SEC FORM 4

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

WEISSGLASS ALLAN

(Last)

(First)

(Middle)

C/O INDEPENDENCE COMMUNITY BANK CORP.

195 MONTAGUE STREET

(Street)

BROOKLYN

11201

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
INDEPENDENCE COMMUNITY BANK CORP [ ICBC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
04/12/2004

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	04/12/2004		A		35,113.26	A	$0⁽¹⁾	35,113.26	D
Common Stock	04/12/2004		A		12,985.95	A	$0⁽¹⁾	12,985.95	I	Weissglass Charitable Trust
Common Stock	04/12/2004		A		1,651.58	A	$0⁽¹⁾	1,651.58	I	By Spouse
Common Stock	04/12/2004		A		30,975	A	$0⁽¹⁾	30,975	I	Magruder Color Company

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Options (Right to buy)	$21.5657	04/12/2004		A		15,487		10/17/2002	10/17/2011	Common Stock	15,487	$0⁽²⁾	15,487	D
Stock Options (Right to buy)	$23.2122	04/12/2004		A		3,097		11/28/2002	11/28/2011	Common Stock	3,097	$0⁽³⁾	3,097	D
Stock Options (Right to buy)	$32.4455	04/12/2004		A		3,097		12/18/2003	12/18/2012	Common Stock	3,097	$0⁽⁴⁾	3,097	D

Explanation of Responses:

1. Pursuant to the merger agreement between Independence Community Bank Corp. (the "Issuer") and Staten Island Bancorp, Inc. ("SIB") each share of SIB's common stock was converted into the right to receive either $24.3208 in cash or 0.6195 shares of the Issuer's common stock, subject to the allocation, election and proration provisions of the merger agreement.

2. The option, which originally would vest over five years commencing on 10/17/02 became fully exercisable on April 12, 2004 and was converted into an option to acquire 15,487 shares of ICBC common stock at $21.5657 per share.

3. The option, which originally would vest over three years commencing on 11/28/02 became fully exercisable on April 12, 2004 and was converted into an option to acquire 3,097 shares of ICBC common stock at $23.2122 per share.

4. The option, which originally would vest over four years commencing on 12/18/03 became fully exercisable on April 12, 2004 and was converted into an option to acquire 3,097 shares of ICBC common stock at $32.4455 per share.

	John K. Schnock, by POA for	04/14/2004
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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