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): August 19, 2009

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):

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

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

[  ] 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))

ITEMS 1 THROUGH 4 AND ITEMS 6 THROUGH 8 NOT APPLICABLE.

Item 5.02(d).Election of Directors

At meetings of the Boards of Directors of Astoria Financial Corporation (the “Company”) and its wholly owned subsidiary, Astoria Federal Savings and Loan Association (the “Association”) held on August 19, 2009, the Boards of Directors of the Company and the Association each took the requisite action to expand the size of their respective Boards of Directors to 10 individuals and elected Mr. Brian M. Leeney to fill the vacant seat created thereby. In each case, Mr. Leeney was elected to the class of directors who will serve until the respective annual meeting of shareholders of the Company and the Association held in 2010, and, in any case, until their successors are duly elected and qualified.

Mr. Leeney was not appointed to serve on any committees of the Board of Directors of the Company or the Association at this time.

A press release announcing Mr. Leeney’s election to the Boards of Directors of the Company and the Association and describing Mr. Leeney’s background is attached as Exhibit 99.1 and is incorporated by reference herein.

Mr. Leeney does not have any direct or indirect interest in any transactions which would require disclosure by the Company pursuant to Securities and Exchange Commission Regulation S-K Item 404(a).

At the time of his election, Mr. Leeney was awarded 2,000 shares of restricted Company common stock (par value $0.01 per share) as a discretionary grant pursuant to the Astoria Financial Corporation 2007 Non-Employee Director Stock Plan, which was previously approved by the Company’s shareholders. The shares, which include both dividend and voting rights, will vest on February 2, 2012, or earlier upon Mr. Leeney’s death, disability or Mandatory Retirement or Involuntary Termination, both as defined in the Plan, or in the case of a Change of Control, as also defined in the Plan.

Item 9.01.Financial Statements and Exhibits.

(d)           Exhibits.

The following Exhibit is filed as part of this report:

Exhibit 99.1                                Press release dated August 19, 2009.

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/ Alan P. Eggleston
	Alan P. Eggleston
	Executive Vice President, Secretary and General Counsel

Dated:  August 19, 2009

EXHIBIT INDEX
Exhibit Number	Description
99.1	Press release dated August 19, 2009.

EX-99.1

     

Contact:     Peter J. Cunningham First Vice President, Investor Relations 516-327-7877 ir@astoriafederal.com

FOR IMMEDIATE RELEASE

ASTORIA FINANCIAL CORPORATION NAMES

BRIAN M. LEENEY TO BOARD OF DIRECTORS

Lake Success, New York, August 19, 2009 -- Astoria Financial Corporation (NYSE: AF) (the “Company”), the holding company for Astoria Federal Savings and Loan Association (“Astoria Federal”), announced today that their Boards of Directors appointed Brian M. Leeney to serve as a director of both the Company and Astoria Federal.

Mr. Leeney, 59, is a retired career commercial banking executive with 35 years experience in various financial capacities, most recently as Executive Vice President with Allied Irish Banks USA where his responsibilities included among other things, commercial real estate, credit underwriting, administration, national brand development and mergers and acquisitions.

A graduate of Trinity College, Dublin University, with a Master of Science in management, Mr. Leeney’s prior board affiliations include the Institute of International Bankers, Bankers Association for Foreign Trade, and the Conference of State Banking Supervisors, Washington, D.C.  He is also a member of the Irish Chamber of Commerce, USA and the Irish Educational Development Foundation in New York and Dublin, Ireland and is a Director of the St. Patrick’s Day Parade Inc., New York and a Director of Cancer Support Team, Mamaroneck, New York.

Commenting on Mr. Leeney’s appointment, George L. Engelke, Jr., Chairman and Chief Executive Officer of both the Company and Astoria Federal said, “I am delighted that Brian will be joining the Boards of both Astoria Financial Corporation and Astoria Federal.  His solid financial and management background will serve us well as we execute our business plan and implement strategies to enhance shareholder value.”

Astoria Financial Corporation, with assets of $21.1 billion, is the holding company for Astoria Federal Savings and Loan Association.  Established in 1888, Astoria Federal, with deposits in New York totaling $13.6 billion, is the largest thrift depository headquartered in New York and embraces its philosophy of “Putting people first” by providing the customers and local communities it serves with quality financial products and services through 85 convenient banking office locations and multiple delivery channels, including its enhanced website, www.astoriafederal.com. Astoria Federal commands the fourth largest deposit market share in the attractive Long Island market, which includes Brooklyn, Queens, Nassau, and Suffolk counties with a population exceeding that of 38 individual states.  Astoria Federal originates mortgage loans through its banking and loan production offices in New York, an extensive broker network covering sixteen states, primarily along the East Coast, and the District of Columbia, and through correspondent relationships covering seventeen states and the District of Columbia.

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