8-K

UNITED STATES

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): November 5, 2007

Astoria Financial Corporation

(Exact name of registrant as specified in its charter)

Delaware	001-11967	11-3170868
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(IRS Employer Identification No.)

ONE ASTORIA FEDERAL PLAZA, LAKE SUCCESS, NEW YORK 11042-1085

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (516) 327-3000

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 (see General Instruction A.2. below):

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

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

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

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEMS 1, 3 THROUGH 8 NOT APPLICABLE.

Item 2.02.Results of Operations and Financial Condition.

Astoria Financial Corporation has updated its written investor slide presentation material which is included herein in Exhibit 99.1. This information includes, among other things, a review of financial results and trends through the period ended September 30, 2007, and is intended to be made available to shareholders, analysts and investors, including investor groups participating in forums such as sponsored investor conferences and road shows, during the quarter ending December 31, 2007. A copy of the presentation material is available on the company’s investor relations website, http://ir.astoriafederal.com.

The information provided pursuant hereto shall not be deemed incorporated by reference by any general statement incorporating by reference this Form 8-K into any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, and shall not otherwise be deemed filed under such Acts.

Item 9.01.Financial Statements and Exhibits.

(d) Exhibits.

Exhibit 99.1Slide presentation that Astoria Financial Corporation will make available to shareholders, analysts, investors and investor groups participating in forums such as sponsored investor conferences and road shows, during the quarter ending December 31, 2007.

-2-

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.

ASTORIA FINANCIAL CORPORATION
By:	/s/ Peter J. Cunningham .
	Peter J. Cunningham First Vice President and Director of Investor Relations

Dated: November 5, 2007

-3-

EXHIBIT INDEX

Exhibit Number Description

99.1 Slide presentation that Astoria Financial Corporation will make available to investors during the quarter ending December 31, 2007.

-4-

EX-99.1

Investor Presentation

Third Quarter Ended

September 30, 2007

www.astoriafederal.com

Forward Looking Statement

This presentation may contain forward-looking statements that are based on various assumptions and
analyses made by us in light of our management’s experience and its perception of historical trends, current
conditions and expected future developments, as well as other factors we believe are appropriate under the
circumstances.  These statements are not guarantees of future performance and are subject to risks,
uncertainties and other factors (many of which are beyond our control) that could cause actual results to differ
materially from future results expressed or implied by such forward-looking statements.  These factors
include, without limitation, the following: the timing and occurrence or non-occurrence of events may be
subject to circumstances beyond our control; there may be increases in competitive pressure among financial
institutions or from non-financial institutions; changes in the interest rate environment may reduce interest
margins or affect the value of our investments; changes in deposit flows, loan demand or real estate values
may adversely affect our business; changes in accounting principles, policies or guidelines may cause our
financial condition to be perceived differently; general economic conditions, either nationally or locally in some
or all areas in which we do business, or conditions in the real estate or securities markets or the banking
industry may be less favorable than we currently anticipate; legislative or regulatory changes may adversely
affect our business; applicable technological changes may be more difficult or expensive than we anticipate;
success or consummation of new business initiatives may be more difficult or expensive than we anticipate; or
litigation or matters before regulatory agencies, whether currently existing or commencing in the future, may
be determined adverse to us or may delay occurrence or non-occurrence of events longer than we anticipate.  
We assume no obligation to update any forward-looking statements to reflect events or circumstances after
the date of this document.

2

NYSE:  AF

Corporate Profile

$21.7 billion in assets

•$16.0 billion in loans

$13.3 billion in deposits

8.4% deposit market share in Long Island market

–  Largest thrift depository

Insider & ESOP stock ownership: 21%

Corporate Governance: AF outperformed 97% of all banks in
the S&P Banks industry group ^*

Solid and seasoned management team

14 years as a public company – enhancing shareholder value

All figures in this presentation are as of September 30, 2007, except as noted.

