10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2011

OR

o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from                                                                                     to

Commission file number 001-11967

ASTORIA FINANCIAL CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	11-3170868
(State or other jurisdiction of	(I.R.S. Employer Identification
incorporation or organization)	Number)
One Astoria Federal Plaza, Lake Success, New York	11042-1085
(Address of principal executive offices)	(Zip Code)

(516) 327-3000

(Registrant's telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all the reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

YES x NO o

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (Section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). YES x NO o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company (as these items are defined in Rule 12b-2 of the Exchange Act).

Large accelerated filer x Accelerated filer o Non-accelerated filer o Smaller reporting company o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  YES o NO x

Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date.

Classes of Common Stock	Number of Shares Outstanding, October 27, 2011
$.01 Par Value	98,537,391

PART I -- FINANCIAL INFORMATION
		Page
Item 1.	Financial Statements (Unaudited):
	Consolidated Statements of Financial Condition at September 30, 2011 and December 31, 2010	2
	Consolidated Statements of Income for the Three and Nine Months Ended September 30, 2011 and 2010	3
	Consolidated Statement of Changes in Stockholders' Equity for the Nine Months Ended September 30, 2011	4
	Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2011 and 2010	5
	Notes to Consolidated Financial Statements	6
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	27
Item 3.	Quantitative and Qualitative Disclosures about Market Risk	64
Item 4.	Controls and Procedures	67
PART II -- OTHER INFORMATION
Item 1.	Legal Proceedings	67
Item 1A.	Risk Factors	69
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	71
Item 3.	Defaults Upon Senior Securities	71
Item 4.	(Removed and Reserved)	71
Item 5.	Other Information	71
Item 6.	Exhibits	71
Signatures		71

1

ASTORIA FINANCIAL CORPORATION AND SUBSIDIARIES

Consolidated Statements of Financial Condition

	(Unaudited)
(In Thousands, Except Share Data)	At September 30, 2011			At December 31, 2010
Assets:
Cash and due from banks	$	110,886		$	67,476
Repurchase agreements		-			51,540
Available-for-sale securities:
Encumbered		316,229			516,540
Unencumbered		85,794			45,413
Total available-for-sale securities		402,023			561,953
Held-to-maturity securities, fair value of $2,135,140 and $2,042,110, respectively:
Encumbered		1,564,495			1,817,431
Unencumbered		510,534			186,353
Total held-to-maturity securities		2,075,029			2,003,784
Federal Home Loan Bank of New York stock, at cost		126,759			149,174
Loans held-for-sale, net		13,957			44,870
Loans receivable		13,319,577			14,223,047
Allowance for loan losses		(178,351	)		(201,499	)
Loans receivable, net		13,141,226			14,021,548
Mortgage servicing rights, net		8,254			9,204
Accrued interest receivable		48,227			55,492
Premises and equipment, net		120,373			133,362
Goodwill		185,151			185,151
Bank owned life insurance		408,614			410,418
Real estate owned, net		50,762			63,782
Other assets		285,387			331,515
Total assets	$	16,976,648		$	18,089,269
Liabilities:
Deposits:
Savings	$	2,760,922		$	2,664,859
Money market		864,253			376,302
NOW and demand deposit		1,809,662			1,774,790
Liquid certificates of deposit		301,221			468,730
Certificates of deposit		5,531,089			6,314,319
Total deposits		11,267,147			11,599,000
Reverse repurchase agreements		1,700,000			2,100,000
Federal Home Loan Bank of New York advances		1,944,000			2,391,000
Other borrowings, net		378,481			378,204
Mortgage escrow funds		132,622			109,374
Accrued expenses and other liabilities		269,853			269,911
Total liabilities		15,692,103			16,847,489
Stockholders' Equity:
Preferred stock, $1.00 par value (5,000,000 shares authorized; none issued and outstanding)		-			-
Common stock, $.01 par value (200,000,000 shares authorized; 166,494,888 shares issued; and 98,537,391 and 97,877,469 shares outstanding, respectively)		1,665			1,665
Additional paid-in capital		871,153			864,744
Retained earnings		1,862,215			1,848,095
Treasury stock (67,957,497 and 68,617,419 shares, at cost, respectively)		(1,404,318	)		(1,417,956	)
Accumulated other comprehensive loss		(36,990	)		(42,161	)
Unallocated common stock held by ESOP (2,505,716 and 3,441,130 shares, respectively)		(9,180	)		(12,607	)
Total stockholders' equity		1,284,545			1,241,780
Total liabilities and stockholders' equity	$	16,976,648		$	18,089,269

See accompanying Notes to Consolidated Financial Statements.

2

ASTORIA FINANCIAL CORPORATION AND SUBSIDIARIES

Consolidated Statements of Income (Unaudited)

	For the				For the
	Three Months Ended				Nine Months Ended
	September 30,				September 30,
(In Thousands, Except Share Data)	2011		2010		2011		2010
Interest income:
One-to-four family mortgage loans	$	105,769	$	130,936	$	332,314	$	408,640
Multi-family, commercial real estate and construction mortgage loans		39,338		48,446		124,915		149,169
Consumer and other loans		2,461		2,656		7,477		7,975
Mortgage-backed and other securities		19,670		25,336		63,432		86,319
Repurchase agreements and interest-earning cash accounts		54		188		221		257
Federal Home Loan Bank of New York stock		1,432		1,999		5,386		6,416
Total interest income		168,724		209,561		533,745		658,776
Interest expense:
Deposits		33,486		46,144		106,156		149,182
Borrowings		44,594		57,392		139,694		177,268
Total interest expense		78,080		103,536		245,850		326,450
Net interest income		90,644		106,025		287,895		332,326
Provision for loan losses		10,000		20,000		27,000		100,000
Net interest income after provision for loan losses		80,644		86,025		260,895		232,326
Non-interest income:
Customer service fees		11,867		12,463		35,696		39,128
Other loan fees		637		974		2,374		2,546
Mortgage banking income, net		40		631		2,843		2,788
Income from bank owned life insurance		2,738		2,383		7,602		6,735
Other		1,260		2,161		3,110		9,279
Total non-interest income		16,542		18,612		51,625		60,476
Non-interest expense:
General and administrative:
Compensation and benefits		39,496		35,999		113,197		105,884
Occupancy, equipment and systems		16,178		16,506		48,667		49,592
Federal deposit insurance premiums		10,837		6,509		27,529		19,722
Advertising		2,623		1,743		6,356		4,557
Other		9,462		10,147		28,420		35,236
Total non-interest expense		78,596		70,904		224,169		214,991
Income before income tax expense		18,590		33,733		88,351		77,811
Income tax expense		7,374		12,282		32,906		27,888
Net income	$	11,216	$	21,451	$	55,445	$	49,923
Basic earnings per common share	$	0.12	$	0.23	$	0.58	$	0.53
Diluted earnings per common share	$	0.12	$	0.23	$	0.58	$	0.53
Basic weighted average common shares		93,338,310		91,863,115		93,009,518		91,650,000
Diluted weighted average common and common equivalent shares		93,338,310		91,863,115		93,009,518		91,650,045

See accompanying Notes to Consolidated Financial Statements.

3

ASTORIA FINANCIAL CORPORATION AND SUBSIDIARIES

Consolidated Statement of Changes in Stockholders' Equity (Unaudited)

For the Nine Months Ended September 30, 2011

															Accumulated			Unallocated
						Additional									Other			Common
				Common		Paid-in			Retained			Treasury			Comprehensive			Stock Held
(In Thousands, Except Share Data)	Total			Stock		Capital			Earnings			Stock			Loss			by ESOP
Balance at December 31, 2010	$	1,241,780		$	1,665	$	864,744		$	1,848,095		$	(1,417,956	)	$	(42,161	)	$	(12,607	)
Comprehensive income:
Net income		55,445			-		-			55,445			-			-			-
Other comprehensive income, net of tax:
Net unrealized gain on securities		810			-		-			-			-			810			-
Reclassification of prior service cost		45			-		-			-			-			45			-
Reclassification of net actuarial loss		4,173			-		-			-			-			4,173			-
Reclassification of loss on cash flow hedge		143			-		-			-			-			143			-
Comprehensive income		60,616
Dividends on common stock ($0.39 per share)		(37,072	)		-		-			(37,072	)		-			-			-
Restricted stock grants (680,650 shares)		-			-		(9,656	)		(4,410	)		14,066			-			-
Forfeitures of restricted stock (20,728 shares)		-			-		292			136			(428	)		-			-
Stock-based compensation		6,953			-		6,932			21			-			-			-
Net tax benefit excess from stock-based compensation		181			-		181			-			-			-			-
Allocation of ESOP stock		12,087			-		8,660			-			-			-			3,427
Balance at September 30, 2011	$	1,284,545		$	1,665	$	871,153		$	1,862,215		$	(1,404,318	)	$	(36,990	)	$	(9,180	)

See accompanying Notes to Consolidated Financial Statements.

4

ASTORIA FINANCIAL CORPORATION AND SUBSIDIARIES

Consolidated Statements of Cash Flows (Unaudited)

	For the Nine Months Ended
	September 30,
(In Thousands)	2011			2010
Cash flows from operating activities:
Net income	$	55,445		$	49,923
Adjustments to reconcile net income to net cash provided by operating activities:
Net premium amortization on loans		20,871			24,584
Net amortization on securities and borrowings		5,133			1,683
Net provision for loan and real estate losses		29,666			102,036
Depreciation and amortization		8,716			8,436
Net gain on sales of loans		(2,327	)		(3,659	)
Net loss (gain) on dispositions of premises and equipment		282			(132	)
Other asset impairment charges		448			1,519
Originations of loans held-for-sale		(127,476	)		(171,086	)
Proceeds from sales and principal repayments of loans held-for-sale		155,104			183,316
Stock-based compensation and allocation of ESOP stock		19,040			14,447
Decrease in accrued interest receivable		7,265			4,353
Mortgage servicing rights amortization and valuation allowance adjustments, net		2,593			2,713
Bank owned life insurance income and insurance proceeds received, net		1,804			(6,735	)
Decrease (increase) in other assets		45,333			(1,606	)
Increase (decrease) in accrued expenses and other liabilities		6,456			(6,425	)
Net cash provided by operating activities		228,353			203,367
Cash flows from investing activities:
Originations of loans receivable		(1,673,690	)		(1,959,185	)
Loan purchases through third parties		(763,060	)		(363,323	)
Principal payments on loans receivable		3,189,854			2,960,693
Proceeds from sales of delinquent and non-performing loans		20,401			37,583
Purchases of securities held-to-maturity		(651,260	)		(563,456	)
Principal payments on securities held-to-maturity		575,162			946,413
Principal payments on securities available-for-sale		161,187			205,782
Net redemptions of Federal Home Loan Bank of New York stock		22,415			15,428
Proceeds from sales of real estate owned, net		71,013			59,679
Purchases of premises and equipment		(10,405	)		(7,616	)
Proceeds from sales of premises and equipment		14,396			125
Net cash provided by investing activities		956,013			1,332,123
Cash flows from financing activities:
Net decrease in deposits		(331,853	)		(704,952	)
Net decrease in borrowings with original terms of three months or less		(6,000	)		(90,000	)
Proceeds from borrowings with original terms greater than three months		200,000			525,000
Repayments of borrowings with original terms greater than three months		(1,041,000	)		(1,100,000	)
Net increase in mortgage escrow funds		23,248			32,642
Cash dividends paid to stockholders		(37,072	)		(36,520	)
Cash received for options exercised		-			112
Net tax benefit excess from stock-based compensation		181			212
Net cash used in financing activities		(1,192,496	)		(1,373,506	)
Net (decrease) increase in cash and cash equivalents		(8,130	)		161,984
Cash and cash equivalents at beginning of period		119,016			111,570
Cash and cash equivalents at end of period	$	110,886		$	273,554
Supplemental disclosures:
Interest paid	$	241,663		$	321,646
Income taxes paid	$	35,624		$	38,445
Additions to real estate owned	$	60,659		$	71,257
Loans transferred to held-for-sale	$	17,428		$	52,600

See accompanying Notes to Consolidated Financial Statements.

5

ASTORIA FINANCIAL CORPORATION AND SUBSIDIARIES

Notes to Consolidated Financial Statements (Unaudited)

1. Basis of Presentation

The accompanying consolidated financial statements include the accounts of Astoria Financial Corporation and its wholly-owned subsidiaries: Astoria Federal Savings and Loan Association and its subsidiaries, referred to as Astoria Federal, and AF Insurance Agency, Inc.  As used in this quarterly report, “we,” “us” and “our” refer to Astoria Financial Corporation and its consolidated subsidiaries.  All significant inter-company accounts and transactions have been eliminated in consolidation.

In addition to Astoria Federal and AF Insurance Agency, Inc., we have another subsidiary, Astoria Capital Trust I, which is not consolidated with Astoria Financial Corporation for financial reporting purposes.  Astoria Capital Trust I was formed for the purpose of issuing $125.0 million aggregate liquidation amount of 9.75% Capital Securities due November 1, 2029, or Capital Securities, and $3.9 million of common securities which are owned by Astoria Financial Corporation, and using the proceeds to acquire Junior Subordinated Debentures issued by Astoria Financial Corporation.  The Junior Subordinated Debentures total $128.9 million, have an interest rate of 9.75%, mature on November 1, 2029 and are the sole assets of Astoria Capital Trust I.  The Junior Subordinated Debentures are prepayable, in whole or in part, at our option at declining premiums to November 1, 2019, after which the Junior Subordinated Debentures are prepayable at par value.  The Capital Securities have the same prepayment provisions as the Junior Subordinated Debentures.  Astoria Financial Corporation has fully and unconditionally guaranteed the Capital Securities along with all obligations of Astoria Capital Trust I under the trust agreement relating to the Capital Securities.  See Note 9 of Notes to Consolidated Financial Statements included in Item 8, “Financial Statements and Supplementary Data” of our 2010 Annual Report on Form 10-K for restrictions on our subsidiaries’ ability to pay dividends to us.

In our opinion, the accompanying consolidated financial statements contain all adjustments (consisting only of normal recurring adjustments) necessary for a fair presentation of our financial condition as of September 30, 2011 and December 31, 2010, our results of operations for the three and nine months ended September 30, 2011 and 2010, changes in our stockholders’ equity for the nine months ended September 30, 2011 and our cash flows for the nine months ended September 30, 2011 and 2010.  In preparing the consolidated financial statements, we are required to make estimates and assumptions that affect the reported amounts of assets and liabilities for the consolidated statements of financial condition as of September 30, 2011 and December 31, 2010, and amounts of revenues and expenses in the consolidated statements of income for the three and nine months ended September 30, 2011 and 2010.  The results of operations for the three and nine months ended September 30, 2011 are not necessarily indicative of the results of operations to be expected for the remainder of the year.  Certain information and note disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles, or GAAP, have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission, or SEC.  Certain reclassifications have been made to prior year amounts to conform to the current year presentation.  Past maturity certificates of deposit which do not have automatic renewal provisions and earn interest at the savings account rate upon maturity have been reclassified from certificate of deposit accounts to savings accounts.

6

These consolidated financial statements should be read in conjunction with our December 31, 2010 audited consolidated financial statements and related notes included in our 2010 Annual Report on Form 10-K.

2.  Securities

The following tables set forth the amortized cost and estimated fair value of securities available-for-sale and held-to-maturity at the dates indicated.

	At September 30, 2011
			Gross		Gross			Estimated
	Amortized		Unrealized		Unrealized			Fair
(In Thousands)	Cost		Gains		Losses			Value
Available-for-sale:
Residential mortgage-backed securities:
GSE (1) issuance REMICs and CMOs (2)	$	336,732	$	15,283	$	-		$	352,015
Non-GSE issuance REMICs and CMOs		17,408		-		(330	)		17,078
GSE pass-through certificates		25,027		1,026		(3	)		26,050
Total residential mortgage-backed securities		379,167		16,309		(333	)		395,143
Freddie Mac and Fannie Mae stock		15		6,880		(15	)		6,880
Total securities available-for-sale	$	379,182	$	23,189	$	(348	)	$	402,023
Held-to-maturity:
Residential mortgage-backed securities:
GSE issuance REMICs and CMOs	$	1,999,058	$	59,876	$	(1	)	$	2,058,933
Non-GSE issuance REMICs and CMOs		19,497		122		(1	)		19,618
GSE pass-through certificates		550		34		-			584
Total residential mortgage-backed securities		2,019,105		60,032		(2	)		2,079,135
Obligations of GSEs		52,861		241		(235	)		52,867
Obligations of states and political subdivisions		3,063		75		-			3,138
Total securities held-to-maturity	$	2,075,029	$	60,348	$	(237	)	$	2,135,140

(1) Government-sponsored enterprise

(2) Real estate mortgage investment conduits and collateralized mortgage obligations

	At December 31, 2010
			Gross		Gross			Estimated
	Amortized		Unrealized		Unrealized			Fair
(In Thousands)	Cost		Gains		Losses			Value
Available-for-sale:
Residential mortgage-backed securities:
GSE issuance REMICs and CMOs	$	490,302	$	18,931	$	-		$	509,233
Non-GSE issuance REMICs and CMOs		21,023		3		(362	)		20,664
GSE pass-through certificates		28,784		1,114		(2	)		29,896
Total residential mortgage-backed securities		540,109		20,048		(364	)		559,793
Freddie Mac and Fannie Mae stock		15		2,160		(15	)		2,160
Total securities available-for-sale	$	540,124	$	22,208	$	(379	)	$	561,953
Held-to-maturity:
Residential mortgage-backed securities:
GSE issuance REMICs and CMOs	$	1,933,650	$	47,191	$	(8,734	)	$	1,972,107
Non-GSE issuance REMICs and CMOs		40,363		352		(66	)		40,649
GSE pass-through certificates		772		51		-			823
Total residential mortgage-backed securities		1,974,785		47,594		(8,800	)		2,013,579
Obligations of GSEs		25,000		-		(468	)		24,532
Obligations of states and political subdivisions		3,999		-		-			3,999
Total securities held-to-maturity	$	2,003,784	$	47,594	$	(9,268	)	$	2,042,110

7

The following tables set forth the estimated fair values of securities with gross unrealized losses at the dates indicated, segregated between securities that have been in a continuous unrealized loss position for less than twelve months and those that have been in a continuous unrealized loss position for twelve months or longer at the dates indicated.

	At September 30, 2011
	Less Than Twelve Months					Twelve Months or Longer					Total
			Gross					Gross					Gross
	Estimated		Unrealized			Estimated		Unrealized			Estimated		Unrealized
(In Thousands)	Fair Value		Losses			Fair Value		Losses			Fair Value		Losses
Available-for-sale:
Non-GSE issuance REMICs and CMOs	$	512	$	(24	)	$	16,521	$	(306	)	$	17,033	$	(330	)
GSE pass-through certificates		757		(3	)		-		-			757		(3	)
Freddie Mac and Fannie Mae stock		-		-			-		(15	)		-		(15	)
Total temporarily impaired securities available-for-sale	$	1,269	$	(27	)	$	16,521	$	(321	)	$	17,790	$	(348	)
Held-to-maturity:
GSE issuance REMICs and CMOs	$	2,151	$	(1	)	$	-	$	-		$	2,151	$	(1	)
Non-GSE issuance REMICs and CMOs		1,363		(1	)		-		-			1,363		(1	)
Obligations of GSEs		24,757		(235	)		-		-			24,757		(235	)
Total temporarily impaired securities held-to-maturity	$	28,271	$	(237	)	$	-	$	-		$	28,271	$	(237	)

	At December 31, 2010
	Less Than Twelve Months					Twelve Months or Longer					Total
			Gross					Gross					Gross
	Estimated		Unrealized			Estimated		Unrealized			Estimated		Unrealized
(In Thousands)	Fair Value		Losses			Fair Value		Losses			Fair Value		Losses
Available-for-sale:
Non-GSE issuance REMICs and CMOs	$	276	$	(2	)	$	19,991	$	(360	)	$	20,267	$	(362	)
GSE pass-through certificates		1,775		(2	)		-		-			1,775		(2	)
Freddie Mac and Fannie Mae stock		-		-			-		(15	)		-		(15	)
Total temporarily impaired securities available-for-sale	$	2,051	$	(4	)	$	19,991	$	(375	)	$	22,042	$	(379	)
Held-to-maturity:
GSE issuance REMICs and CMOs	$	484,366	$	(8,734	)	$	-	$	-		$	484,366	$	(8,734	)
Non-GSE issuance REMICs and CMOs		-		-			1,744		(66	)		1,744		(66	)
Obligations of GSEs		24,532		(468	)		-		-			24,532		(468	)
Total temporarily impaired securities held-to-maturity	$	508,898	$	(9,202	)	$	1,744	$	(66	)	$	510,642	$	(9,268	)

We held 38 securities which had an unrealized loss at September 30, 2011 and 59 at December 31, 2010.  At September 30, 2011 and December 31, 2010, substantially all of the securities in an unrealized loss position had a fixed interest rate and the cause of the temporary impairment is directly related to the change in interest rates.  In general, as interest rates rise, the fair value of fixed rate securities will decrease; as interest rates fall, the fair value of fixed rate securities will increase.  We generally view changes in fair value caused by changes in interest rates as temporary, which is consistent with our experience.  None of the unrealized losses are related to credit losses.  Therefore, at September 30, 2011 and December 31, 2010, the impairments are deemed temporary based on (1) the direct relationship of the decline in fair value to movements in interest rates, (2) the estimated remaining life and high credit quality of the investments and (3) the fact that we do not intend to sell these securities and it is not more likely than not that we will be required to sell these securities before their anticipated recovery of the remaining amortized cost basis and we expect to recover the entire amortized cost basis of the security.

