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) April 29, 2010

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 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 Valley National Bancorp investor presentation materials for various investor meetings during the second quarter of 2010.

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: April 29, 2010	VALLEY NATIONAL BANCORP
	By:	/s/    IRA D. ROBBINS
		Ira D. Robbins
		First Senior Vice President &
		Treasurer

EXHIBIT INDEX

Exhibit No.	Description
99.1	Valley National Bancorp investor presentation materials for various investor meetings during the second quarter of 2010.

EX-99.1

Investor Presentation

EXHIBIT 99.1

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.

The foregoing contains forward-looking statements within the meaning of the Private Securities

Litigation Reform Act of 1995.  Such statements are not historical facts and include expressions about

management’s confidence and strategies and management’s expectations about new and existing

programs and products, relationships, opportunities, taxation, technology and market conditions. 

These

statements

may

be

identified

by

such

forward-looking

terminology

as

“expect,”

“believe,”

“view,”

“opportunity,”

“allow,”

“continues,”

“reflects,”

“typically,”

“usually,”

“anticipate,”

or similar statements

or variations of such terms.  Such forward-looking statements involve certain risks and uncertainties.

Actual results may differ materially from such forward-looking statements. Factors that may cause

actual results to differ materially from those contemplated by such forward-looking statements include,

but are not limited to those factors disclosed in Valley’s Current Report on Form 8-K filed on April 22,

2010 and our Annual Report on Form 10-K for the year ended December 31, 2009.

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

Valley National Bank Today

About Valley

•

Regional Bank Holding Company

•

Approximately $14.5 Billion in

Assets

•

Headquartered in Wayne, New

Jersey

•

36

th

Largest United States

Chartered

Commercial Bank

–

Largest Commercial Bank

Headquartered in New Jersey

•

Operates 201 Branches in 135

Communities Serving 14 counties

throughout Northern and Central

New Jersey, Manhattan, Brooklyn

and Queens

•

Traded on the NYSE (VLY)

