.1           45.8           46.3           24.3             356.5
Over five years               8,428.8          307.2          583.1          688.5          10,007.6
                           ----------       --------       --------       --------       -----------
 Total amounts due         $  8,684.5       $  354.3       $  631.1       $  799.9       $  10,469.8
                           ==========       ========       ========       ========       ===========

</TABLE>

(1)   DOES NOT INCLUDE NON-ACCRUAL LOANS.


                                       7
<PAGE>


   The following table sets forth, at December 31, 2000, the dollar amount of
all fixed rate loans contractually due and adjustable rate loans repricing after
December 31, 2001.

<TABLE>
<CAPTION>
                          DUE OR REPRICING AFTER DECEMBER
                                      31, 2001
                         ----------------------------------
                           FIXED     ADJUSTABLE    TOTAL
                         ----------- ----------- ----------
                               (DOLLARS IN MILLIONS)
Mortgage loans (1):
<S>                       <C>          <C>        <C>
  One-to four-family      $ 6,509.0    $30.1      $ 6,539.1
  Multi-family                340.0      6.1          346.1
  Commercial                  604.4     14.0          618.4
Other loans (1)               630.5      ---          630.5
                          ----------   ------     ---------
   Total loans
   receivable             $ 8,083.9    $50.2      $ 8,134.1
                          ==========   ======     =========

</TABLE>

(1)   DOES NOT INCLUDE NON-ACCRUAL LOANS.


   At December 31, 2000, 1999, 1998, 1997 and 1996, loans delinquent 90 days or
more were as follows:

<TABLE>
<CAPTION>
                                                               DECEMBER 31,
                                ------------------------------------------------------------------------------
                                         2000                       1999                      1998
                                ----------------------     ----------------------     ------------------------
                                                               90 DAYS OR MORE
                                ------------------------------------------------------------------------------

                                  NUMBER    PRINCIPAL        NUMBER     PRINCIPAL       NUMBER      PRINCIPAL
                                  OF          BALANCE          OF        BALANCE          OF         BALANCE
                                  LOANS      OF LOANS        LOANS      OF LOANS        LOANS       OF LOANS
                                ---------    -----------   ---------    ----------    ---------    -----------
                                                (DOLLARS IN MILLIONS)
<S>                                 <C>      <C>               <C>      <C>               <C>      <C>
Mortgage loans:
  One-to four-family                1,306    $   163.9         1,379    $   166.5         1,930    $   213.1
  Multi-family                        103         11.5           184         23.6           286         33.7
  Commercial real estate              103         13.2           152         21.4           192         24.7
  Home equity loans                    19          1.0            27          1.9            26          1.6
                                ---------    -----------   ---------    ----------    ---------    -----------
   Total mortgage loans             1,531        189.6         1,742        213.4         2,434        273.1
Other loans                           586          4.4           239          2.3           134          1.3
                                ---------    -----------   ---------    ----------    ---------    -----------
   Total loans                      2,117    $   194.0         1,981    $   215.7         2,568    $   274.4
                                =========    ===========   =========    ==========    =========    ===========
Delinquent loans
 to total loans                                    1.82%                     2.05%                       2.50%

</TABLE>


<TABLE>
<CAPTION>
                                                      DECEMBER 31,
                                 -----------------------------------------------------
                                          1997                          1996
                                 ----------------------        -----------------------
                                                   90 DAYS OR MORE
                                 -----------------------------------------------------
                                 NUMBER       PRINCIPAL        NUMBER        PRINCIPAL
                                 OF            BALANCE           OF           BALANCE
                                 LOANS        OF LOANS          LOANS         OF LOANS
                                 ------      ----------        ------        ---------
                                               (DOLLARS IN MILLIONS)

<S>                              <C>            <C>             <C>            <C>
Mortgage loans:
  One-to four-family             2,596          $254.6          2,559          $242.7
  Multi-family                     372            41.0            430            46.0
  Commercial real estate           258            34.0            271            35.2
  Home equity loans                 48             1.1              7             0.5
                                 -----          -------         -----          --------
   Total mortgage loans          3,274           330.7          3,267           324.4
Other loans                         84             0.1            168             0.1
                                 -----          -------         -----          --------
   Total loans                   3,358          $330.8          3,435          $324.5
                                 =====          =======         =====          ========

Delinquent loans
  to total loans                                  3.46%                          4.25%

</TABLE>


                                          8
<PAGE>


   The following table sets forth information regarding all non-accrual loans,
including loans in forbearance, loans which are 90 days or more delinquent but
on which the Company is accruing interest and other real estate owned at the
dates indicated. If all non-accrual loans had been performing in accordance with
their original terms, the Company would have recorded interest income of $23.9
million, as opposed to $22.4 million, which was included in interest income for
the year ended December 31, 2000.

<TABLE>
<CAPTION>
                                                                        DECEMBER 31,
                                          ----------------------------------------------------------------------------
                                            2000            1999             1998             1997             1996
                                          -------          -------          -------          -------          -------
                                                                    (DOLLARS IN MILLIONS)
<S>                                       <C>              <C>              <C>              <C>              <C>
Non-accrual mortgage loans                $195.6           $219.3           $285.1           $355.0           $356.0
Non-accrual other loans(1)                   1.7              0.2              0.1              0.1              0.1
                                          -------          -------          -------          -------          -------
   Total non-performing loans(2)           197.3            219.5            285.2            355.1            356.1
Other real estate owned, net(3)             12.4              7.6             11.5             24.1             29.5
                                          -------          -------          -------          -------          -------
   Total non-performing assets            $209.7           $227.1           $296.7           $379.2           $385.6
                                          =======          =======          =======          =======          =======

Other loans 90 days or more
  delinquent and still accruing             $4.1             $2.2             $1.2        $    --          $    --
                                          =======          =======          =======          =======          =======

Non-performing loans to loans
  held for investment                        2.27%            2.36%            3.03%            3.97%            4.78%

Non-performing assets to
  total assets                               1.33%            1.47%            1.98%            2.74%            2.83%

</TABLE>


(1) EXCLUDING CERTAIN OTHER LOANS DELINQUENT 90 DAYS OR MORE, SUCH AS GUARANTEED
    STUDENT LOANS, ON WHICH PRINCIPAL AND INTEREST ARE GUARANTEED BY THE U.S.
    GOVERNMENT AND CERTAIN OTHER LOANS ON WHICH DELINQUENT PRINCIPAL AND
    INTEREST MAY BE DEDUCTED FROM THE BORROWER'S DEPOSIT ACCOUNT BALANCES.

(2) AS OF DECEMBER 31, 2000, NON-ACCRUAL LOANS INCLUDED 1,361 ONE-TO FOUR-FAMILY
    LOANS, WITH AN AGGREGATE. $168.6 MILLION, 106 MULTI-FAMILY LOANS WITH AN
    AGGREGATE BALANCE OF $12.1 MILLION, 108 COMMERCIAL REAL ESTATE LOANS WITH AN
    AGGREGATE BALANCE OF $13.8 MILLION, 258 OTHER LOANS WITH AN AGGREGATE
    BALANCE OF $1.7 MILLION AND 20 HOME EQUITY LOANS WITH AN AGGREGATE BALANCE
    OF $1.1 MILLION.

(3) NET OF RELATED VALUATION ALLOWANCE OF $0.6 MILLION, $0.3 MILLION, $0.3
    MILLION, $0.9 MILLION, AND $1.3 MILLION FOR FORECLOSED REAL ESTATE AT
    DECEMBER 31, 2000, 1999, 1998, 1997 AND 1996, RESPECTIVELY.

   At December 31, 2000, the Company's net other real estate owned totaled $12.4
million and was held directly by the Company and by subsidiaries of the Company
which were formed for the purpose of holding and maintaining certain other real
estate (see "Subsidiary Activities"). At such date, the aggregate gross value of
other real estate owned was comprised of 116 residential one-to four-family
properties with an aggregate carrying value of $10.1 million, 4 multi-family
properties with an aggregate carrying value of $0.4 million and 12 commercial
real estate properties with an aggregate carrying value of $2.5 million. The
Company or an independent inspector generally conducts monthly external
inspections on all properties securing loans in foreclosure and generally
conducts external appraisals on all properties prior to taking ownership of the
property. Based upon such inspections and appraisals, the Company will charge
off any loan principal that it deems necessary. The Company or an independent
inspector conducts periodic inspections of its foreclosed real estate and
periodically adjusts its valuation allowance for possible declines in the value
of other real estate owned. The Company's valuation allowance for other real
estate owned at December 31, 2000 totaled $0.6 million, or 4.7% of the aggregate
gross value of other real estate owned. The Company is currently offering for
sale substantially all real estate owned as a result of foreclosure, through
brokers and through its own personnel.

   The Company's policies permit the financing of the sale of its foreclosed
real estate on substantially the same terms applicable to its other real estate
mortgage loans with the exception that the Company may loan up to 85% of the
lesser of the appraised value or sales price of the foreclosed property.

ALLOWANCE FOR POSSIBLE LOAN LOSSES

   The Company has set forth a policy for establishment and review of the
adequacy of the allowance for loan losses. The policy requires management to
provide for estimated future costs related to problem loans. Management believes
that the allowance for loan losses is adequate. However, such determination is
susceptible to the effect of future unanticipated changes in general economic
and market conditions that may affect the financial circumstances of borrowers
and/or residential real estate values within the Company's lending areas.


                                       9
<PAGE>


   The following table sets forth the Company's allowance for possible loan
losses at the dates and for the periods indicated. The balances below represent
general loan loss reserves and are not allocable to specific loans in the
Company's portfolio.

<TABLE>
<CAPTION>
                                                                                 DECEMBER 31,
                                                ------------------------------------------------------------------------------
                                                 2000              1999              1998              1997              1996
                                                -------           -------           -------           -------           ------
                                                                           (DOLLARS IN MILLIONS)
<S>                                             <C>               <C>               <C>               <C>               <C>
Balance at beginning of period                  $113.0            $113.0            $109.0            $105.0            $105.5
Provisions charged to income                      36.9              14.2              13.8              18.9              15.7
Loans charged-off:
  Mortgage loans held for investment              (6.1)             (7.8)             (9.3)            (16.0)            (17.5)
  Manufactured housing loans held
    for investment                               (43.1)            (11.9)             (1.6)             --                --
                                                -------           -------           -------           -------           ------
   Total charge-offs                             (49.2)            (19.7)            (10.9)            (16.0)            (17.5)
                                                -------           -------           -------           -------           ------
Recoveries:
  Mortgage loans held for investment               0.3               0.5               0.8               1.1               1.3
  Manufactured housing loans held
    for investment                                12.0               5.0               0.3              --                --
                                                -------           -------           -------           -------           ------
   Total recoveries                               12.3               5.5               1.1               1.1               1.3
                                                -------           -------           -------           -------           ------
Balance at end of period                        $113.0            $113.0            $113.0            $109.0            $105.0
                                                =======           =======           =======           =======           ======
Ratio of net-charge-offs during the
  period to average loans
    outstanding during the period                  0.41%             0.15%             0.11%             0.18%             0.25%
Ratio of allowance for possible
  loan losses to total loans held
  for investment at the end of the
  period                                           1.30%             1.21%             1.20%             1.22%             1.41%
Ratio of allowance for possible
  loan losses to total
  non-performing loans at the end
  of the period                                   57.27%            51.48%            39.63%            30.70%            29.48%

</TABLE>


   In determining the adequacy of the allowance for possible loan losses,
management makes use of statistical analyses of past loss experience for various
categories of loans, and the strength of the markets in which the Company seeks
to recover principal and other costs in the liquidation of foreclosed and
repossessed properties. In addition, the allowance for loan losses includes an
unallocated portion which takes into consideration management's assessment of
industry conditions and economic developments which could impact the ability of
borrowers to meet their obligations.

   With respect to mortgage loans, consideration is given to the proportion of
loans that are current and in various stages of delinquency or foreclosure. In
addition to these factors, the risk of loss is also affected by the type of
property backing the loans, such as single or multi-family or mixed used
commercial. The foregoing considerations assist in determining the likelihood of
default and eventual foreclosure. The strength of the real estate markets in
which the Company lends is assessed to reach judgments on the eventual level of
recoveries.

   In considering the potential for losses in the Company's manufactured housing
loan portfolio, several risk factors have been identified related to the type of
loan, the initial down payment, the type of unit financed (single vs.
multi-sectional) and the age of the loan. Using experience gained from servicing
hundreds of thousands of loans, management makes judgments concerning the
likelihood of defaults for these various risks factors. Current trends in the
local markets for liquidating repossessions form expectations of recoveries. For
the year ended December 31, 2000 and all prior periods, manufactured housing
loans were fully charged-off when certain delinquency criteria were met. In
accordance with regulatory standards, beginning in January of 2001 delinquent
loans are written-down to their estimated value less selling costs.