Held-to-maturity debt securities, excluding mortgage-backed securities, had an amortized cost of $55.9 million and a fair value of $56.0 million at September 30, 2011.  These securities have

8

contractual maturities in 2017 through 2019.  Actual maturities will differ from contractual maturities because issuers may have the right to prepay or call obligations with or without prepayment penalties.

The balance of accrued interest receivable for securities totaled $7.5 million at September 30, 2011 and $8.3 million at December 31, 2010.

At September 30, 2011, we held securities with an amortized cost of $52.9 million which are callable within one year and at various times thereafter.

3.  Loans Held-for-Sale

Loans held-for-sale, net, includes fifteen and thirty year fixed rate one-to-four family mortgage loans that conform to GSE guidelines (conforming) originated for sale as well as certain non-performing loans.  Upon our decision to sell certain delinquent and non-performing loans held in portfolio, we reclassify them to held-for-sale at the lower of cost or fair value, less estimated selling costs.  Non-performing loans held-for-sale, included in loans held-for-sale, net, totaled $6.7 million, net of a valuation allowance of $71,000, at September 30, 2011 and $10.9 million, net of a valuation allowance of $169,000, at December 31, 2010, consisting primarily of multi-family and commercial real estate mortgage loans.

We sold certain delinquent and non-performing loans totaling $20.4 million, net of charge-offs of $8.3 million, during the nine months ended September 30, 2011, primarily multi-family and one-to-four family mortgage loans, and $36.4 million, net of charge-offs of $20.9 million, during the nine months ended September 30, 2010, primarily multi-family and commercial real estate mortgage loans.  Net gain on sales of non-performing loans totaled $17,000 for the three months ended September 30, 2011 and net loss on sales of non-performing loans totaled $35,000 for the nine months ended September 30, 2011.  Net gain on sales of non-performing loans totaled $828,000 for the three months ended September 30, 2010 and $1.2 million for the nine months ended September 30, 2010.

We recorded net lower of cost or market write-downs on non-performing loans held-for-sale of $7,000 for the three months ended September 30, 2011 and $448,000 for the nine months ended September 30, 2011.  Net lower of cost or market recoveries on non-performing loans held-for-sale totaled $93,000 for the three months ended September 30, 2010 and net lower of cost or market write-downs on non-performing loans held-for-sale totaled $4,000 for the nine months ended September 30, 2010.  Lower of cost or market write-downs and recoveries on non-performing loans held-for-sale and gains and losses recognized on sales of such loans are included in other non-interest income in the consolidated statements of income.

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4.  Loans Receivable and Allowance for Loan Losses

The following tables set forth the composition of our loans receivable portfolio in dollar amounts and percentages of the portfolio and an aging analysis by segment and class at the dates indicated.

	At September 30, 2011
	30-59 Days		60-89 Days		90 Days or More Past Due				Total							Percent of Total
(Dollars in Thousands)	Past Due		Past Due		Accruing		Non-Accrual		Past Due		Current		Total
Mortgage loans (gross):
One-to-four family:
Full documentation:
Interest-only	$	31,206	$	12,908	$	-	$	110,126	$	154,240	$	2,865,507	$	3,019,747			22.80	%
Amortizing		32,568		5,838		-		40,637		79,043		5,863,731		5,942,774			44.88
Reduced documentation:
Interest-only		31,037		13,119		-		137,695		181,851		1,001,036		1,182,887			8.93
Amortizing		14,073		4,332		-		36,423		54,828		362,128		416,956			3.15
Total one-to-four family		108,884		36,197		-		324,881		469,962		10,092,402		10,562,364			79.76
Multi-family		29,847		5,869		1,006		33,021		69,743		1,615,496		1,685,239			12.73
Commercial real estate		512		1,960		-		10,914		13,386		679,395		692,781			5.23
Construction		-		-		-		4,660		4,660		8,201		12,861			0.10
Total mortgage loans		139,243		44,026		1,006		373,476		557,751		12,395,494		12,953,245			97.82
Consumer and other loans (gross):
Home equity lines of credit		4,417		656		-		5,426		10,499		254,849		265,348			2.00
Other		116		41		-		75		232		22,981		23,213			0.18
Total consumer and other loans		4,533		697		-		5,501		10,731		277,830		288,561			2.18
Total loans	$	143,776	$	44,723	$	1,006	$	378,977	$	568,482	$	12,673,324	$	13,241,806			100.00	%
Net unamortized premiums and deferred loan origination costs														77,771
Loans receivable														13,319,577
Allowance for loan losses														(178,351	)
Loans receivable, net													$	13,141,226

	At December 31, 2010
	30-59 Days		60-89 Days		90 Days or More Past Due				Total							Percent of Total
(Dollars in Thousands)	Past Due		Past Due		Accruing		Non-Accrual		Past Due		Current		Total
Mortgage loans (gross):
One-to-four family:
Full documentation:
Interest-only	$	41,608	$	18,029	$	-	$	105,982	$	165,619	$	3,646,143	$	3,811,762			26.96	%
Amortizing		29,666		5,170		464		45,256		80,556		5,191,615		5,272,171			37.28
Reduced documentation:
Interest-only		38,864		20,493		-		157,464		216,821		1,114,473		1,331,294			9.42
Amortizing		14,965		4,170		-		33,149		52,284		387,550		439,834			3.11
Total one-to-four family		125,103		47,862		464		341,851		515,280		10,339,781		10,855,061			76.77
Multi-family		33,627		6,056		381		29,814		69,878		2,117,991		2,187,869			15.47
Commercial real estate		2,925		-		-		6,529		9,454		762,200		771,654			5.46
Construction		-		-		-		6,097		6,097		9,048		15,145			0.11
Total mortgage loans		161,655		53,918		845		384,291		600,709		13,229,020		13,829,729			97.81
Consumer and other loans (gross):
Home equity lines of credit		3,991		351		-		5,464		9,806		272,647		282,453			2.00
Other		164		70		-		110		344		26,543		26,887			0.19
Total consumer and other loans		4,155		421		-		5,574		10,150		299,190		309,340			2.19
Total loans	$	165,810	$	54,339	$	845	$	389,865	$	610,859	$	13,528,210	$	14,139,069			100.00	%
Net unamortized premiums and deferred loan origination costs														83,978
Loans receivable														14,223,047
Allowance for loan losses														(201,499	)
Loans receivable, net													$	14,021,548

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The following tables set forth the changes in our allowance for loan losses by loan receivable segment for the periods indicated.

	For the Three Months Ended September 30, 2011
	Mortgage Loans										Consumer and Other Loans			Total
(In Thousands)	One-to-Four Family			Multi- Family		Commercial Real Estate		Construction
Balance at July 1, 2011	$	114,713		$	46,469	$	14,570	$	2,901		$	4,064		$	182,717
Provision charged to operations		7,418			1,937		1,195		(582	)		32			10,000
Charge-offs		(16,882	)		-		-		-			(105	)		(16,987	)
Recoveries		2,161			1		-		431			28			2,621
Balance at September 30, 2011	$	107,410		$	48,407	$	15,765	$	2,750		$	4,019		$	178,351

	For the Nine Months Ended September 30, 2011
	Mortgage Loans												Consumer and Other Loans			Total
(In Thousands)	One-to-Four Family			Multi- Family			Commercial Real Estate			Construction
Balance at January 1, 2011	$	125,524		$	52,786		$	15,563		$	3,480		$	4,146		$	201,499
Provision charged to operations		23,701			2,310			958			(805	)		836			27,000
Charge-offs		(50,361	)		(6,696	)		(756	)		(420	)		(1,072	)		(59,305	)
Recoveries		8,546			7			-			495			109			9,157
Balance at September 30, 2011	$	107,410		$	48,407		$	15,765		$	2,750		$	4,019		$	178,351

The following tables set forth the balances of our loans receivable by segment and impairment evaluation and the allowance for loan losses associated with such loans at the dates indicated.

	At September 30, 2011
	Mortgage Loans								Consumer and Other Loans		Total
(In Thousands)	One-to-Four Family		Multi- Family		Commercial Real Estate		Construction
Loans:
Individually evaluated for impairment	$	333,632	$	851,435	$	341,889	$	5,303	$	3,628	$	1,535,887
Collectively evaluated for impairment		10,228,732		833,804		350,892		7,558		284,933		11,705,919
Total loans	$	10,562,364	$	1,685,239	$	692,781	$	12,861	$	288,561	$	13,241,806
Allowance for loan losses:
Individually evaluated for impairment	$	10,622	$	34,449	$	11,411	$	2,511	$	54	$	59,047
Collectively evaluated for impairment		96,788		13,958		4,354		239		3,965		119,304
Total allowance for loan losses	$	107,410	$	48,407	$	15,765	$	2,750	$	4,019	$	178,351

	At December 31, 2010
	Mortgage Loans								Consumer and Other Loans		Total
(In Thousands)	One-to-Four Family		Multi- Family		Commercial Real Estate		Construction
Loans:
Individually evaluated for impairment	$	315,994	$	1,144,633	$	385,904	$	7,872	$	3,414	$	1,857,817
Collectively evaluated for impairment		10,539,067		1,043,236		385,750		7,273		305,926		12,281,252
Total loans	$	10,855,061	$	2,187,869	$	771,654	$	15,145	$	309,340	$	14,139,069
Allowance for loan losses:
Individually evaluated for impairment	$	12,541	$	34,124	$	10,784	$	3,250	$	51	$	60,750
Collectively evaluated for impairment		112,983		18,662		4,779		230		4,095		140,749
Total allowance for loan losses	$	125,524	$	52,786	$	15,563	$	3,480	$	4,146	$	201,499

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The following table summarizes information related to our impaired loans by segment and class at the dates indicated.  Impaired one-to-four family mortgage loans consist primarily of loans where a portion of the outstanding principal has been charged off.

	At September 30, 2011									At December 31, 2010
(In Thousands)	Unpaid Principal Balance		Recorded Investment		Related Allowance			Net Investment		Unpaid Principal Balance		Recorded Investment		Related Allowance			Net Investment
With an allowance recorded:
One-to-four family:
Full documentation:
Interest-only	$	10,825	$	10,825	$	(1,299	)	$	9,526	$	11,033	$	11,033	$	(1,980	)	$	9,053
Amortizing		4,028		4,028		(476	)		3,552		7,340		7,340		(947	)		6,393
Reduced documentation:
Interest-only		11,712		11,712		(1,406	)		10,306		10,234		10,234		(2,500	)		7,734
Amortizing		1,055		1,055		(127	)		928		1,032		1,032		(239	)		793
Multi-family		56,977		56,268		(17,989	)		38,279		51,793		51,084		(14,349	)		36,735
Commercial real estate		25,215		24,111		(6,337	)		17,774		19,929		18,825		(5,496	)		13,329
Construction		5,413		5,303		(2,511	)		2,792		6,546		6,435		(2,851	)		3,584
Without an allowance recorded:
One-to-four family:
Full documentation:
Interest-only		99,033		70,784		-			70,784		87,110		64,185		-			64,185
Amortizing		18,759		14,569		-			14,569		15,363		11,883		-			11,883
Reduced documentation:
Interest-only		159,722		112,800		-			112,800		145,091		105,905		-			105,905
Amortizing		20,378		15,294		-			15,294		15,786		12,009		-			12,009
Construction		-		-		-			-		1,200		639		-			639
Total impaired loans	$	413,117	$	326,749	$	(30,145	)	$	296,604	$	372,457	$	300,604	$	(28,362	)	$	272,242

The following table sets forth the average recorded investment, interest income recognized and cash basis interest income related to our impaired loans by segment and class for the periods indicated.

	For the Three Months Ended September 30, 2011						For the Nine Months Ended September 30, 2011
(In Thousands)	Average Recorded Investment		Interest Income Recognized		Cash Basis Interest Income		Average Recorded Investment		Interest Income Recognized		Cash Basis Interest Income
With an allowance recorded:
One-to-four family:
Full documentation:
Interest-only	$	10,566	$	102	$	107	$	10,713	$	338	$	343
Amortizing		3,997		39		43		5,814		127		127
Reduced documentation:
Interest-only		11,610		145		133		11,120		403		402
Amortizing		1,061		9		10		1,115		33		32
Multi-family		54,701		569		585		54,043		1,797		1,884
Commercial real estate		22,306		315		348		20,682		1,085		1,115
Construction		5,555		17		19		5,995		72		79
Without an allowance recorded:
One-to-four family:
Full documentation:
Interest-only		68,535		268		266		66,453		815		1,000
Amortizing		14,237		49		43		13,054		81		101
Reduced documentation:
Interest-only		109,726		403		424		108,676		1,493		1,697
Amortizing		14,714		96		90		13,848		227		234
Construction		320		-		-		479		-		-
Total impaired loans	$	317,328	$	2,012	$	2,068	$	311,992	$	6,471	$	7,014

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The following tables set forth the balances of our one-to-four family mortgage and consumer and other loan receivable segments by class and credit quality indicator at the dates indicated.

	At September 30, 2011
	One-to-Four Family Mortgage Loans								Consumer and Other Loans
	Full Documentation				Reduced Documentation				Home Equity
(In Thousands)	Interest-only		Amortizing		Interest-only		Amortizing		Lines of Credit		Other
Performing	$	2,909,621	$	5,902,137	$	1,045,192	$	380,533	$	259,922	$	23,138
Non-performing		110,126		40,637		137,695		36,423		5,426		75
Total	$	3,019,747	$	5,942,774	$	1,182,887	$	416,956	$	265,348	$	23,213

	At December 31, 2010
	One-to-Four Family Mortgage Loans								Consumer and Other Loans
	Full Documentation				Reduced Documentation				Home Equity
(In Thousands)	Interest-only		Amortizing		Interest-only		Amortizing		Lines of Credit		Other
Performing	$	3,705,780	$	5,226,451	$	1,173,830	$	406,685	$	276,989	$	26,777
Non-performing		105,982		45,720		157,464		33,149		5,464		110
Total	$	3,811,762	$	5,272,171	$	1,331,294	$	439,834	$	282,453	$	26,887

The following table sets forth the balances of our multi-family, commercial real estate and construction mortgage loan receivable segments by credit quality indicator at the dates indicated.

	At September 30, 2011									At December 31, 2010
(In Thousands)	Multi-Family			Commercial Real Estate			Construction			Multi-Family			Commercial Real Estate			Construction
Not classified		$	1,509,303		$	618,059		$	7,601		$	2,035,111		$	707,237		$	7,315
Classified			175,936			74,722			5,260			152,758			64,417			7,830
Total		$	1,685,239		$	692,781		$	12,861		$	2,187,869		$	771,654		$	15,145

On July 1, 2011, we adopted the guidance in Accounting Standards Update, or ASU, 2011-02, “A Creditor’s Determination of Whether a Restructuring Is a Troubled Debt Restructuring” which clarifies the guidance on a creditor’s evaluation of whether it has granted a concession in a debt restructuring and whether the debtor is experiencing financial difficulties in evaluating whether the debt restructuring constitutes a troubled debt restructuring.  The guidance in ASU 2011-02 was effective for the first interim or annual period beginning on or after June 15, 2011 and should be applied retrospectively to the beginning of the annual period of adoption.  As a result of applying this guidance, we did not identify receivables that were newly considered impaired.  In addition, ASU 2011-02 requires the disclosure of the information required by ASU 2010-20, “Receivables (Topic 310) Disclosures about the Credit Quality of Financing Receivables and the Allowance for Credit Losses,” which we adopted effective December 31, 2010, relative to modifications of financing receivables for interim and annual periods beginning on or after June 15, 2011.  Our adoption of ASU 2011-02 did not have an impact on our financial condition or results of operations.

We may agree to modify the contractual terms of a borrower’s loan.  In cases where such modifications represent a concession to a borrower experiencing financial difficulty, the modification is considered a troubled debt restructuring.  Loans modified in a troubled debt restructuring are placed on non-accrual status until we determine that future collection of principal and interest is reasonably assured, which requires that the borrower demonstrate performance according to the restructured terms generally for a period of six months.  Modifications as a result of a troubled debt restructuring may include, but are not limited to, interest rate modifications, payment deferrals, restructuring of payments to interest-only from amortizing and/or extensions of maturity dates.  Generally, loans modified in a troubled debt restructuring are individually classified as impaired and specific valuation allowances, which are

13

a component of our allowance for loan losses, are established.  The primary considerations in establishing specific valuation allowances are the current estimated value of a loan’s underlying collateral and the loan’s payment history.

The following table sets forth information about our loans receivable by segment and class at September 30, 2011 which were modified in a troubled debt restructuring during the periods indicated.

	Modifications During the Three Months Ended September 30, 2011						Modifications During the Nine Months Ended September 30, 2011
(Dollars In Thousands)	Number of Loans		Pre-Modification Recorded Investment		Recorded  Investment at September 30, 2011		Number of Loans		Pre-Modification Recorded Investment		Recorded  Investment at September 30, 2011
Mortgage loans:
One-to-four family:
Full documentation:
Interest-only		3	$	1,071	$	1,066		12	$	5,143	$	5,130
Reduced documentation:
Interest-only		5		1,495		1,383		24		10,269		10,119
Amortizing		2		284		238		5		721		667
Multi-family		3		2,097		2,072		13		9,057		8,934
Commercial real estate		1		950		910		4		7,176		6,692
Total		14	$	5,897	$	5,669		58	$	32,366	$	31,542

The following table sets forth information about our loans receivable by segment and class at September 30, 2011 which were modified in a troubled debt restructuring during the twelve months ended September 30, 2011 and had a payment default subsequent to the modification during the periods indicated.

	For the Three Months Ended				For the Nine Months Ended
	September 30, 2011				September 30, 2011
(Dollars In Thousands)	Number of Loans		Recorded Investment at September 30, 2011		Number of Loans		Recorded  Investment at September 30, 2011
Mortgage loans:
One-to-four family:
Full documentation:
Interest-only		1	$	339		4	$	1,442
Amortizing		-		-		1		161
Reduced documentation:
Interest-only		10		4,173		11		4,594
Amortizing		2		263		2		263
Multi-family		-		-		1		755
Total		13	$	4,775		19	$	7,215

For additional information regarding the composition of our loan portfolio, non-performing loans and our allowance for loan losses, see “Asset Quality” in Item 2, “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” or “MD&A.”

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5.  Premises and Equipment

On April 26, 2011, we sold an office building with a net carrying value of $14.6 million.  The building is located in Lake Success, New York, and formerly housed our lending operations which were relocated in March 2008 to a leased facility in Mineola, New York.  The proceeds from the sale of the building totaled $14.4 million.  A loss of $253,000, included in other non-interest income in the consolidated statement of income, was recognized in the 2011 second quarter.

6.  Earnings Per Share

The following table is a reconciliation of basic and diluted earnings per share.

	For the Three Months Ended						For the Nine Months Ended
	September 30,						September 30,
(In Thousands, Except Share Data)	2011			2010			2011			2010
Net income	$	11,216		$	21,451		$	55,445		$	49,923
Income allocated to participating securities (restricted stock)		(304	)		(502	)		(1,385	)		(1,185	)
Income attributable to common shareholders	$	10,912		$	20,949		$	54,060		$	48,738
Average number of common shares outstanding – basic		93,338,310			91,863,115			93,009,518			91,650,000
Dilutive effect of stock options (1)		-			-			-			45
Average number of common shares outstanding – diluted		93,338,310			91,863,115			93,009,518			91,650,045
Income per common share attributable to common shareholders:
Basic	$	0.12		$	0.23		$	0.58		$	0.53
Diluted	$	0.12		$	0.23		$	0.58		$	0.53

 (1) Excludes options to purchase 6,868,628 shares of common stock which were outstanding during the three months ended September 30, 2011; options to purchase 7,939,626 shares of common stock which were outstanding during the three months ended September 30, 2010; options to purchase 6,891,205 shares of common stock which were outstanding during the nine months ended September 30, 2011; and options to purchase 7,990,736 shares of common stock which were outstanding during the nine months ended September 30, 2010 because their inclusion would be anti-dilutive.

7. Pension Plans and Other Postretirement Benefits

The following tables set forth information regarding the components of net periodic cost for our defined benefit pension plans and other postretirement benefit plan.