Significant Attributes

•

Consistent Shareholder Returns

•

Focus on Credit Quality

•

Conservative Strategies

•

Affluent and Heavily Populated

Footprint

•

Strong Customer Service

•

Experienced Senior and Executive

Management

Operating Approach

•

Large Bank that Operates and Feels Like a Small Closely Held

Company

•

Large percentage of retail ownership

–

Long term investment approach

–

Focus on cash and stock dividends

•

Large insider ownership, family members, retired employees

and retired directors

•

Market Cap of $2.6 Billion

•

Approximately 200 institutional holders

Source: Bloomberg as of 1/29/10

Footprint & Demographics

Valley’s Emerging NJ Market

Valley’s Core NJ Market

Branches Under Construction

Current Branches

Valley’s Core New Jersey Market

•

Total

Market

Deposits

-

$106.9

billion

•

Market Average Deposits per Branch $76.0 million

•

Valley

Branches

–

134

•

Valley’s

Market

Share

–

6.63%

Valley’s Emerging New Jersey Market

•

Total

Market

Deposits

-

$64.3

billion

•

Market Average Deposits per Branch $68.2 million

•

Existing Valley Branches –

38

•

Branches

Under

Construction

–

3

•

Valley’s

Market

Share

–

1.59%

Headquarters

$245 billion

$73,077

8.8 million

NJ Total

$74 billion

$61,436

2.9 million

Balance of NJ Marketplace

$171 billion

$78,074

5.9 million

Valley’s NJ Marketplace

Total Market

Deposits

Median HH

Income

Population

Region

Valley’s NJ Marketplace

Demographic Data from SNL Financial Inc. as of 6/2009

Valley Branch data as of 3/31/2010

Footprint & Demographics

Valley’s Emerging Manhattan Market

•

Total Market Deposits -

$418.3 billion

•

Market Average Deposits per Branch $621.6 million

•

Existing Valley Branches –

16

•

Valley’s Market Share –

0.28%

Valley’s Emerging Queens Market

•

Total Market Deposits -

$41.3 billion

•

Market Average Deposits per Branch $96.3 million

•

Existing

Valley

Branches

–

5

•

Valley’s

Market

Share

–

0.17%

Valley’s Emerging Brooklyn/Kings Market

•

Total Market Deposits -

$34.1 billion

•

Market Average Deposits per Branch $99.6 million

•

Existing

Valley

Branches

–

8

•

Branches

Under

Construction

-

1

•

Valley’s

Market

Share

–

0.58%

$288 billion

$52,640

13.0 million

Balance of NY Marketplace

$781 billion

$52,893

19.5 million

NY Total

$493 billion

$57,864

6.5 million

Valley’s NY Marketplace

Total Market

Deposits

Median HH

Income

Population

Region

Valley’s Emerging NYC Markets

Branches Under Construction

Current Branches

Valley’s NY Marketplace

Demographic Data from SNL Financial Inc. as of 6/2009

Valley Branch data as of 3/31/2010

Valley’s 1Q 2010 Highlights

FDIC-assisted Transactions

Acquired Manhattan-based LibertyPointe

Bank and The Park Avenue Bank from the FDIC as receiver and

benefitted from two loss-sharing agreements with the FDIC

Acquired combined deposits of $654 million and certain assets totaling approximately $692 million, before

purchase accounting adjustments

Credit Quality

Total 30+ day delinquencies were 1.68% of entire loan portfolio

Out

of

approximately

22,000

residential

mortgages

and

home

equity

loans

only

216

loans

were

past

due

30

days

or more at March 31, 2010

Net charge-offs were only $11.0 million or 0.47% of average total loans on an annualized basis

Total non-performing loans were only 0.96% of total loans compared to 0.98% last quarter

Net Income

1Q net income available to common shareholders was $27.4 million

Net

interest

margin

on

a

tax

equivalent

basis

increased

18

basis

points

to

3.65%

compared

to

the

previous

quarter

$3.3

million

non-cash

charge

on

change

in

fair

value

of

Valley’s

junior

subordinated

debt

($0.01

Diluted

EPS)

Capital

Continued strong capital ratios

Tangible Common Equity to Risk-Weighted Assets of 8.65%

Tier I Ratio of 10.54%

Tier II Ratio of 12.46%

Asset and Loan Composition

Other Assets*

8%

Covered Loans

3%

Intangible

Assets 2%

Cash 3%

Securities 21%

Non-Covered

Loans 63%

Total Assets = $14.5 Billion

As of 3/31/10

Commercial

Real Estate

38%

Residential

Mortgages

21%

Commercial

Loans 19%

Construction

Loans 5%

Auto Loans

10%

Other

Consumer

7%

Non-Covered Loans (Gross) = $9.1 Billion

*Other Assets includes bank owned branch locations carried at a

cost estimated to be less than the current market value.

Total Commercial Real Estate -

$3.4 Billion

As of 3/31/10

46%

1%

24

Other

2%

3%

6%

7%

11%

11%

13%

21%

25%

% of

Total

58%

52%

50%

61%

45%

49%

54%

53%

50%

Average

LTV

367

Mixed Use

361

Apartments

439

Office

717

Industrial

858

Retail

69

Land Loans

88

Residential

213

Specialty

233

Healthcare

$ Amount

(Millions)

Primary Property

Type

Diversified Commercial Real Estate Portfolio

25%

21%

13%

11%

11%

7%

6%

3%

2%

1%

-Average LTV based on current balances and original appraised value

-The total CRE loan balance  is based on Valley’s internal loan hierarchy

structure and does not reflect loan classifications reported in Valley’s SEC

and bank regulatory reports.

-The chart above does not include $392 million in construction loans.

(Non-Convered

Loans)

27%

22%

18%

12%

6%

5%

4%

4%

2%

Total Retail Property Types -

$858 Million

43%

4%

Entertainment Facilities

51%

5%

Food Establishments

2%

4%

6%

12%

18%

22%

27%

% of

Total

52%

51%

32%

52%

55%

51%

49%

Average

LTV

Auto Dealership

Multi-Tenanted -

No Anchor

Single Tenant

Multi-Tenanted -

Anchor

Retail Property Type

Auto Servicing

Private Education Facilities

Private & Public Clubs

As of 3/31/10

Retail Composition of Commercial Real Estate

-Average LTV based on current balances and original appraised value

-The chart above does not include construction loans.

(Non-Convered

Loans)

As of 3/31/10

14%

13%

8%

4%

4%

3%

2%

1%

1%

50%

Construction Loan Composition

Total

Non-Covered Construction

Loans

-

$392

Million

1%

5

Industrial

1%

6

Specialty

2%

9

Healthcare

3%

11

Apartments

4%

12

Office

4%

17

Other

8%

32

Retail

13%

51

Land Loans

14%

56

Mixed Use

50%

193

Residential

% of

Total

$ Amount

(Millions)

Primary Property Type

-Construction loan balance is based on Valley’s internal loan hierarchy

structure and does not reflect loan classifications reported in Valley’s

SEC and bank regulatory reports.