   In general, the level of charge-offs on manufactured housing loans runs
substantially higher than residential mortgages, as a percentage of principal.
The Company does not expect to add to the manufactured housing portfolio in the
future. As a result of the declining balance of the manufactured housing
portfolio, and the change in charge-off policy described above, management
expects the level of charge-offs will begin to decline over time.


                                       10
<PAGE>


OTHER CREDIT EXPOSURE

   GreenPoint securitizes or sells with recourse most of its manufactured
housing loans. At December 31, 2000, total loans outstanding under these
arrangements were $5.4 billion. GreenPoint retains most of the credit risk
inherent in these loans. GreenPoint also securitizes or sells certain mortgage
loans with recourse. At December 31, 2000 total loans outstanding under these
arrangements were $2.9 billion. Expected losses are deducted when estimating the
gain on sale and the initial value of retained interests. The value of retained
interests in the securitizations is reviewed each quarter. Based on recent loss
trends, the values are updated. Refer to the Company's 2000 Annual Report to
Shareholders, page 34 to 37 for further quantitative information about recourse
arrangements and retained interests.

LOANS HELD FOR SALE

   The following table sets forth the composition of the Company's loans
receivable held for sale, at the dates indicated.

<TABLE>
<CAPTION>
                                                                               DECEMBER 31,
                                              --------------------------------------------------------------------------------
                                                2000              1999              1998               1997              1996
                                              --------          --------          --------            ------            ------
                                                                         (DOLLARS IN MILLIONS)
<S>                                           <C>                 <C>               <C>               <C>               <C>
Loans receivable held for sale:
Residential mortgage loans                    $1,749.2            $814.1            $904.8            $646.4            $237.5
Guaranteed student loans                           2.0               2.4               3.3               4.2               4.5
Manufactured housing loans                       101.0             265.8             535.2              --                --
Manufactured housing land/home
 loans                                           118.5             130.6             139.1              --                --
Net, deferred loan origination
 costs (fees) and unearned
 discount                                         10.2              (4.9)             (4.3)              6.7               2.1
                                              --------          --------          --------            ------            ------
   Loans receivable held for
     sale, net                                $1,980.9          $1,208.0          $1,578.1            $657.3            $244.1
                                              ========          ========          ========            ======            ======
</TABLE>


LOAN SALES

   GreenPoint sells those loans it does not place in its portfolio through
either (1) whole loan sales, which involves selling pools of loans to individual
purchasers, or (2) securitization, which involves the private placement or
public offering of pass-through asset-backed securities. This approach allows
GreenPoint to capitalize on favorable conditions in either the securitization or
whole loan sale market when loan production is sold. In addition, this dual
approach allows GreenPoint to diversify its exposure to the volatility of the
capital markets.

   WHOLE LOAN SALES. Most mortgage loans and some manufactured housing loans
were sold as whole loans. These sales were predominately done without recourse,
meaning the credit risk on the loans was transferred to the buyer. For those
whole loans sold with recourse, the Company retains some credit risk. Whole loan
sales may either retain, or transfer to the buyer, the right to service the
loans.

   SECURITIZATION. The primary funding strategy of GPC is to securitize
manufactured housing loans originated or purchased. At GPM, home equity loan
originations are typically sold through securitizations. Management has
structured the operations and processes specifically for the purpose of
efficiently originating, purchasing, underwriting and servicing loans for
securitization in order to meet the requirements of rating agencies, credit
enhancers, and investors.

SECURITIES INVESTMENT ACTIVITIES

   The Board of Directors sets the securities investment policies of the Company
and the Bank. These policies contain guidelines and limits regarding the credit
quality, liquidity and market risk of the securities portfolios.

   The Company's investment policy permits investments in various types of
marketable investments including U.S. Treasury obligations, securities of
various federal agencies, mortgage-backed securities, asset-backed securities,
corporate debt securities, money market instruments, CD's, Bank notes, preferred
stock, commercial paper, municipal obligations, and equity. In addition, the
Company, as a member of the FHLB, is required to maintain a specified investment
in the capital stock of the FHLB.


                                       11
<PAGE>


   The Company's money market investments consist of interest-bearing deposits
in other banks, federal funds sold and securities purchased under agreements to
resell ("reverse repurchase agreements"). The reverse repurchase agreements are
collateralized by securities having market values of at least 102% of the amount
of the funds advanced which are held by a third party custodian.

   The Company designates securities as held to maturity, available for sale, or
held for trading purposes. Securities held for indefinite periods of time for
use in asset/liability management are classified as available for sale and are
carried at fair value with unrealized gains or losses excluded from earnings and
reported in accumulated other comprehensive income as a separate component of
stockholders' equity, net of tax. Securities held for trading purposes are
carried at fair value with market revaluations recognized as realized gains and
losses included in non-interest income.

   The Company has, through a third party agent bank/custodian, a securities
lending program whereby the Company receives a fee for lending its U.S.
government and federal agency securities to securities dealers. The securities
are collateralized by other U.S. government and federal agency securities having
a market value of at least 102% of the loaned securities which are held by the
third party bank/custodian. Pursuant to this program, the third party agent bank
indemnifies the Company for losses related to borrower defaults, market risk and
delivery failures.

   The table below sets forth certain information regarding the carrying and
market values of the Company's money market investments, securities available
for sale and securities held to maturity.

<TABLE>
<CAPTION>
                                                                       DECEMBER 31,
                                    --------------------------------------------------------------------------------
                                                2000                        1999                        1998
                                    ------------------------    ------------------------    ------------------------
                                     AMORTIZED       FAIR       AMORTIZED        FAIR       AMORTIZED        FAIR
                                       COST          VALUE         COST          VALUE         COST          VALUE
                                    ----------    ----------    ----------    ----------    ----------    ----------

                                                                 (DOLLARS IN MILLIONS)
<S>                                 <C>           <C>           <C>           <C>           <C>           <C>
Money market investments (1)        $    171.3    $    171.3    $  1,052.8    $  1,052.8    $    924.2    $    924.2
                                    ==========    ==========    ==========    ==========    ==========    ==========
Securities:
Securities available for sale:
U.S. Government and Federal
  agency obligations:
   Agency notes/asset-backed
     securities                     $    158.0    $    158.8    $    139.8    $    138.1    $    260.5    $    260.3
   Mortgage-backed securities            756.7         758.2         918.1         894.2         561.0         566.4
   Collateralized mortgage
     obligations                       1,926.2       1,933.7         589.8         583.5         206.2         209.6
   Trust certificates
     collateralized by GNMA
     securities                           12.6          12.6          16.7          16.7          26.6          26.5
   Corporate asset-backed
     securities                           --            --            25.0          25.0          25.0          24.9
   Corporate bonds                        33.9          32.3          33.8          33.7          24.3          24.2
   Commercial paper                       --            --           169.4         169.4         145.7         145.7
   Other                                 167.4         170.6         114.8         114.1          80.0          80.0
                                    ----------    ----------    ----------    ----------    ----------    ----------
     Total securities
       available for sale           $  3,054.8    $  3,066.2    $  2,007.4    $  1,974.7    $  1,329.3    $  1,337.6
                                    ==========    ==========    ==========    ==========    ==========    ==========

Securities held to maturity:
  Tax-exempt municipals             $      0.5    $      0.5    $      0.5    $      0.5    $      0.6    $      0.6
  Financial                                2.0           2.0           1.5           1.5           2.7           2.7
                                    ----------    ----------    ----------    ----------    ----------    ----------
   Total securities held to
     maturity                       $      2.5    $      2.5    $      2.0    $      2.0    $      3.3    $      3.3
                                    ==========    ==========    ==========    ==========    ==========    ==========

</TABLE>


(1) CONSISTS OF INTEREST-BEARING DEPOSITS IN OTHER BANKS, FEDERAL FUNDS SOLD AND
    SECURITIES PURCHASED UNDER AGREEMENTS TO RESELL.


                                       12
<PAGE>

   The table below sets fourth certain information regarding the amortized
costs, weighted average yields and maturities of the Company's money market
investments, securities available for sale and held to maturity, and Federal
Home Loan Bank of New York stock at December 31, 2000. There were no securities
(exclusive of obligations of the U.S. government and federal agencies) issued by
any one entity with a total carrying value in excess of 10% of stockholders'
equity at December 31, 2000.

<TABLE>
<CAPTION>
                                                    AT DECEMBER 31, 2000
                                   ------------------------------------------------------
                                       ONE YEAR OR LESS            ONE TO FIVE YEARS
                                   -----------------------      ----------------------
                                                  WEIGHTED                    WEIGHTED
                                   AMORTIZED      AVERAGE      AMORTIZED      AVERAGE
                                     COST          YIELD          COST          YIELD
                                   ---------      --------      --------      --------
                                                   (DOLLARS IN MILLIONS)
<S>                                <C>            <C>           <C>           <C>
Money market
  investments (1)                   $  171.3          6.14 %    $     --            -- %
                                    ========      ========      ========      ========

Securities available for sale:
Bonds and other
  investment securities:
  U.S. Agency notes
    and ABS securities              $     --            -- %    $  128.0          4.53 %
  Mortgage-backed
    securities                            --            --            --            --
  Collateralized
    mortgage obligations                  --            --         122.6          6.08
  Trust certificates
    collateralized
    by GNMA
   securities                             --            --          12.6          6.90
Equity investments                        --            --            --            --
Municipal bonds                           --            --            --            --
                                    --------      --------      --------      --------
   Total securities
     available for sale            $     --            -- %    $  263.2          5.36 %
                                    ========      ========      ========      ========
Securities held
  to maturity:
  Tax-exempt
    municipals                      $     --           -- %     $     --           -- %
  Financial                               --            --           0.9          8.60
                                    --------      --------      --------      --------
   Total bonds and other
     debt securities                $     --            -- %    $    0.9          8.60 %
                                    ========      ========      ========      ========

<CAPTION>

                                                     AT DECEMBER 31, 2000
                                   ------------------------------------------------------
                                       FIVE TO TEN YEARS          MORE THAN TEN YEARS
                                    ----------------------       -------- -------------
                                                  WEIGHTED                     WEIGHTED
                                   AMORTIZED      AVERAGE        AMORTIZED     AVERAGE
                                      COST          YIELD          COST         YIELD
                                    --------      --------       --------      --------
                                                   (DOLLARS IN MILLIONS)
<S>                                <C>            <C>           <C>            <C>
Money market
  investments (1)                   $     --            -- %     $    --           -- %
                                    ========      ========       ========      ========

Securities available for sale:
Bonds and other
  investment securities:
  U.S. Agency notes
    and ABS securities              $   30.0          8.00 %     $   33.9          7.39 %
  Mortgage-backed
    securities                         150.6          6.37          606.1          7.05
  Collateralized
    mortgage obligations                  --            --        1,803.6          7.38
  Trust certificates
    collateralized
    by GNMA
   securities                             --            --             --            --
Equity investments                        --            --          198.9          6.63
Municipal bonds                           --            --           64.8          5.46
                                    --------      --------       --------      --------
   Total securities
     available for sale            $  180.6          6.64 %      $2,707.3          7.20 %
                                    ========      ========       ========      ========
Securities held
  to maturity:
  Tax-exempt
    municipals                      $    0.5         7.50 %      $     --            --%
  Financial                               --            --            1.1          7.39
                                    --------      --------       --------      --------
   Total bonds and other
     debt securities                $    0.5          7.50 %     $    1.1         7.39 %
                                    ========      ========       ========      ========

<CAPTION>
                                                AT DECEMBER 31, 2000
                                   -------------------------------------------------
                                                   TOTAL SECURITIES
                                   ------------------------------------------------
                                   AVERAGE
                                   REMAINING                                WEIGHTED
                                   YEARS TO     AMORTIZED        FAIR       AVERAGE
                                   MATURITY        COST          VALUE       YIELD
                                   --------      --------      --------      ------
<S>                                <C>          <C>            <C>          <C>
                                                 (DOLLARS IN MILLIONS)
Money market
  investments (1)                        --      $    171.3    $    171.3      6.14 %
                                   ========      ==========    ==========    =======

Securities available for sale:
Bonds and other
  investment securities:
  U.S. Agency notes
    and ABS securities                 5.98      $    191.9    $    191.1      5.58 %
  Mortgage-backed
    securities                        21.00           756.7         758.2       6.92
  Collateralized
    mortgage obligations              27.37         1,926.2       1,933.7       7.29
  Trust certificates
    collateralized
    by GNMA
   securities                          4.80            12.6          12.6       6.90
Equity investments                       --           198.9         199.4       6.63
Municipal bonds                       12.87            64.8          67.5       5.46
                                   --------      ----------    ----------    -------
   Total securities
     available for sale              22.43       $  3,151.1    $  3,162.5       7.02 %
                                   ========      ==========    ==========    =======
Securities held
  to maturity:
  Tax-exempt
    municipals                         7.50      $      0.5    $      0.5       7.45 %
  Financial                           16.42             2.0           2.0       7.96
                                   --------      ----------    ----------    -------
   Total bonds and other
     debt securities                  14.67      $      2.5    $      2.5       7.86 %
                                   ========      ==========    ==========    =======
</TABLE>

(1) CONSISTS OF INTEREST-BEARING DEPOSITS IN OTHER BANKS, FEDERAL FUNDS SOLD AND
    SECURITIES PURCHASED UNDER AGREEMENTS TO RESELL.