							Other Postretirement
	Pension Benefits						Benefits
	For the Three Months Ended						For the Three Months Ended
	September 30,						September 30,
(In Thousands)	2011			2010			2011			2010
Service cost	$	1,161		$	928		$	132		$	139
Interest cost		3,054			2,905			340			358
Expected return on plan assets		(2,662	)		(2,354	)		-			-
Recognized net actuarial loss		2,111			1,633			36			-
Amortization of prior service cost (credit)		47			61			(24	)		(24	)
Net periodic cost	$	3,711		$	3,173		$	484		$	473

15

							Other Postretirement
	Pension Benefits						Benefits
	For the Nine Months Ended						For the Nine Months Ended
	September 30,						September 30,
(In Thousands)	2011			2010			2011			2010
Service cost	$	3,482		$	2,795		$	397		$	318
Interest cost		9,159			8,701			1,020			924
Expected return on plan assets		(7,986	)		(7,065	)		-			-
Recognized net actuarial loss		6,334			4,838			110			-
Amortization of prior service cost (credit)		143			185			(74	)		(74	)
Net periodic cost	$	11,132		$	9,454		$	1,453		$	1,168

8.  Stock Incentive Plans

During the nine months ended September 30, 2011, 658,530 shares of restricted stock were granted to select officers under the 2005 Re-designated, Amended and Restated Stock Incentive Plan for Officers and Employees of Astoria Financial Corporation, or the 2005 Employee Stock Plan, and 22,120 shares of restricted stock were granted to directors under the Astoria Financial Corporation 2007 Non-Employee Directors Stock Plan, as amended, or the 2007 Director Stock Plan.  Of the restricted stock granted to select officers, 70,260 shares vest one-third per year beginning December 14, 2011 and annually thereafter, 508,270 shares vest one-fifth per year beginning December 14, 2011 and annually thereafter, 15,000 shares vest on March 2, 2012 and  65,000 shares were granted under a performance-based award which, if the performance conditions are met, will vest on June 30, 2016.  In the event the grantee terminates his/her employment due to death or disability, or in the event we experience a change in control, as defined and specified in the 2005 Employee Stock Plan, all restricted stock granted pursuant to such plan immediately vests, except for the performance-based award which, in the event of death or disability prior to vesting, will remain outstanding subject to the performance and vesting conditions, unless otherwise settled.  The restricted stock granted in 2011 under the 2007 Director Stock Plan vests on January 31, 2014, although awards will immediately vest upon death, disability, mandatory retirement, involuntary termination or a change in control, as such terms are defined in the plan.

Restricted stock activity in our stock incentive plans for the nine months ended September 30, 2011 is summarized as follows:

	Number of Shares			Weighted Average Grant Date Fair Value
Nonvested at January 1, 2011		1,852,550		$	15.96
Granted		680,650			14.19
Vested		(36,585	)		(24.92	)
Forfeited		(20,728	)		(14.10	)
Nonvested at September 30, 2011		2,475,887			15.36

Stock-based compensation expense is recognized on a straight-line basis over the vesting period  and totaled $1.6 million, net of taxes of $850,000, for the three months ended September 30, 2011 and $4.5 million, net of taxes of $2.5 million, for the nine months ended September 30, 2011.  Stock-based compensation expense totaled $1.3 million, net of taxes of $715,000, for the three months ended September 30, 2010 and $3.8 million, net of taxes of $2.1 million, for the nine months ended September 30, 2010.  At September 30, 2011, pre-tax compensation cost related to all nonvested awards of restricted stock not yet recognized totaled $20.8 million and

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will be recognized over a weighted average period of approximately 3.0 years, which includes $860,000 of pre-tax compensation cost related to the 65,000 shares granted in 2011 under a performance-based award for which compensation cost will begin to be recognized when the achievement of the performance conditions becomes probable.

9.  Fair Value Measurements

We use fair value measurements to record fair value adjustments to certain assets and liabilities and to determine fair value disclosures.  Our securities available-for-sale are recorded at fair value on a recurring basis.  Additionally, from time to time, we may be required to record at fair value other assets or liabilities on a non-recurring basis, such as mortgage servicing rights, or MSR, loans receivable, certain assets held-for-sale and real estate owned, or REO.  These non-recurring fair value adjustments involve the application of lower of cost or market accounting or impairment write-downs of individual assets.  Additionally, in connection with our mortgage banking activities we have commitments to fund loans held-for-sale and commitments to sell loans, which are considered free-standing derivative instruments, the fair values of which are not material to our financial condition or results of operations.

We group our assets and liabilities at fair value in three levels, based on the markets in which the assets are traded and the reliability of the assumptions used to determine fair value.  These levels are:

•   Level 1 – Valuation is based upon quoted prices for identical instruments traded in active markets.

•   Level 2 – Valuation is based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active and model-based valuation techniques for which all significant assumptions are observable in the market.

•   Level 3 – Valuation is generated from model-based techniques that use significant assumptions not observable in the market.  These unobservable assumptions reflect our own estimates of assumptions that market participants would use in pricing the asset or liability.  Valuation techniques include the use of option pricing models, discounted cash flow models and similar techniques.  The results cannot be determined with precision and may not be realized in an actual sale or immediate settlement of the asset or liability.

We base our fair values on the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, with additional considerations when the volume and level of activity for an asset or liability have significantly decreased and on identifying circumstances that indicate a transaction is not orderly.  GAAP requires us to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value.

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The following is a description of valuation methodologies used for assets measured at fair value on a recurring basis.

Securities available-for-sale

Our available-for-sale securities portfolio is carried at estimated fair value on a recurring basis, with any unrealized gains and losses, net of taxes, reported as accumulated other comprehensive income/loss in stockholders' equity.

Residential mortgage-backed securities

Substantially all of our securities available-for-sale portfolio consists of residential mortgage-backed securities.  The fair values for these securities are obtained from an independent nationally recognized pricing service.  Our pricing service uses various modeling techniques to determine pricing for our mortgage-backed securities, including option pricing and discounted cash flow models.  The inputs to these models include benchmark yields, reported trades, broker/dealer quotes, issuer spreads, benchmark securities, bids, offers, reference data, monthly payment information and collateral performance.  At September 30, 2011, 96% of our available-for-sale residential mortgage-backed securities portfolio was comprised of GSE securities for which an active market exists for similar securities, making observable inputs readily available.

We analyze changes in the pricing service fair values from month to month taking into consideration changes in market conditions including changes in mortgage spreads, changes in treasury yields and changes in generic pricing on fifteen year and thirty year securities.  Each month we conduct a review of the estimated values of our fixed rate REMICs and CMOs available-for-sale which represent substantially all of these securities priced by our pricing service.  We generate prices based upon a “spread matrix” approach for estimating values.  Market spreads are obtained from independent third party firms who trade these types of securities.  Any notable differences between the pricing service prices and “spread matrix” prices on individual securities are analyzed further, including a review of prices provided by other independent parties, a yield analysis and review of average life changes using Bloomberg analytics and a review of historical pricing on the particular security.  Based upon our review of the prices provided by our pricing service, the fair values of securities incorporate observable market inputs commonly used by buyers and sellers of these types of securities at the measurement date in orderly transactions between market participants, and, as such, are classified as Level 2.

Freddie Mac and Fannie Mae stock

The fair values of the Freddie Mac and Fannie Mae stock in our available-for-sale portfolio are obtained from quoted market prices for identical instruments in active markets and, as such, are classified as Level 1.

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The following tables set forth the carrying value of our assets measured at fair value on a recurring basis and the level within the fair value hierarchy in which the fair value measurement falls at the dates indicated.

	Carrying Value at September 30, 2011
(In Thousands)	Total		Level 1		Level 2		Level 3
Securities available-for-sale:
Residential mortgage-backed securities:
GSE issuance REMICs and CMOs	$	352,015	$	-	$	352,015	$	-
Non-GSE issuance REMICs and CMOs		17,078		-		17,078		-
GSE pass-through certificates		26,050		-		26,050		-
Freddie Mac and Fannie Mae stock		6,880		6,880		-		-
Total securities available-for-sale	$	402,023	$	6,880	$	395,143	$	-

	Carrying Value at December 31, 2010
(In Thousands)	Total		Level 1		Level 2		Level 3
Securities available-for-sale:
Residential mortgage-backed securities:
GSE issuance REMICs and CMOs	$	509,233	$	-	$	509,233	$	-
Non-GSE issuance REMICs and CMOs		20,664		-		20,664		-
GSE pass-through certificates		29,896		-		29,896		-
Freddie Mac and Fannie Mae stock		2,160		2,160		-		-
Total securities available-for-sale	$	561,953	$	2,160	$	559,793	$	-

The following is a description of valuation methodologies used for assets measured at fair value on a non-recurring basis.

Non-performing loans held-for-sale, net

Non-performing loans held-for-sale consisted primarily of multi-family and commercial real estate mortgage loans at September 30, 2011 and December 31, 2010.  Fair values of non-performing loans held-for-sale are estimated through either bids received on the loans or a discounted cash flow analysis of the underlying collateral and adjusted as necessary, by management, to reflect current market conditions and, as such, are classified as Level 3.

Loans receivable, net (impaired loans)

Loans which meet certain criteria are evaluated individually for impairment.  A loan is considered impaired when, based upon current information and events, it is probable that we will be unable to collect all amounts due, including principal and interest, according to the contractual terms of the loan agreement.  Impaired loans were comprised primarily of one-to-four family mortgage loans at September 30, 2011 and December 31, 2010.  Our impaired loans are generally collateral dependent and, as such, are carried at the estimated fair value of the collateral less estimated selling costs.  Fair values are estimated through current appraisals, broker opinions or automated valuation models and adjusted as necessary, by management, to reflect current market conditions and, as such, are classified as Level 3.  Substantially all of the impaired loans at September 30, 2011 and December 31, 2010 for which a fair value adjustment was recognized were one-to-four family mortgage loans.

MSR, net

The right to service loans for others is generally obtained through the sale of one-to-four family mortgage loans with servicing retained.  MSR are carried at the lower of cost or estimated fair value.  The estimated fair value of MSR is obtained through independent third party valuations through an analysis of future cash flows, incorporating estimates of assumptions market

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participants would use in determining fair value including market discount rates, prepayment speeds, servicing income, servicing costs, default rates and other market driven data, including the market’s perception of future interest rate movements and, as such, are classified as Level 3.  At September 30, 2011, our MSR were valued based on expected future cash flows considering a weighted average discount rate of 10.95%, a weighted average constant prepayment rate on mortgages of 19.55% and a weighted average life of 3.9 years.  At December 31, 2010, our MSR were valued based on expected future cash flows considering a weighted average discount rate of 10.96%, a weighted average constant prepayment rate on mortgages of 19.94% and a weighted average life of 3.8 years.  Management reviews the assumptions used to estimate the fair value of MSR to ensure they reflect current and anticipated market conditions.

REO, net

REO represents real estate acquired as a result of foreclosure or by deed in lieu of foreclosure, substantially all of which were one-to-four family properties at September 30, 2011 and all of which were one-to-four family properties at December 31, 2010, and is carried, net of allowances for losses, at the lower of cost or fair value less estimated selling costs.  The fair value of REO is estimated through current appraisals, in conjunction with a drive-by inspection and comparison of the REO property with similar properties in the area by either a licensed appraiser or real estate broker.  As these properties are actively marketed, estimated fair values are periodically adjusted by management to reflect current market conditions and, as such, are classified as Level 3.

The following table sets forth the carrying value of those of our assets which were measured at fair value on a non-recurring basis at the dates indicated.  The fair value measurement for all of these assets falls within Level 3 of the fair value hierarchy.

	Carrying Value
(In Thousands)	At September 30, 2011		At December 31, 2010
Non-performing loans held-for-sale, net	$	6,728	$	10,895
Impaired loans		216,421		197,620
MSR, net		8,254		9,204
REO, net		40,456		53,990
Total	$	271,859	$	271,709

The following table provides information regarding the losses recognized on our assets measured at fair value on a non-recurring basis for the periods indicated.

	For the Nine Months Ended
	September 30,
(In Thousands)	2011			2010
Non-performing loans held-for-sale, net (1)		$	437		$	8,186
Impaired loans (2)			36,308			41,706
MSR, net (3)			336			221
REO, net (4)			5,658			13,081
Total		$	42,739		$	63,194

(1) Losses are charged against the allowance for loan losses in the case of a write-down upon the reclassification of a loan to held-for-sale.  Losses subsequent to the reclassification of a loan to held-for-sale are charged to other non-interest income.

(2) Losses are charged against the allowance for loan losses.

(3) Losses are charged to mortgage banking income, net.

(4) Losses are charged against the allowance for loan losses in the case of a write-down upon the transfer of a loan to REO.  Losses subsequent to the transfer of a loan to REO are charged to REO expense which is a component of other non-interest expense.

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10.  Fair Value of Financial Instruments

Quoted market prices available in formal trading marketplaces are typically the best evidence of fair value of financial instruments.  In many cases, financial instruments we hold are not bought or sold in formal trading marketplaces.  Accordingly, fair values are derived or estimated based on a variety of valuation techniques in the absence of quoted market prices.  Fair value estimates are made at a specific point in time, based on relevant market information about the financial instrument.  These estimates do not reflect any possible tax ramifications, estimated transaction costs, or any premium or discount that could result from offering for sale at one time our entire holdings of a particular financial instrument.  Because no market exists for a certain portion of our financial instruments, fair value estimates are based on judgments regarding future loss experience, current economic conditions, risk characteristics and other such factors.  These estimates are subjective in nature, involve uncertainties and, therefore, cannot be determined with precision.  Changes in assumptions could significantly affect the estimates.  For these reasons and others, the estimated fair value disclosures presented herein do not represent our entire underlying value.  As such, readers are cautioned in using this information for purposes of evaluating our financial condition and/or value either alone or in comparison with any other company.

The following table summarizes the carrying amounts and estimated fair values of our financial instruments which are carried on the consolidated statements of financial condition at either cost or at lower of cost or fair value, in accordance with GAAP, and not measured or recorded at fair value on a recurring basis.

	At September 30, 2011				At December 31, 2010
	Carrying		Estimated		Carrying		Estimated
(In Thousands)	Amount		Fair Value		Amount		Fair Value
Financial Assets:
Repurchase agreements	$	-	$	-	$	51,540	$	51,540
Securities held-to-maturity		2,075,029		2,135,140		2,003,784		2,042,110
FHLB-NY stock		126,759		126,759		149,174		149,174
Loans held-for-sale, net (1)		13,957		14,221		44,870		45,713
Loans receivable, net (1)		13,141,226		13,366,208		14,021,548		14,480,713
MSR, net (1)		8,254		8,256		9,204		9,214
Financial Liabilities:
Deposits		11,267,147		11,460,985		11,599,000		11,784,632
Borrowings, net		4,022,481		4,540,793		4,869,204		5,320,510

(1)  Includes totals for assets measured at fair value on a non-recurring basis as disclosed in Note 9.

Methods and assumptions used to estimate fair values are as follows:

Repurchase agreements

The carrying amounts of repurchase agreements approximate fair values since all mature in one month or less.

Securities held-to-maturity

The fair values for substantially all of our securities held-to-maturity are obtained from an independent nationally recognized pricing service using similar methods and assumptions as used for our securities available-for-sale which are described further in Note 9.

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Federal Home Loan Bank of New York, or FHLB-NY, stock

The carrying amount of FHLB-NY stock equals cost.  The fair value of FHLB-NY stock is based on redemption at par value.

Loans held-for-sale, net

The fair values of fifteen and thirty year conforming fixed rate one-to-four family mortgage loans originated for sale are estimated using an option-based pricing methodology designed to take into account interest rate volatility, which has a significant effect on the value of the options embedded in loans such as prepayments.  This methodology involves generating simulated interest rates, calculating the option adjusted spread, or OAS, of a mortgage-backed security whose price is known, which serves as a benchmark price, and using the benchmark OAS to estimate the pricing on an instrument level for similar mortgage instruments whose prices are not known.  The fair values of non-performing loans held-for-sale are estimated through either bids received on such loans or a discounted cash flow analysis adjusted to reflect current market conditions.

Loans receivable, net

Fair values of loans are estimated using an option-based pricing methodology designed to take into account interest rate volatility, which has a significant effect on the value of the options embedded in loans such as prepayments and interest rate caps and floors.  This pricing methodology involves generating simulated interest rates, calculating the OAS of a mortgage-backed security whose price is known, which serves as a benchmark price, and using the benchmark OAS to estimate the pricing on an instrument level for similar mortgage instruments whose prices are not known.

This technique of estimating fair value is extremely sensitive to the assumptions and estimates used.  While we have attempted to use assumptions and estimates which are the most reflective of the loan portfolio and the current market, a greater degree of subjectivity is inherent in determining these fair values than for fair values obtained from formal trading marketplaces.  In addition, our valuation method for loans, which is consistent with accounting guidance, does not fully incorporate an exit price approach to fair value.

MSR, net

The fair value of MSR is obtained through independent third party valuations through an analysis of future cash flows, incorporating estimates of assumptions market participants would use in determining fair value including market discount rates, prepayment speeds, servicing income, servicing costs, default rates and other market driven data, including the market’s perception of future interest rate movements.

Deposits

The fair values of deposits with no stated maturity, such as savings, money market, NOW and demand deposit accounts, are equal to the amount payable on demand.  The fair values of certificates of deposit and Liquid certificates of deposit, or Liquid CDs, are based on discounted contractual cash flows using the weighted average remaining life of the portfolio discounted by the corresponding LIBOR Swap Curve as posted by the Office of the Comptroller of the Currency, or OCC.

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Borrowings, net

The fair values of callable borrowings are based upon third party dealers’ estimated market values.  The fair values of non-callable borrowings are based on discounted cash flows using the weighted average remaining life of the portfolio discounted by the corresponding FHLB nominal funding rate.

Outstanding commitments

Outstanding commitments include (1) commitments to extend credit and unadvanced lines of credit for which fair values were estimated based on an analysis of the interest rates and fees currently charged to enter into similar transactions and (2) commitments to sell residential mortgage loans for which fair values were estimated based on current secondary market prices for commitments with similar terms.  The fair values of these commitments are immaterial to our financial condition and are not presented in the table above.

11.  Litigation

In the ordinary course of our business, we are routinely made a defendant in or a party to pending or threatened legal actions or proceedings which, in some cases, seek substantial monetary damages from or other forms of relief against us.  In our opinion, after consultation with legal counsel, we believe it unlikely that such actions or proceedings will have a material adverse effect on our financial condition, results of operations or liquidity.

City of New York Notice of Determination

By “Notice of Determination” dated September 14, 2010 and August 26, 2011, the City of New York has notified us of alleged tax deficiencies in the amount of $13.3 million, including interest and penalties, related to our 2006 through 2008 tax years.  The deficiencies relate to our operation of two subsidiaries of Astoria Federal, Fidata Service Corp., or Fidata, and Astoria Federal Mortgage Corp., or AF Mortgage.  Fidata is a passive investment company which maintains offices in Connecticut.  AF Mortgage is an operating subsidiary through which Astoria Federal engaged in lending activities outside the State of New York.  We disagree with the assertion of the tax deficiencies and we filed Petitions for Hearings with the City of New York on December 6, 2010 and October 5, 2011 to oppose the Notices of Determination and to consolidate the hearings.  At this time, management believes it is more likely than not that we will succeed in refuting the City of New York’s position, although defense costs may be significant.  Accordingly, no liability or reserve has been recognized in our consolidated statement of financial condition at September 30, 2011 with respect to this matter.

No assurance can be given as to whether or to what extent we will be required to pay the amount of the tax deficiencies asserted by the City of New York, whether additional tax will be assessed for years subsequent to 2008, that this matter will not be costly to oppose, that this matter will not have an impact on our financial condition or results of operations or that, ultimately, any such impact will not be material.

Automated Transactions LLC Litigation

On November 20, 2009, an action entitled Automated Transactions LLC v. Astoria Financial Corporation and Astoria Federal Savings and Loan Association was commenced in the U.S. District Court for the Southern District of New York, or the Southern District Court, against us by Automated Transactions LLC, alleging patent infringement involving integrated banking and transaction machines, including automated teller machines, that we utilize.  We were served with

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the summons and complaint in such action on March 2, 2010.  The plaintiff also filed a similar suit on the same day against another financial institution and its holding company.  The plaintiff seeks unspecified monetary damages and an injunction preventing us from continuing to utilize the allegedly infringing machines.  We are vigorously defending this lawsuit, and filed an answer and counterclaims to the plaintiff’s complaint on March 23, 2010, to which the plaintiff filed a reply on April 12, 2010.

On May 18, 2010, the plaintiff filed an amended complaint at the direction of the Southern District Court, containing substantially the same allegations as the original complaint. On May 27, 2010, we moved to dismiss the amended complaint.  On March 10, 2011, the Southern District Court entered an order on the record that dismissed all claims against Astoria Financial Corporation but denied the motion to dismiss the claims against Astoria Federal for alleged direct patent infringement.  The order also dismissed in part the claims against Astoria Federal for alleged inducement of our customers to violate plaintiff’s patents and for Astoria Federal’s allegedly willful violation of the plaintiff’s patents, allowing claims to continue only for alleged inducement and willful infringement after our receiving notice of the pending suit from plaintiff’s counsel.  Based on the Southern District Court’s ruling, on March 31, 2011, we answered the amended complaint substantially denying the allegations of the amended complaint.