* Source: Institutional Shareholder Services (ISS) as of October 1, 2007

3

Dividend Growth

CAGR = 26%

*  4Q07 annualized; 4.00% yield, as of October 31, 2007

4

Cumulative Cash Returned to Shareholders

(In Millions)

$110

$159

$368

$846

$1,121

$501

Over $2.4 billion returned to shareholders in the past 10+ years

$1,382

$1,679

$1,941

$2,284

$2,423

* Amount does not cross foot due to rounding

5

Shares

TOTAL

Repurchased:

6.7M

1.0M

12.8M

7.8M

15.5M

10.9M

10.6M

9.1M

6.6M

8.4M

2.5M

91.8M*

Average Price:

$12.85

$16.31

$12.48

$10.81

$18.70

$19.32

$18.42

$24.82

$27.49

$29.92

$26.95

$19.24

Stock Performance - Comparative Total Return

Comparative returns from November 30, 1993 – September 30, 2007   (IPO 11/18/93)

AF CAGR = 16%

6

(In Billions)

12/31/99  09/30/07

Loans

Securities

12/31/99  09/30/07

Deposits

Borrowings

vs.

Assets

Liabilities

12/31/99  09/30/07

12/31/99  09/30/07

vs.

Focus on Core Business

7

Total Assets: $22,696,536

At December 31, 1999

Assets

Assets

Liabilities & Shareholders’ Equity

Liabilities & Shareholders’ Equity

Total Assets: $21,746,102

At September 30, 2007

Improving Balance Sheet Quality

8

EFFICIENCY

MORTGAGE LENDING

•  Portfolio lender, not a mtge. banker

•  1-4 Family, Multi-Family and

   Commercial R.E. expertise

•  Superior asset quality

RETAIL BANKING

• Premier community bank on

               Long Island

•Dominant deposit market share

        •#1 thrift depository in core market

Formula for Enhancing Shareholder Value

9

Primarily short-term, 5/1 jumbo prime hybrid ARMs for portfolio

Minimizes interest rate risk

Multiple delivery channels provide flexibility & efficiency

Retail^*

Commissioned brokers covering 24 states^*

Third party originators – correspondents covering 41 states^*

Secondary marketing capability

Sale of 15 year and 30 year fixed rate loans reduces interest rate risk

Geographically diversified portfolio

Reduces lending concentrations

1-4 Family Mortgage Lending

* All loans underwritten to Astoria’s stringent standards.  Broker and correspondent networks also include D.C.

10

Geographic Composition of 1-4 Family Loan Portfolio

At September 30, 2007

Total 1-4 Family Loan Portfolio

$11.3 Billion

Virginia

9%

Massachusetts

7%

Maryland

7%

11

By Product Type

$4.5B

(In Billions)

$5.6B

$3.2B

$3.3B

$2.7B

$3.0B

1-4 Family Mortgage Loan Originations

12

Net portfolio growth:

($895.7) M

($238.3) M

+$83.7 M

+$703.2 M

+$456.2 M

+$1.1 B

Weighted Avg. Portfolio

Coupon at Period End

6.33%

5.26%

5.05%

5.19%

5.48%

5.65%

Fewer participants

Lending standards further tightened

Spreads widening

Volumes increasing

Mortgage Banking Dislocation:
Positive Implications for Jumbo Mtge. Portfolio Lenders

13

Solid Multifamily/CRE portfolio

$4.0 billion in portfolio

Weighted Average Coupon at September 30, 2007:  5.86%

Conservative underwriting

–Weighted average LTV of portfolio < 65%

Average loan in portfolio < $1 million

Approximately 85% of multifamily portfolio is subject

to rent control or rent stabilization

Note: LTV is based on current principal balances and original appraised values.

Multifamily/Commercial Real Estate Lending

15

•Limited credit risk

Conservative underwriting, top quality loans, low LTVs

No sub-prime or payment option ARM lending

Non-performing assets: 0.40% of total assets

•Top quality MBS portfolio

Primarily GSE, agency or ‘AAA’ rated

Asset Quality Focus

16

•One year gap:  -21.5%

•Key balance sheet components

Short-term hybrid adjustable-rate mortgage loan portfolio

Short weighted average life MBS portfolio

Offset by:

Large, low-cost checking, savings and money market

deposit base – provides natural hedge against rising rates

Longer-term CDs

Borrowings – as needed

Interest Rate Risk Management

17

$13.3 billion in deposits, 86 banking office network

Serving the Long Island market since 1888

•  Low cost/stable source of funds – average cost: 3.51%^*

•$12.3 billion, or 93%, of total deposits emanate from within

5 miles of a branch

•  Banking offices with high average deposits contribute to efficiency

Long Island Offices (83) – Nassau (29), Queens (17), Suffolk (25),
Brooklyn (12) – Average Deposits of $153 Million

Westchester Offices (3) – Average Deposits of $178 Million

•  Alternative delivery channels

ATM’s, telephone and Internet banking

* For the quarter ended September 30, 2007.