   During the year ended December 31, 2000, the Company sold available for sale
securities aggregating $763.4 million, resulting in gross realized gains of $4.4
million and gross unrealized losses of $0.4 million

   During the year ended December 31, 1999, the Company sold available for sale
securities aggregating $102.2 million, resulting in gross realized gains of $1.8
million and gross unrealized losses of $0.9 million

   During the year ended December 31, 1998, the Company sold available for sale
securities aggregating $1.0 billion, resulting in gross realized gains of $3.7
million and gross unrealized losses of $1.1 million


                                       13
<PAGE>


SOURCES OF FUNDS

   GENERAL. The bank's primary sources of funds are deposits, loan sales and
securitizations, payments on loans, mortgage backed and other debt securities,
maturities and redemptions of investment securities, advances from the FHLB, and
borrowings under repurchase agreements. Additionally, the Company has
supplemented its funding sources through the prior acquisition of investment
grade credit ratings from four credit rating agencies. Obtaining investment
grade credit ratings has afforded the Company the ability to access the
investment grade debt markets.

   DEPOSITS. The Bank offers a variety of deposit accounts having a range of
interest rates and terms. The Bank's deposits consist of various types of
savings, N.O.W., non-interest bearing checking, money market and certificates of
deposit. The flow of deposits is influenced significantly by general economic
conditions, changes in prevailing interest rates and competition. The Bank's
deposits are obtained primarily from the areas served by its Branch Network.
Management determines the Bank's deposit rates based upon market conditions and
local competition. The Bank relies primarily on competitive rates of interest,
offering promotional rates, marketing and long-standing relationships with
customers to attract and retain deposits. The Bank does not actively solicit
certificates of deposit accounts in excess of $100,000.

   FHLB ADVANCES. During 1999, the Company became a member of the FHLB. The
Company obtained advances during 2000, totaling $775 million. At December 31,
2000, the outstanding balance was $1.0 billion. Interest expense related to
these borrowings totaled $53.5 million and $15.3 million for the years ended
December 31, 2000 and 1999. The advances are collateralized by certain one-to
four-family residential mortgage loans pledged under a blanket lien to the FHLB.

   SENIOR AND SUBORDINATED BANK NOTES. In July 1997, the Company published an
Offering Circular under Regulation D authorizing it to issue up to $3 billion of
Senior and Subordinated Bank Notes (the "Notes"). Of this allowable capacity,
the Company has, thus far, issued $200 million of 6.70% Senior Notes maturing
July 15, 2002 and $150 million of 9.25% Subordinated Bank Notes maturing October
1, 2010. Interest expense attributed to the Notes was $15.2 million, $13.9
million and $13.9 million for each of the years ended December 31, 2000, 1999
and 1998, respectively.

   GUARANTEED PREFERRED BENEFICIAL INTEREST IN COMPANY'S JUNIOR SUBORDINATED
DEBENTURES. In June 1997, GreenPoint Capital Trust I, a Delaware statutory
business trust owned by the Company, issued $200 million of 9.10% Guaranteed
Preferred Beneficial Interest in the Company's Subordinated Debentures ("Capital
Securities"). The Junior Subordinated Debentures mature on June 1, 2027.
Interest expense attributable to these Capital Securities was $18.3 million for
each of the years ended December 31, 2000, 1999 and 1998.

   At December 31, 2000, the Company had outstanding $1,031.3 million in
certificates of deposit in amounts of $100,000 or more, maturing as follows:

<TABLE>
<CAPTION>
                                                WEIGHTED
                                  AMOUNT      AVERAGE RATE
                               -------------- -------------
                                  (DOLLARS IN MILLIONS)
Maturity period:
<S>                             <C>                 <C>
  Three months or less          $      273.8        4.88 %
  Over three through six
    months                             305.5        5.16
  Over six through twelve
    months                             246.9        5.55
  Over twelve months                   205.1        5.77
                                ------------
   Total                        $    1,031.3        5.45 %
                                ============

</TABLE>


                                       14
<PAGE>

The following table sets forth the distribution of the Company's deposit
accounts at the dates indicated and the weighted average nominal interest rates
on each category of deposits presented. Management does not believe that the use
of period end balances instead of average balances results in any material
differences to the information presented.

<TABLE>
<CAPTION>

                                                                   DECEMBER 31,
                                             -----------------------------------------------------------
                                                          2000                          1999
                                             ------------------------------ ----------------------------
                                                                  WEIGHTED                      WEIGHTED
                                                        PERCENT    AVERAGE             PERCENT   AVERAGE
                                                        OF TOTAL   NOMINAL             OF TOTAL  NOMINAL
                                              AMOUNT    DEPOSITS    RATE     AMOUNT    DEPOSITS    RATE
                                              ------    --------    ----     ------    --------    ----
                                                              (DOLLARS IN MILLIONS)
<S>                                          <C>         <C>       <C>      <C>         <C>        <C>
Account type:
  Savings and club                           $ 1,213.3    10.86%    2.10%   $ 1,369.9    11.85%     2.19%
  N.O.W. and checking                            577.0     5.16     0.48        540.4     4.67      0.99
  Variable rate savings                        1,871.5    16.75     3.32      1,981.4    17.14      3.30
  Money market                                   629.5     5.63     4.01        459.5     3.98      3.23
                                             ---------   -------            ---------   -------
    Total                                      4,291.3    38.40     2.69      4,351.2    37.64      2.60
                                             ---------   -------            ---------   -------
Term certificates of deposit:
  Certificates of deposit over $100,000        1,031.3     9.23     5.91        962.5     8.33      5.43
  Certificates of deposit less
    than $100,000 with original
    maturities of:
      6 months or less                           154.5     1.38     3.44        343.4     2.97      3.52
      6 to 12 months                           1,724.7    15.43     5.93      1,039.5     8.99      4.50
      12 to 30 months                          3,555.0    31.81     5.81      4,335.9    37.51      5.50
      30 to 48 months                            206.2     1.84     5.43        222.2     1.92      5.24
      48 to 72 months                            182.7     1.63     5.60        256.0     2.21      5.89
      72 to 84 months                             30.6     0.28     6.22         49.4     0.43      6.17
                                             ---------   -------            ---------   ------
        Total term certificates of deposit     6,885.0    61.60     5.79      7,208.9    62.36      5.26
                                             ---------   -------            ---------   -------
          Total deposits                     $11,176.3   100.00%    4.60%   $11,560.1   100.00%     4.26%
                                             =========   =======            =========   =======

<CAPTION>

                                                        DECEMBER 31,
                                                -----------------------------
                                                            1998
                                                -----------------------------
                                                                    WEIGHTED
                                                           PERCENT   AVERAGE
                                                           OF TOTAL  NOMINAL
                                                 AMOUNT    DEPOSITS   RATE
                                                 ------    --------   ----
                                                    (DOLLARS IN MILLIONS)
<S>                                             <C>         <C>       <C>
Account type:
  Savings and club                              $1,551.8     13.89%    2.17%
  N.O.W. and checking                              539.9      4.83     0.99
  Variable rate savings                          1,804.5     16.15     3.26
  Money market                                     524.3      4.69     3.20
                                                --------     -----
    Total                                        4,420.5     39.56     2.55
                                                --------     -----
Term certificates of deposit:
  Certificates of deposit over $100,000            819.4      7.33     5.38
  Certificates of deposit less
    than $100,000 with original
    maturities of:
      6 months or less                             205.1      1.84     3.62
      6 to 12 months                             2,250.2     20.14     4.98
      12 to 30 months                            2,722.2     24.36     5.34
      30 to 48 months                              313.0      2.80     5.21
      48 to 72 months                              377.2      3.38     5.90
      72 to 84 months                               65.5      0.59     6.31
                                               ---------    -------
        Total term certificates of deposit       6,752.6     60.44     5.21
                                               ---------    -------
        Total deposits                         $11,173.1    100.00%    4.16%
                                               =========    =======
</TABLE>


                                           15
<PAGE>


   The following table presents, by various rate categories, the amount of
certificates of deposit outstanding at the dates indicated.

<TABLE>
<CAPTION>
                                DECEMBER 31,                         MATURITIES AT DECEMBER 31, 2000
                          ----------------------      --------------------------------------------------------------
                                                                                  ONE TO
                                                                    WITHIN         THREE
                            2000          1999          1998       ONE YEAR        YEARS      THEREAFTER      TOTAL
                          --------      --------      --------      --------      --------    ----------    --------
                                              (DOLLARS IN MILLIONS)
<S>                       <C>           <C>           <C>           <C>           <C>           <C>         <C>
Certificates of deposit accounts:
  3.99% or less           $  762.3      $  927.5      $1,008.9      $  657.1      $  105.0      $  0.2        $762.3
  4.00% to 4.99%             317.8         944.7         963.0         157.4         107.4        53.0         317.8
  5.00% to 5.99%           1,440.8       4,145.9       4,234.2       1,354.2          83.4         3.2       1,440.8
  6.00% to 6.99%           4,346.8       1,161.4         514.8       3,312.4         966.9        67.5       4,346.8
  7.00% to 7.99%              17.3          28.0          28.9           1.7          15.4         0.2          17.3
  8.00% to 8.99%                --           1.4           2.1            --            --          --            --
  9.00% or greater              --            --           0.7            --            --          --            --
                          --------      --------      --------      --------      --------      ------      --------
    Total                 $6,885.0      $7,208.9      $6,752.6      $5,482.8      $1,278.1      $124.1      $6,885.0
                          ========      ========      ========      ========      ========      ======      ========

</TABLE>


SUBSIDIARY ACTIVITIES

   The Company has formed four subsidiaries:

   GREENPOINT BANK. The Bank was organized in 1868 as a New York State chartered
mutual savings bank. On January 28, 1994, the Bank converted from the mutual to
the stock form of ownership, and the Company acquired 100% of its outstanding
shares. The Bank is the principal subsidiary of the Company.

   GREENPOINT COMMUNITY DEVELOPMENT CORP. This for-profit community development
subsidiary was incorporated in 1993. The subsidiary offers lending programs,
development opportunities and assistance, consulting and other activities which
promote the objective of greater access to affordable housing for low-and
moderate-income persons residing in the New York metropolitan area. GreenPoint
Community Development Corp. is a subsidiary of the Company.

   GREENPOINT CAPITAL TRUST I. This subsidiary was incorporated on June 3, 1997.
The subsidiary issued $200 million of Capital Securities, the proceeds of which
were used for general corporate purposes, including the repurchase of stock and
financing growth.

   TRUEWEB,  INC. TWeeb,  Inc.,  subsequently  renamed  TrueWeb,  Inc.
("TrueWeb"),   was  incorporated  in  December  1999.   TrueWeb  is  a
wholly-owned  subsidiary  of the  Company  and was  formed  to  pursue
internet  businesses  strategic to  GreenPoint.  TrueWeb  discontinued
operating activity on June 30, 2000.

   As of December 31, 2000 the Bank has formed twenty-one subsidiaries:

   HEADLANDS MORTGAGE COMPANY. Headlands was acquired in a pooling of interests
transaction on March 30, 1999. Headlands is located in Larkspur, California. On
September 30, 1999, Headlands transferred all of its assets and the liabilities
related to loan origination and servicing operations to its wholly-owned
subsidiary GPM.

   GREENPOINT MORTGAGE FUNDING, INC. GPM was acquired on April 8, 1999. On
September 30, 1999, the Bank transferred all of the issued and outstanding
shares of GPM to Headlands. Also, on September 30, 1999, GreenPoint Mortgage
Corp. (a wholly-owned subsidiary of Headlands) merged into GPM, with GPM as the
surviving entity. GPM is headquartered in Larkspur, California and its
activities consist of the origination, sale and servicing of mortgage loans.