On July 22, 2011, we filed a motion to stay the action pending the outcome of an appeal pending before the U.S. Court of Appeals for the Federal Circuit, or the Circuit Court, of the Delaware District Court’s ruling in the case entitled Automated Transactions LLC v. IYG Holding Co et al, Civ. No. 06-043-SLR, or the IYG action.  The IYG action involves the same plaintiff making substantially similar allegations with respect to identical and substantially similar patents as those involved in the action against us.  The Delaware District Court granted IYG’s motion for summary judgment.  In our motion to stay, we assert that, should the Circuit Court uphold the Delaware District Court’s rulings, the Delaware District Court decision should be binding on the plaintiff in the litigation against us.

We have tendered requests for indemnification from the manufacturer and from the transaction processor utilized with respect to the integrated banking and transaction machines, and we served third party complaints against Metavante Corporation and Diebold, Inc. seeking to enforce our indemnification rights.

An adverse result in this lawsuit may include an award of monetary damages, on-going royalty obligations, and/or may result in a change in our business practice, which could result in a loss of revenue.  We cannot at this time estimate the possible loss or range of loss, if any.  No assurance can be given at this time that the litigation against us will be resolved amicably, that if this litigation results in an adverse decision that we will be successful in seeking indemnification, that this litigation will not be costly to defend, that this litigation will not have an impact on our financial condition or results of operations or that, ultimately, any such impact will not be material.

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12.  Impact of Accounting Standards and Interpretations

In September 2011, the Financial Accounting Standards Board, or FASB, issued ASU 2011-08 “Intangibles – Goodwill and Other (Topic 350) Testing Goodwill for Impairment,” which provides entities with the option to first assess qualitative factors to determine whether the existence of events or circumstances leads to a determination that it is more likely than not that the fair value of a reporting unit is less than its carrying amount.  If, after assessing the totality of events or circumstances, an entity determines it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, then performing the two-step impairment test, currently required under GAAP, is unnecessary.  However, if an entity concludes otherwise, then it is required to perform the impairment testing currently required under GAAP.  The guidance in ASU 2011-08 also provides entities with the option to bypass the qualitative assessment for any reporting unit in any period and proceed directly to performing the first step of the two-step goodwill impairment test and an entity may resume performing the qualitative assessment in any subsequent period.  ASU 2011-08 does not change current accounting guidance for testing other indefinite-lived intangible assets for impairment.  The provisions of ASU 2011-08 are effective for annual and interim goodwill impairment tests performed for fiscal years beginning after December 15, 2011.  Early adoption is permitted.  Our adoption of ASU 2011-08 is not expected to have an impact on our financial condition or results of operations.

In June 2011, the FASB issued ASU 2011-05, “Comprehensive Income (Topic 220) Presentation of Comprehensive Income,” which eliminates the option to present components of other comprehensive income as part of the statement of changes in stockholders’ equity, which is one of three alternatives for presenting other comprehensive income and its components in financial statements under current GAAP.  ASU 2011-05 requires that all non-owner changes in stockholders’ equity be presented either in a single continuous statement of comprehensive income or in two separate but consecutive statements.  In the two-statement approach, the first statement should present total net income and its components followed consecutively by a second statement that should present total other comprehensive income, the components of other comprehensive income and the total of comprehensive income.  In addition, ASU 2011-05 requires that reclassification adjustments for items that are reclassified from other comprehensive income to net income must be presented on the face of the financial statements in the statement(s) where the components of net income and the components of other comprehensive income are presented.  The guidance in ASU 2011-05 does not change the items that must be reported in other comprehensive income, the option for an entity to present components of other comprehensive income either net of related tax effects or before related tax effects or when an item of other comprehensive income must be reclassified to net income.  ASU 2011-05 does not affect how earnings per share is calculated or presented.  The guidance in ASU 2011-05 is effective for public companies for fiscal years, and interim periods within those years, beginning after December 15, 2011 and should be applied retrospectively.  Early adoption is permitted.  Since the provisions of ASU 2011-05 are presentation related only, our adoption of ASU 2011-05 will not have an impact on our financial condition or results of operations.

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In May 2011, the FASB issued ASU 2011-04, “Fair Value Measurement (Topic 820) Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRSs.”  The amendments in ASU 2011-04 explain how to measure fair value, but do not require additional fair value measurements and are not intended to establish valuation standards or affect valuation practices outside of financial reporting and result in common fair value measurement and disclosure requirements in GAAP and International Financial Reporting Standards.  For many of the requirements of ASU 2011-04, the FASB does not intend for the ASU to result in a change in the application of the requirements in Topic 820.  Some of the amendments clarify the FASB’s intent about the application of existing fair value measurement requirements. Other amendments change a particular principle or requirement for measuring fair value or for disclosing information about fair value measurements.  The amendments in ASU 2011-04 are to be applied prospectively and are effective, for public entities, during interim and annual periods beginning after December 15, 2011.  Early application by public entities is not permitted.  We do not expect our adoption of ASU 2011-04 to have a material impact on our financial condition or results of operations.

In April 2011, the FASB issued ASU 2011-03, “Transfers and Servicing (Topic 860) Reconsideration of Effective Control for Repurchase Agreements,” which removes from the assessment of effective control the criterion requiring the transferor to have the ability to repurchase or redeem the financial assets on substantially the agreed terms, even in the event of default by the transferee, and the collateral maintenance implementation guidance related to that criterion when determining whether a repurchase agreement (reverse repurchase agreement) should be accounted for as a sale or as a secured borrowing.  The guidance in ASU 2011-03 is effective for the first interim or annual period beginning on or after December 15, 2011 and should be applied prospectively to transactions or modifications of existing transactions that occur on or after the effective date.  Early adoption is not permitted.  We do not expect the application of this guidance to impact our accounting for repurchase and reverse repurchase agreements.  Therefore, our adoption of ASU 2011-03 is not expected to have an impact on our financial condition or results of operations.

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ITEM 2.     Management's Discussion and Analysis of Financial Condition and Results of Operations

This Quarterly Report on Form 10-Q contains a number of forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, or the Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended, or the Exchange Act.  These statements may be identified by the use of the words “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “outlook,” “plan,” “potential,” “predict,” “project,” “should,” “will,” “would” and similar terms and phrases, including references to assumptions.

Forward-looking statements are based on various assumptions and analyses made by us in light of our management’s experience and 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, including the implementation of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010, or the Reform Act, and any actions regarding foreclosures, may adversely affect our business;

·     transition of our regulatory supervisor from the Office of Thrift Supervision, or OTS, to the OCC;

·     effects of changes in existing U.S. government or government-sponsored mortgage programs;

·     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 other matters before regulatory agencies, whether currently existing or commencing in the future, may be determined adverse to us or may delay the occurrence or non-occurrence of events longer than we anticipate.

We have no obligation to update any forward-looking statements to reflect events or circumstances after the date of this document.

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Executive Summary

The following overview should be read in conjunction with our MD&A in its entirety.

Astoria Financial Corporation is a Delaware corporation organized as the unitary savings and loan association holding company of Astoria Federal.  Our primary business is the operation of Astoria Federal.  Astoria Federal's principal business is attracting retail deposits from the general public and investing those deposits, together with funds generated from operations, principal repayments on loans and securities and borrowings, primarily in one-to-four family mortgage loans, multi-family mortgage loans, commercial real estate loans and mortgage-backed securities.  Our results of operations are dependent primarily on our net interest income, which is the difference between the interest earned on our assets, primarily our loan and securities portfolios, and the interest paid on our deposits and borrowings.  Our earnings are also significantly affected by general economic and competitive conditions, particularly changes in market interest rates and U.S. Treasury yield curves, government policies and actions of regulatory authorities.

As the premier Long Island community bank, our goals are to enhance shareholder value while building a solid banking franchise.  We focus on growing our core businesses of mortgage portfolio lending and retail banking while maintaining strong asset quality and controlling operating expenses.  We also provide returns to shareholders through dividends.

During the six months ended September 30, 2011, the national economy remained somewhat weaker from March 31, 2011 as evidenced by, among other things, an unemployment rate of 9.1% for September 2011 as compared to 8.8% for March 2011 although the unemployment rate was still down from December 2010.  Job growth during the 2011 second and third quarters was significantly lower than the moderate growth experienced in the 2011 first quarter.  Softness in the housing and real estate markets persist.  The Reform Act, which was passed in July 2010, is intended to address perceived weaknesses in the U.S. financial regulatory system and prevent future economic and financial crises.  As described in more detail in Part II, Item 1A, “Risk Factors,” in our March 31, 2011 Quarterly Report on Form 10-Q and Part I, Item 1A, “Risk Factors,” in our 2010 Annual Report on Form 10-K, certain aspects of the Reform Act will have an impact on us, including the combination of our former primary regulator, the OTS, with the OCC which occurred on July 21, 2011, the imposition of consolidated holding company capital requirements, changes to deposit insurance assessments and the roll back of federal preemption applicable to certain of our operations.

Total assets decreased during the nine months ended September 30, 2011, primarily due to a decrease in our loan portfolio.  However, the pace of the decline in the balance sheet and loan portfolio has slowed significantly in the 2011 third quarter.  The decrease in our loan portfolio was due to decreases in our multi-family, one-to-four family and commercial real estate mortgage loan portfolios resulting from repayments which outpaced our origination and purchase volume.  One-to-four family mortgage loan repayments remained at elevated levels as interest rates on thirty year fixed rate conforming mortgages, which we do not retain for portfolio, remained at historic lows and as loans in our portfolio which qualified under the expanded conforming loan limits were refinanced into fixed rate conforming mortgages.  The rise in interest rates on thirty year fixed rate mortgages at the end of the 2010 fourth quarter and in the 2011 first quarter led to a decrease in loan repayments which resulted in a significantly slower pace of decline in our one-to-four family mortgage loan portfolio in the first and second quarters

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of 2011 compared to the fourth quarter of 2010.  The decrease in interest rates on thirty year fixed rate mortgages during the 2011 second quarter, coupled with the flattening of the U.S. Treasury yield curve during the 2011 third quarter, led to an increase in repayments during the 2011 third quarter.  However, the one-to-four family loan portfolio increased from June 30, 2011, which was the first increase in the portfolio in more than two years.  During the 2011 second and third quarters, we decided to be somewhat more competitive with the pricing of our one-to-four family hybrid adjustable rate mortgage, or ARM, and fifteen year jumbo mortgage rates which resulted in an increase in applications and a larger mortgage loan pipeline as of September 30, 2011 versus June 30, 2011 and March 31, 2011.  Additionally during the 2011 third quarter, we resumed originations of multi-family and commercial real estate loans in the New York City mortgage market.  We expect modest loan growth in the 2011 fourth quarter and more significant growth in 2012 based upon the resumption of multi-family and commercial real estate lending, the increase in the one-to-four family mortgage loan pipeline as of September 30, 2011 and the reduction in the conforming loan limits on October 1, 2011.  The securities portfolio decreased from December 31, 2010 as a result of cash flows from repayments exceeding securities purchased, but increased from June 30, 2011.  We expect to maintain our securities portfolio at September 30, 2011 levels, or slightly higher, throughout the remainder of 2011.

Total deposits decreased during the nine months ended September 30, 2011, due to decreases in certificates of deposit and Liquid CDs, partially offset by increases in money market, savings and NOW and demand deposit accounts.  During the nine months ended September 30, 2011, we continued to allow high cost certificates of deposit to run off as total assets declined.  The increases in low cost savings and NOW and demand deposit accounts appear to reflect customer preference for the liquidity these types of deposits provide.  The increase in money market accounts reflects the introduction of our premium money market product which we began offering during the 2011 third quarter.  We have achieved some success in extending the terms of our retained certificates of deposit.  During the nine months ended September 30, 2011, we extended $606.5 million of certificates of deposit for terms of two years or more in an effort to help limit our exposure to future increases in interest rates.  Cash flows from mortgage loan and securities repayments in excess of mortgage loan originations and purchases, securities purchases and deposit outflows enabled us to repay a portion of our matured borrowings during the nine months ended September 30, 2011, which resulted in a decrease in our borrowings portfolio from December 31, 2010.

Net income decreased for the three months ended September 30, 2011 compared to the three months ended September 30, 2010.  This decrease was due to decreases in net interest income and non-interest income and an increase in non-interest expense, partially offset by decreases in provision for loan losses and income tax expense.  Net income increased for the nine months ended September 30, 2011 compared to the nine months ended September 30, 2010.  This increase was due to a decrease in provision for loan losses, partially offset by decreases in net interest income and non-interest income and increases in non-interest expense and income tax expense.

Net interest income decreased for the three and nine months ended September 30, 2011 compared to the three and nine months ended September 30, 2010, due to decreases in interest income, partially offset by decreases in interest expense.  Interest income for the three and nine months ended September 30, 2011 decreased, compared to the three and nine months ended September 30, 2010, primarily due to decreases in the average balances of mortgage loans and

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mortgage-backed and other securities, coupled with decreases in the average yields on one-to-four family mortgage loans and mortgage-backed and other securities.  Interest expense for the three and nine months ended September 30, 2011 decreased, compared to the three and nine months ended September 30, 2010, primarily due to decreases in the average balances of borrowings and certificates of deposit, coupled with decreases in the average costs of certificates of deposit.  The net interest rate spread and net interest margin were down slightly for the three and nine months ended September 30, 2011 compared to the three and nine months ended September 30, 2010.  The declines are primarily due to the significant decreases in the yields on average interest-earning assets, substantially offset by the declines in the costs of average interest-bearing liabilities for the three and nine months ended September 30, 2011 compared to the same periods in 2010.

The allowance for loan losses decreased from December 31, 2010 to September 30, 2011 as well as the provision for loan losses which decreased for the three and nine months ended September 30, 2011 compared to the three and nine months ended September 30, 2010.  These decreases reflect the stabilizing trend in overall asset quality experienced in 2010 and into 2011, coupled with the decline in the loan portfolio over the same period.  During the nine months ended September 30, 2011, we experienced improvements in both total delinquencies and non-performing loans, continuing the trend from 2010.  Despite the improved credit metrics of the loan portfolio, including the decline in total loan delinquencies, we felt it prudent, at this time, to maintain our strong allowance for loan losses coverage ratio in the face of a continued weak economy and high unemployment along with prolonged softness in housing values.  The allowance for loan losses at September 30, 2011 reflects the levels and composition of our loan delinquencies and non-performing loans, our loss history, the size and composition of our loan portfolio and our evaluation of the housing and real estate markets and overall economy, including the unemployment rate.

Non-interest expense increased for the three and nine months ended September 30, 2011 compared to the three and nine months ended September 30, 2010 as a result of increases in Federal Deposit Insurance Corporation, or FDIC, insurance premium expense and compensation and benefits expense, primarily employee stock ownership plan, or ESOP, expense and pension and other postretirement benefits expense.  For the nine months ended September 30, 2011, those increases were partially offset by litigation settlement expense (McAnaney Litigation) recorded in the 2010 second quarter.  Non-interest income decreased for the nine months ended September 30, 2011 compared to the nine months ended September 30, 2010, primarily as a result of a litigation settlement (Goodwill Litigation) recognized in the 2010 second quarter.

We continue to operate in a challenging environment.  Economic growth remains weak, unemployment remains elevated and home values continue to remain soft.  In addition, the implementation of “Operation Twist” by the Federal Reserve has contributed to a further flattening of the U.S. Treasury yield curve, putting further downward pressure on long term interest rates and current mortgage product offerings, as well as increasing mortgage loan prepayments.  However, we are optimistic that the increase in our loan pipeline, coupled with the reduction in the expanded conforming loan limits that commenced October 1, 2011 and the resumption of multi-family and commercial real estate lending, should facilitate modest loan and balance sheet growth in the 2011 fourth quarter and more robust growth in 2012.  With respect to the net interest margin, we expect that, in the current low interest rate environment, with increased loan prepayment activity, the net interest margin for the 2011 fourth quarter will be

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down slightly from the 2011 third quarter and for 2012 may be somewhat lower than the net interest margin for 2011.

Available Information

Our internet website address is www.astoriafederal.com.  Our annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and all amendments to those reports can be obtained free of charge from our investor relations website at http://ir.astoriafederal.com.  The above reports are available on our website immediately after they are electronically filed with or furnished to the SEC.  Such reports are also available on the SEC’s website at www.sec.gov/edgar/searchedgar/webusers.htm.

Critical Accounting Policies

Note 1 of Notes to Consolidated Financial Statements in Item 8, “Financial Statements and Supplementary Data,” of our 2010 Annual Report on Form 10-K, as supplemented by our  March 31, 2011 and June 30, 2011 Quarterly Reports on Form 10-Q and this report, contains a summary of our significant accounting policies.  Various elements of our accounting policies, by their nature, are inherently subject to estimation techniques, valuation assumptions and other subjective assessments.  Our policies with respect to the methodologies used to determine the allowance for loan losses, the valuation of MSR and judgments regarding goodwill and securities impairment are our most critical accounting policies because they are important to the presentation of our financial condition and results of operations, involve a higher degree of complexity and require management to make difficult and subjective judgments which often require assumptions or estimates about highly uncertain matters.  The use of different judgments, assumptions and estimates could result in material differences in our results of operations or financial condition.  These critical accounting policies are reviewed quarterly with the Audit Committee of our Board of Directors.  The following description of these policies should be read in conjunction with the corresponding section of our 2010 Annual Report on Form 10-K.

Allowance for Loan Losses

Our allowance for loan losses is established and maintained through a provision for loan losses based on our evaluation of the probable inherent losses in our loan portfolio.  We evaluate the adequacy of our allowance on a quarterly basis.  The allowance is comprised of both specific valuation allowances and general valuation allowances although the total allowance for loan losses is available for losses applicable to the entire portfolio.

Specific valuation allowances are established in connection with individual loan reviews and the asset classification process, including the procedures for impairment recognition under GAAP.  Such evaluation, which includes a review of loans on which full collectibility is not reasonably assured, considers the current estimated fair value of the underlying collateral, if any, current and anticipated economic and regulatory conditions, current and historical loss experience of similar loans and other factors that determine risk exposure to arrive at an adequate loan loss allowance.

Loan reviews are completed quarterly for all loans individually classified by our Asset Classification Committee.  Individual loan reviews are generally completed annually for multi-family, commercial real estate and construction mortgage loans with balances of $2.0 million or greater, commercial business loans with balances of $200,000 or greater and troubled debt

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restructurings.  In addition, we generally review annually borrowing relationships whose combined outstanding balance is $2.0 million or greater.  Approximately fifty percent of the outstanding principal balance of these loans to a single borrowing entity will be reviewed annually.

The primary considerations in establishing specific valuation allowances are the current estimated value of a loan’s underlying collateral and the loan’s payment history.  We update our estimates of collateral value for non-performing multi-family, commercial real estate and construction mortgage loans with balances of $1.0 million or greater and one-to-four family mortgage loans which are 180 days or more delinquent, annually, and certain other loans when the Asset Classification Committee believes repayment of such loans may be dependent on the value of the underlying collateral.  For one-to-four family mortgage loans, updated estimates of collateral value are obtained primarily through automated valuation models.  For multi-family and commercial real estate properties, we estimate collateral value through appraisals or internal cash flow analyses, when current financial information is available, coupled with, in most cases, an inspection of the property.  Other current and anticipated economic conditions on which our specific valuation allowances rely are the impact that national and/or local economic and business conditions may have on borrowers, the impact that local real estate markets may have on collateral values, the level and direction of interest rates and their combined effect on real estate values and the ability of borrowers to service debt.  For multi-family and commercial real estate loans, additional factors specific to a borrower or the underlying collateral are considered.  These factors include, but are not limited to, the composition of tenancy, occupancy levels for the property, location of the property, cash flow estimates and, to a lesser degree, the existence of personal guarantees.  We also review all regulatory notices, bulletins and memoranda with the purpose of identifying upcoming changes in regulatory conditions which may impact our calculation of specific valuation allowances.  Our primary banking regulator periodically reviews our reserve methodology during regulatory examinations and any comments regarding changes to reserves or loan classifications are considered by management in determining valuation allowances.

Pursuant to our policy, loan losses are charged-off in the period the loans, or portions thereof, are deemed uncollectible, or, in the case of one-to-four family mortgage loans, at 180 days past due, and annually thereafter, for the portion of the recorded investment in the loan in excess of the estimated fair value of the underlying collateral less estimated selling costs.  The determination of the loans on which full collectibility is not reasonably assured, the estimates of the fair value of the underlying collateral and the assessment of economic and regulatory conditions are subject to assumptions and judgments by management.  Specific valuation allowances and charge-off amounts could differ materially as a result of changes in these assumptions and judgments.