Leading Retail Banking Franchise

18

Nassau

Queens

Brooklyn

Suffolk

Banking Offices and Deposit Share Ranking on Long Island

Overall Deposit Share Ranking:  

#1- all thrifts,  #4- all financial institutions  

Long Island Powerhouse

19

Source: FDIC Summary of Deposits, SNL Financial. Data as of June 30, 2007. Deposits include merger and acquisition activity and pending transactions.

* Astoria’s deposits highlighted above are comprised of retail community deposits.  Astoria does not solicit broker or municipal deposits.

U.S. Median HHI: $53,154 / NY State Median HHI: $56,704

Well Positioned in Each of Our Key Markets

20

($ in millions)

Nassau

($ in millions)

Queens

Institution

Deposits

Branches

Institution

Deposits

1

Chase

$8,151

16

%

85

1

Chase

$7,451

19

%

67

2

Capital One/North Fork

6,578

13

60

2

Citigroup

5,046

13

29

3

Citigroup

6,552

13

54

3

Capital One/North Fork

4,766

12

51

4

Astoria

5,122

10

29

4

Astoria

3,167

8

17

5

NY Community

4,684

9

37

5

NY Community

2,971

7

45

Nassau Total

$50,739

486

Queens Total

$39,710

418

($ in millions)

Suffolk

($ in millions)

Brooklyn

Institution

Deposits

Institution

Deposits

1

Capital One/North Fork

$7,262

22

%

63

1

Chase

$6,651

21

%

46

2

Chase

6,330

19

78

2

Citigroup

4,130

13

25

3

Astoria

3,201

10

25

3

WaMu

3,572

11

33

4

WaMu

2,741

8

36

4

HSBC

3,550

11

27

5

Citigroup

2,639

8

28

5

Cap One/North Fork

2,814

9

28

Suffolk Total

$33,425

421

Astoria  (#7)

1,609

5

12

Brooklyn Total

$32,438

314

Branches

Branches

Share

Share

Share

Share

Branches

Median household income: $42,491

Median household income: $95,477

Median household income: $55,921

Median household income: $83,592

Brooklyn, Queens, Nassau and Suffolk

* Astoria’s deposits highlighted above are comprised of retail community deposits.  Astoria does not solicit broker or municipal deposits.

Source:  FDIC Summary of Deposits.  Data as of June 30, 2007.

The combined population of these four counties (7.7 million) exceeds the population of 38 individual U.S. states

Strong Position in Core Market

(1) 2006 & 2007 deposits have been adjusted to include the effect of merger and acquisition activity and pending transactions.

21

($ in millions)

Average

June 07/06

Market

Deposits

Institution

Growth

(1)

Share

Per Branch

1

Chase

$

28,583

$

(43)

18.3

%

276

$104

2

Capital One/North Fork

21,420

(1,346)

13.7

202

106

3

Citibank

18,367

1,473

11.8

136

135

4

ASTORIA*

13,098

312

8.4

83

158

5

Washington Mutual

11,343

373

7.3

136

83

6

NY Community

10,420

(490)

6.7

128

81

7

HSBC

9,956

91

6.4

93

107

8

Commerce

6,036

1,079

3.9

57

106

9

Bank of America

5,250

213

3.4

117

45

10

Sovereign

3,510

(1,668)

2.3

36

98

     Total - Top 10

$

127,983

$

(6)

81.9

%

1,264

$101

     Total - Core Market

$

156,311

$

3,052

100.0

%

1,639

$95

Deposits

(1)

Branches

# of

Brooklyn, Queens, Nassau and Suffolk

* Astoria’s deposits highlighted above are comprised of  retail community deposits.  Astoria does not solicit broker or municipal deposits.