   GREENPOINT CREDIT LLC. On September 30, 1999, the Bank transferred all issued
and outstanding shares of GreenPoint Credit Corp., to Headlands, which then
transferred these shares to GPM. GreenPoint Credit Corp. then merged into GPC
with GPC the surviving entity. GPC's activities consist of the origination, sale
and servicing of manufactured housing loans. In Mississippi, GPC conducts
activities through its wholly-owned subsidiary, GreenPoint Credit of
Mississippi, LLC. On September 30, 1999, GreenPoint Credit Corp. of Mississippi
was merged into GreenPoint Credit of Mississippi, LLC.

   GP ASSET LLC. This subsidiary was incorporated on August 17, 2000 as a
special purpose entity for manufactured housing securitizations. The company is
a wholly-owned subsidiary of GPC and was inactive at December 31, 2000.


                                       16
<PAGE>


   GREENPOINT  MORTGAGE  SECURITIES  INC.  With  the  transfer  of the
mortgage assets and liabilities,  Headlands  transferred  ownership of
its securitization  subsidiary,  Headland Mortgage  Securities,  Inc.,
and its related  subsidiaries  Marin  Conveyancing Corp. and Headlands
Insurance  Agency  to  GreenPoint  Mortgage  Funding,  Inc.  Headlands
Securities,  Inc. changed its name to GreenPoint  Mortgage  Securities
Inc.

   GREENPOINT AGENCY, INC. This subsidiary was incorporated on June 30, 1998 as
an insurance agency. GreenPoint Agency acts as an agent in connection with the
sale of forced placed property insurance and standard property and casualty
insurance. In Alabama, GreenPoint Agency conducts its activities through its
wholly-owned subsidiary, GreenPoint Agency of Alabama, Inc.

   GREENPOINT INSURANCE CORP. This subsidiary was incorporated on September 10,
1998 as an insurance underwriting and reinsurance subsidiary. GreenPoint
Insurance's activities include the reinsurance of life and disability insurance
risks.

   GREENPOINT PURCHASING CORP. This subsidiary was incorporated on July 19,
1996, with an agreement between the Company and the Nassau County Industrial
Development Agency. This agreement enables the Company, on a sales tax exempt
basis, to (1) purchase and/or lease machinery and equipment for the Lake Success
facility and (2) renovate and improve the facility.

   3090 OCEAN AVENUE REALTY CORP.  This  subsidiary  was  incorporated
on June 6, 1996, as a real estate investment subsidiary.

   GREENPOINT CORPORATE OWNED LIFE INSURANCE. This subsidiary was incorporated
on July 25, 1996, as an insurance trust established for the purpose of
purchasing corporate life insurance policies for the officers of the Company.

   E4CLOSE  INC.  This  subsidiary  was  incorporated  on October  21,
1999.  e4close Inc. lists foreclosed  properties on the internet.  All
of the assets of e4close  were sold on June 20, 2000 to Smart  Online,
Inc.

   GREENPOINT SECURITIES LLC. This subsidiary was incorporated on August 25,
1999 for the purpose of establishing an entity to sell mutual funds. There was
no activity in 2000.

   OTHER REAL ESTATE SUBSIDIARIES. The Bank has formed five wholly-owned
subsidiary corporations, all of which are incorporated under the laws of the
State of New York, for the purpose of holding and maintaining certain properties
acquired by the Bank as a result of foreclosure proceedings or deeds in lieu
thereof. As of December 31, 2000, four of these subsidiaries were active. The
Bank attempts to limit the carrying value of property held by any one subsidiary
to approximately $5 million. Accordingly, in the event the Bank acquires
additional properties through foreclosure or deeds in lieu thereof, the Bank may
form additional subsidiaries for the purpose of holding and maintaining such
properties. The properties selected by the Bank to be held in its subsidiaries
generally consist of multi-family properties with five units or more, commercial
properties and one-to four-family properties which have been identified by the
Bank as having attributes which may subject the Bank to liabilities beyond those
normally associated with its other real estate such as properties which are not
in compliance with building codes or properties with potential environmental
problems. Descriptions of the Bank's subsidiaries are set forth below:

   NEERG CORP. This subsidiary was formed in January 1990 and currently holds
three properties having an aggregate carrying value of $0.6 million and an
aggregate appraised value of $0.7 million, as of December 31, 2000, based on the
Company's most recent appraisals.

   298 15TH STREET REALTY CORP. This subsidiary was formed in January 1993 and
currently holds six properties having an aggregate carrying value of $1.5
million and an aggregate appraised value of $1.9 million as of December 31,
2000, based on the Company's most recent appraisals.

   NEERG SECOND CORP. This subsidiary was formed in June 1993 and currently
holds two properties having an aggregate carrying value of $0.2 million and an
aggregate appraised value of $0.2 million, as of December 31, 2000, based on the
Company's most recent appraisals.

   ALPHA REO CORPORATION. This subsidiary was formed in March 1994 and currently
holds two properties having an aggregate carrying value of $0.2 million and an
aggregate appraised value of $0.2 million, as of December 31, 2000, based on the
Company's most recent appraisals.

   BETA  REO  CORP.  This  subsidiary  was  formed  in June  1994  and
currently holds no properties.


                                       17
<PAGE>


PERSONNEL

   As of December 31, 2000, the Company had 3,817 full-time equivalent employees
and 92 part-time equivalent employees. A collective bargaining unit does not
represent the employees and the Company considers its relationship with its
employees to be good.

FEDERAL TAXATION

   Generally, the Company and its subsidiaries report income on a consolidated
calendar year basis using the accrual method of accounting and are subject to
federal income taxation in the same manner as other corporations with certain
exceptions, including particularly, the Bank's addition to its tax reserve for
bad debts as discussed below. The following discussion of tax matters is
intended as a summary and does not purport to be a comprehensive description of
the tax rules applicable to the Company and its subsidiaries.

   BAD DEBT RESERVES. For tax years prior to 1996, under the Internal Revenue
Code a special bad debt deduction for additions to the tax bad debt reserve was
allowed. This reserve method was eliminated by Federal legislation enacted in
1996. For tax years beginning after December 31, 1995, the Bank is only
permitted to take federal deductions for bad debts on the basis of actual loan
charge-off activity (specific charge-offs).

   Provided the Bank continues to satisfy certain definitional tests and other
conditions, for New York State and City income tax purposes, the Bank may
continue to take special reserve method bad debt deductions. The deductible
annual addition to the reserve may be computed using a specific formula based on
the Bank's loss history ("Experience Method") or a statutory percentage equal to
32% of the Bank's New York State or City taxable income ("Percentage Method").
The Bank used the percentage method for 1999 and expects to use the percentage
method for 2000.

   TAXABLE DISTRIBUTIONS AND RECAPTURE. Under prior federal law, tax bad debt
reserves created prior to January 1, 1988 were subject to recapture into taxable
income should the Bank fail to meet certain thrift asset and definitional tests.
As a result of the 1996 legislation, these thrift related recapture rules were
also eliminated. However, under current law, pre-1988 reserves remain subject to
recapture should the Bank make certain distributions or cease to maintain a bank
charter. Management has no intention of taking such actions.

   At December 31, 2000, the Bank's total federal pre-1988 reserve was
approximately $140 million. This reserve reflects the cumulative effects of
federal tax deductions by the Bank for which no Federal income tax provision has
been made.

   The Bank also maintains a state and local tax reserve for qualifying loans in
excess of the federal reserve for which no state and local tax has been
provided. The amount of the Bank's state and city tax reserve for qualifying
loans in excess of the federal reserve balance as of December 31, 2000 was
approximately $453 million and $459 million, respectively. In the event the Bank
were to allow "qualifying assets" to fall below 60% of total assets or otherwise
fail certain definitional tests, the Bank would no longer be subject to the New
York State and City reserve method of computing bad debt deductions as described
above. As a result, the Bank would record a charge relating to the recapture of
the then existing state and city tax reserves. Future bad debt deductions would
be based on a "5-year experience" method, which is closely reflective of
financial statement loan charge-off activity. Management is not contemplating
any actions that would cause recapture of the qualifying reserves into taxable
income.

   CORPORATE ALTERNATIVE MINIMUM TAX. The Internal Revenue Code of 1986, as
amended, imposes a tax on alternative minimum taxable income ("AMTI") at a rate
of 20%. AMTI is calculated as federal taxable income adjusted for certain items
of "tax preference."

   DIVIDENDS RECEIVED EXCLUSION AND OTHER MATTERS. The Company may exclude from
its income 100% of dividends received from the Bank as a member of the same
affiliated group of corporations. The corporate dividends received exclusion is
generally 70% in the case of dividends received from unaffiliated corporations
with which the Company does not file a consolidated tax return, except that if
the Company owns more than 20% of the stock of a corporation distributing a
dividend, then 80% of any dividends received may be excluded.

   The Company is being audited by the Internal Revenue Service for the calendar
years 1997 and 1998. Management of the Company believes that any action taken by
the service will not materially affect the financial condition and results of
operation of the Company.


                                       18
<PAGE>


STATE AND LOCAL TAXATION

   NEW YORK STATE AND NEW YORK CITY TAXATION. The Company and the Bank join in
the filing of a combined New York State and New York City. For calendar year
2000, the New York State Franchise Tax on corporations is imposed in an amount
equal to the greater of (a) 9% of "entire net income" allocable to New York
State (b) 3% of "alternative entire net income" allocable to New York State (c)
0.01% of the average value of assets allocable to New York State or (d) nominal
minimum tax. Entire net income is based on federal taxable income, subject to
certain modifications. Alternative entire net income is equal to entire net
income with certain modifications. The New York City Corporation Tax is imposed
using similar alternative taxable income methods and rates.

   A temporary Metropolitan Transportation Business Tax Surcharge on banking
corporations doing business in the Metropolitan District has been applied since
1982. The Company transacts a significant portion of its business within this
district and is subject to this surcharge. For the tax year ended December 31,
2000 the surcharge rate is 17% of the state franchise tax liability. New York
City does not impose surcharges applicable to the Company.

   The Company is being audited by the New York State Department of Taxation and
Finance for the tax years 1995 through 1997 and the New York City Department of
Finance for the tax years 1994 and 1995. Management of the Company believes that
any actions taken by the taxing authorities will not materially affect the
financial condition and results of operations of the Company.

   MULTI STATE TAXATION. Generally, the Company and its subsidiaries are subject
to tax in a state on the basis of income generating activities occurring within
that state. Generally, state taxes are imposed on allocated income, average
capital or a nominal minimum tax. For the tax year ended December 31, 2000, the
Company and its subsidiaries are expected to file returns in most states using
the allocated income alternative.

   DELAWARE STATE TAXATION. As a Delaware holding company not earning income in
Delaware, the Company is exempt from Delaware corporate income tax but is
required to file an annual report with and pay an annual franchise tax to the
State of Delaware. The tax is imposed as a percentage of the capital base of the
Company with an annual maximum of $150,000.

BANK REGULATION AND SUPERVISION

   The following discussion sets forth certain of the material elements of the
regulatory framework applicable to GreenPoint and its subsidiaries. This
regulatory framework is intended primarily for the protection of depositors and
the federal deposit insurance funds and not for the protection of security
holders. To the extent that the following information describes statutory and
regulatory provisions, it is qualified in its entirety by reference to those
provisions. A change in the statutes, regulations or regulatory policies
applicable to GreenPoint or its subsidiaries may have a material effect on the
business of GreenPoint.

   GENERAL. As a registered bank holding company under the Bank Holding Company
Act of 1956, as amended (the "BHCA"), GreenPoint is subject to examination and
supervision by the FRB. Under the BHCA, bank holding companies generally may not
acquire ownership or control of more than 5% of the voting shares or
substantially all of the assets of any company, including a bank, without the
FRB's prior approval. In addition, bank holding companies generally may engage,
directly or indirectly, only in banking and such other activities as are
determined by the FRB to be closely related to banking.

   Subsidiary banks of a bank holding company are subject to certain
quantitative and qualitative restrictions imposed by the Federal Reserve Act on
any extension of credit to, or purchase of assets from, or letter of credit
issued on behalf of, the bank holding company or its non-bank subsidiaries, and
on the investment in or acceptance of stocks or securities of such holding
company or its subsidiaries as collateral for loans. In addition, federal laws
and regulations limit the amounts of, and establish required procedures and
credit standards with respect to, loans and other extensions of credit to
certain officers, directors and principal shareholders of GreenPoint, certain of
its subsidiaries and related interests of such persons.

   In addition, if GreenPoint were to acquire another bank or bank holding
company, it could become subject to the bank holding company regulations
promulgated under New York State Banking Law ("State Banking Laws"). GreenPoint
is not currently subject to the bank holding company regulations of State
Banking Laws because a company such as GreenPoint that controls only one banking
institution is not deemed to be a bank holding company under State Banking Laws.