Loan Quality  1992 –

1Q 2010

Source –

FDIC

Recession

Total Loan Portfolio

Non-Current Loans: Loans and leases 90 days or more past due

plus loans in non accrual status, as a percent of gross loans and leases.

0.00%

1.00%

2.00%

3.00%

4.00%

5.00%

6.00%

Valley's Non-Current Loans to Total Loans

FDIC Insured Banks Non-Current Loans to Total Loans

Valley Net Charge-offs to Average Loans

FDIC

Insured

BanksNet

Charge-offs

to

Average

Loans

Loan Quality  1992 –

1Q 2010

Recession

Residential Mortgages

Valley’s elevated levels between 1993 and 1997 are mainly attributable to acquisitions.

Source –

FDIC

0.00%

1.00%

2.00%

3.00%

4.00%

5.00%

6.00%

7.00%

8.00%

9.00%

Valley's Non-Current Loans to Total Loans

FDIC Insured Banks Non-Current Loans to Total Loans

Valley Net Charge-offs to Average Loans

FDIC

Insured

BanksNet

Charge-offs

to

Average

Loans

Loan Quality  1992 –

1Q 2010

Valley’s elevated levels between 1993 and 1997 are mainly attributable to acquisitions.

Source –

FDIC

Recession

Home Equity

-0.50%

0.00%

0.50%

1.00%

1.50%

2.00%

2.50%

3.00%

3.50%

Valley's Non-Current Loans to Total Loans

FDIC Insured Banks Non-Current Loans to Total Loans

Valley Net Charge-offs to Average Loans

FDIC

Insured

BanksNet

Charge-offs

to

Average

Loans

0.17%

0.50%

0.54%

1.20%

0.01%

0.28%

0.04%

0.97%

0.31%

0.90%

0.04%

0.16%

0.03%

0.31%

0.00%

0.20%

0.40%

0.60%

0.80%

1.00%

1.20%

1.40%

Net Charge-offs to Average Loans (%)

Total Loans

Consumer

Home Equity

Construction &

Development

Commercial Loans

Commercial Real

Estate

1-4 Family

Peer Group

0.47%

0.52%

0.49%

1.06%

0.00%

1.16%

0.39%

2.88%

1.14%

1.44%

0.06%

0.36%

0.11%

0.30%

0.00%

0.50%

1.00%

1.50%

2.00%

2.50%

3.00%

3.50%

Net Charge-offs to Average Loans (%) Annualized

Total Loans

Consumer

Home Equity

Construction &

Development

Commercial Loans

Commercial Real

Estate

1-4 Family

Valley

Net Charge-offs to Average Loans

Source -

SNL Financial As of 04/26/10

Peer group consists of banks with total assets between $3 billion and $50 billion.

2003 -

2009

2010 1Q

Investment Portfolio

Investment Portfolio

Corporate Debt

Private Label MBS

Other

US Treasury

State, County & Municipals

Trust Preferred

GSE MBS (FNMA/FHLMC)

GSE MBS (GNMA)

Investment Types

$3.1 Billion

$3.0 Billion

18%

3%

5%

4%

7%

5%

0%

8%

7%

9%

12%

13%

49%

28%

3%

30%

2007

2009

As of 3/31/10 and 12/31/07

Securities by Investment Grade

•

AAA Rated 69%

•

AA Rated 5%

•

A Rated 6%

•

BBB Rated 6%

•

Non Investment Grade 4%

•

Not Rated 10%

As of 3/31/10

AAA Rated

Not Rated

Non-investment

grade

A Rated

AA Rated

BBB Rated

Deposits and Borrowings Composition

Total Deposits

74%

Other

Liabilities 3%

Short-term

Borrowings 1%

Long-term

Borrowings

22%

Total Liabilities = $13.2 Billion

As of 3/31/10

Savings

42%

Non-

Interest

Bearing

25%

Time

Deposits

33%

Total Deposits = $9.8 Billion

Equity Composition / Ratios*

Tangible

Common

Equity 69%

Other Equity

3%

Trust Preferred

13%

Sub-debt 7%

LL Reserve 8%

Total Tier II Equity = $1.3 Billion

As of 3/31/10

$5.76

$7.83

8.18%

12.46%

10.54%

8.65%

6.55%

As Reported

Tangible Book Value

Book Value

Leverage

Tier II

Tier I

Tangible Common Equity /

Risk-Weighted Assets

Tangible Common Equity /

Tangible Assets

Capital Ratios

As Reported

Unrealized gain on facilities owned of approximately $200 million over

book, not incorporated in capital ratios reflected above.