Source:  FDIC Summary of Deposits.  Data as of June 30, 2007.

Market Share Trend 1999 - 2007

(1) 1999 deposits and number of branches have been adjusted to include the effect of merger and acquisition activity and pending transactions.

22

($ in millions)

June 07

June 99-07

June 99-07

June 2007

June 99-07

Market

Market Share

Change in #

Institution

Deposits

(1)

$

Growth

(1)

%

Share

Gain/Loss

of Branches

1

Commerce

$

6,036

$

6,036

100.0

%

3.9

%

3.9

%

57

2

Chase

28,583

9,653

51.0

18.3

1.3

(4)

3

ASTORIA*

13,098

3,904

42.5

8.4

0.1

(1)

4

NY Community

10,420

2,377

29.6

6.7

(0.5)

28

5

Citibank

18,367

4,526

32.7

11.8

(0.6)

(21)

6

Sovereign

3,510

335

10.6

2.3

(0.6)

7

7

Washington Mutual

11,343

2,153

23.4

7.3

(1.0)

58

8

HSBC

9,956

1,425

16.7

6.4

(1.3)

(7)

9

Capital One/North Fork

21,420

4,043

23.3

13.7

(1.9)

7

10

Bank of America

5,250

(2,688)

(33.9)

3.4

(3.7)

(7)

     Total - Top 10

$

127,983

$

31,764

33.0

%

81.9

%

(4.5)

%

+ 117

     Total - Core Market

$

156,311

$

44,968

40.4

%

100.0

%

+ 255

Acquisition with organic growth vs. de-novo branching

Differentiation from competition

–Maintain pricing discipline

–Pro-active sales culture

–Focus on customer service

–Strong support of local community-based organizations
and activities

Retail Banking

23

Performance based on Enthusiasm, A ctions and Knowledge

“Sales Oriented and Service Obsessed”

A “needs” based approach to sales rather than “product”
based approach

Highly interactive program – daily and weekly meetings
create a focus that is shared throughout the branch network

Incentives for strong performance, both individual and team

Sales – PEAK Process

24

Key Findings : Favorably Positioned Against Competitors

• 71% of Astoria customers are highly satisfied

• 71% of Astoria customers are highly likely to recommend

Astoria to friend/family member

• Astoria customers are 22% more likely to net increase their

deposit relationship than are competitor customers

•Satisfaction with the branch is by far the strongest driver of
overall satisfaction–  86% of Astoria customers are highly
satisfied with quality of branch service

Customer Satisfaction

25

•Education First

Supports lifelong learning, promotes savings and provides meaningful financial solutions to improve the way our customers live

•Neighborhood Outreach

Supports local organizations that enrich the communities within our market
area

Nearly 1,000 community-based organizations supported annually

•Results/Recognition

Six consecutive “Outstanding” Community Reinvestment Act ratings by

OTS

Astoria Federal:  An integral part of the fabric of the communities we serve

Community Involvement

Key Initiatives

26

* Note:58% of the households that have a retail CD or Liquid CD account also have a low
cost checking, savings or money market account relationship.

  At September 30, 2007

Total - $13.3 Billion

*Retail CDs: $8.1B

  Rate: 4.80%

Money Market: $0.4B

Rate: 1.01%

Savings: $1.9B

Rate: 0.40%

*Liquid CDs: $1.5B

  Rate: 4.46%

Now/Demand: $1.4B

Rate: 0.06%

Core Community Deposits

27

*   Most recent data available for All US Thrifts and NY Thrifts is for the quarter ended June 30, 2007.  AF is annualized for the nine
months ended September 30, 2007.  

Source: SNL Financial – Median Ratios

(1)   G&A expense ratio represents general and administrative expense divided by average assets.

G&A Expense Ratio⁽¹⁾

28

U.S. Court of Appeals for the Federal Circuit reversed AF award of $436
million on February 1, 2007 in the LISB case

– AF filed a petition for rehearing or rehearing en banc on April 2, 2007 with
the U.S. Court of Appeals for the Federal Circuit.  Acting en banc, the Court
returned the case to the original three judge panel.  On September 13, 2007,
the panel withdrew and vacated its earlier decision and rendered a new
opinion.  The new opinion also reversed AF’s award of $436 million.  AF has
again filed with the court a petition for rehearing or rehearing en banc.