General valuation allowances represent loss allowances that have been established to recognize the inherent risks associated with our lending activities which, unlike specific allowances, have not been allocated to particular loans.  The determination of the adequacy of the general valuation allowances takes into consideration a variety of factors.  We segment our one-to-four family mortgage loan portfolio by interest-only and amortizing loans, full documentation and reduced documentation loans and year of origination and analyze our historical loss experience and delinquency levels and trends of these segments.  The resulting range of allowance percentages is used as an integral part of our judgment in developing estimated loss percentages to apply to the portfolio segments.  We segment our consumer and other loan portfolio by home equity lines of credit, business loans, revolving credit lines and installment loans and perform

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similar historical loss analyses.  We monitor credit risk on interest-only hybrid ARM loans that were underwritten at the initial note rate, which may have been a discounted rate, in the same manner that we monitor credit risk on all interest-only hybrid ARM loans.  We monitor interest rate reset dates of our portfolio, in the aggregate, and the current interest rate environment and consider the impact, if any, on borrowers’ ability to continue to make timely principal and interest payments in determining our allowance for loan losses.  We also consider the size, composition, risk profile and delinquency levels of our portfolio, as well as our credit administration and asset management procedures.  We monitor property value trends in our market areas by reference to various industry and market reports, economic releases and surveys, and our general and specific knowledge of the real estate markets in which we lend, in order to determine what impact, if any, such trends may have on the level of our general valuation allowances.  In determining our allowance coverage percentages for non-performing loans, we consider our aggregate historical loss experience with respect to the ultimate disposition of the underlying collateral.  To further enhance our non-performing loan analysis, during the quarter ended June 30, 2011, we began segmenting our non-performing loans by state and analyzing our historical loss experience and cure rates by state.  In addition, we evaluate and consider the impact that current and anticipated economic and market conditions may have on the portfolio and known and inherent risks in the portfolio.

We use ratio analyses as a supplemental tool for evaluating the overall reasonableness of the allowance for loan losses.  As such, we evaluate and consider our asset quality ratios as well as the allowance ratios and coverage percentages set forth in both peer group and regulatory agency data.  We also consider any comments from our primary banking regulator resulting from their review of our general valuation allowance methodology during regulatory examinations.  We consider the observed trends in our asset quality ratios in combination with our primary focus on our historical loss experience and the impact of current economic conditions.  After evaluating these variables, we determine appropriate allowance coverage percentages for each of our portfolio segments and the appropriate level of our allowance for loan losses.  We do not determine the appropriate level of our allowance for loan losses based exclusively on a single factor or asset quality ratio.  Our evaluation of general valuation allowances is inherently subjective because, even though it is based on objective data, it is management’s interpretation of that data that determines the amount of the appropriate allowance.  Therefore, we periodically review the actual performance and charge-off history of our portfolio and compare that to our previously determined allowance coverage percentages and specific valuation allowances.  In doing so, we evaluate the impact the previously mentioned variables may have had on the portfolio to determine which changes, if any, should be made to our assumptions and analyses.

As a result of our updated charge-off and loss analyses, we modified certain allowance coverage percentages during each quarter of 2011 to reflect our current estimates of the amount of probable losses inherent in our loan portfolio in determining our general valuation allowances.  Based on our evaluation of the housing and real estate markets and overall economy, including the unemployment rate, the levels and composition of our loan delinquencies and non-performing loans, our loss history and the size and composition of our loan portfolio, we determined that an allowance for loan losses of $178.4 million was required at September 30, 2011, compared to $182.7 million at June 30, 2011 and $201.5 million at December 31, 2010, resulting in a provision for loan losses of $27.0 million for the nine months ended September 30, 2011.  The balance of our allowance for loan losses represents management’s best estimate of the probable inherent losses in our loan portfolio at the reporting dates.

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Actual results could differ from our estimates as a result of changes in economic or market conditions.  Changes in estimates could result in a material change in the allowance for loan losses.  While we believe that the allowance for loan losses has been established and maintained at levels that reflect the risks inherent in our loan portfolio, future adjustments may be necessary if portfolio performance or economic or market conditions differ substantially from the conditions that existed at the time of the initial determinations.

For additional information regarding our allowance for loan losses, see “Provision for Loan Losses” and “Asset Quality” in this document and Part II, Item 7, “MD&A,” in our 2010 Annual Report on Form 10-K.

Valuation of MSR

The initial asset recognized for originated MSR is measured at fair value.  The fair value of MSR is estimated by reference to current market values of similar loans sold servicing released.  MSR are amortized in proportion to and over the period of estimated net servicing income.  We apply the amortization method for measurement of our MSR.  MSR are assessed for impairment based on fair value at each reporting date.  Impairment exists if the carrying value of MSR exceeds the estimated fair value. The estimated fair value of MSR is obtained through independent third party valuations.  MSR impairment, if any, is recognized in a valuation allowance through charges to earnings.  Increases in the fair value of impaired MSR are recognized only up to the amount of the previously recognized valuation allowance.

At September 30, 2011, our MSR had an estimated fair value of $8.3 million and were valued based on expected future cash flows considering a weighted average discount rate of 10.95%, a weighted average constant prepayment rate on mortgages of 19.55% and a weighted average life of 3.9 years.  At December 31, 2010, our MSR had an estimated fair value of $9.2 million and were valued based on expected future cash flows considering a weighted average discount rate of 10.96%, a weighted average constant prepayment rate on mortgages of 19.94% and a weighted average life of 3.8 years.

The fair value of MSR is highly sensitive to changes in assumptions.  Changes in prepayment speed assumptions generally have the most significant impact on the fair value of our MSR.  Generally, as interest rates decline, mortgage loan prepayments accelerate due to increased refinance activity, which results in a decrease in the fair value of MSR.  As interest rates rise, mortgage loan prepayments slow down, which results in an increase in the fair value of MSR.  Thus, any measurement of the fair value of our MSR is limited by the conditions existing and the assumptions utilized as of a particular point in time, and those assumptions may not be appropriate if they are applied at a different point in time.

Goodwill Impairment

Goodwill is presumed to have an indefinite useful life and is tested, at least annually, for impairment at the reporting unit level.  If the estimated fair value of the reporting unit exceeds its carrying amount, further evaluation is not necessary.  However, if the fair value of the reporting unit is less than its carrying amount, further evaluation is required to compare the implied fair value of the reporting unit’s goodwill to its carrying amount to determine if a write-down of goodwill is required.  Impairment exists when the carrying amount of goodwill exceeds its implied fair value.

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For purposes of our goodwill impairment testing, we have identified a single reporting unit.  We consider the quoted market price of our common stock on our impairment testing date as an initial indicator of estimating the fair value of our reporting unit.  We also consider our average stock price, both before and after our impairment test date, as well as market-based control premiums in determining the estimated fair value of our reporting unit.  In addition to our internal goodwill impairment analysis, we periodically obtain a goodwill impairment analysis from an independent third party valuation firm.  The independent third party utilizes multiple valuation approaches including comparable transactions, control premium, public market peers and discounted cash flow.  Management reviews the assumptions and inputs used in the third party analysis for reasonableness.

At September 30, 2011, the carrying amount of our goodwill totaled $185.2 million.  On September 30, 2011, we performed our annual goodwill impairment test internally and also obtained an independent third party analysis.  Both analyses concluded there was no goodwill impairment.  We would test our goodwill for impairment between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of our reporting unit below its carrying amount.  The identification of additional reporting units, the use of other valuation techniques or changes to the input assumptions used in our analysis or the analysis by our third party valuation firm could result in materially different evaluations of impairment.

Securities Impairment

Our available-for-sale securities portfolio is carried at estimated fair value with any unrealized gains and losses, net of taxes, reported as accumulated other comprehensive income/loss in stockholders’ equity.  Debt securities which we have the positive intent and ability to hold to maturity are classified as held-to-maturity and are carried at amortized cost.  The fair values for our securities are obtained from an independent nationally recognized pricing service.

Our investment portfolio is comprised primarily of fixed rate mortgage-backed securities guaranteed by a GSE as issuer.  GSE issuance mortgage-backed securities comprised 96% of our securities portfolio at September 30, 2011.  Non-GSE issuance mortgage-backed securities at September 30, 2011 comprised 1% of our securities portfolio and had an amortized cost of $36.9 million, 47% of which are classified as available-for-sale and 53% of which are classified as held-to-maturity.  Substantially all of our non-GSE issuance securities are investment grade securities and they have performed similarly to our GSE issuance securities.  Credit quality concerns have not significantly impacted the performance of our non-GSE securities or our ability to obtain reliable prices.

The fair value of our investment portfolio is primarily impacted by changes in interest rates.  In general, as interest rates rise, the fair value of fixed rate securities will decrease; as interest rates fall, the fair value of fixed rate securities will increase.  We conduct a periodic review and evaluation of the securities portfolio to determine if a decline in the fair value of any security below its cost basis is other-than-temporary.  Our evaluation of other-than-temporary impairment, or OTTI, considers the duration and severity of the impairment, our assessments of the reason for the decline in value, the likelihood of a near-term recovery and our intent and ability to not sell the securities.  We generally view changes in fair value caused by changes in interest rates as temporary, which is consistent with our experience.  If such decline is deemed other-than-temporary, the security is written down to a new cost basis and the resulting loss is

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charged to earnings as a component of non-interest income, except for the amount of the total OTTI for a debt security that does not represent credit losses which is recognized in other comprehensive income/loss, net of applicable taxes.  At September 30, 2011, we had 38 securities with an estimated fair value totaling $46.1 million which had an unrealized loss totaling $585,000.  Of the securities in an unrealized loss position at September 30, 2011, $16.5 million, with an unrealized loss of $321,000, have been in a continuous unrealized loss position for more than twelve months.  At September 30, 2011, the impairments are deemed temporary based on (1) the direct relationship of the decline in fair value to movements in interest rates, (2) the estimated remaining life and high credit quality of the investments and (3) the fact that we do not intend to sell these securities and it is not more likely than not that we will be required to sell these securities before their anticipated recovery of the remaining amortized cost basis and we expect to recover the entire amortized cost basis of the security.

Liquidity and Capital Resources

Our primary source of funds is cash provided by principal and interest payments on loans and securities.  The most significant liquidity challenge we face is the variability in cash flows as a result of changes in mortgage refinance activity.  Principal payments on loans and securities totaled $3.93 billion for the nine months ended September 30, 2011, compared to $4.11 billion for the nine months ended September 30, 2010.  The net decrease in loan and securities repayments for the nine months ended September 30, 2011, compared to the nine months ended September 30, 2010, was primarily due to a decrease in securities repayments, partially offset by an increase in loan repayments.  The decrease in securities repayments is due, in part, to securities which were called during the nine months ended September 30, 2010.  The increase in loan repayments was primarily due to an increase in multi-family and commercial real estate mortgage loan repayments, partially offset by a decrease in one-to-four family mortgage loan repayments.  One-to-four family mortgage loan repayments for the nine months ended September 30, 2011 decreased slightly compared to the nine months ended September 30, 2010, but remained at elevated levels as interest rates on thirty year fixed rate conforming mortgage loans, which we do not retain for portfolio, remained at historic lows and as loans in our portfolio which qualified under the expanded conforming loan limits were refinanced into fixed rate conforming mortgages.  The rise in interest rates on thirty year fixed rate mortgage loans at the end of the 2010 fourth quarter and in the 2011 first quarter led to a decrease in loan repayments for the 2011 first and second quarters compared to the 2010 fourth quarter.  The decrease in interest rates on thirty year fixed rate mortgage loans during the 2011 second quarter, coupled with the flattening of the U.S. Treasury yield curve during the 2011 third quarter, led to an increase in repayments during the 2011 third quarter.  During the 2011 second and third quarters, we were somewhat more competitive with the pricing of our one-to-four family hybrid ARM and fifteen year jumbo mortgage rates which resulted in an increase in applications and a larger mortgage loan pipeline as of September 30, 2011 versus June 30, 2011 and March 31, 2011.  Additionally, we resumed originations of multi-family and commercial real estate loans in the New York City mortgage market during the 2011 third quarter.

In addition to cash provided by principal and interest payments on loans and securities, our other sources of funds include cash provided by operating activities, deposits and borrowings.  However, for the nine months ended September 30, 2011 and 2010, net deposit and borrowing activity resulted in a use of funds.  Net cash provided by operating activities totaled $228.4 million for the nine months ended September 30, 2011 and $203.4 million for the nine months ended September 30, 2010.  Deposits decreased $331.9 million during the nine months ended

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September 30, 2011 and decreased $705.0 million during the nine months ended September 30, 2010.  The net decreases in deposits for the nine months ended September 30, 2011 and 2010 were primarily due to decreases in certificates of deposit and Liquid CDs, partially offset by increases in savings, NOW and demand deposit and money market accounts.  During the nine months ended September 30, 2011 and 2010, we continued to allow high cost certificates of deposit to run off as total assets declined.  The increases in low cost savings and NOW and demand deposit accounts during the nine months ended September 30, 2011 and 2010 appear to reflect customer preference for the liquidity these types of deposits provide.  The increase in money market accounts during the nine months ended September 30, 2011 reflects the introduction of our premium money market product during the 2011 third quarter.  We have achieved some success in extending the terms of our retained certificates of deposit.  During the nine months ended September 30, 2011, we extended $606.5 million of certificates of deposit for terms of two years or more in an effort to help limit our exposure to future increases in interest rates.

Net borrowings decreased $846.7 million during the nine months ended September 30, 2011 and decreased $664.7 million during the nine months ended September 30, 2010.  The decrease in net borrowings during the nine months ended September 30, 2011 and September 30, 2010 was primarily due to cash flows from mortgage loan and securitiesrepayments in excess of mortgage loan originations and purchases, securities purchases and deposit outflows which enabled us to repay a portion of our matured borrowings.

Our primary use of funds is for the origination and purchase of mortgage loans and, to a lesser degree, for the purchase of securities.  Gross mortgage loans originated and purchased for portfolio during the nine months ended September 30, 2011 totaled $2.37 billion, of which $1.61 billion were originations and $754.9 million were purchases, substantially all of which were one-to-four family mortgage loans.  This compares to gross mortgage loans originated and purchased for portfolio during the nine months ended September 30, 2010 totaling $2.24 billion, of which $1.88 billion were originations and $360.2 million were purchases, all of which were one-to-four family mortgage loans.  Despite our modest increases in originations and purchases, overall one-to-four family mortgage loan origination and purchase volume for portfolio has been negatively affected for an extended period of time by the historic low interest rates on thirty year fixed rate conforming mortgage loans, which we do not retain for portfolio, and the expanded conforming loan limits.  Purchases of securities totaled $651.3 million during the nine months ended September 30, 2011 and $563.5 million during the nine months ended September 30, 2010.

Our policies and procedures with respect to managing funding and liquidity risk are established to ensure our safe and sound operation in compliance with applicable bank regulatory requirements.  Our liquidity management process is sufficient to meet our daily funding needs and cover both expected and unexpected deviations from normal daily operations.  Processes are in place to appropriately identify, measure, monitor and control liquidity and funding risk.  The primary tools we use for measuring and managing liquidity risk include cash flow projections, diversified funding sources, stress testing, a cushion of liquid assets and contingency funding plans.

We maintain liquidity levels to meet our operational needs in the normal course of our business.  The levels of our liquid assets during any given period are dependent on our operating, investing and financing activities.  Cash and due from banks and repurchase agreements, our most liquid assets, totaled $110.9 million at September 30, 2011 and $119.0 million at December 31, 2010.  

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At September 30, 2011, we had $769.0 million in borrowings with a weighted average rate of 4.37% maturing over the next twelve months.  We have the flexibility to either repay or rollover these borrowings as they mature.  Included in our borrowings are various obligations which, by their terms, may be called by the securities dealers and the FHLB-NY.  We believe the potential for these borrowings to be called does not present liquidity concerns as they have various call dates and coupons and we believe we can readily obtain replacement funding, albeit at higher rates.  We do not believe any of our borrowing counterparty concentrations represent a material risk to our liquidity.  In addition, we had $3.49 billion in certificates of deposit and Liquid CDs at September 30, 2011 with a weighted average rate of 1.54% maturing over the next twelve months.  We have the ability to retain or replace a significant portion of such deposits based on our pricing and historical experience.

The following table details our borrowing, certificate of deposit and Liquid CD maturities and their weighted average rates at September 30, 2011.

								Certificates of Deposit
	Borrowings							and Liquid CDs
					Weighted							Weighted
					Average							Average
(Dollars in Millions)	Amount				Rate			Amount				Rate
Contractual Maturity:
Twelve months or less		$	769			4.37	%		$	3,488	(1)		1.54	%
Thirteen to thirty-six months			1,025	(2)		3.28				1,190			2.40
Thirty-seven to sixty months			550	(3)		3.50				1,154			2.75
Over sixty months			1,679	(4)		4.76				-			-
Total		$	4,023			4.14	%		$	5,832			1.95	%

(1)	Includes $301.2 million of Liquid CDs with a weighted average rate of 0.19% and $3.19 billion of certificates of deposit with a weighted average rate of 1.66%.
(2)	Includes $200.0 million of borrowings, with a weighted average rate of 3.90%, which are callable by the counterparty within the next three months and at various times thereafter.
(3)	Includes $400.0 million of borrowings with a weighted average rate of 4.28%, which are callable by the counterparty within the next three months and at various times thereafter.
(4)	Includes $1.55 billion of borrowings, with a weighted average rate of 4.35%, which are callable by the counterparty within the next three months and at various times thereafter.

Additional sources of liquidity at the holding company level have included issuances of securities into the capital markets, including private issuances of trust preferred securities and senior debt.  Holding company debt obligations are included in other borrowings.  Our ability to continue to access the capital markets for additional financing at favorable terms may be limited by, among other things, market conditions, interest rates, our capital levels, Astoria Federal’s ability to pay dividends to Astoria Financial Corporation, our credit profile and ratings and our business model.

On May 19, 2010, we filed an automatic shelf registration statement on Form S-3 with the SEC, which was declared effective immediately upon filing.  This shelf registration statement allows us to periodically offer and sell, from time to time, in one or more offerings, individually or in any combination, common stock, preferred stock, debt securities, capital securities, guarantees, warrants to purchase common stock or preferred stock and units consisting of one or more of the foregoing.  The shelf registration statement provides us with greater capital management flexibility and enables us to more readily access the capital markets in order to pursue growth opportunities that may become available to us in the future or should there be any changes in the regulatory environment that call for increased capital requirements.  Although the shelf

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registration statement does not limit the amount of the foregoing items that we may offer and sell pursuant to the shelf registration statement, our ability and any decision to do so is subject to market conditions and our capital needs.  At this time, we do not have immediate plans or current commitments to sell securities under the shelf registration statement.

Astoria Financial Corporation’s primary uses of funds include payment of dividends, payment of interest on its debt obligations and repurchases of common stock.  During the nine months ended September 30, 2011, Astoria Financial Corporation paid interest totaling $13.3 million and dividends totaling $37.1 million.  On October 19, 2011, we declared a quarterly cash dividend of $0.13 per share on shares of our common stock payable on December 1, 2011 to stockholders of record as of the close of business on November 15, 2011.  Our twelfth stock repurchase plan, approved by our Board of Directors on April 18, 2007, authorized the purchase of 10,000,000 shares, or approximately 10% of our common stock then outstanding, in open-market or privately negotiated transactions.  At September 30, 2011, a maximum of 8,107,300 shares may yet be purchased under this plan, however, we are not currently repurchasing additional shares of our common stock and have not since the 2008 third quarter.

Our ability to pay dividends, service our debt obligations and repurchase common stock is dependent primarily upon receipt of capital distributions from Astoria Federal.  Since Astoria Federal is a federally chartered savings association, there are limits on its ability to make distributions to Astoria Financial Corporation.  During the nine months ended September 30, 2011, Astoria Federal paid dividends to Astoria Financial Corporation totaling $38.0 million.  On October 11, 2011, Astoria Federal paid a dividend to Astoria Financial Corporation totaling $26.0 million.

See “Financial Condition” for further discussion of the changes in stockholders’ equity.

At September 30, 2011, our tangible capital ratio, which represents stockholders’ equity less goodwill divided by total assets less goodwill, was 6.55%.  At September 30, 2011, Astoria Federal’s capital levels exceeded all of its regulatory capital requirements with a tangible capital ratio of 8.75%, leverage capital ratio of 8.75% and total risk-based capital ratio of 16.18%.  Astoria Federal’s Tier 1 risk-based capital ratio was 14.89% at September 30, 2011.  As of September 30, 2011, Astoria Federal continues to be a well capitalized institution for all bank regulatory purposes.

Off-Balance Sheet Arrangements and Contractual Obligations

We are a party to financial instruments with off-balance sheet risk in the normal course of our business in order to meet the financing needs of our customers and in connection with our overall interest rate risk management strategy.  These instruments involve, to varying degrees, elements of credit, interest rate and liquidity risk.  In accordance with GAAP, these instruments are either not recorded in the consolidated financial statements or are recorded in amounts that differ from the notional amounts.  Such instruments primarily include lending commitments and lease commitments.

Lending commitments include commitments to originate and purchase loans and commitments to fund unused lines of credit.  Additionally, in connection with our mortgage banking activities, we have commitments to fund loans held-for-sale and commitments to sell loans which are considered derivative instruments.  Commitments to sell loans totaled $47.1 million at

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September 30, 2011.  The fair values of our mortgage banking derivative instruments are immaterial to our financial condition and results of operations.

The following table details our contractual obligations at September 30, 2011.

