8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of report (Date of earliest event reported): May 9, 2008

OCEANFIRST FINANCIAL CORP.

(Exact name of registrant as specified in its charter)

Delaware	0-27428	22-3412577
(State or other jurisdiction of incorporation or organization)	(Commission File No.)	(IRS Employer Identification No.)

975 HOOPER AVENUE, TOMS RIVER, NEW JERSEY 08753

(Address of principal executive offices, including zip code)

(732)240-4500

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 140.13e-4(c))

ITEM 2.02 RESULTS OF OPERATION AND FINANCIAL CONDITION

On May 9, 2008, OceanFirst Financial Corp. (the “Company”) held its Annual Meeting of Shareholders. Attached as Exhibit 99.1 of this Form 8-K is the text of the oral presentation and a copy of the written material which OceanFirst Financial Corp. made available at the Annual Meeting of Shareholders on May 9, 2008 and posted on its website @www.oceanfirst.com.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(d) EXHIBITS

The following exhibit is filed as part of this report:

99.1 Text of oral presentation and written material which OceanFirst Financial Corp. made available at the Annual Meeting of Shareholders.

SIGNATURES

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

OCEANFIRST FINANCIAL CORP.

/S/ Michael Fitzpatrick

Michael Fitzpatrick

Executive Vice President and

Chief Financial Officer

Dated: May 12, 2008

EX-99.1

Exhibit 99.1

ANNUAL MEETING OF STOCKHOLDERS OF

OCEANFIRST FINANCIAL CORP.

MAY 9, 2008

MR. GARBARINO: THIS IS THE 106TH ANNUAL MEETING OF THE CORPORATE ENTITY NOW KNOWN AS OCEANFIRST FINANCIAL CORP., AND TODAY MARKS THE TWELFTH TIME I HAVE HAD THE PRIVILEGE TO ADDRESS THIS ANNUAL SHAREHOLDERS MEETING SINCE OUR 1996 CONVERSION AS A PUBLICLY OWNED COMPANY. THIS PAST YEAR HAS PRESENTED A CONTINUATION OF THE HOSTILE ECONOMIC ENVIRONMENT, COMPLICATED BY OUR COMPANY’S PRIOR PROBLEMS WITH SUBPRIME MORTGAGE BANKING OPERATIONS AT OUR NOW SHUTTERED SUBSIDIARY. WE ARE GRATIFIED

THAT WE HAVE MOVED PAST THESE PROBLEMS AND GENUINELY APPRECIATE THE OPPORTUNITY TO FORMALLY REVIEW THESE MATTERS WITH YOU THIS MORNING.

BEFORE I BEGIN TO DISCUSS SPECIFICS REGARDING OUR FINANCIAL PERFORMANCE, HOWEVER, LET ME CALL YOUR ATTENTION TO THE FOLDER YOU RECEIVED WHEN YOU REGISTERED TODAY. I REFER YOU TO THE LEFT SIDE POCKET OF THE FOLDER AND THE OVERHEAD SCREEN WHERE WE PROVIDE YOU WITH OUR FORWARD LOOKING STATEMENT DISCLOSURE. PLEASE TAKE CAREFUL NOTE OF THE REQUIRED CAUTION WE MUST PROVIDE YOU REGARDING FORWARD-LOOKING STATEMENTS, WHICH ALLOWS ME TO SPEAK OPENLY WITH YOU THIS MORNING.

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IN RECENT YEARS, ALL FINANCIAL INSTITUTIONS’ PERFORMANCE HAS BEEN BUFFETED BY EXTRAORDINARY ECONOMIC PRESSURE. THE SUBPRIME ISSUES WE ENCOUNTERED AT OUR SUBSIDIARY COMPANY WERE A CONTAGION WHICH SPREAD THROUGHOUT THE INDUSTRY AND HAVE OBVIOUSLY BEEN THE SUBJECT OF INTENSE NATIONWIDE MEDIA COVERAGE. UNIVERSALLY, BANK ASSET QUALITY HAS BECOME THE MAJOR INVESTOR CONCERN EVEN AS BANK MARGINS ARE INEVITABLY SQUEEZED AND EARNINGS ARE MORE

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DIFFICULT TO GENERATE FROM DIMINISHED SPREADS. AS I STAND HERE TODAY, HOWEVER, I CAN CONFIDENTLY REPORT TO YOU THAT ASSET QUALITY AT OCEANFIRST IS SIGNIFICANTLY STRONGER THAN REPORTED ELSEWHERE IN THE INDUSTRY. IN GENERAL TERMS, DESPITE THE HOLDOVER OF SOME NON-PERFORMING LOANS, WHICH WE CONTINUE TO SERVICE FROM OUR SHUTTERED MORTGAGE BANK SUBSIDIARY, OUR MARKET IS RESILIENT TO THE EXTRAORDINARY STRESSES REPORTED ELSEWHERE. OCEANFIRST CONTINUES TO OUTPERFORM ALL NATIONAL AND REGIONAL INDICES RELATIVE TO LOAN DELINQUENCIES.