*Non-GAAP reconciliations shown on slide 25.

Shareholder Returns

Historical Financial Data (1)

(Dollars in millions, except for share data)

3/2010

14,474

$   

27.4

$      

$0.17

0.77

%

8.72

%

$0.18

5/10 -

5%

Stock Dividend

2009

14,284

116.1

0.64

0.81

8.64

0.72

5/09 -

5%

Stock Dividend

2008

14,718

93.6

0.64

0.69

8.74

0.73

5/08 -

5%

Stock Dividend

2007

12,749

153.2

1.10

1.25

16.43

0.74

5/07 -

5%

Stock Dividend

2006

12,395

163.7

1.15

1.33

17.24

0.70

5/06 -

5%

Stock Dividend

2005

12,436

163.4

1.17

1.39

19.17

0.69

5/05 -

5%

Stock Dividend

2004

10,763

154.4

1.16

1.51

22.77

0.66

5/04 -

5%

Stock Dividend

2003

9,873

153.4

1.15

1.63

24.21

0.63

5/03 -

5%

Stock Dividend

2002

9,148

154.6

1.12

1.78

23.59

0.60

5/02 -

5:4

Stock Split

2001

8,590

135.2

0.94

1.68

19.70

0.56

5/01 -

5%

Stock Dividend

2000

6,426

106.8

0.90

1.72

20.28

0.53

5/00 -

5%

Stock Dividend

1999

6,360

106.3

0.85

1.75

18.35

0.50

5/99 -

5%

Stock Dividend

1998

5,541

97.3

0.82

1.82

18.47

0.45

5/98 -

5:4

Stock Split

1997

5,091

85.0

0.75

1.67

18.88

0.40

5/97 -

5%

Stock Dividend

1996

4,687

67.5

0.66

1.47

17.23

0.35

5/96 -

5%

Stock Dividend

1995

4,586

62.6

0.60

1.40

16.60

0.34

5/95 -

5%

Stock Dividend

1994

3,744

59.0

0.66

1.60

20.03

0.32

5/94 -

10%

Stock Dividend

1993

3,605

56.4

0.65

1.62

21.42

0.26

4/93 -

5:4

Stock Split

1992

3,357

43.4

0.50

1.36

19.17

0.22

4/92 -

3:2

Stock Split

1991

3,055

31.7

0.37

1.29

15.40

0.21

1990

2,149

28.6

0.33

1.44

14.54

0.21

Year End

Total Assets

Net Income

(2)

Common Stock Splits and Dividends

Diluted

Earnings Per

Common

Share

Return on

Average

Assets

Return on

Average

Equity

Cash Dividends

Declared Per

Common Share

(1)  All per share amounts have been adjusted retroactively for stock splits                                                    

and stock dividends during the periods presented.

(2) Net income includes other-than-temporary impairment charges on investment securities totaling $1.6 million,

$4.0 million, $49.9 million, and $10.4 million, net of tax benefit, for Q1 2010, 2009, 2008, and 2007, respectively.

$-

$0.10

$0.20

$0.30

$0.40

$0.50

$0.60

$0.70

$0.80

1990

1992

1994

1996

1998

2000

2002

2004

2006

2008

2010*

Dividend Per Common Share

Dividend Growth Per Share

*2010 Dividend Annualized

For More Information

–

Log onto our web site:   www.valleynationalbank.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 Marketing, Shareholder & Public Relations

–

Log onto our website above or www.sec.gov to obtain free copies of

documents filed by Valley with the SEC

Non-GAAP Disclosure Reconciliations

($ in Thousands)

8.65%

TCE / RWA

6.55%

TCE / TA

Ratios

$926,522

Total Tangible Shareholders’

Equity

(332,730)

Less: Goodwill & Other Intangible

Assets

$1,259,252

Total Equity

$10,710,868

Risk Weighted Assets

$4,141,066

Total Tangible Assets

(332,730)

Less: Goodwill & Other Intangible

Assets

$14,473,796

Total Assets

As Reported

*All data as of 3/31/10

$5.76

Tangible Book Value

$926,522

Tangible Shareholder’s Equity

(332,730)

Less: Goodwill and Other Intangible

Assets

-

Less: Preferred Stock

$1,259,252

Shareholders’

Equity

160,805,450

Common Shares Outstanding

As Reported