	Payments due by period
			Less than		One to		Three to		More than
(In Thousands)	Total		One Year		Three Years		Five Years		Five Years
On-balance sheet contractual obligations:
Borrowings with original terms greater than three months	$	4,022,866	$	769,000	$	1,025,000	$	550,000	$	1,678,866
Off-balance sheet contractual obligations:
Minimum rental payments due under non-cancelable operating leases (1)		94,832		8,147		17,774		18,569		50,342
Commitments to originate and purchase loans (2)		716,137		716,137		-		-		-
Commitments to fund unused lines of credit (3)		249,804		249,804		-		-		-
Total	$	5,083,639	$	1,743,088	$	1,042,774	$	568,569	$	1,729,208

(1)	Operating lease commitments include the commitment entered into during the 2011 third quarter for office space in Jericho, New York to house our new multi-family and commercial real estate lending department and other operations.
(2)	Commitments to originate and purchase loans include commitments to originate loans held-for-sale of $40.1 million.
(3)	Unused lines of credit relate primarily to home equity lines of credit.

In addition to the contractual obligations previously discussed, we have liabilities for gross unrecognized tax benefits and interest and penalties related to uncertain tax positions which have not changed significantly from December 31, 2010.  For further information regarding these liabilities, see Note 11 of Notes to Consolidated Financial Statements in Item 8, “Financial Statements and Supplementary Data,” in our 2010 Annual Report on Form 10-K.  We also have contingent liabilities related to assets sold with recourse and standby letters of credit which have not changed significantly from December 31, 2010.

For further information regarding our off-balance sheet arrangements and contractual obligations, see Part II, Item 7, “MD&A,” in our 2010 Annual Report on Form 10-K.

Comparison of Financial Condition as of September 30, 2011 and December 31, 2010 and Operating Results for the Three and Nine Months Ended September 30, 2011 and 2010

Financial Condition

Total assets decreased $1.11 billion to $16.98 billion at September 30, 2011, from $18.09 billion at December 31, 2010.  The decrease in total assets was primarily due to a decrease in loans receivable.  Loans receivable, net, decreased $880.3 million to $13.14 billion at September 30, 2011, from $14.02 billion at December 31, 2010.  This decrease was a result of repayments outpacing our mortgage loan origination and purchase volume during the nine months ended September 30, 2011.

Mortgage loans decreased $876.5 million to $12.95 billion at September 30, 2011, from $13.83 billion at December 31, 2010.  This decrease was primarily due to decreases in our multi-family, one-to-four family and commercial real estate mortgage loan portfolios.  Mortgage loan repayments increased to $3.12 billion for the nine months ended September 30, 2011, from $2.89 billion for the nine months ended September 30, 2010.  This increase was primarily due to an increase in multi-family and commercial real estate mortgage loan repayments, partially offset by a slight decrease in one-to-four family mortgage loan repayments.Gross mortgage loans originated and purchased for portfolio during the nine months ended September 30, 2011 totaled

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$2.37 billion, of which $1.61 billion were originations and $754.9 million were purchases, substantially all of which were one-to-four family mortgage loans.  This compares to gross mortgage loans originated and purchased for portfolio totaling $2.24 billion during the nine months ended September 30, 2010, of which $1.88 billion were originations and $360.2 million were purchases, all of which were one-to-four family mortgage loans.

Our mortgage loan portfolio continues to consist primarily of one-to-four family mortgage loans.  Our one-to-four family mortgage loan portfolio decreased $292.7 million to $10.56 billion at September 30, 2011, from $10.86 billion at December 31, 2010, and represented 79.8% of our total loan portfolio at September 30, 2011.  The decrease was primarily the result of the levels of repayments which outpaced our originations and purchases during the nine months ended September 30, 2011.  One-to-four family mortgage loan repayments decreased slightly during the nine months ended September 30, 2011, compared to the nine months ended September 30, 2010, but remain at elevated levels.  The rise in interest rates on thirty year fixed rate mortgages at the end of the 2010 fourth quarter and in the 2011 first quarter led to a decrease in loan repayments which resulted in a significantly slower pace of decline in our one-to-four family mortgage loan portfolio in the 2011 first and second quarters, compared to the 2010 fourth quarter.  The decrease in interest rates on thirty year fixed rate mortgage loans during the 2011 second quarter, coupled with the flattening of the U.S. Treasury yield curve during the 2011 third quarter led to an increase in loan repayments during the 2011 third quarter.  However, origination and purchase volume also increased during the 2011 third quarter as a result of our more competitive pricing during the 2011 second and third quarters and outpaced repayments resulting in a slight increase in our one-to-four family mortgage loan portfolio at September 30, 2011 compared to June 30, 2011.  One-to-four family mortgage loan origination and purchase volume for portfolio has been negatively affected by the historic low interest rates for thirty year fixed rate conforming mortgages and the expanded conforming loan limits resulting in more borrowers opting for thirty year fixed rate conforming mortgages which we do not retain for portfolio.  During the nine months ended September 30, 2011, the loan-to-value ratio of our one-to-four family mortgage loan originations and purchases for portfolio, at the time of origination or purchase, averaged approximately 60% and the loan amount averaged approximately $766,000.

Our multi-family mortgage loan portfolio decreased $502.6 million to $1.69 billion at September 30, 2011, from $2.19 billion at December 31, 2010.  Our commercial real estate loan portfolio decreased $78.9 million to $692.8 million at September 30, 2011, from $771.7 million at December 31, 2010.  The decreases in these loan portfolios are attributable to repayments, the sale or transfer to held-for-sale of certain delinquent and non-performing loans and the absence of new multi-family and commercial real estate loan originations.  We resumed originations of multi-family and commercial real estate mortgage loans in the New York City mortgage market during the 2011 third quarter.

Securities decreased $88.7 million to $2.48 billion at September 30, 2011, from $2.57 billion at December 31, 2010.  This decrease was primarily the result of principal payments received of $736.3 million, partially offset by purchases of $651.3 million.  At September 30, 2011, our securities portfolio was comprised primarily of fixed rate REMIC and CMO securities which had an amortized cost of $2.37 billion, a weighted average current coupon of 3.66%, a weighted average collateral coupon of 5.14% and a weighted average life of 2.1 years.  We expect to maintain our securities portfolio at September 30, 2011 levels, or slightly higher, throughout the

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remainder of 2011.For additional information regarding our securities portfolio, see Note 2 of Notes to Consolidated Financial Statements, in Item 1, “Financial Statements (Unaudited).”

Deposits decreased $331.9 million to $11.27 billion at September 30, 2011, from $11.60 billion at December 31, 2010, due to decreases in certificates of deposit and Liquid CDs, partially offset by increases in money market, savings and NOW and demand deposit accounts.  Certificates of deposit decreased $783.2 million since December 31, 2010 to $5.53 billion at September 30, 2011.  Liquid CDs decreased $167.5 million since December 31, 2010 to $301.2 million at September 30, 2011.  Money market accounts increased $488.0 million since December 31, 2010 to $864.3 million at September 30, 2011.  Savings accounts increased $96.1 million since December 31, 2010 to $2.76 billion at September 30, 2011.  NOW and demand deposit accounts increased $34.9 million since December 31, 2010 to $1.81 billion at September 30, 2011.    During the nine months ended September 30, 2011, we continued to allow high cost certificates of deposit to run off as total assets declined.  The increases in low cost savings and NOW and demand deposit accounts during the nine months ended September 30, 2011 appear to reflect customer preference for the liquidity these types of deposits provide.  The increase in money market accounts reflects the introduction of our premium money market product which we began offering during the 2011 third quarter.

Total borrowings, net, decreased $846.7 million to $4.02 billion at September 30, 2011, from $4.87 billion at December 31, 2010.  The decrease in total borrowings was primarily the result of cash flows from mortgage loan and securities repayments exceeding mortgage loan originations and purchases, securities purchases and deposit outflows which enabled us to repay a portion of our matured borrowings.

Stockholders' equity increased $42.8 million to $1.28 billion at September 30, 2011, from $1.24 billion at December 31, 2010.  The increase in stockholders’ equity was due to net income of $55.4 million, the allocation of shares held by the ESOP of $12.1 million, stock-based compensation of $7.0 million and a decrease in accumulated other comprehensive loss of $5.2 million.  These increases were partially offset by dividends declared of $37.1 million.

Results of Operations

General

Net income for the three months ended September 30, 2011 decreased $10.3 million to $11.2 million, from $21.5 million for the three months ended September 30, 2010.  Diluted earnings per common share decreased to $0.12 per share for the three months ended September 30, 2011,  from $0.23 per share for the three months ended September 30, 2010.  Return on average assets decreased to 0.26% for the three months ended September 30, 2011, from 0.44% for the three months ended September 30, 2010, due to the decrease in net income, partially offset by a decrease in average assets.  Return on average stockholders’ equity decreased to 3.51% for the three months ended September 30, 2011, from 6.97% for the three months ended September 30, 2010.  Return on average tangible stockholders’ equity, which represents average stockholders’ equity less average goodwill, decreased to 4.11% for the three months ended September 30, 2011, from 8.21% for the three months ended September 30, 2010.  The decreases in the returns on average stockholders’ equity and average tangible stockholders’ equity for the three months ended September 30, 2011, compared to the three months ended September 30, 2010, were primarily due to the decrease in net income.

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Net income for the nine months ended September 30, 2011 increased $5.5 million to $55.4 million, from $49.9 million for the nine months ended September 30, 2010.  Diluted earnings per common share increased to $0.58 per share for the nine months ended September 30, 2011, from $0.53 per share for the nine months ended September 30, 2010.  Return on average assets increased to 0.42% for the nine months ended September 30, 2011, from 0.34% for the nine months ended September 30, 2010, due to the increase in net income and a decrease in average assets.  Return on average stockholders’ equity increased to 5.85% for the nine months ended September 30, 2011, from 5.45% for the nine months ended September 30, 2010.  Return on average tangible stockholders’ equity increased to 6.85% for the nine months ended September 30, 2011, from 6.43% for the nine months ended September 30, 2010.  The increases in the returns on average stockholders’ equity and average tangible stockholders’ equity for the nine months ended September 30, 2011, compared to the nine months ended September 30, 2010, were due to the increase in net income, partially offset by an increase in average stockholders’ equity.

Our results of operations for the nine months ended September 30, 2010 include $6.2 million ($4.0 million, after tax) of non-interest income related to a litigation settlement (Goodwill Litigation), $7.9 million ($5.1 million, after tax) of non-interest expense related to a litigation settlement (McAnaney Litigation), and a $1.5 million ($981,000, after tax) asset impairment charge against non-interest income related to an office building previously included in premises and equipment, net, which was sold in the 2011 second quarter.  For the nine months ended September 30, 2010, these net charges reduced diluted earnings per common share by $0.02 per share, return on average assets by 1 basis point, return on average stockholders’ equity by 23 basis points and return on average tangible stockholders’ equity by 27 basis points.  For further discussion of the litigation settlements, see Note 10 of Notes to Consolidated Financial Statements in Item 8, “Financial Statements and Supplementary Data,” in our 2010 Annual Report on Form 10-K.  For further discussion of the asset impairment charge recorded in the 2010 second quarter and the sale of the office building in the 2011 second quarter, see Note 1 of Notes to Consolidated Financial Statements in Item 8, “Financial Statements and Supplementary Data,” in our 2010 Annual Report on Form 10-K andNote 5 of Notes to Consolidated Financial Statements in Item 1, “Financial Statements (Unaudited),” in this Quarterly Report on Form 10-Q.

Net Interest Income

Net interest income represents the difference between income on interest-earning assets and expense on interest-bearing liabilities.  Net interest income depends primarily upon the volume of interest-earning assets and interest-bearing liabilities and the corresponding interest rates earned or paid. Our net interest income is significantly impacted by changes in interest rates and market yield curves and their related impact on cash flows.  See Item 3, “Quantitative and Qualitative Disclosures About Market Risk,” for further discussion of the potential impact of changes in interest rates on our results of operations.

For the three months ended September 30, 2011, net interest income decreased $15.4 million to $90.6 million, from $106.0 million for the three months ended September 30, 2010, and decreased $44.4 million to $287.9 million for the nine months ended September 30, 2011, from $332.3 million for the nine months ended September 30, 2010, due to decreases in interest income, partially offset by decreases in interest expense.  Interest income for the three and nine

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months ended September 30, 2011 decreased, compared to the three and nine months ended September 30, 2010, primarily due to decreases in the average balances of mortgage loans and mortgage-backed and other securities, coupled with decreases in the average yields on one-to-four family mortgage loans and mortgage-backed and other securities.  Interest expense for the three and nine months ended September 30, 2011 decreased, compared to the three and nine months ended September 30, 2010, primarily due to decreases in the average balances of borrowings and certificates of deposit, coupled with decreases in the average costs of certificates of deposit.  The net interest rate spread decreased to 2.19% for the three months ended September 30, 2011, from 2.25% for the three months ended September 30, 2010, and decreased to 2.26% for the nine months ended September 30, 2011, from 2.29% for the nine months ended September 30, 2010.  The net interest margin decreased to 2.27% for the three months ended September 30, 2011, from 2.32% for the three months ended September 30, 2010, and decreased to 2.34% for the nine months ended September 30, 2011, from 2.36% for the nine months ended September 30, 2010.  The decreases in the net interest rate spread and net interest margin reflect the significant decreases in the yields on average interest-earning assets, partially offset by the declines in the costs of average interest-bearing liabilities, for the three and nine months ended September 30, 2011 compared to the three and nine months ended September 30, 2010.  The average balance of net interest-earning assets increased $26.3 million to $588.8 million for the three months ended September 30, 2011, from $562.5 million for the three months ended September 30, 2010, and increased $15.9 million to $588.2 million for the nine months ended September 30, 2011, from $572.3 million for the nine months ended September 30, 2010.

The changes in average interest-earning assets and interest-bearing liabilities and their related yields and costs are discussed in greater detail under “Interest Income” and “Interest Expense.”

Analysis of Net Interest Income

The following tables set forth certain information about the average balances of our assets and liabilities and their related yields and costs for the three and nine months ended September 30, 2011 and 2010.  Average yields are derived by dividing income by the average balance of the related assets and average costs are derived by dividing expense by the average balance of the related liabilities, for the periods shown.  Average balances are derived from average daily balances.  The yields and costs include amortization of fees, costs, premiums and discounts which are considered adjustments to interest rates.

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		For the Three Months Ended September 30,
					2011								2010
(Dollars in Thousands)		Average Balance			Interest	Average Yield/ Cost				Average Balance			Interest	Average Yield/ Cost
						(Annualized)								(Annualized)
Assets:
Interest-earning assets:
Mortgage loans (1):
One-to-four family	$	10,604,853		$	105,769		3.99	%	$	11,678,392		$	130,936		4.48	%
Multi-family, commercial
real estate and construction		2,515,957			39,338		6.25			3,201,711			48,446		6.05
Consumer and other loans (1)		293,238			2,461		3.36			323,916			2,656		3.28
Total loans		13,414,048			147,568		4.40			15,204,019			182,038		4.79
Mortgage-backed and other securities (2)		2,344,816			19,670		3.36			2,555,951			25,336		3.97
Repurchase agreements and interest-earning cash accounts		115,228			54		0.19			332,171			188		0.23
FHLB-NY stock		128,664			1,432		4.45			174,220			1,999		4.59
Total interest-earning assets		16,002,756			168,724		4.22			18,266,361			209,561		4.59
Goodwill		185,151								185,151
Other non-interest-earning assets		925,222								888,925
Total assets	$	17,113,129							$	19,340,437
Liabilities and stockholders’ equity:
Interest-bearing liabilities:
Savings	$	2,799,738			2,316		0.33		$	2,407,180			2,448		0.41
Money market		646,966			1,491		0.92			342,453			385		0.45
NOW and demand deposit		1,804,760			301		0.07			1,686,109			279		0.07
Liquid CDs		328,426			193		0.24			585,814			689		0.47
Total core deposits		5,579,890			4,301		0.31			5,021,556			3,801		0.30
Certificates of deposit		5,623,449			29,185		2.08			7,155,096			42,343		2.37
Total deposits		11,203,339			33,486		1.20			12,176,652			46,144		1.52
Borrowings		4,210,625			44,594		4.24			5,527,188			57,392		4.15
Total interest-bearing liabilities		15,413,964			78,080		2.03			17,703,840			103,536		2.34
Non-interest-bearing liabilities		421,604								405,907
Total liabilities		15,835,568								18,109,747
Stockholders’ equity		1,277,561								1,230,690
Total liabilities and stockholders’ equity	$	17,113,129							$	19,340,437
Net interest income/
net interest rate spread (3)				$	90,644		2.19	%				$	106,025		2.25	%
Net interest-earning assets/
net interest margin (4)	$	588,792					2.27	%	$	562,521					2.32	%
Ratio of interest-earning assets to
interest-bearing liabilities		1.04	x							1.03	x

(1) Mortgage loans and consumer and other loans include loans held-for-sale and non-performing loans and exclude the allowance for loan losses.

(2) Securities available-for-sale are included at average amortized cost.

(3) Net interest rate spread represents the difference between the average yield on average interest-earning assets and the average cost of average interest-bearing liabilities.

(4) Net interest margin represents net interest income divided by average interest-earning assets.

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		For the Nine Months Ended September 30,
					2011								2010
(Dollars in Thousands)	Average Balance				Interest	Average Yield/ Cost				Average Balance			Interest	Average Yield/ Cost
						(Annualized)								(Annualized)
Assets:
Interest-earning assets:
Mortgage loans (1):
One-to-four family	$	10,701,179		$	332,314		4.14	%	$	11,856,597		$	408,640		4.60	%
Multi-family, commercial
real estate and construction		2,694,186			124,915		6.18			3,319,318			149,169		5.99
Consumer and other loans (1)		300,502			7,477		3.32			328,264			7,975		3.24
Total loans		13,695,867			464,706		4.52			15,504,179			565,784		4.87
Mortgage-backed and other securities (2)		2,441,661			63,432		3.46			2,897,654			86,319		3.97
Repurchase agreements and interest-earning cash accounts		153,312			221		0.19			181,366			257		0.19
FHLB-NY stock		134,549			5,386		5.34			177,246			6,416		4.83
Total interest-earning assets		16,425,389			533,745		4.33			18,760,445			658,776		4.68
Goodwill		185,151								185,151
Other non-interest-earning assets		908,537								879,392
Total assets	$	17,519,077							$	19,824,988
Liabilities and stockholders’ equity:
Interest-bearing liabilities:
Savings	$	2,770,622			7,812		0.38		$	2,324,727			7,023		0.40
Money market		476,046			2,370		0.66			336,482			1,117		0.44
NOW and demand deposit		1,787,848			872		0.07			1,662,287			807		0.06
Liquid CDs		384,259			699		0.24			626,625			2,281		0.49
Total core deposits		5,418,775			11,753		0.29			4,950,121			11,228		0.30
Certificates of deposit		5,933,823			94,403		2.12			7,507,295			137,954		2.45
Total deposits		11,352,598			106,156		1.25			12,457,416			149,182		1.60
Borrowings		4,484,543			139,694		4.15			5,730,714			177,268		4.12
Total interest-bearing liabilities		15,837,141			245,850		2.07			18,188,130			326,450		2.39
Non-interest-bearing liabilities		417,391								416,514
Total liabilities		16,254,532								18,604,644
Stockholders’ equity		1,264,545								1,220,344
Total liabilities and stockholders’ equity	$	17,519,077							$	19,824,988
Net interest income/
net interest rate spread (3)				$	287,895		2.26	%				$	332,326		2.29	%
Net interest-earning assets/
net interest margin (4)	$	588,248					2.34	%	$	572,315					2.36	%
Ratio of interest-earning assets to
interest-bearing liabilities		1.04	x							1.03	x

(1) Mortgage loans and consumer and other loans include loans held-for-sale and non-performing loans and exclude the allowance for loan losses.

(2) Securities available-for-sale are included at average amortized cost.

(3) Net interest rate spread represents the difference between the average yield on average interest-earning assets and the average cost of average interest-bearing liabilities.

(4) Net interest margin represents net interest income divided by average interest-earning assets.

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Rate/Volume Analysis

The following table presents the extent to which changes in interest rates and changes in the volume of interest-earning assets and interest-bearing liabilities have affected our interest income and interest expense during the periods indicated.  Information is provided in each category with respect to (1) the changes attributable to changes in volume (changes in volume multiplied by prior rate), (2) the changes attributable to changes in rate (changes in rate multiplied by prior volume), and (3) the net change.  The changes attributable to the combined impact of volume and rate have been allocated proportionately to the changes due to volume and the changes due to rate.

