8-K

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 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 6, 2008

VALLEY NATIONAL BANCORP

(Exact Name of Registrant as Specified in Charter)

New Jersey	1-11277	22-2477875
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification Number)

1455 Valley Road, Wayne, New Jersey	07470
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code (973) 305-8800

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 (see General Instruction A.2. below):

¨ 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 240.13e-4(c))

INFORMATION TO BE INCLUDED IN THE REPORT

Item 7.01 Regulation FD Disclosure

Valley National Bancorp (the “Company”) is furnishing presentation materials included as Exhibit 99.1 to this report pursuant to Item 7.01 of Form 8-K. The presentation materials were prepared to be included in presentations with investors during the second quarter of 2008. The Company is not undertaking to update this presentation. The information in this report (including Exhibit 99.1) is being furnished pursuant to Item 7.01 and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. This report will not be deemed an admission as to the materiality of any information herein (including Exhibit 99.1).

Item 9.01 Financial Statements and Exhibits

d. Exhibits.

99.1 Investor Presentation Materials

SIGNATURE

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.

Dated: May 6, 2008	VALLEY NATIONAL BANCORP
	By:	/s/ Mitchell L. Crandell
		Mitchell L. Crandell
		Senior Vice President and Controller (Principal Accounting Officer)

EXHIBIT INDEX

Exhibit No.	Description
99.1	Valley National Bancorp Investor Presentation Materials.

EX-99.1

Exhibit 99.1

May 6, 2008

Valley National Bancorp

Information For Investors And Shareholders

This presentation contains forward looking statements concerning Valley’s future business outlook, financial condition and operating results. Generally, the words “will,” “may,” “should,” “continue,” “believes,” “expects,” “anticipates” or similar expressions identify forward looking statements. Readers are advised not to place undue reliance on these forward looking statements as they are influenced by certain risk factors and unpredictable events. Factors that could cause actual results to differ materially from those predicted by the forward looking statements include among others:

unanticipated changes in the direction of interest rates; volatility in earnings due to certain financial assets and liabilities held at fair value; the occurrence of an other-than-temporary impairment to investment securities classified as available for sale or held to maturity; stronger competition from banks, other financial institutions and other companies; changes in loan, investment and mortgage prepayment assumptions; insufficient allowance for credit losses; a higher level of net loan charge-offs and delinquencies than anticipated; a decline in the economy in Valley’s primary market areas, mainly in New Jersey and New York; changes in relationships with major customers; changes in effective income tax rates; higher or lower cash flow levels than anticipated; inability to hire or retain qualified employees; a decline in the levels of deposits or loss of alternate funding sources; a decrease in loan origination volume; a change in legal and regulatory barriers including issues related to compliance with anti-money laundering (“AML”) and bank secrecy act (“BSA”) laws; adoption, interpretation and implementation of new or pre-existing accounting pronouncements; the development of new tax strategies or the disallowance of prior tax strategies; operational risks, including the risk of fraud by employees or outsiders and unanticipated litigation pertaining to Valley’s fiduciary responsibility; the inability to successfully implement new lines of business or new products and services; failure to obtain shareholder or regulatory approval for the merger of Greater Community with Valley; the inability to realize expected cost savings and synergies from the merger of Greater Community and Valley in the amounts and timeframe anticipated; material adverse changes in Valley’s or Greater Community’s operations or earnings; and the inability to retain Greater Community’s customers or employees.

NOTE: Valley disclaims any obligation to update or revise forward looking statements for any reason.