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MOREOVER, AT OCEANFIRST, OUR MARGINS ARE EXPANDING, EARNINGS ARE GROWING AND, MORE IMPORTANTLY FOR OUR SHAREHOLDERS, THE STOCK MARKET IS TAKING NOTICE, AS OUR STOCK PRICE CONTINUES TO REBOUND SMARTLY FROM LAST YEAR’S LOWS.

SHORTLY, COO NARDELLI WILL BE REVIEWING THE STEPS WE HAVE TAKEN OVER THE PAST YEAR TO EXIT THE MORTGAGE BANKING BUSINESS AT OUR SUBSIDIARY COMPANY, COLUMBIA HOME LOANS. THIS SIMPLIFICATION OF OUR BUSINESS STRATEGY IS NOT EXPECTED TO HAMPER OUR ABILITY TO GROW EARNINGS. THIS IS A CONSEQUENCE OF THE

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CONTINUOUS DIVERSIFICATION OF OUR REVENUE STREAM, WHERE EVEN EXCLUDING MORTGAGE BANKING REVENUE, A SUBSTANTIAL PORTION OF OUR TOTAL INCOME IS NON-SPREAD RELATED. FOR THE CURRENT YEAR, NON-INTEREST INCOME IS PROJECTED TO EXCEED 23% OF TOTAL INCOME. THIS DIVERSIFICATION HELPS STABILIZE THE BOTTOM LINE IN WHAT IS A DIFFICULT SPREAD ENVIRONMENT.

WE ARE SUCCESSFULLY EXECUTING OUR COMMUNITY BANK BUSINESS PLAN AFTER APPROPRIATELY DEALING WITH THE ISSUES WHICH AROSE LAST YEAR. OUR BUSINESS PLAN IS FOCUSED ON RESUMING THE GROWTH WE HAVE PREVIOUSLY

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GENERATED IN OUR CORE DEPOSITS, COMMERCIAL LOANS AND NON-INTEREST INCOME. THIS WILL DRIVE OUR REVENUE AND EARNINGS GOALS THROUGHOUT THE REMAINDER OF THIS YEAR.

FOLLOWING THE CONDUCT OF THE FORMAL BUSINESS OF THIS MEETING AGENDA, MR. NARDELLI AND I WILL CONTINUE TO REVIEW THE RECENT OPERATIONS AT OCEANFIRST. FOLLOWING HIS PRESENTATION, I WILL ENTERTAIN A GENERAL QUESTION AND ANSWER SESSION.

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	FORMAL MEETING AGENDA
MR. GARBARINO:	THIS BRINGS US TO THE END OF THE FORMAL BUSINESS AGENDA OF OUR MEETING.
	AS PROMISED, WE WILL NOW SPEND SOME ADDITIONAL TIME TO FURTHER BRING YOU UP TO DATE ON THE RECENT EVENTS AT THE COMPANY. TO SUMMARIZE THE STEPS WE HAVE TAKEN TO DEAL WITH THE SUBPRIME ISSUES AT OUR COLUMBIA HOME LOANS SUBSIDIARY, I’LL REINTRODUCE OUR COO MR. VITO NARDELLI.
MR. NARDELLI:	I REFER YOU TO YOUR FOLDER AND THE POWERPOINT PRESENTATION IN THE LEFT SIDE POCKET WHICH CONTAINS COPIES OF MY POWERPOINT PRESENTATION.

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	POWERPOINT
MR. GARBARINO:	THANK YOU, MR. NARDELLI, FOR YOUR OUTSTANDING ACCOMPLISHMENTS IN BRINGING TO A CLOSE THE SUBPRIME EPISODE OF OUR BANK’S 106 YEAR HISTORY. ON BEHALF OF OUR DIRECTORS, EMPLOYEES AND SHAREHOLDERS, WE EXTEND OUR HEARTFELT THANKS AND CONGRATULATIONS FOR A JOB WELL DONE.
	HAVING MOVED PAST THIS EPISODE, THIS NEW YEAR PROMISES A BRIGHTER FUTURE FOR OUR COMPANY. AS NOTED EARLIER, OUR SIMPLIFIED COMMUNITY BANK BUSINESS PLAN FOCUSES ON A BACK TO

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BASICS APPROACH BY THE BANK WHICH HAS GENERATED IMPROVING PERFORMANCE QUARTER AFTER QUARTER. THE MAJORITY OF OCEANFIRST BUSINESS METRICS ARE POSITIVE AND IMPROVING. THE MARKET HAS RECOGNIZED THIS AND REFLECTS A RENEWED CONFIDENCE IN OUR SHARE PRICE, WHICH AS OF THURSDAY IS 41.2% OVER THE 52-WEEK LOW AND UP 25.5% YEAR-TO-DATE.