   However, the Bank is subject to other State Banking Laws and to extensive
regulation by the Banking Department, as its chartering agency, and by the
Federal Deposit Insurance Corporation (the "FDIC"), as its deposit insurer. The
Bank is also subject to regulation by the FRB. GreenPoint and its subsidiaries
also are affected by the fiscal and monetary policies of the federal government
and the FRB, and by various other governmental requirements and regulations.


                                       19
<PAGE>


   LIABILITY FOR BANK SUBSIDIARIES. Under current FRB policy, a bank holding
company is expected to act as a source of financial and managerial strength to
each of its subsidiary banks and to maintain resources adequate to support each
such subsidiary bank. This support may be required at times when the bank
holding company may not have the resources to provide it. In the event of a bank
holding company's bankruptcy, any commitment by the bank holding company to a
federal bank regulatory agency to maintain the capital of a subsidiary bank
would be assumed by the bankruptcy trustee and entitled to priority of payment.

   Similarly, any depository institution insured by the FDIC, including the
Bank, can be held liable for any loss incurred, or reasonably expected to be
incurred, by the FDIC in connection with (i) the default of a commonly
controlled FDIC-insured depository institution or (ii) any assistance provided
by the FDIC to a commonly controlled FDIC-insured depository institution in
danger of default. "Default" is defined generally as the appointment of a
conservator or receiver and "in danger of default" is defined generally as the
existence of certain conditions indicating that a default is likely to occur in
the absence of regulatory assistance. Also, if such a default occurred with
respect to a bank, any capital loans to the bank from its parent holding company
would be subordinate in right of payment to payment of the bank's depositors and
certain of its other obligations.

   CAPITAL REQUIREMENTS. GreenPoint is subject to risk-based capital
requirements and guidelines imposed by the FRB, which are substantially similar
to the capital requirements and guidelines imposed by the FDIC, the Office of
Thrift Supervision and the Office of the Comptroller of the Currency on the
depository institutions within their respective jurisdictions. For this purpose,
a depository institution's or holding company's assets and certain specified
off-balance sheet commitments are assigned to four risk categories, each
weighted differently based on the level of credit risk that is ascribed to such
assets or commitments. A depository institution's or holding company's capital,
in turn, is divided into two tiers: core ("Tier 1") capital, which includes
common equity, non-cumulative perpetual preferred stock and a limited amount of
cumulative perpetual preferred stock and related surplus (excluding auction rate
issues) and a limited amount of cumulative perpetual preferred stock and
minority interests in equity accounts of consolidated subsidiaries, less
goodwill, certain identifiable intangible assets and certain other assets; and
supplementary ("Tier 2") capital, which includes, among other items, perpetual
preferred stock not meeting the Tier 1 definition, mandatory convertible
securities, subordinated debt and allowances for loan and lease losses, subject
to certain limitations, less certain required deductions.

   GreenPoint, like other bank holding companies, currently is required to
maintain Tier 1 and "total capital" (the sum of Tier 1 and Tier 2 capital) equal
to at least 4% and 8% of its total risk-weighted assets (including certain
off-balance-sheet items, such as standby letters of credit), respectively. At
December 31, 2000, GreenPoint met both requirements, with Tier 1 and total
capital equal to 9.17% and 10.94% of its total risk-weighted assets.

   The FRB, the FDIC and the Banking Department have adopted rules to
incorporate market and interest rate risk components into their risk-based
capital standards. Amendments to the risk-based capital requirements of the FRB
and the FDIC, incorporating market risk, became effective January 1, 1998. Under
the new market risk requirements, capital will be allocated to support the
amount of market risk related to a financial institution's ongoing trading
activities.

   The FRB also requires bank holding companies to maintain a minimum "leverage
ratio" (Tier 1 capital to adjusted total assets) of 3% if the holding company
has the highest regulatory rating and meets certain other requirements, or of 3%
plus an additional cushion of at least 100 to 200 basis points if the holding
company does not meet these requirements. At December 31, 2000, GreenPoint's
leverage ratio was 9.39%.

   The FRB may set capital requirements higher than the minimums noted above for
holding companies whose circumstances warrant it. For example, holding companies
experiencing or anticipating significant growth may be expected to maintain
capital positions substantially above the minimum supervisory levels without
significant reliance on intangible assets. Furthermore, the FRB has indicated
that it will consider a "tangible Tier 1 capital leverage ratio" (deducting all
intangibles) and other indicia of capital strength in evaluating proposals for
expansion or new activities.

   The Bank is subject to similar risk-based and leverage capital requirements
adopted by the FDIC. The Bank was in compliance with the applicable minimum
capital requirements as of December 31, 2000. The Bank has not been advised by
any federal banking agency or by the Banking Department of any specific minimum
leverage ratio requirement applicable to it.

   Failure to meet capital requirements could subject a bank to a variety of
enforcement remedies, including the termination of deposit insurance by the
FDIC, and to certain restrictions on its business, which are described under
"FDICIA."


                                       20
<PAGE>


   FDICIA. FDICIA, among other things, identifies five capital categories for
insured depository institutions (well capitalized, adequately capitalized,
undercapitalized, significantly undercapitalized and critically
undercapitalized) and requires federal bank regulatory agencies to implement
systems for "prompt corrective action" for insured depository institutions that
do not meet minimum capital requirements, based on these categories. FDICIA
imposes progressively more restrictive constraints on operations, management and
capital distributions, depending on the category in which an institution is
classified. Unless a bank is "well capitalized," it is subject to restrictions
on its ability to offer brokered deposits and on certain other aspects of its
operations. An "undercapitalized" bank must develop a capital restoration plan
and its parent holding company must guarantee the bank's compliance with the
plan up to the lesser of 5% of the bank's assets at the time it became
undercapitalized and the amount needed to comply with the plan.

   As of December 31, 2000, GreenPoint Bank was "well capitalized," based on the
"prompt corrective action" ratios and guidelines described above. It should be
noted, however, that the Bank's capital category is determined solely for the
purpose of applying the FDIC's "prompt corrective action" regulations and that
the capital category may not constitute an accurate representation of the Bank's
overall financial condition or prospects.

   DIVIDEND RESTRICTIONS. State Banking Laws impose certain restrictions on the
payment of dividends by the Bank to GreenPoint, including a provision that,
without regulatory approval, the Bank cannot declare and pay dividends in any
calendar year in excess of its net profits, as defined by the State Banking
Laws, for that year combined with its retained net profits, as defined by the
State Banking Laws, of the two preceding years, less any required transfer to
surplus. Likewise, the approval of the FDIC is required for any dividend if the
total of all dividends declared by the Bank in any calendar year would exceed
the total of its net profits, as defined by the FDIC, for such year combined
with its retained net profits, as defined by the FDIC, for the preceding two
years. In addition, GreenPoint may not pay a dividend in an amount greater than
its net profits then on hand. At December 31, 2000, $342.0 million of the total
stockholders' equity of the Bank was available for payment of dividends to
GreenPoint without approval by the applicable regulatory authority.

   In addition, federal bank regulatory authorities have authority to prohibit
the Bank from engaging in an unsafe or unsound practice in conducting its
business. The payment of dividends, depending upon the financial condition of
the bank in question, could be deemed to constitute such an unsafe or unsound
practice. The ability of the Bank to pay dividends in the future is currently,
and could be further, influenced by bank regulatory policies and capital
guidelines.

   DEPOSIT INSURANCE ASSESSMENTS. The deposits of the Bank are insured up to
regulatory limits by the FDIC and, accordingly, are subject to deposit insurance
assessments to maintain the Bank Insurance Fund (the "BIF") and the Savings
Association Insurance Fund ("SAIF") administered by the FDIC. The FDIC has
adopted regulations establishing a permanent risk-related deposit insurance
assessment system. Under this system, the FDIC places each insured bank in one
of nine risk categories based on (i) the bank's capitalization and (ii)
supervisory evaluations provided to the FDIC by the institution's primary
federal regulator. Each insured bank's insurance assessment rate is then
determined by the risk category in which it is classified by the FDIC.

   Due to the Bank's current risk-based assessment, as of January 1, 2000, the
annual insurance premiums on bank deposits insured by the BIF (approximately 75%
of the Bank's deposits) and the SAIF (approximately 25% of the Bank's deposits)
were both zero.

   The Deposit Insurance Funds Act of 1996 provides for assessments to be
imposed on insured depository institutions with respect to deposits insured by
the BIF and the SAIF (in addition to assessments currently imposed on depository
institutions with respect to BIF- and SAIF-insured deposits) to pay for the cost
of Financing Corporation ("FICO") funding. The FICO assessment rates as of
January 1, 2000 were $0.02120 per $100 annually for BIF-assessable deposits and
$0.02120 per $100 annually for SAIF-assessable deposits.

   DEPOSITOR PREFERENCE STATUTE. Federal legislation has been enacted providing
that deposits and certain claims for administrative expenses and employee
compensation against an insured depository institution would be afforded a
priority over other general unsecured claims against such institution, including
federal funds and letters of credit, in the "liquidation or other resolution" of
the institution by any receiver.

   BROKERED DEPOSITS. Under FDIC regulations, no FDIC-insured depository
institution can accept brokered deposits unless it (i) is well capitalized, or
(ii) is adequately capitalized and receives a waiver from the FDIC. In addition,
these regulations prohibit any depository institution that is not well
capitalized from (a) paying an interest rate on deposits in excess of 75 basis
points over certain prevailing market rates or (b) offering "pass through"
deposit insurance on certain employee benefit plan accounts subject to certain
exceptions.


                                       21
<PAGE>


   INTERSTATE BANKING AND BRANCHING. Under the Riegle-Neal Interstate Banking
and Branching Efficiency Act of 1994 ("Riegle-Neal"), subject to certain
concentration limits and other requirements, (i) bank holding companies such as
GreenPoint are permitted to acquire banks and bank holding companies located in
any state; (ii) any bank that is a subsidiary of a bank holding company is
permitted to receive deposits, renew time deposits, close loans, service loans
and receive loan payments as an agent for any other bank subsidiary of that
holding company; and (iii) banks are permitted to acquire branch offices outside
their home states by merging with out-of-state banks, purchasing branches in
other states, and establishing de novo branch offices in other states; provided
that, in the case of any such purchase or opening of individual branches, the
host state has adopted legislation "opting in" to those provisions of
Riegle-Neal; and provided that, in the case of a merger with a bank located in
another state, the host state has not adopted legislation "opting out" of that
provision of Riegle-Neal. GreenPoint could use Riegle-Neal to acquire banks in
additional states.

   CONTROL ACQUISITIONS. The Change in Bank Control Act prohibits a person or
group of persons from acquiring "control" of a bank holding company, unless the
Federal Reserve Board has been notified and has not objected to the transaction.
Under a rebuttable presumption established by the Federal Reserve Board, the
acquisition of 10% or more of a class of voting stock of a bank holding company
with a class of securities registered under Section 12 of the securities
Exchange Act of 1934, such as the Company, would, under the circumstances set
forth in the presumption, constitute acquisition of control of the bank holding
company.

   In addition, a company is required to obtain the approval of the Federal
Reserve Board under the Bank Holding Company Act before acquiring 25% (5% in the
case of an acquirer that is a bank holding company) or more of any class of
outstanding common stock of a bank holding company, or otherwise obtaining
control or a "controlling influence" over the bank holding company.

   FINANCIAL MODERNIZATION LEGISLATION. On November 12, 1999, President Clinton
signed into law the Gramm-Leach-Bliley Act, which permits bank holding companies
to become financial holding companies and, by doing so, affiliate with
securities firms and insurance companies and engage in other activities that are
financial in nature or complementary thereto. A bank holding company may become
an FHC, if each of its subsidiary banks is well capitalized under the FDICIA
prompt corrective action provisions, well managed and has at least a
satisfactory rating under the Community Reinvestment Act, by filing a
declaration that the bank holding company wishes to become an FHC and meets all
applicable requirements.

   No prior regulatory approval will be required for an FHC to acquire a
company, other than a bank or savings association, engaged in activities
permitted under the Gramm-Leach-Bliley Act. Activities cited by the
Gramm-Leach-Bliley Act as being "financial in nature" include:

   o securities underwriting, dealing and market making
   o sponsoring mutual funds and investment companies
   o insurance underwriting and agency
   o merchant banking activities
   o activities that the Board has determined to be closely relate to banking

   The Gramm-Leach-Bliley Act may change the operating environment of the
Company and its subsidiaries in substantial and unpredictable ways. We cannot
accurately predict the ultimate effect that this legislation, or implementing
regulations, will have upon the financial condition or results of operations of
the Company or any of its subsidiaries.