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Overview of Valley National Bancorp

80 Years—Commercial Bank

Management Longevity/Ownership

Office of the Chairman – total of 146 years, 24.3 years on average

Big Bank – Act Like Small Privately Owned Company

Marketplace Sound Asset Quality

Strong Financial Performance Consistent Shareholder Returns

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Historical Performance

Historical Financial Data (1987-2007)*(Dollars in millions, except for share data)

Year End Total Assets Income Net Per Share Diluted Earnings Assets Return on Average Equity Return on Average Per Share Dividends and Dividends Stock Splits

2007 $12,749 $153.2 ** $1.21 1.25 % 16.43% $ 0.83 5/07—5% Stock Dividend

2006 12,395 163.7 1.27 1.33 17.24 0.81 5/06—5% Stock Dividend

2005 12,436 163.4 1.29 1.39 19.17 0.79 5/05—5% Stock Dividend

2004 10,763 154.4 1.28 1.51 22.77 0.77 5/04—5% Stock Dividend

2003 9,873 153.4 1.27 1.63 24.21 0.73 5/03—5% Stock Dividend

2002 9,148 154.6 1.23 1.78 23.59 0.70 5/02—5:4 Stock Split

2001 8,590 135.2 1.03 1.68 19.70 0.65 5/01—5% Stock Dividend

2000 6,426 106.8 0.99 1.72 20.28 0.61 5/00—5% Stock Dividend

1999 6,360 106.3 0.94 1.75 18.35 0.58 5/99—5% Stock Dividend

1998 5,541 97.3 0.90 1.82 18.47 0.53 5/98—5:4 Stock Split

1997 5,091 85.0 0.82 1.67 18.88 0.45 5/97—5% Stock Dividend

1996 4,687 67.5 0.72 1.47 17.23 0.41 5/96—5% Stock Dividend

1995 4,586 62.6 0.66 1.40 16.60 0.39 5/95—5% Stock Dividend

1994 3,744 59.0 0.73 1.60 20.03 0.38 5/94—10% Stock Dividend

1993 3,605 56.4 0.71 1.62 21.42 0.30 4/93—5:4 Stock Split

1992 3,357 43.4 0.55 1.36 19.17 0.26 4/92—3:2 Stock Split

1991 3,055 31.7 0.41 1.29 15.40 0.25

1990 2,149 28.6 0.37 1.44 14.54 0.25

1989 1,975 36.0 0.46 1.92 19.93 0.24

1988 1,835 34.2 0.44 2.00 20.96 0.21 7/88—3:2 Stock Split

1987 1,663 32.1 0.42 2.02 22.95 0.21

* Per share data reflects the 5% common stock dividend to be issued on May 23, 2008.

** Includes $10.4 million after-tax, or $0.08 per share, other than temporary 4

impairment charge on government-sponsored investment grade perpetual callable preferred securities.

Valley’s Performance

Consistent strong performance despite difficult economic / market conditions

Compressed margins Flat to inverted yield curve

Impact of marketplace to riskier loans, terms and conditions Market dislocation

Valley’s objectives

Maintain a quality balance sheet

Manage balance sheet, not be managed by balance sheet growth Continue to produce strong operating results Minimize earnings volatility

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Credit Quality

Focus on loan quality and profitability over growth Proven record of superior asset quality throughout various economic cycles Have always abstained from exotic residential mortgage structures and other volatile products, including sub-prime loans, option ARMs and high loan to value home equity and residential loans

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Loan Quality 2003-3/31/2008

2.00%

Loans Average 1.50% and Total 1.00% of

0.50% 0.44%

0.36% 0.36% 0.37%

0.32%

0.33%

Percentage 0.18%

0.12% 0.14%

0.11% 0.11%

0.05% 0.00%

2003 2004 2005 2006 2007 3/31/2008

annualized

Non-Performing Loans to Total Loans Net Charge-offs to Average Loans

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Net Charge-offs to Average Loans*

2003—2007 (average)

1.00%

(%) 0.85% Loans 0.80% Average 0.60% to 0.41% 0.40% offs 0.32%

- 0.23% 0.23%

0.20% 0.12% 0.13% 0.10% Charge 0.11% Net 0.00% 0.00% 0.00% 0.00% Total Loans Consumer Home Equity Construction & Commercial 1-4 Family Development

Valley Peer Group

Peer group consists of banks with total assets between $3 billion and $50 billion *Source—SNL Financial 8