AS WE MOVE FORWARD, WE REMAIN CONFIDENT THAT OCEANFIRST IS POSITIONED TO REBUILD EARNINGS MOMENTUM AND GENERATE THE MARKET RECOGNITION OUR SHAREHOLDERS DESERVE FOR THEIR INVESTMENT GROWTH. I THANK YOU FOR

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YOUR CONTINUED SUPPORT AND OFFER TO ADDRESS ANY QUESTIONS RELATIVE TO OUR COMPANY THAT YOU HAVE THIS MORNING.
	Q&A
SINCE THERE APPEAR TO BE NO OTHER QUESTIONS, I SHALL ENTERTAIN A MOTION TO ADJOURN.

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2008 ANNUAL MEETING

OF SHAREHOLDERS

OceanFirst Financial Corp.

MAY 9, 2008

Exhibit 99.1

OceanFirst Financial Corp.

This presentation contains certain forward-looking statements which are based on certain

assumptions and describe future plans, strategies and expectations of the Company. 

These forward-looking statements are generally identified by use of the words “believe”,

“expect”, “intend”, “anticipate”, “estimate”, “project”, or similar expressions.  The

Company’s ability to predict results or the actual effect of future plans or strategies is

inherently uncertain.  Factors which could have a material adverse effect on the

operations of the Company and the subsidiaries include, but are not limited to, changes in

interest rates, general economic conditions, legislative/regulatory changes, monetary and

fiscal policies of the U.S. Government, including policies of the U.S. Treasury and the

Board

of

Governors

of

the

Federal

Reserve

System,

the

quality

or

composition

of

the

loan

or investment portfolios, demand for loan products, deposit flows, competition, demand for

financial services in the Company’s market area and accounting principles and guidelines. 

These

risks

and

uncertainties

should

be

considered

in

evaluating

forward-looking

statements and undue reliance should not be placed on such statements.  The Company

does

not

undertake

–

and

specifically

disclaims

any

obligation

–

to

publicly

release

the

result of any revisions which may be made to any forward-looking statements to reflect

events or circumstances after the date of such statements or to reflect the occurrence of

anticipated or unanticipated events.

How OceanFirst Bank

How OceanFirst Bank

Responded to

Responded to

the Subprime Issue

the Subprime Issue

Vito R. Nardelli, Executive Vice President

Vito R. Nardelli, Executive Vice President

Chief Operating Officer, OceanFirst Bank

Chief Operating Officer, OceanFirst Bank

OceanFirst Bank’s Response  

OceanFirst Bank’s Response  

Discovery

Actions Taken

Moving On

Columbia Home Loans (CHL)      

Columbia Home Loans (CHL)      

CHL was acquired in 2000

Managed by its own team of officers

Originated prime, subprime and Alt-A loans

for sale to investors

In early 2006, CHL increased its production of

subprime

loans

–

$480.2

million

through 

June 30, 2007

Discovery

Discovery

February 2007

Failure to timely report to Bank Management significant

increase in early payment default repurchase requests was

discovered

Senior Bank leadership deployed to CHL to determine the

extent of the exposure to repurchase requests and the

potential financial exposure to the Company

March 2007

Discovered $40 Million in concealed repurchase requests

since October 2006

Actions Taken

Actions Taken

At the direction of the Board, Executive Management

formulated a plan of action

Bank Executives:

Assumed operating responsibility of CHL

Began a preliminary investigation to determine what caused the

concealment of information

Preserved and protected all records for any future investigation

All subprime mortgage origination was discontinued in

March 2007

CHL Senior Management was released in April 2007

CHL President resigned in May 2007

Actions Taken (Continued)       

Actions Taken (Continued)       

Releases were negotiated by the Bank with most investors

to mitigate loss exposure

2Q’07

–

The

Bank

sold

as

many

of

the

remaining

CHL

subprime loans as possible

Reserves for Repurchases were established for       

$13.6 Million through mid-year 2007

The Reserves have proved to be more than adequate

Reserve levels are evaluated quarterly

The Bank has been able to recapture $661,000 of the Reserves

over the past three quarters

Moving On         

Moving On         

CHL has been shuttered

The rate of repurchase requests has dramatically

decreased

93.1% of the risk exposure from CHL subprime

production has been reduced

A forensic accounting firm was engaged by the Board

and found “no specific patterns of misconduct”

There is a substantial reduction in risk with the

passage of time

Where We Stand

Where We Stand

Total Provision for Repurchased Loans

$12.9 Million

Loss

on

Sale

and

Market

Write-down

on

Loans

–

2007

$10.7 Million

Total of Loan Related Losses

$23.6 Million

Residual Reserve for Repurchased Loans

at March 31, 2008

$  1.7 Million

Repurchase Requests Outstanding at

March 31, 2008

$   -0-

The Reserve has Performed as Expected

The Reserve has Performed as Expected

$-

$5,000,000

$10,000,000

$15,000,000

$20,000,000

$25,000,000

$30,000,000

$35,000,000

$40,000,000

$45,000,000

12/31/2006

3/31/2007

5/15/2007

6/30/2007

9/30/2007

12/31/2007

3/31/2008

Repurchase Claims Pending

Reserve for Potential Claims

Summary

Summary

OceanFirst Bank

Identified the issue at CHL

Decisively took remedial action

Returned to our Community Bank model