	Three Months Ended September 30, 2011 Compared to Three Months Ended September 30, 2010									Nine Months Ended September 30, 2011 Compared to Nine Months Ended September 30, 2010
	Increase (Decrease)									Increase (Decrease)
(In Thousands)	Volume			Rate			Net			Volume			Rate			Net
Interest-earning assets:
Mortgage loans:
One-to-four family	$	(11,493	)	$	(13,674	)	$	(25,167	)	$	(37,670	)	$	(38,656	)	$	(76,326	)
Multi-family, commercial real estate and construction		(10,664	)		1,556			(9,108	)		(28,854	)		4,600			(24,254	)
Consumer and other loans		(258	)		63			(195	)		(690	)		192			(498	)
Mortgage-backed and other securities		(1,981	)		(3,685	)		(5,666	)		(12,600	)		(10,287	)		(22,887	)
Repurchase agreements and interest-earning cash accounts		(106	)		(28	)		(134	)		(36	)		-			(36	)
FHLB-NY stock		(508	)		(59	)		(567	)		(1,659	)		629			(1,030	)
Total		(25,010	)		(15,827	)		(40,837	)		(81,509	)		(43,522	)		(125,031	)
Interest-bearing liabilities:
Savings		378			(510	)		(132	)		1,179			(390	)		789
Money market		509			597			1,106			569			684			1,253
NOW and demand deposit		22			-			22			20			45			65
Liquid CDs		(234	)		(262	)		(496	)		(682	)		(900	)		(1,582	)
Certificates of deposit		(8,373	)		(4,785	)		(13,158	)		(26,513	)		(17,038	)		(43,551	)
Borrowings		(14,010	)		1,212			(12,798	)		(38,851	)		1,277			(37,574	)
Total		(21,708	)		(3,748	)		(25,456	)		(64,278	)		(16,322	)		(80,600	)
Net change in net interest income	$	(3,302	)	$	(12,079	)	$	(15,381	)	$	(17,231	)	$	(27,200	)	$	(44,431	)

Interest Income

Interest income decreased $40.9 million to $168.7 million for the three months ended September 30, 2011, from $209.6 million for the three months ended September 30, 2010, due to a decrease of $2.27 billion in the average balance of interest-earning assets to $16.00 billion for the three months ended September 30, 2011, from $18.27 billion for the three months ended September 30, 2010, coupled with a decrease in the average yield on interest-earning assets to 4.22% for the three months ended September 30, 2011, from 4.59% for the three months ended September 30, 2010.  The decrease in the average balance of interest-earning assets was due to decreases in the average balances of all interest-earning asset categories.  The decrease in the average yield on interest-earning assets was primarily due to decreases in the average yields on one-to-four family mortgage loans and mortgage-backed and other securities, partially offset by an increase in the average yield on multi-family, commercial real estate and construction loans.

Interest income on one-to-four family mortgage loans decreased $25.1 million to $105.8 million for the three months ended September 30, 2011, from $130.9 million for the three months ended September 30, 2010, due to the combined effect of a decrease in the average yield to 3.99% for the three months ended September 30, 2011, from 4.48% for the three months ended September

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30, 2010 and a decrease of $1.07 billion in the average balance of such loans.  The decrease in the average balance of one-to-four family mortgage loans was primarily due to the levels of repayments over the past year which have outpaced the levels of originations and purchases.  The decrease in the average yield was primarily due to new originations at lower interest rates than the rates on loans repaid over the past year and the impact of the downward repricing of our ARM loans, slightly offset by a decrease in net premium amortization.  The lower interest rates and decrease in the average balance are attributable to the U.S. government subsidizing the residential mortgage market with programs designed to keep the interest rate for thirty year fixed rate conforming mortgage loans at historic low levels, coupled with expanded conforming loan limits.  Net premium amortization on one-to-four family mortgage loans decreased $799,000 to $7.2 million for the three months ended September 30, 2011, from $8.0 million for the three months ended September 30, 2010.  The decrease in net premium amortization primarily reflects the lower average balance of one-to-four family mortgage loans during the three months ended September 30, 2011, compared to the three months ended September 30, 2010.

Interest income on multi-family, commercial real estate and construction loans decreased $9.1 million to $39.3 million for the three months ended September 30, 2011, from $48.4 million for the three months ended September 30, 2010, due to a decrease of $685.8 million in the average balance of such loans, partially offset by an increase in the average yield to 6.25% for the three months ended September 30, 2011, from 6.05% for the three months ended September 30, 2010.  The decrease in the average balance of multi-family, commercial real estate and construction loans is attributable to repayments, the sale or transfer to held-for-sale of certain delinquent and non-performing loans and the absence of new multi-family, commercial real estate and construction loan originations.  The increase in the average yield on multi-family, commercial real estate and construction loans is primarily due to an increase in prepayment penalties.  Prepayment penalties increased $1.4 million to $2.1 million for the three months ended September 30, 2011, from $646,000 for the three months ended September 30, 2010.

Interest income on mortgage-backed and other securities decreased $5.6 million to $19.7 million for the three months ended September 30, 2011, from $25.3 million for the three months ended September 30, 2010, due to a decrease in the average yield to 3.36% for the three months ended September 30, 2011, from 3.97% for the three months ended September 30, 2010, coupled with a decrease of $211.1 million in the average balance of the portfolio.  The decrease in the average yield was primarily due to repayments on higher yielding securities and purchases of new securities with lower coupons, in the prolonged low interest rate environment, than the weighted average coupon for the portfolio.  The decrease in the average balance of mortgage-backed and other securities was the result of repayments exceeding securities purchased over the past year.

Dividend income on FHLB-NY stock decreased $567,000 to $1.4 million for the three months ended September 30, 2011, from $2.0 million for the three months ended September 30, 2010, primarily due to a decrease of $45.6 million in the average balance.  The decrease in the average balance of FHLB-NY stock reflects a decrease in the level of FHLB-NY advances during the three months ended September 30, 2011, compared to the three months ended September 30, 2010.

Interest income decreased $125.1 million to $533.7 million for the nine months ended September 30, 2011, from $658.8 million for the nine months ended September 30, 2010, due to a decrease of $2.33 billion in the average balance of interest-earning assets to $16.43 billion for the nine months ended September 30, 2011, from $18.76 billion for the nine months ended September 30,

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2010, coupled with a decrease in the average yield on interest-earning assets to 4.33% for the nine months ended September 30, 2011, from 4.68% for the nine months ended September 30, 2010.

Interest income on one-to-four family mortgage loans decreased $76.3 million to $332.3 million for the nine months ended September 30, 2011, from $408.6 million for the nine months ended September 30, 2010, due to the combined effect of a decrease in the average yield to 4.14% for the nine months ended September 30, 2011, from 4.60% for the nine months ended September 30, 2010 and a decrease of $1.16 billion in the average balance of such loans.  Net premium amortization on one-to-four family mortgage loans decreased $3.8 million to $19.6 million for the nine months ended September 30, 2011, from $23.4 million for the nine months ended September 30, 2010.

Interest income on multi-family, commercial real estate and construction loans decreased $24.3 million to $124.9 million for the nine months ended September 30, 2011, from $149.2 million for the nine months ended September 30, 2010, due to a decrease of $625.1 million in the average balance of such loans, partially offset by an increase in the average yield to 6.18% for the nine months ended September 30, 2011, from 5.99% for the nine months ended September 30, 2010.  Prepayment penalties increased $3.3 million to $5.2 million for the nine months ended September 30, 2011, from $1.9 million for the nine months ended September 30, 2010.

Interest income on mortgage-backed and other securities decreased $22.9 million to $63.4 million for the nine months ended September 30, 2011, from $86.3 million for the nine months ended September 30, 2010.  This decrease was due to a decrease of $456.0 million in the average balance of the portfolio, coupled with a decrease in the average yield to 3.46% for the nine months ended September 30, 2011, from 3.97% for the nine months ended September 30, 2010.

Dividend income on FHLB-NY stock decreased $1.0 million to $5.4 million for the nine months ended September 30, 2011, from $6.4 million for the nine months ended September 30, 2010.  This decrease was due to a decrease of $42.7 million in the average balance, partially offset by an increase in the average yield to 5.34% for the nine months ended September 30, 2011, from 4.83% for the nine months ended September 30, 2010.

Except as otherwise noted, the principal reasons for the changes in the average yields and average balances of the various assets noted above for the nine months ended September 30, 2011 are consistent with the principal reasons for the changes noted for the three months ended September 30, 2011.

Interest Expense

Interest expense decreased $25.4 million to $78.1 million for the three months ended September 30, 2011, from $103.5 million for the three months ended September 30, 2010, due to a decrease of $2.29 billion in the average balance of interest-bearing liabilities to $15.41 billion for the three months ended September 30, 2011, from $17.70 billion for the three months ended September 30, 2010, coupled with a decrease in the average cost of interest-bearing liabilities to 2.03% for the three months ended September 30, 2011, from 2.34% for the three months ended September 30, 2010.  The decrease in the average balance of interest-bearing liabilities was primarily due to decreases in the average balances of certificates of deposit and borrowings.  The decrease in the

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average cost of interest-bearing liabilities was primarily due to a decrease in the average cost of certificates of deposit, partially offset by an increase in the average cost of borrowings.

Interest expense on total deposits decreased $12.6 million to $33.5 million for the three months ended September 30, 2011, from $46.1 million for the three months ended September 30, 2010, due to a decrease of $973.3 million in the average balance of total deposits to $11.20 billion for the three months ended September 30, 2011, from $12.18 billion for the three months ended September 30, 2010, coupled with a decrease in the average cost to 1.20% for the three months ended September 30, 2011, from 1.52% for the three months ended September 30, 2010.  The decrease in the average balance of total deposits was primarily due to decreases in the average balances of certificates of deposit and Liquid CDs, partially offset by increases in the average balances of savings, money market and NOW and demand deposit accounts.  The decrease in the average cost of total deposits was primarily due to the impact of the decline in interest rates over the past year on our certificates of deposit which matured and were replaced at lower interest rates.

Interest expense on certificates of deposit decreased $13.1 million to $29.2 million for the three months ended September 30, 2011, from $42.3 million for the three months ended September 30, 2010, due to a decrease of $1.53 billion in the average balance, coupled with a decrease in the average cost to 2.08% for the three months ended September 30, 2011, from 2.37% for the three months ended September 30, 2010.  The decrease in the average balance of certificates of deposit was primarily the result of our reduced focus on certificates of deposit.  Throughout most of 2010 and during 2011, we continued to allow high cost certificates of deposit to run off as total assets declined.  The decrease in the average cost of certificates of deposit reflects the impact of certificates of deposit at higher rates maturing and being replaced at lower interest rates.  During the three months ended September 30, 2011, $735.8 million of certificates of deposit matured, with a weighted average rate of 1.39% and a weighted average maturity at inception of sixteen months, and $436.4 million of certificates of deposit were issued or repriced, with a weighted average rate of 0.53% and a weighted average maturity at inception of fourteen months.

Interest expense on borrowings decreased $12.8 million to $44.6 million for the three months ended September 30, 2011, from $57.4 million for the three months ended September 30, 2010, due to a decrease of $1.32 billion in the average balance, partially offset by an increase in the average cost to 4.24% for the three months ended September 30, 2011, from 4.15% for the three months ended September 30, 2010.  The decrease in the average balance of borrowings was the result of cash flows from mortgage loan and securities repayments exceeding mortgage loan originations and purchases, securities purchases and deposit outflows which enabled us to repay a portion of our matured borrowings.  The increase in the average cost of borrowings is a result of borrowings which matured over the past year which had interest rates below the weighted average rate for the borrowings portfolio.

Interest expense decreased $80.6 million to $245.9 million for the nine months ended September 30, 2011, from $326.5 million for the nine months ended September 30, 2010, due to a decrease of $2.35 billion in the average balance of interest-bearing liabilities to $15.84 billion for the nine months ended September 30, 2011, from $18.19 billion for the nine months ended September 30, 2010, coupled with a decrease in the average cost of interest-bearing liabilities to 2.07% for the nine months ended September 30, 2011, from 2.39% for the nine months ended September 30, 2010.

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Interest expense on total deposits decreased $43.0 million to $106.2 million for the nine months ended September 30, 2011, from $149.2 million for the nine months ended September 30, 2010, due to a decrease of $1.11 billion in the average balance of total deposits to $11.35 billion for the nine months ended September 30, 2011, from $12.46 billion for the nine months ended September 30, 2010, coupled with a decrease in the average cost to 1.25% for the nine months ended September 30, 2011, from 1.60% for the nine months ended September 30, 2010.

Interest expense on certificates of deposit decreased $43.6 million to $94.4 million for the nine months ended September 30, 2011, from $138.0 million for the nine months ended September 30, 2010, due to a decrease of $1.57 billion in the average balance, coupled with a decrease in the average cost to 2.12% for the nine months ended September 30, 2011, from 2.45% for the nine months ended September 30, 2010.  During the nine months ended September 30, 2011, $2.82 billion of certificates of deposit matured, with a weighted average rate of 1.60% and a weighted average maturity at inception of seventeen months, and $1.95 billion of certificates of deposit were issued or repriced, with a weighted average rate of 0.92% and a weighted average maturity at inception of twenty months.

Interest expense on borrowings decreased $37.6 million to $139.7 million for the nine months ended September 30, 2011, from $177.3 million for the nine months ended September 30, 2010, due to a decrease of $1.25 billion in the average balance, partially offset by an increase in the average cost to 4.15% for the nine months ended September 30, 2011, from 4.12% for the nine months ended September 30, 2010.

Except as otherwise noted, the principal reasons for the changes in the average costs and average balances of the various liabilities noted above for the nine months ended September 30, 2011 are consistent with the principal reasons for the changes noted for the three months ended September 30, 2011.

Provision for Loan Losses

We review our allowance for loan losses on a quarterly basis.  Material factors considered during our quarterly review are our loss experience, the composition and direction of loan delinquencies, the size and composition of our loan portfolio and the impact of current economic conditions.  We continue to closely monitor the local and national real estate markets and other factors related to risks inherent in our loan portfolio.  As a geographically diversified residential lender, we have been affected by negative consequences arising from the economic recession that continued throughout most of 2009 and, in particular, a sharp downturn in the housing industry nationally, as well as economic and housing industry weaknesses in the New York metropolitan area.  We are particularly vulnerable to a job loss recession.  Although the national economy experienced some recovery during the 2011 first quarter, it weakened during the six months ended September 30, 2011 as evidenced by, among other things, an increase in the unemployment rate since March 2011 and significantly lower job growth during the 2011 second and third quarters than the moderate growth experienced in the 2011 first quarter.  In addition, softness persists in the housing and real estate markets.

The allowance for loan losses decreased to $178.4 million at September 30, 2011, compared to $182.7 million at June 30, 2011 and $201.5 million at December 31, 2010.  The allowance for loan losses reflects the levels and composition of our loan delinquencies and non-performing loans, our loss history, the size and composition of our loan portfolio and our evaluation of the

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housing and real estate markets and overall economy, including the unemployment rate.  The provision for loan losses decreased to $10.0 million for the three months ended September 30, 2011, compared to $20.0 million for the three months ended September 30, 2010, and decreased to $27.0 million for the nine months ended September 30, 2011, compared to $100.0 million for the nine months ended September 30, 2010.  The decreases in the allowance for loan losses and the provision for loan losses reflect the stabilizing trend in overall asset quality experienced in 2010 and into 2011, coupled with the decline in the loan portfolio over the same period.  The provision for loan losses for the 2011 third quarter was equal to the provision for loan losses for the 2011 second quarter because we felt it prudent, at this time, to maintain our strong coverage ratios in the face of a continued weak economy and persistent high unemployment along with prolonged softness in housing values.  The allowance for loan losses as a percentage of total loans was 1.34% at September 30, 2011, compared to 1.35% at June 30, 2011 and 1.42% at December 31, 2010.  The allowance for loan losses as a percentage of non-performing loans was 46.94% at September 30, 2011, compared to 48.55% at June 30, 2011 and 51.57% at December 31, 2010.  Total delinquencies declined $15.0 million to $568.5 million at September 30, 2011, compared to $583.5 million at June 30, 2011 and declined $42.4 million, compared to $610.9 million at December 31, 2010.  Non-performing loans totaled $380.0 million at September 30, 2011, an increase of $3.7 million compared to $376.3 million at June 30, 2011 and a decrease of $10.7 million compared to $390.7 million at December 31, 2010.  The changes in non-performing loans during any period are taken into account when determining the allowance for loan losses because the allowance coverage percentages we apply to our non-performing loans are higher than the allowance coverage percentages applied to our performing loans.  In determining our allowance coverage percentages for non-performing loans, we consider our aggregate historical loss experience with respect to the ultimate disposition of the underlying collateral.  To further enhance our non-performing loan analysis, during the quarter ended June 30, 2011, we began segmenting our non-performing loans by state and analyzing our historical loss experience and cure rates by state.

When analyzing our asset quality trends and coverage ratios, consideration is given to the accounting for non-performing loans, particularly when reviewing our allowance for loan losses to non-performing loans ratio.  Included in our non-performing loans are one-to-four family mortgage loans which are 180 days or more past due.  We update our collateral values on one-to-four family mortgage loans which are 180 days past due and annually thereafter.  If the estimated fair value of the loan collateral less estimated selling costs is less than the recorded investment in the loan, a charge-off of the difference is recorded to reduce the loan to its fair value less estimated selling costs.  Therefore certain losses inherent in our non-performing one-to-four family mortgage loans are being recognized at 180 days of delinquency and annually thereafter and accordingly are charged off.  The impact of updating these estimates of collateral value and recognizing any required charge-offs is to increase charge-offs and reduce the allowance for loan losses required on these loans.  In effect, these loans have been written down to their fair value less estimated selling costs and the inherent loss has been recognized.  Therefore, when reviewing the adequacy of the allowance for loan losses as a percentage of non-performing loans, the impact of these charge-offs is considered.  At September 30, 2011, non-performing loans included one-to-four family mortgage loans which were 180 days or more past due totaling $258.7 million, net of $74.7 million in charge-offs related to such loans, which had a related allowance for loan losses totaling $7.3 million.  Excluding these one-to-four family mortgage loans which were 180 days or more past due at September 30, 2011 and their related allowance, our ratio of the allowance for loan losses to non-performing loans would be approximately

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141%, which is a non-GAAP financial measure, compared to the ratio of the allowance for loan losses to non-performing loans of approximately 47%, as noted above.

While ratio analyses are used as a supplemental tool for evaluating the overall reasonableness of the allowance for loan losses, the adequacy of the allowance for loan losses is ultimately determined by the actual losses and charges recognized in the portfolio.  We update our loss analyses quarterly to ensure that our allowance coverage percentages are adequate and the overall allowance for loan losses is our best estimate of loss as of a particular point in time.  Our 2011 third quarter analysis of loss severity on one-to-four family mortgage loans, defined as the ratio of net write-downs taken through disposition of the asset (typically the sale of REO) to the loan’s original principal balance during the twelve months ended June 30, 2011, indicated an average loss severity of approximately 29% compared to an average loss severity of approximately 28% in our 2011 second quarter analysis and 26% in our 2011 first quarter analysis.  Our analysis in the 2011 third quarter primarily reviewed one-to-four family REO sales which occurred during the twelve months ended June 30, 2011 and included both full documentation and reduced documentation loans in a variety of states with varying years of origination.  Our 2011 third quarter analysis of charge-offs on multi-family, commercial real estate and construction loans, primarily related to loan sales, during the twelve months ended June 30, 2011, indicated an average loss severity of approximately 29%.  This compares to an average loss severity of approximately 31% in our 2011 second quarter analysis and 30% in our 2011 first quarter analysis.  We consider our average loss severity experience as a gauge in evaluating the overall adequacy of our allowance for loan losses.  However, the uniqueness of each multi-family, commercial real estate and construction loan, particularly multi-family loans within New York City, many of which are rent stabilized, is also factored into our analyses.  We also obtain updated estimates of collateral value on our non-performing multi-family, commercial real estate and construction loans with balances of $1.0 million or greater.  We believe that using the loss experience of the past year (twelve months prior to the quarterly analysis) is reflective of the current economic and real estate environment.  The ratio of the allowance for loan losses to non-performing loans was approximately 47% at September 30, 2011, which exceeds our average loss severity experience for our mortgage loan portfolios, supporting our determination that our allowance for loan losses is adequate to cover potential losses.

Net loan charge-offs totaled $14.4 million, or forty-three basis points of average loans outstanding, annualized, for the three months ended September 30, 2011 and $50.1 million, or forty-nine basis points of average loans outstanding, annualized, for the nine months ended September 30, 2011.  This compares to net loan charge-offs of $24.8 million, or sixty-five basis points of average loans outstanding, annualized, for the three months ended September 30, 2010 and $87.8 million, or seventy-six basis points of average loans outstanding, annualized, for the nine months ended September 30, 2010.  The decrease in net loan charge-offs for the three months ended September 30, 2011, compared to the three months ended September 30, 2010, was primarily due to decreases in multi-family and one-to-four family mortgage loan net charge-offs.  The decrease in net loan charge-offs for the nine months ended September 30, 2011, compared to the nine months ended September 30, 2010, was primarily due to decreases in multi-family, one-to-four family and commercial real estate mortgage loan net charge-offs.  Our non-performing loans, which are comprised primarily of mortgage loans, decreased $10.7 million to $380.0 million, or 2.85% of total loans, at September 30, 2011, from $390.7 million, or 2.75% of total loans, at December 31, 2010.  The decrease was primarily due to a decrease of $17.4 million in non-performing one-to-four family mortgage loans, partially offset by an

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increase of $8.2 million in multi-family and commercial real estate loans.  We proactively manage our non-performing assets, in part, through the sale of certain delinquent and non-performing loans.  If the sale and reclassification to held-for-sale of certain delinquent and non-performing loans, primarily multi-family and one-to-four family mortgage loans, during the nine months ended September 30, 2011 had not occurred, our non-performing loans would have been $24.4 million higher, which amount is gross of $7.0 million in net charge-offs taken on such loans.