Net Charge-offs to Average Loans

Total Loan Portfolio

Net Charge-offs to Average Loans (%)

1.40% 1.20% 1.00% 0.80% 0.60% 0.40% 0.20% 0.00%

1992 1993 1994 1995 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007

Recession Valley FDIC Insured Commercial Banks

Source – FDIC 9

Residential Mtg. Customer Profile

Valley Customer Profile

Residential Customer1

Original Loan to Value 59%

Current Market Value Loan to Value 42%

Current FICO Score 750

30 day + Delinquency Rate

Industry2 Valley3

Residential Mortgage 6.85% 0.30%

Home Equity Loans 16.35% 0.21%

Sub-prime Loans 28.18% N/A

1 Valley customer profile reflects an portfolio review conducted by an independent 3rd party in September 2007

2 Reflects January 2008 Indymac servicing data

3 Reflects April 30, 2008 delinquency rates 10

Net Charge-offs to Average Loans

Residential Mortgages

Net Charge-offs to Average Loans (%)

0.30% 0.25% 0.20% 0.15% 0.10% 0.05% 0.00%

1992 1993 1994 1995 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007

Recession Valley FDIC Insured Commercial Banks

* Increase between 1993 – 1997 is mainly attributable to acquisitions 11 Source – FDIC

Net Charge-offs to Average Loans

Home Equity

Net Charge-offs to Average Loans (%)

0.50% 0.40% 0.30% 0.20% 0.10% 0.00% - -0.10%

1992 1993 1994 1995 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007

Recession Valley FDIC Insured Commercial Banks

* Increase between 1993 – 1997 is mainly attributable to acquisitions 12 Source – FDIC

Greater Community Bank Acquisition

Overview

Commercial bank with nearly $1.0 billion in total assets Well-run financial institution—credit quality, loan underwriting standards and no known exposure to sub-prime 16 full-service branches located in northern New Jersey

Deal Expectations

Over 30% of non-interest expense cost saves Accretive to EPS within one year from closing

Expected to close in the 3rd quarter, subject to regulator and shareholder approval

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Greater Community Bank

8 new communities Valley National Bank Greater Community Bank

Minimal overlap

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Valley’s Capital Position*

As of March 31, 2008 Proforma – Post Merger

7.58% Leverage Ratio 7.47%

9.63% Tier 1 Capital 9.41%

11.42% Total Capital 11.16%

5.92% Tangible Equity to Tangible Assets 5.76%

7.75% Tangible Equity to Risk Weighted Assets 7.47%

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Valley’s New Jersey and Rockland County Locations

Branches under Construction

Jersey City II, Hudson County Milltown, Middlesex County North Brunswick, Middlesex County Piscataway, Middlesex County Freehold, Monmouth County Manalapan, Monmouth County Chestnut Ridge, Rockland County Montebello, Rockland County

Current Valley branches Branches under construction

Greater Community Bank branches 16

Valley’s New York City Locations

Branches under Construction

7726 3rd Avenue, Brooklyn 4501 13th Avenue, Brooklyn 2054 86th Street, Brooklyn

207 Brighton Beach Avenue, Brooklyn 1212 Avenue M, Brooklyn 2902 Avenue U, Brooklyn 111 4th Avenue, Manhattan 107 Liberty Avenue, Queens

69-20 80th Street, Queens

61-80 Grand Avenue, Queens

76-09 Main Street, Queens

Current Valley branches Branches under construction

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For More Information

Log onto our web site: www.valleynationalbank.com Visit our kids site: www.vnbkids.com E-mail requests to: dgrenz@valleynationalbank.com Call Shareholder Relations at: (973) 305-3380

Write to: Valley National Bank 1455 Valley Road Wayne, New Jersey 07470

Attn: Dianne M. Grenz, First Senior Vice President Director of Shareholder & Public Relations

Log onto our website above or www.sec.gov to obtain free copies of documents filed by Valley with the SEC

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