                                       22
<PAGE>


ITEM 2.  PROPERTIES

   The Company's executive office is located at 90 Park Avenue, New York, New
York. This location contains approximately 41.1 thousand square feet of
commercial office space, located on the 4th floor, which the Company leases. The
Company also has an operating center at 1981 Marcus Avenue, Lake Success, New
York. This location contains approximately 105.3 thousand square feet of
commercial office space, which the Company leases. In addition, GreenPoint
Mortgage leases an operating center in Charlotte, North Carolina at 5032 Parkway
Plaza Boulevard, which contains 40.6 thousand square feet. GreenPoint Mortgage
leases 112.3 thousand square feet of commercial office space located in
Larkspur, California, including 16.3 thousand square feet at 700 Larkspur
Landing Circle, 35.1 thousand square feet at 900 Larkspur Landing Circle and
60.9 thousand square feet at 1100 Larkspur Landing Circle. The Company maintains
a servicing operations center located in Columbus, Georgia. In Columbus,
GreenPoint Mortgage owns the property at 2300 Brookstone Boulevard, which
contains 34.7 thousand square feet of office space. Also in Columbus is another
property which the Company leases, located at 2920 Fourth Avenue. This property
contains 15.4 thousand square feet and is used for office and storage space. The
Company also maintains a servicing operations center at 1435 N. Dutton Avenue in
Santa Rosa, California which has 15.2 thousand square feet and warehouse space
of 12.4 thousand square feet at 1160 N. Dutton Avenue in Santa Rosa, California.
Additionally, GPC leases 90.0 thousand square feet of office space at 10089
Willow Creek Road, San Diego, California. This location is the headquarters for
the manufactured housing operations.

   The Bank operates its consumer banking activities out of 74 branches located
throughout the New York metropolitan area.

   GreenPoint Mortgage operates its mortgage lending activities from its
Charlotte, North Carolina operating center. Hub offices are located in Arizona,
California, Colorado, Connecticut, Florida, Georgia, Illinois, Massachusetts,
Michigan, New Jersey, Pennsylvania, Texas, Virginia and Washington.

ITEM 3.  LEGAL PROCEEDINGS

   PENDING LITIGATION

   In the ordinary course of business, the Corporation and its subsidiaries are
routinely defendants in or parties to a number of pending and threatened legal
actions and proceedings, in which monetary damages and other forms of relief are
sought. Certain of such actions involve alleged violations of consumer
protection laws, including claims relating to the Corporation's loan collection
efforts, and other federal and state banking laws. Certain of such actions
involve claims for punitive damages. Management has established what it believes
to be sufficient allocated reserves to cover any final judgments rendered in any
such cases. Accordingly, management believes that these actions and proceedings
and the losses, if any, resulting from the final outcome thereof, will not be
material in the aggregate to the Corporation's financial position or results of
operations.

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

   No matter was submitted to the Company's shareholders during the quarter
ended December 31, 2000.

ITEM 4A. EXECUTIVE OFFICERS

   The following sets forth-certain information regarding the individuals who
are deemed to be executive officers of the Company.

   THOMAS S. JOHNSON, 60, has been Chairman and Chief Executive Officer of the
Corporation since joining the Corporation in August 1993. He was also President
of the Corporation from August 1993 to October 1997. Mr. Johnson has served as
President of both Chemical Bank and Manufacturers Hanover Trust Company. He is a
Director of Alleghany Corporation, a company engaged in the insurance and
reinsurance businesses, RR Donnelley & Sons, Inc., a printing company, Online
Resources & Communications Corporation, and a number of not-for-profit
organizations, including The Institute of International Education, The Asia
Society, The United States Japan Foundation, The Cancer Research Institute of
America and WNET Channel 13, New York. He is Chairman of the Board of Trustees
of Trinity College. A graduate of Trinity, he also has a masters degree in
business administration from Harvard University.

   BHARAT B. BHATT,  57, has been a Director of the Corporation since October
1997. Mr. Bhatt joined the Corporation in June 1995 as Vice Chairman and was
appointed as the Corporation's President and Chief Operating Officer in October
1997. Mr. Bhatt served as the Chief Financial Officer of Shawmut National
Corporation from 1992 to 1994, as a Senior Vice President at Mellon Bank from
1989 to 1992 and held various positions at Chemical Bank from 1971-1989. A
graduate of the University of Bombay, Mr. Bhatt also attended the Management
Program at the Harvard Business School. Mr. Bhatt is a member of The Institute
of Chartered Accountants.

                                       23
<PAGE>


   PETER T. PAUL, 57, has been a Director of the Corporation since March 1999.
Mr. Paul became a member of the Corporation's management as a Vice Chairman in
March 1999 following the Corporation's acquisition of Headlands Mortgage Company
("Headlands") and was appointed President and Chief Executive Officer of GPC in
January 2000. Mr. Paul founded Headlands, which began operation in 1986, and
served as its Chairman, Chief Executive officer and President. He earned a BA in
business administration from the University of New Hampshire and an MBA from
Boston University. Mr. Paul is a Director of the California Mortgage Bankers
Association and the Federal Agricultural Mortgage Corporation (Farmer Mac).

   JEAN C. BINGHAM, 49, joined the Company in February 1993 and serves as
Executive Vice President, Risk Management. Prior to that she served as Executive
Vice President and Chief Operating Officer of Barclays American/Mortgage
Corporation from 1993-1995 and Vice President, Retail Bank Mortgage Production
at Anchor Savings Bank from 1989-1993. Previously, she was Senior Vice
President, WeSav Funding Correspondent Division of WeSav Mortgage Corporation
from 1987-1989 and Senior Vice President, National Funding Correspondent
Division of Midland Mortgage Company from 1985-1987. Mrs. Bingham had also held
various positions at Norwest Mortgage Inc. Mrs. Bingham earned a BA from the
University of Minnesota.

   HOWARD C. BLUVER, 44, joined GreenPoint in June 1994 and currently serves as
Executive Vice President, General Counsel, and Corporate Secretary. Prior to
joining the Bank, Mr. Bluver held a variety of positions at the Office of Thrift
Supervision in the Treasury Department. His final assignment was as Deputy Chief
Counsel for Corporate Transactions. Prior to that he worked in private law
practice and at the Securities and Exchange Commission and held positions from a
Staff Attorney to Branch Chief of the Division of Corporation Finance. Mr.
Bluver earned a BA in Political Science from SUNY Albany and a JD from SUNY
Buffalo, School of Law.

   S. A. IBRAHIM, 49, joined GreenPoint in March 1997 and was appointed
President and Chief Executive Officer of GreenPoint Mortgage in January 2000.
Prior to that he served as Chief Operating Officer of the combined mortgage
business of GreenPoint Mortgage and Headlands Mortgage upon completion of the
Headlands acquisition. Prior to joining the Bank, Mr. Ibrahim was in charge of
International Reengineering at American Express' Travel Related Services
Company. Previously, he held various positions at Chemical Banking Corporation,
including Chief Executive Officer of the Mortgage Business, Chief of Staff to
the Vice Chairman in charge of Consumer Banking and Chief Credit Officer for
Consumer Banking. He has also been head of the Credit Card Operations at Crocker
Bank and Chief Financial Officer of the Business Services Division at Bank of
America. Mr. Ibrahim holds a B. E. in Engineering from Osmania University in
Hyderabad, India, and an MBA in Finance from the Wharton School at the
University of Pennsylvania.

   JEFFREY R. LEEDS, 55, joined the Bank in September 1995 and serves as
Executive Vice President and Chief Financial Officer. Prior to that, he served
as Executive Vice President, Finance, and Treasurer. Before joining the Bank,
Mr. Leeds held a variety of positions at Chemical Bank. His final assignment was
as Head of the Asset and Liability Management staff. Prior to that he served for
seven years as Chief Money Market Economist. Mr. Leeds began his career as an
economist at the First National Bank of Chicago. He also spent two years as
Director of New Product Development at the Chicago Board Options Exchange. Mr.
Leeds earned a Bachelor's Degree in economics from the University of Michigan
and holds a Masters in Business Administration and Master of Philosophy from the
Columbia University Graduate School of Business.

   MARY M. MASSIMO, 55, joined GreenPoint in November 1999 and serves as Senior
Vice President and Human Resources Director of the Bank. Before joining
GreenPoint, she was head of Human Resources and office operations at Rockefeller
& Co., Inc., between 1994-1999. From 1988-1994, she headed Human Resources at
Swiss Bank Corporation North America. Ms. Massimo has also held senior positions
in Human Resources at Drexel, Burnham, Lambert, Inc., and International Paper
Co. Ms. Massimo earned a BA in psychology from the College of New Rochelle, and
she earned both masters and doctorate degrees in psychology from Fordham
University.

   CHARLES P. RICHARDSON, 54, joined the Company in April 1993 and was appointed
Executive Vice President and Chief Financial Officer for GPC in January 2000.
Prior to that he served as the Company's Executive Vice President, Corporate
Development. Prior to joining the Company, Mr. Richardson was Executive Vice
President and Chief Financial Officer for Dollar Dry Dock Bank (1985-1992) and
was a banking and thrift industry consultant (1992-1993). Mr. Richardson holds a
business degree in accounting from Temple University.

   RAMESH SHAH, 53, joined the Bank in June 1996 and serves as Executive Vice
President, Consumer Banking of the Company and the Bank. Prior to that, he
served as Executive Vice President, Marketing and Product Development. Before
joining the Bank, Mr. Shah was Senior Vice President of NatWest Bancorp.
(1994-1996); Senior Vice President of Shearson Lehman Brothers (1991-1994) and
Senior Vice President of American Express Company (1988-1991). Mr. Shah holds a
Masters in Business Administration from Columbia University and a Bachelor of
Arts degree from Bates College.


                                       24
<PAGE>


PART II

ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS.

   The Company's Common Stock is currently listed on the New York Stock Exchange
(NYSE) under the symbol "GPT." Trading in the Company's stock commenced on
January 28, 1994. As of March 19, 2001, 100,583,086 shares of common stock were
issued and outstanding, and held by approximately 3,935 holders of record. In
2000 the Company paid a cash dividend of $0.25 per share in March, June,
September and December. In 1999 the Company paid a cash dividend of $0.22 per
share in March, June, September and December. In 1998 the Company paid a cash
dividend of $0.16 per share in March, June, September and December.

   Information relating to the high, low and quarter-end closing sales prices of
the Common Stock appears on page 51 of the Company's 2000 Annual Report to
Shareholders and is incorporated herein by reference.

   On March 30, 1999, the company completed a pooling transaction. Accordingly,
the financial statements for all years presented have been restated to reflect
the impact of the transaction.

ITEM 6.  SELECTED FINANCIAL DATA

   The above-captioned information appears under "Five Year Selected
Consolidated Data" on pages 9 and 10 in the Company's 2000 Annual Report to
Shareholders and is incorporated herein by reference.

   In addition, the Company's ratios of average equity to average assets is
13.15%, 13.31%, and 11.25% for the years ended December 31, 2000, 1999 and 1998,
respectively.

ITEM 7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATIONS

   The above captioned information appears under "Management's Discussion and
Analysis" on pages 11 through 22 in the Company's 2000 Annual Report to
Shareholders and is incorporated herein by reference.

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ON MARKET RISK

   The above captioned information appears under "Management's Discussion and
Analysis" on pages 14 through 19 in the Company's 2000 Annual Report to
Shareholders and is incorporated herein by reference.

ITEM 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

   The above captioned information appears on pages 23 through 28 in the
Company's 2000 Annual Report to Shareholders and is incorporated herein by
reference.

ITEM 9.  CHANGES IN AND  DISAGREEMENTS  WITH ACCOUNTANTS ON ACCOUNTING
         AND FINANCIAL DISCLOSURE

   None.


                                       25
<PAGE>


PART III

ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

   Information presented under the heading "Information with Respect to Nominees
and Continuing Directors" on pages 3 through 4 in the Company's definitive Proxy
Statement for its Annual Meeting of Shareholders to be held on May 8, 2001,
which was filed with the SEC on March 23, 2001, is incorporated herein by
reference.

ITEM 11. EXECUTIVE COMPENSATION

   Information relating to executive compensation included under the heading
"Executive Compensation" on pages 10 through 17 (excluding the Stock Performance
Graph on page 14) in the Company's Definitive Proxy Statement for its Annual
Meeting of Shareholders to be held on May 8, 2001, which was filed with the SEC
on March 23, 2001, is incorporated herein by reference.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

   Information relating to security ownership of certain beneficial owners and
management included under the heading "Securities Owned by Directors and
Executive Officers" on page 5 in the Company's Definitive Proxy Statement for
its Annual Meeting of Shareholders to be held on May 8, 2001, which was filed
with the SEC on March 23, 2001, is incorporated herein by reference.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

   Information regarding certain relationships and related transactions is
included under the heading "Transactions with Certain Related Persons" on page
17 in the Company's Definitive Proxy Statement for its Annual Meeting of
Shareholders to be held on May 8, 2001, which was filed with the SEC on March
23, 2001, is incorporated herein by reference.