Remaining goodwill litigation claim

–$160 million of original supervisory goodwill created by

Fidelity NY

–Trial commenced on April 19, 2007 before the U.S. Court of

Federal Claims

– Evidentiary phase has been concluded. Post trial motions and closing
arguments are expected to be concluded in the fourth quarter of 2007

Goodwill Claims - Update

29

We anticipate the yield curve will remain positively sloped for the remainder
of 2007 and 2008 which should result in earning asset growth and an
expansion of our net interest margin in 2008

Strategies

•Remain focused

Grow loans, deposits and earning assets

Capitalize on mortgage banking dislocation

Lending standards further tightened

Maintain pricing discipline

Reduce securities

•Maintain superior operating efficiency

•Continue buying back AF stock, maintaining tangible capital levels
between 4.50% and 4.75%

Objective:  Produce solid returns

Outlook for remainder of 2007 & 2008

30

Strong balance sheet – superior asset quality

Attractive banking franchise

Dominant deposit market share in core market

Superior operating efficiency

Well capitalized

Proactive Capital Management

Stock repurchase program in place

26% compounded annual growth in dividend^*

Over $2.4 billion returned to shareholders in the past 10+
years

*  CAGR from 1995, commencement of quarterly dividend, to 4Q07 annualized

Investment Merits

31

AF:  A Record of Enhancing Shareholder Value

Addendum

Addendum

35

67

Support Services

Arnold K. Greenberg

Executive Vice President

26

54

Legal

Alan P. Eggleston

EVP, Secretary & General Counsel

31

54

Mortgage Lending

Gary T. McCann

Executive Vice President

37

61

Retail Banking

Gerard C. Keegan

Vice Chairman & CAO

18

44

Chief Financial Officer

Frank E. Fusco

Executive Vice President & CFO

33

57

Chief Operating Officer

Monte N. Redman

President & COO

36

69

Chief Executive Officer

George L. Engelke, Jr.

Chairman & CEO

Yrs. in
Banking

Age

Responsibility

Solid and Seasoned Management Team

33

September 30, 2007

Shares Outstanding: 96,203,234

Ownership Profile

34

(1)  Branches sold in 1999

(2)  One satellite office closed in 1997

$11,590

86

TOTAL

6,600

35

Long Island Bancorp, Inc.

1998

2,400

14

The Greater NY Savings Bank

1997

1,800

18

Fidelity New York⁽²⁾

1995

280

4

Whitestone Savings (RTC)

1990

205

4

Oneonta Federal⁽¹⁾

1987

25

1

Chenango Federal⁽¹⁾

1984

100

3

Hastings-on-Hudson Federal

1982

130

5

Citizens Savings (FSLIC)

1979

$       50

2

Metropolitan Federal

1973

Assets

# Branches

Thrift

Year

(in millions)

Acquisition History

35

Source:  MBA National Delinquency Survey.   Beginning with 3Q02, MBA statistics for conventional loans excludes sub-prime loans.

1-4 Family Delinquency Ratios: AF vs. MBA

36

By Delivery Channel

(In Billions)

$5.6B

$3.2B

$3.3B

$2.7B

$3.0B

1-4 Family Mortgage Loan Originations

37

At September 30, 2007

Total Multifamily/CRE Portfolio

$4.0 Billion

New York,

New Jersey,

Connecticut

92%

Geographic Composition of Multifamily/CRE Portfolio Loans

38

Mortgage Bankers Association

-

MBA

Office of Thrift Supervision

-

OTS

Mortgage-Backed Securities

-

MBS

Loan-To-Value Ratio

-

LTV

Institutional Shareholder Services

-

ISS

Compounded Annual Growth Rate

-

CAGR

Government Sponsored Enterprise

-

GSE

Employee Stock Ownership Plan

-

ESOP

Commercial Real Estate

-

CRE

Adjustable Rate Mortgage

-

ARM

Glossary

39

www.astoriafederal.com