                                       26
<PAGE>


PART IV

ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K

GREENPOINT FINANCIAL CORP.
LIST OF EXHIBITS (FILED HEREWITH UNLESS OTHERWISE NOTED)

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

         (1)   Consolidated Financial Statements of the Company are incorporated
               by reference to the following indicated pages of the 2000 Annual
               Report to Shareholders:

                                                                           PAGES
                                                                           -----

Consolidated Statements of Financial Condition as of
  December 31, 2000 and 1999                                                  23

Consolidated Statements of Income for the years ended
        December 31, 2000, 1999 and 1998                                      24

Consolidated Statements of Comprehensive Income
  for the years ended December 31, 2000, 1999 and 1998                        25

Consolidated Statements of Changes in Stockholders'
  Equity for the years ended December 31,
  2000, 1999 and 1998                                                         26

Consolidated Statements of Cash Flows for the years
  ended December 31, 2000, 1999 and 1998                                   27-28

Notes to the Consolidated Financial Statements                             29-51

Report of Independent Accountants                                             52


                                       27
<PAGE>


 Exhibit
 Number
---------
     2.1   Purchase of Assets and Liability Assumption Agreement by and between
           Home Savings of America, FSB, and GreenPoint Bank(1)
     2.2   Stock Purchase Agreement between BankAmerica Corp. and GreenPoint
           Bank (2)
     2.3   Agreement and Plan of Merger by and among GreenPoint Financial Corp.,
           GF Acquisition Corp. and Headlands Mortgage Company (3)
     3.1   Certificate of Incorporation of GreenPoint Financial Corp.(4)
     3.2   Bylaws of GreenPoint Financial Corp.(5)
     3.3   Restated Organization Certificate of GreenPoint Bank (6)
     3.4   Bylaws of GreenPoint Bank
    10.1   Employment Agreement Among GreenPoint Financial Corp., GreenPoint
           Bank and Bharat B. Bhatt (7)
    10.2   Amended Employment Agreement Among GreenPoint Financial Corp.,
           GreenPoint Bank and Thomas S. Johnson (8)
    10.3   GreenPoint Financial Corp. Amended and Restated 1994 Stock Incentive
           Plan (9)
    10.4   GreenPoint Financial Corp. Non-Employee Directors Stock Option
           Plan (10)
    10.5   GreenPoint Bank Recognition and Retention Plan for Employees (11)
    10.6   GreenPoint Bank Retirement Plan for Independent Directors (12)
    10.7   GreenPoint Bank 1993 Directors' Deferred Fee Stock Unit Plan (13)
    10.8   GreenPoint Financial Corp. 1999 Stock Incentive Plan (14)
    10.9   GreenPoint Financial Corp. 1999 Annual Incentive Plan (15)
    10.10  GreenPoint Financial Corp. 2001 Stock Plan
    10.11  GreenPoint Financial Corp. Non-Employee Directors 2001 Stock Option
           Plan
    11.1   Statement Regarding Computation of Per Share Earnings
    12.1   Statement Regarding Computation of Ratios
    13.1   Annual Report to Shareholdersfor Fiscal Year ended December 31, 2000
    21.1   Subsidiaries of the Company
    23.1   Consent of Independent Accountants 27.1 Financial Data Schedule

(1)  INCORPORATED BY REFERENCE TO EXHIBIT 2.1 TO THE COMPANY'S QUARTERLY REPORT
     ON FORM 10-Q, DATED JUNE 30, 1995.
(2)  INCORPORATED BY REFERENCE TO EXHIBIT 2.1 TO THE COMPANY'S QUARTERLY REPORT
     ON FORM 10-Q, DATED MARCH 31, 1998.
(3)  INCORPORATED BY REFERENCE TO EXHIBIT 2.1 TO COMPANY'S REGISTRATION
     STATEMENT ON FORM S-4, DATED FEBRUARY 18, 1999.
(4)  INCORPORATED BY REFERENCE TO EXHIBIT 3.1 TO THE COMPANY'S QUARTERLY REPORT
     ON FORM 10-Q, DATED MARCH 31, 1995.
(5)  INCORPORATED BY REFERENCE TO EXHIBIT 3.2 TO THE 1997 10-K.
(6)  INCORPORATED BY REFERENCE TO EXHIBIT 3.3 TO THE 1994 10-K.
(7)  INCORPORATED BY REFERENCE TO EXHIBIT 10.1 TO THE 1996 10-K.
(8)  INCORPORATED BY REFERENCE TO EXHIBIT 10.1 TO THE 1994 10-K.
(9)  INCORPORATED BY REFERENCE TO EXHIBIT 10.3 TO THE 1994 10-K.
(10) INCORPORATED BY REFERENCE TO EXHIBIT 10.4 TO THE 1994 10-K.
(11) INCORPORATED BY REFERENCE TO EXHIBIT 10.7 TO THE 1994 10-K.
(12) INCORPORATED BY REFERENCE TO EXHIBIT 10.8 TO THE 1994 10-K.
(13) INCORPORATED BY REFERENCE TO EXHIBIT 10.9 TO THE 1994 10-K.
(14) INCORPORATED BY REFERENCE TO EXHIBIT 10.13 TO THE 1999 10-K.
(15) INCORPORATED BY REFERENCE TO EXHIBIT 10.14 TO THE 1999 10-K.

  The Schedules have been omitted as the required information is either not
applicable or has been included in the Notes to the Consolidated Financial
Statements in the Company's Annual Report to Shareholders.


                                       28
<PAGE>


REPORTS ON FORM 8-K

  On October 3, 2000, GreenPoint Mortgage Securities Inc., a subsidiary of
Headlands Mortgage Company, a wholly owned subsidiary of GreenPoint Bank, filed
a current report on Form 8-K for the previously registered offer and sale of the
GreenPoint Home Equity Loan Trust Asset-Backed Notes, Series 2000-1, Class A-2
Variable Asset-Backed Notes (the "Series 2000-1 Notes"). Also included was the
monthly Payment Date Statement distributed to holders of Series 2000-1 Notes
dated September 15, 2000.

  On October 3, 2000, GreenPoint Mortgage Securities Inc., a subsidiary of
Headlands Mortgage Company, a wholly owned subsidiary of GreenPoint Bank, filed
a current report on Form 8-K providing for the issuance of the GreenPoint Home
Equity Loan Trust 1999-2 Revolving Home Equity Loan Asset-Backed Notes, Series
1999-2 (the "Series 1999-2 Notes"). GreenPoint Mortgage Securities Inc. is
sponsor under the Sale and Servicing Agreement, dated as of December 1, 1999.
Also included was the Monthly Payment Date Statement distributed to holders of
Series 1999-2 Notes dated September 15,2000.

  On October 10, 2000, GreenPoint Credit, LLC, the manufactured housing finance
subsidiary of GreenPoint Bank, filed a current report on Form 8-K in order to
file a Pooling and Servicing Agreement (2000-4), dated as of September 1, 2000,
between GreenPoint Credit, LLC, as Contract Seller and as Servicer and Bank One,
National Association as Trustee.

  On October 10, 2000, GreenPoint Credit, LLC, the manufactured housing finance
subsidiary of GreenPoint Bank, filed a current report on Form 8-K in order to
file a Pooling and Servicing Agreement (2000-5), dated as of September 1, 2000,
between GreenPoint Credit, LLC, as Contract Seller and as Servicer and Bank One,
National Association as Trustee.

  On October 11, 2000, GreenPoint Mortgage Securities Inc., a subsidiary of
Headlands Mortgage Company, a wholly owned subsidiary of GreenPoint Bank, filed
a current report on Form 8-K to satisfy an undertaking to file copies of certain
agreements executed in connection with the issuance of the GreenPoint Home
Equity Loan Trust 2000-2, Home Equity Loan Asset-Backed Notes.

  On October 23, 2000, GreenPoint Credit, LLC, the manufactured housing finance
subsidiary of GreenPoint Bank, filed a current report on Form 8-K in order to
file the following documents: (i) a Pooling and Servicing Agreement, dated as of
March 1, 2000, between GreenPoint Credit, LLC, as Contract Seller and Servicer
and The First National Bank of Chicago as Trustee; and (ii) the required Monthly
Investor Servicing Report for August 31, 2000.

  On October 23, 2000, GreenPoint Credit, LLC, the manufactured housing finance
subsidiary of GreenPoint Bank, filed a current report on Form 8-K in order to
file the following documents: (i) a Pooling and Servicing Agreement, dated as of
March 1, 2000, between GreenPoint Credit, LLC, as Contract Seller and Servicer
and The First National Bank of Chicago as Trustee; and (ii) the required Monthly
Investor Servicing Report for September 30, 2000.

  On October 23, 2000, GreenPoint Credit, LLC, the manufactured housing finance
subsidiary of GreenPoint Bank, filed a current report on Form 8-K that includes
the following information: (i) a Pooling and Servicing Agreement, dated March
13, 2000, between GreenPoint Credit, LLC, as Contract Seller and Servicer and
the First National Bank of Chicago as Trustee; and (ii) the required Monthly
Investor Servicing Report for August 31, 2000.

  On October 23, 2000, GreenPoint Credit, LLC, the manufactured housing finance
subsidiary of GreenPoint Bank, filed a current report on Form 8-K that includes
the following information: (i) a Pooling and Servicing Agreement, dated March
13, 2000, between GreenPoint Credit, LLC, as Contract Seller and Servicer and
the First National Bank of Chicago as Trustee; and (ii) the required Monthly
Investor Servicing Report for September 30, 2000.

  On October 23, 2000, GreenPoint Credit, LLC, the manufactured housing finance
subsidiary of GreenPoint Bank, filed a current report on Form 8-K that includes
the following information: (i) a Pooling and Servicing Agreement, dated May 31,
2000, between GreenPoint Credit, LLC, as Contract Seller and Servicer and the
First National Bank of Chicago as Trustee; and (ii) the required Monthly
Investor Servicing Report for August 31, 2000.

  On October 23, 2000, GreenPoint Credit, LLC, the manufactured housing finance
subsidiary of GreenPoint Bank, filed a current report on Form 8-K that includes
the following information: (i) a Pooling and Servicing Agreement, dated May 31,
2000, between GreenPoint Credit, LLC, as Contract Seller and Servicer and the
First National Bank of Chicago as Trustee; and (ii) the required Monthly
Investor Servicing Report for September 30, 2000.


                                       29
<PAGE>


  On November 6, 2000, GreenPoint Mortgage Securities Inc., a subsidiary of
Headlands Mortgage Company, a wholly owned subsidiary of GreenPoint Bank, filed
a current report on Form 8-K providing for the issuance of the GreenPoint Home
Equity Loan Trust 2000-1 Home Equity Loan Asset-Backed Securities. GreenPoint
Mortgage Securities Inc. is sponsor under the Sale and Servicing Agreement,
dated as of June 1, 2000. Also included was the Monthly Remittance Statement to
the Certificateholders dated as of September 15, 2000.

  On November 15, 2000, GreenPoint Mortgage Securities Inc., a subsidiary of
Headlands Mortgage Company, a wholly owned subsidiary of GreenPoint Bank, filed
a current report on Form 8-K providing for the issuance of the GreenPoint Home
Equity Loan Trust 1999-2 Revolving Home Equity Loan Asset-Backed Notes, Series
1999-2 (the "Series 1999-2 Notes"). GreenPoint Mortgage Securities Inc. is
sponsor under the Sale and Servicing Agreement, dated as of December 1, 1999.
Also included was the Monthly Payment Date Statement distributed to holders of
Series 1999-2 Notes dated October 16, 2000.

  On November 15, 2000, GreenPoint Mortgage Securities Inc., a subsidiary of
Headlands Mortgage Company, a wholly owned subsidiary of GreenPoint Bank, filed
a current report on Form 8-K for the previously registered offer and sale of the
GreenPoint Home Equity Loan Trust Asset-Backed Notes, Series 2000-1, Class A-2
Variable Rate Asset-Backed Notes (the "Series 2000-1 Notes"). GreenPoint
Mortgage Securities Inc. is sponsor of the GreenPoint Home Equity Loan Trust,
Series 2000-1, Class A-2 Variable Rate Asset Backed Notes. Also included was the
Monthly Payment Date Statement distributed to holders of Series 2000-1 Notes
dated October 16, 2000.

  On November 17, 2000, GreenPoint Mortgage Securities Inc., a subsidiary of
Headlands Mortgage Company, a wholly owned subsidiary of GreenPoint Bank, filed
a current report on Form 8-K providing for the issuance of the GreenPoint Home
Equity Loan Trust 2000-1 Home Equity Loan Asset-Backed Securities. GreenPoint
Mortgage Securities Inc. is sponsor under the Sale and Servicing Agreement,
dated as of June 1, 2000. Also included was the Monthly Remittance Statement to
the Certificateholders dated as of October 16, 2000.

  On November 28, 2000, GreenPoint Credit, LLC, the manufactured housing
finance subsidiary of GreenPoint Bank, filed a current report on Form 8-K that
includes the following information: (i) a Pooling and Servicing Agreement, dated
March 1, 2000, between GreenPoint Credit, LLC, as Contract Seller and Servicer
and Bank One, National Association, as Trustee; and (ii) the required Monthly
Investor Servicing Report for October 31, 2000.

  On November 28, 2000, GreenPoint Credit, LLC, the manufactured housing
finance subsidiary of GreenPoint Bank, filed a current report on Form 8-K that
includes the following information: (i) a Pooling and Servicing Agreement, dated
March 13, 2000, between GreenPoint Credit, LLC, as Contract Seller and Servicer
and the First National Bank of Chicago as Trustee; and (ii) the required Monthly
Investor Servicing Report for October 31, 2000.

  On November 28, 2000, GreenPoint Credit, LLC, the manufactured housing
finance subsidiary of GreenPoint Bank, filed a current report on Form 8-K that
includes the following information: (i) a Pooling and Servicing Agreement, dated
May 1, 2000, between GreenPoint Credit, LLC, as Contract Seller and Servicer and
Bank One, National Association, as Trustee; and (ii) the required Monthly
Investor Servicing Report for October 31, 2000.

  On November 29, 2000, GreenPoint Credit, LLC, the manufactured housing
finance subsidiary of GreenPoint Bank, filed a current report on Form 8-K that
includes the following information: (i) a Pooling and Servicing Agreement, dated
September 1, 2000, between GreenPoint Credit, LLC, as Contract Seller and
Servicer and Bank One, National Association, as Trustee relating to Pass Through
Certificates Series 2000-4; and (ii) the required Monthly Investor Servicing
Report for September 30, 2000.

  On November 29, 2000, GreenPoint Credit, LLC, the manufactured housing
finance subsidiary of GreenPoint Bank, filed a current report on Form 8-K that
includes the following information: (i) a Pooling and Servicing Agreement, dated
September 1, 2000, between GreenPoint Credit, LLC, as Contract Seller and
Servicer and Bank One, National Association, as Trustee relating to Pass Through
Certificates Series 2000-5; and (ii) the required Monthly Investor Servicing
Report for September 30, 2000.

  On November 29, 2000, GreenPoint Credit, LLC, the manufactured housing
finance subsidiary of GreenPoint Bank, filed a current report on Form 8-K that
includes the following information: (i) a Pooling and Servicing Agreement, dated
September 1, 2000, between GreenPoint Credit, LLC, as Contract Seller and
Servicer and Bank One, National Association, as Trustee; and (ii) the required
Monthly Investor Servicing Report for October 31, 2000.


                                       30
<PAGE>


  On December 7, 2000, GreenPoint Mortgage Securities Inc., a subsidiary of
Headlands Mortgage Company, a wholly owned subsidiary of GreenPoint Bank, filed
a current report on Form 8-K providing for the issuance of the GreenPoint Home
Equity Loan Trust 2000-2 Home Equity Loan Asset-Backed Certificates. GreenPoint
Mortgage Securities Inc. is sponsor under the Sale and Servicing Agreement,
dated as of September 1, 2000.

  On December 7, 2000, GreenPoint Mortgage Securities Inc., a subsidiary of
Headlands Mortgage Company, a wholly owned subsidiary of GreenPoint Bank, filed
a current report on Form 8-K providing for the issuance of the GreenPoint Home
Equity Loan Trust 2000-1 Home Equity Loan Asset-Backed Securities. GreenPoint
Mortgage Securities Inc. is sponsor under the Sale and Servicing Agreement,
dated as of June 1, 2000. Also included was the Monthly Remittance Statement to
the Certificateholders dated as of November 15, 2000.

  On December 8, 2000, GreenPoint Mortgage Securities Inc., a subsidiary of
Headlands Mortgage Company, a wholly owned subsidiary of GreenPoint Bank, filed
a current report on Form 8-K providing for the issuance of the GreenPoint Home
Equity Loan Trust 2000-3 Home Equity Loan Asset-Backed Notes. GreenPoint
Mortgage Securities Inc. is sponsor under the Sale and Servicing Agreement,
dated as of December 1, 2000.

  On December 8, 2000, GreenPoint Mortgage Securities Inc., a subsidiary of
Headlands Mortgage Company, a wholly owned subsidiary of GreenPoint Bank, filed
a current report on Form 8-K providing for the issuance of the GreenPoint Home
Equity Loan Trust 1999-2 Revolving Home Equity Loan Asset-Backed Notes, Series
1999-2 (the "Series 1999-2 Notes"). GreenPoint Mortgage Securities Inc. is
sponsor under the Sale and Servicing Agreement, dated as of December 1, 1999.
Also included was the Monthly Payment Date Statement distributed to holders of
Series 1999-2 Notes dated November 15, 2000.

  On December 12, 2000, GreenPoint Asset, LLC filed a current report on Form
8-K for the Form T-1 Statement of Eligibility under the Trust Indenture Act of
1939 of a Corporation Designated to Act as Trustee.

  On December 12, 2000, GreenPoint Credit, LLC, the manufactured housing
finance subsidiary of GreenPoint Bank, filed a current report on Form 8-K in
order to file the following documents: (i) the Opinion of Orrick, Herrington &
Sutcliffe LLP with respect to tax matters; (ii) Consent of
PricewaterhouseCoopers LLP; and (iii) External Computational Materials prepared
by Credit Suisse First Boston Corporation.

  On December 13, 2000, GreenPoint Mortgage Securities Inc., a subsidiary of
Headlands Mortgage Company, a wholly owned subsidiary of GreenPoint Bank, filed
a current report on Form 8-K providing for the issuance of the GreenPoint Home
Equity Loan Trust 2000-3 Home Equity Loan Asset-Backed Notes. GreenPoint
Mortgage Securities Inc. is sponsor under the Sale and Servicing Agreement,
dated as of December 1, 2000.

  On December 20, 2000, GreenPoint Mortgage Securities Inc., a subsidiary of
Headlands Mortgage Company, a wholly owned subsidiary of GreenPoint Bank, filed
a current report on Form 8-K for the previously registered offer and sale of the
GreenPoint Home Equity Loan Trust Asset-Backed Notes, Series 2000-1, Class A-2
Variable Rate Asset-Backed Notes (the "Series 2000-1 Notes"). GreenPoint
Mortgage Securities Inc. is sponsor of the GreenPoint Home Equity Loan Trust,
Series 2000-1, Class A-2 Variable Rate Asset Backed Notes. Also included was the
Monthly Payment Date Statement distributed to holders of Series 2000-1 Notes
dated November 15, 2000.

  On December 20, 2000, GreenPoint Credit, LLC, the manufactured housing
finance subsidiary of GreenPoint Bank, filed a current report on Form 8-K in
order to file the following documents: (i) the Opinion of Orrick, Herrington &
Sutcliffe LLP with respect to tax matters; (ii) Consent of
PricewaterhouseCoopers LLP; and (iii) External Computational Materials prepared
by Credit Suisse First Boston Corporation.

  On December 29, 2000, GreenPoint Credit, LLC, the manufactured housing
finance subsidiary of GreenPoint Bank, filed a current report on Form 8-K that
includes the following information: (i) a Pooling and Servicing Agreement, dated
March 1, 2000, between GreenPoint Credit, LLC, as Contract Seller and Servicer
and Bank One, National Association, as Trustee; and (ii) the required Monthly
Investor Servicing Report for November 30, 2000.

  On December 29, 2000, GreenPoint Credit, LLC, the manufactured housing
finance subsidiary of GreenPoint Bank, filed a current report on Form 8-K that
includes the following information: (i) a Pooling and Servicing Agreement, dated
March 13, 2000, between GreenPoint Credit, LLC, as Contract Seller and Servicer
and Bank One, National Association, as Trustee; and (ii) the required Monthly
Investor Servicing Report for November 30, 2000.


                                       31
<PAGE>


  On December 29, 2000, GreenPoint Credit, LLC, the manufactured housing
finance subsidiary of GreenPoint Bank, filed a current report on Form 8-K that
includes the following information: (i) a Pooling and Servicing Agreement, dated
May 1, 2000, between GreenPoint Credit, LLC, as Contract Seller and Servicer and
Bank One, National Association, as Trustee; and (ii) the required Monthly
Investor Servicing Report for November 30, 2000.

  On December 29, 2000, GreenPoint Credit, LLC, the manufactured housing
finance subsidiary of GreenPoint Bank, filed a current report on Form 8-K that
includes the following information: (i) a Pooling and Servicing Agreement, dated
September 1, 2000, between GreenPoint Credit, LLC, as Contract Seller and
Servicer and Bank One, National Association, as Trustee; and (ii) the required
Monthly Investor Servicing Report for October 31, 2000.

  On December 29, 2000, GreenPoint Credit, LLC, the manufactured housing
finance subsidiary of GreenPoint Bank, filed a current report on Form 8-K that
includes the following information: (i) a Pooling and Servicing Agreement, dated
September 1, 2000, between GreenPoint Credit, LLC, as Contract Seller and
Servicer and Bank One, National Association, as Trustee; and (ii) the required
Monthly Investor Servicing Report for November 30, 2000.

  On December 29, 2000, GreenPoint Credit, LLC, the manufactured housing
finance subsidiary of GreenPoint Bank, filed a current report on Form 8-K that
includes a Pooling and Servicing Agreement (2000-6), dated December 1, 2000,
between GreenPoint Credit, LLC, as Contract Seller and as Servicer and Bank One,
National Association, as Trustee.

  On December 29, 2000, GreenPoint Credit, LLC, the manufactured housing
finance subsidiary of GreenPoint Bank, filed a current report on Form 8-K that
includes a Pooling and Servicing Agreement (2000-7), dated December 1, 2000,
between GreenPoint Credit, LLC, as Contract Seller and as Servicer and Bank One,
National Association, as Trustee.


                                       32
<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.

                           GreenPoint Financial Corp.

                        By:  /s/ Thomas S. Johnson
                           --------------------------
                           Thomas S. Johnson
                           Chairman of the Board
                           and Chief Executive Officer

Dated: March 23, 2001

  Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
Registrant and in the capacities indicated on the dates indicated.

Signature                      Title                              Date
---------                      -----                              ----


/s/ Thomas S. Johnson          Chairman of the Board              March 23, 2001
------------------------       and Chief Executive Officer
    Thomas S. Johnson


/s/ Bharat B. Bhatt            Member of the Board,               March 23, 2001
------------------------       President and Chief
    Bharat B. Bhatt            Operating Officer


/s/ Peter T. Paul              Vice Chairman, President           March 23, 2001
------------------------       and Chief Executive Officer
    Peter T. Paul              of GreenPoint Credit


/s/ Dan F. Huebner             Director                           March 23, 2001
------------------------
    Dan F. Huebner


/s/ William M. Jackson         Director                           March 23, 2001
------------------------
    William M. Jackson


/s/ Robert M. McLane           Director                           March 23, 2001
------------------------
    Robert M. McLane


/s/ Charles B. McQuade         Director                           March 23, 2001
------------------------
    Charles B. McQuade


                                       33
<PAGE>


SIGNATURE                      TITLE                              DATE
---------                      -----                              ----


/s/ Alvin N. Puryear           Director                           March 23, 2001
------------------------
    Alvin N. Puryear


/s/ Robert P. Quinn            Director                           March 23, 2001
------------------------
    Robert P. Quinn


/s/ Edward C. Schmults         Director                           March 23, 2001
------------------------
    Edward C. Schmults


/s/ Robert F. Vizza            Director                           March 23, 2001
------------------------
    Robert F. Vizza


/s/ Jeffrey R. Leeds           Executive Vice President           March 23, 2001
------------------------       and Chief Financial Officer
    Jeffrey R. Leeds


/s/ Joseph D. Perillo          Senior Vice President              March 23, 2001
------------------------       and Controller
    Joseph D. Perillo


                                       34
<PAGE>