We obtain updated estimates of collateral value for non-performing multi-family, commercial real estate and construction loans with balances of $1.0 million or greater and one-to-four family mortgage loans which are 180 days or more delinquent, annually, and certain other loans when the Asset Classification Committee believes repayment of such loans may be dependent on the value of the underlying collateral.  We monitor property value trends in our market areas to determine what impact, if any, such trends may have on our loan-to-value ratios and the adequacy of the allowance for loan losses.

During the 2011 first quarter, total delinquencies decreased primarily due to a decrease in non-performing loans and early stage delinquencies, continuing the trend from 2010.  Net loan charge-offs decreased slightly for the 2011 first quarter compared to the 2010 fourth quarter.  The national unemployment rate decreased to 8.8% for March 2011 and there were modest job gains for the quarter totaling 478,000 at the time of our analysis.  We continued to update our charge-off and loss analysis during the 2011 first quarter and modified our allowance coverage percentages accordingly.  As a result of these factors, our allowance for loan losses decreased compared to December 31, 2010 and totaled $189.5 million at March 31, 2011 which resulted in  a provision for loan losses of $7.0 million for the 2011 first quarter.  During the 2011 second quarter, total delinquencies decreased due to a decrease in loans 60-89 days past due, partially offset by an increase in loans 30-59 days past due and a slight increase in non-performing loans.  The unemployment rate increased to 9.2% for June 2011 and job gains decreased significantly from the first quarter and totaled 260,000 at the time of our analysis.  Net loan charge-offs decreased for the 2011 second quarter compared to the 2011 first quarter.  We continued to update our charge-off and loss analysis during the 2011 second quarter and modified our allowance coverage percentages accordingly.  As a result of these factors, our allowance for loan losses decreased compared to March 31, 2011 and totaled $182.7 million at June 30, 2011 which resulted in a provision for loan losses of $10.0 million for the three months ended June 30, 2011 and $17.0 million for the six months ended June 30, 2011.  During the 2011 third quarter, total delinquencies decreased due to a decrease in loans 30-59 days past due, partially offset by a slight increase in non-performing loans.  The unemployment rate decreased slightly to 9.1% and there were job gains for the quarter totaling 287,000 at the time of our analysis.  Net loan charge-offs decreased for the 2011 third quarter compared to the 2011 second quarter.  We continued to update our charge-off and loss analysis during the 2011 third quarter and modified our allowance coverage percentages accordingly.  As a result of these factors, our allowance for loan losses decreased compared to June 30, 2011 and totaled $178.4 million at September 30, 2011 which resulted in a provision for loan losses of $10.0 million for the three months ended September 30, 2011 and $27.0 million for the nine months ended September 30, 2011.

There are no material assumptions relied on by management which have not been made apparent in our disclosures or reflected in our asset quality ratios and activity in the allowance for loan losses.  We believe our allowance for loan losses has been established and maintained at levels that reflect the risks inherent in our loan portfolio, giving consideration to the composition and

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size of our loan portfolio, delinquencies and non-accrual and non-performing loans, our loss history and the current economic environment.  The balance of our allowance for loan losses represents management’s best estimate of the probable inherent losses in our loan portfolio at September 30, 2011 and December 31, 2010.

For further discussion of the methodology used to determine the allowance for loan losses, see “Critical Accounting Policies-Allowance for Loan Losses” and for further discussion of our loan portfolio composition and non-performing loans, see “Asset Quality” and Note 4 of Notes to Consolidated Financial Statements in Item 1, “Financial Statements (Unaudited).”

Non-Interest Income

Non-interest income decreased $2.1 million to $16.5 million for the three months ended September 30, 2011, from $18.6 million for the three months ended September 30, 2010, and decreased $8.9 million to $51.6 million for the nine months ended September 30, 2011, from $60.5 million for the nine months ended September 30, 2010.  These decreases were primarily due to decreases in other non-interest income and customer service fees.

Other non-interest income decreased $901,000 to $1.3 million for the three months ended September 30, 2011, from $2.2 million for the three months ended September 30, 2010, primarily due to a decrease in net gain on sales of non-performing loans held-for-sale.  For the nine months ended September 30, 2011, other non-interest income decreased $6.2 million to $3.1 million, from $9.3 million for the nine months ended September 30, 2010, primarily due to a litigation settlement (Goodwill Litigation) of $6.2 million recorded in the 2010 second quarter and a decrease of $1.2 million in net gain on sales of non-performing loans held-for-sale, partially offset by an asset impairment charge of $1.5 million recorded in the 2010 second quarter.  For further discussion of the litigation settlement, see Note 10 of Notes to Consolidated Financial Statements in Item 8, “Financial Statements and Supplementary Data,” in our 2010 Annual Report on Form 10-K.  The asset impairment charge was related to an office building previously included in premises and equipment, net, which was sold in the 2011 second quarter.  For further discussion of the asset impairment charge recorded in the 2010 second quarter and the sale of the building in the 2011 second quarter, see Note 1 of Notes to Consolidated Financial Statements in Item 8, “Financial Statements and Supplementary Data,” in our 2010 Annual Report on Form 10-K and Note 5 of Notes to Consolidated Financial Statements in Item 1, “Financial Statements (Unaudited),” in this Quarterly Report on Form 10-Q.

Customer service fees decreased $596,000 to $11.9 million for the three months ended September 30, 2011, from $12.5 million for the three months ended September 30, 2010, and decreased $3.4 million to $35.7 million for the nine months ended September 30, 2011, from $39.1 million for the nine months ended September 30, 2010.  These decreases were primarily due to decreases in overdraft fees related to transaction accounts.

Non-Interest Expense

Non-interest expense increased $7.7 million to $78.6 million for the three months ended September 30, 2011, from $70.9 million for the three months ended September 30, 2010, primarily due to increases in FDIC insurance premium expense and compensation and benefits expense.  For the nine months ended September 30, 2011, non-interest expense increased $9.2 million to $224.2 million, from $215.0 million for the nine months ended September 30, 2010,

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primarily due to increases in FDIC insurance premium expense, compensation and benefits expense and advertising expense, partially offset by a decrease in other non-interest expense.  Our percentage of general and administrative expense to average assets, annualized, increased to 1.84% for the three months ended September 30, 2011, from 1.47% for the three months ended September 30, 2010, and increased to 1.71% for the nine months ended September 30, 2011, from 1.45% for the nine months ended September 30, 2010.  The increases in these ratios were due to the decreases in average assets, coupled with the increases in general and administrative expenses, for the three and nine months ended September 30, 2011, compared to the three and nine months ended September 30, 2010.

FDIC insurance premium expense increased $4.3 million to $10.8 million for the three months ended September 30, 2011, from $6.5 million for the three months ended September 30, 2010, and increased $7.8 million to $27.5 million for the nine months ended September 30, 2011, from $19.7 million for the nine months ended September 30, 2010.  On February 7, 2011, the FDIC adopted a final rule that redefined the assessment base for deposit insurance assessments as average consolidated total assets minus average tangible equity, rather than on deposit bases, as required by the Reform Act, and revised the risk-based assessment system for all large insured depository institutions effective April 1, 2011 and results in significantly higher FDIC insurance premium expense.  For further discussion of the changes in FDIC insurance premiums, see “Federally Chartered Savings Association Regulation – Insurance of Deposit Accounts,” in Part I, Item 1, of our 2010 Annual Report on Form 10-K and Part II, Item 1A, “Risk Factors,” in our March 31, 2011 Quarterly Report on Form 10-Q.

Compensation and benefits expense increased $3.5 million to $39.5 million for the three months ended September 30, 2011, from $36.0 million for the three months ended September 30, 2010, and increased $7.3 million to $113.2 million for the nine months ended September 30, 2011, from $105.9 million for the nine months ended September 30, 2010.  These increases were primarily due to increases in ESOP related expenses, pension and other postretirement benefits expense, salary expense and stock-based compensation, partially offset by decreases in officer incentive accruals.  The increase in ESOP related expenses primarily reflects the reduction in the market value of our common stock during the 2011 third quarter.

Other non-interest expense decreased $6.8 million to $28.4 million for the nine months ended September 30, 2011, from $35.2 million for the nine months ended September 30, 2010, primarily due to a litigation settlement (McAnaney Litigation) of $7.9 million recorded in the 2010 second quarter and a decrease in legal expenses, partially offset by an increase in REO related expenses.  For further discussion of the litigation settlement, see Note 10 of Notes to Consolidated Financial Statements in Item 8, “Financial Statements and Supplementary Data,” in our 2010 Annual Report on Form 10-K.   REO related expenses increased $2.2 million to $8.7 million for the nine months ended September 30, 2011.  Advertising expense increased $1.8 million to $6.4 million for the nine months ended September 30, 2011, from $4.6 million for the nine months ended September 30, 2010, due to additional marketing campaigns.

In connection with the implementation of the Reform Act and our transition to the OCC as our primary regulator and the resultant enhanced scrutiny of larger institutions, we have decided to enhance various systems and add staff to keep up with the operational and regulatory burden associated with an institution of our size.  This will result in additional investments in both technology and staffing that are likely to increase our non-interest expense.

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Income Tax Expense

For the three months ended September 30, 2011, income tax expense totaled $7.4 million, representing an effective tax rate of 39.7%, compared to $12.3 million for the three months ended September 30, 2010, representing an effective tax rate of 36.4%.  For the nine months ended September 30, 2011, income tax expense totaled $32.9 million, representing an effective tax rate of 37.2%, compared to $27.9 million for the nine months ended September 30, 2010, representing an effective tax rate of 35.8%.  The increases in the effective tax rate for the three and nine months ended September 30, 2011, compared to the three and nine months ended September 30, 2010, primarily reflect significant increases in net nonfavorable permanent differences, primarily due to the increase in non-deductible ESOP expense, coupled with the decrease in pre-tax book income for the three months ended September 30, 2011, compared to the three months ended September 30, 2010.

Asset Quality

One of our key operating objectives has been and continues to be to maintain a high level of asset quality.  We continue to employ sound underwriting standards for new loan originations.  Through a variety of strategies, including, but not limited to, collection efforts and the marketing of delinquent and non-performing loans and foreclosed properties, we have been proactive in addressing problem and non-performing assets which, in turn, has helped to maintain the strength of our financial condition.

The composition of our loan portfolio, by property type, has remained relatively consistent over the last several years.  At September 30, 2011, our loan portfolio was comprised of 80% one-to-four family mortgage loans, 13% multi-family mortgage loans, 5% commercial real estate loans and 2% other loan categories.  This compares to 77% one-to-four family mortgage loans, 16% multi-family mortgage loans, 5% commercial real estate loans and 2% other loan categories at December 31, 2010.  Full documentation loans comprised 85% of our one-to-four family mortgage loan portfolio at September 30, 2011, compared to 84% at December 31, 2010 and comprised 88% of our total loan portfolio at September 30, 2011, compared to 87% at December 31, 2010.

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The following table provides further details on the composition of our one-to-four family mortgage loan portfolio in dollar amounts and percentages of the portfolio at the dates indicated.

	At September 30, 2011				At December 31, 2010
			Percent				Percent
(Dollars in Thousands)	Amount		of Total		Amount		of Total
One-to-four family:
Full documentation interest-only (1)	$	3,019,747	28.59	%	$	3,811,762	35.12	%
Full documentation amortizing		5,942,774	56.26			5,272,171	48.57
Reduced documentation interest-only (1)(2)		1,182,887	11.20			1,331,294	12.26
Reduced documentation amortizing (2)		416,956	3.95			439,834	4.05
Total one-to-four family	$	10,562,364	100.00	%	$	10,855,061	100.00	%

(1)

Interest-only loans require the borrower to pay interest only during the first ten years of the loan term.  After the tenth anniversary of the loan, principal and interest payments are required to amortize the loan over the remaining loan term.  Includes interest-only hybrid ARM loans which were underwritten at the initial note rate, which may have been a discounted rate, totaling $2.59 billion at September 30, 2011 and $2.91 billion at December 31, 2010.

(2)

Includes SISA loans totaling $246.0 million at September 30, 2011 and $272.7 million at December 31, 2010.

We continue to adhere to prudent underwriting standards.  We underwrite our one-to-four family mortgage loans primarily based upon our evaluation of the borrower’s ability to pay.  We do not originate negative amortization loans, payment option loans or other loans with short-term interest-only periods.  Additionally, we do not originate one-year ARM loans.  The ARM loans in our portfolio which currently reprice annually represent hybrid ARM loans (interest-only and amortizing) which have passed their initial fixed rate period.  In 2006, we began underwriting our one-to-four family interest-only hybrid ARM loans based on a fully amortizing loan (in effect, underwriting interest-only hybrid ARM loans as if they were amortizing hybrid ARM loans).  Prior to 2007, we would underwrite our one-to-four family interest-only hybrid ARM loans using the initial note rate, which may have been a discounted rate.  In 2007, we began underwriting our one-to-four family interest-only hybrid ARM loans at the higher of the fully indexed rate or the initial note rate.  In 2009, we began underwriting our one-to-four family interest-only and amortizing hybrid ARM loans at the higher of the fully indexed rate, the initial note rate or 6.00%.  During the 2010 second quarter, we reduced the underwriting interest rate floor from 6.00% to 5.00% to reflect the current interest rate environment.  During the 2010 third quarter, we stopped offering interest-only loans.  Our reduced documentation loans are comprised primarily of SIFA (stated income, full asset) loans.  To a lesser extent, reduced documentation loans in our portfolio also include SISA (stated income, stated asset) loans.  SIFA and SISA loans required a prospective borrower to complete a standard mortgage loan application.  During the 2007 fourth quarter, we stopped offering reduced documentation loans.

The market does not apply a uniform definition of what constitutes “subprime” lending.  Our reference to subprime lending relies upon the “Statement on Subprime Mortgage Lending” issued by the federal bank regulatory agencies, or the Agencies, on  June 29, 2007, which further references the “Expanded Guidance for Subprime Lending Programs,” or the Expanded Guidance, issued by the Agencies by press release dated January 31, 2001.  In the Expanded Guidance, the Agencies indicated that subprime lending does not refer to individual subprime loans originated and managed, in the ordinary course of business, as exceptions to prime risk selection standards.  The Agencies recognize that many prime loan portfolios will contain such accounts.  The Agencies also excluded prime loans that develop credit problems after acquisition and community development loans from the subprime arena.  According to the Expanded Guidance, subprime loans are other loans to borrowers which display one or more characteristics

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of reduced payment capacity.  Five specific criteria, which are not intended to be exhaustive and are not meant to define specific parameters for all subprime borrowers and may not match all markets or institutions’ specific subprime definitions, are set forth, including having a credit (FICO) score of 660 or below.  However, we do not associate a particular FICO score with our definition of subprime loans.  Consistent with the guidance provided by federal bank regulatory agencies, we consider subprime loans to be loans to borrowers with a credit history containing one or more of the following at the time of origination: (1) bankruptcy within the last four years; (2) foreclosure within the last two years; or (3) two 30 day mortgage delinquencies in the last twelve months.  In addition, subprime loans generally display the risk layering of the following features: high debt-to-income ratio; low or no cash reserves; loan-to-value ratios over 90%; short-term interest-only periods or negative amortization loan products; or reduced or no documentation loans.  Our current underwriting standards would generally preclude us from originating loans to borrowers with a credit history containing a bankruptcy or a foreclosure within the last five years or two 30 day mortgage delinquencies in the last twelve months.  Based upon the definition and exclusions described above, we are a prime lender.  Within our portfolio of one-to-four family mortgage loans, we have loans to borrowers who had FICO scores of 660 or below at the time of origination. However, as a portfolio lender we underwrite our loans considering all credit criteria, as well as collateral value, and do not base our underwriting decisions solely on FICO scores.  Based on our underwriting criteria, particularly the average loan-to-value ratios at origination, we consider our loans to borrowers with FICO scores of 660 or below at origination to be prime loans.

Although FICO scores are considered as part of our underwriting process, they have not always been recorded on our mortgage loan system and are not available for all of the one-to-four family mortgage loans on our mortgage loan system.  However, substantially all of our one-to-four family mortgage loans originated since March 2005 have credit scores available on our mortgage loan system.  At September 30, 2011, one-to-four family mortgage loans which had FICO scores available on our mortgage loan system totaled $9.25 billion, or 88% of our total one-to-four family mortgage loan portfolio, of which $441.4 million, or 5%, had FICO scores of 660 or below at the date of origination.  At December 31, 2010, one-to-four family mortgage loans which had FICO scores available on our mortgage loan system totaled $9.39 billion, or 86% of our total one-to-four family mortgage loan portfolio, of which $473.3 million, or 5%, had FICO scores of 660 or below at the date of origination.Of our one-to-four family mortgage loans to borrowers with known FICO scores of 660 or below, 72% are interest-only loans and 28% are amortizing loans at September 30, 2011 and 73% are interest-only loans and 27% are amortizing loans at December 31, 2010.  In addition, 67% of our loans to borrowers with known FICO scores of 660 or below were full documentation loans and 33% were reduced documentation loans at September 30, 2011 and at December 31, 2010. We believe the aforementioned loans, when originated, were amply collateralized and otherwise conformed to our prime lending standards and do not present a greater risk of loss or other asset quality risk relative to comparable loans in our portfolio to other borrowers with higher credit scores.  We do not have FICO scores recorded on our mortgage loan system for 12% of our one-to-four family mortgage loans at September 30, 2011 and 14% of our one-to-four family mortgage loans at December 31, 2010. Of our one-to-four family mortgage loans without a FICO score available on our mortgage loan system, 75% are amortizing loans and 25% are interest-only loans at September 30, 2011 and 74% are amortizing loans and 26% are interest-only loans at December 31, 2010.

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Non-Performing Assets

The following table sets forth information regarding non-performing assets at the dates indicated.

(Dollars in Thousands)	At September 30, 2011			At December 31, 2010
Non-accrual delinquent mortgage loans	$	373,476		$	384,291
Non-accrual delinquent consumer and other loans		5,501			5,574
Mortgage loans delinquent 90 days or more and still accruing interest (1)		1,006			845
Total non-performing loans (2)		379,983			390,710
REO, net (3)		50,762			63,782
Total non-performing assets	$	430,745		$	454,492
Non-performing loans to total loans		2.85	%		2.75	%
Non-performing loans to total assets		2.24			2.16
Non-performing assets to total assets		2.54			2.51
Allowance for loan losses to non-performing loans		46.94			51.57
Allowance for loan losses to total loans		1.34			1.42

(1)	Mortgage loans delinquent 90 days or more and still accruing interest consist primarily of loans delinquent 90 days or more as to their maturity date but not their interest due.
(2)	Non-performing loans exclude loans which have been restructured and are accruing and performing in accordance with the restructured terms for a satisfactory period of time, generally six months.  Restructured accruing loans totaled $64.2 million at September 30, 2011 and $49.2 million at December 31, 2010.  Restructured loans included in non-performing loans totaled $36.8 million at September 30, 2011 and $47.5 million at December 31, 2010.
(3)	REO, primarily all of which are one-to-four family properties, is net of allowance for losses totaling $1.9 million at September 30, 2011 and $1.5 million at December 31, 2010.

Total non-performing assets decreased $23.8 million to $430.7 million at September 30, 2011, from $454.5 million at December 31, 2010.  This decrease was due to a decrease in REO, net, and a decrease in non-performing loans.  Non-performing loans, the most significant component of non-performing assets, decreased $10.7 million to $380.0 million at September 30, 2011, from $390.7 million at December 31, 2010,  primarily due to a decrease of $17.4 million in non-performing one-to-four family mortgage loans, partially offset by an increase of $8.2 million in multi-family and commercial real estate loans.  Non-performing one-to-four family mortgage loans reflect a greater concentration of reduced documentation loans.  Reduced documentation loans represent only 15% of the one-to-four family mortgage loan portfolio, yet represent 54% of non-performing one-to-four family mortgage loans at September 30, 2011.  The ratio of non-performing loans to total loans increased to 2.85% at September 30, 2011, from 2.75% at December 31, 2010.  The ratio of non-performing assets to total assets increased to 2.54% at September 30, 2011, from 2.51% at December 31, 2010.  The increases in these ratios are attributable to the decreases in total loans and total assets, partially offset by the decreases in non-performing loans and non-performing assets at September 30, 2011 compared to December 31, 2010.

We proactively manage our non-performing assets, in part, through the sale of certain delinquent and non-performing loans.  During the nine months ended September 30, 2011, we sold $20.4 million, net of charge-offs of $8.3 million, of delinquent and non-performing loans, primarily multi-family and one-to-four family mortgage loans.  In addition, included in loans held-for-sale, net, are delinquent and non-performing loans totaling $6.7 million, net of charge-offs of $3.7 million and a $71,000 lower of cost or market valuation allowance, at September 30, 2011 and $10.9 million, net of charge-offs of $5.2 million and a $169,000 lower of cost or market valuation allowance, at December 31, 2010, consisting primarily of multi-family and commercial real estate loans.  Such loans are excluded from non-performing loans, non-performing assets and related ratios.  Assuming we did not sell or reclassify to held-for-sale any delinquent and

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non-performing loans during 2011, at September 30, 2011 our non-performing loans and non-performing assets would have been $24.4 million higher and our allowance for loan losses would have been $7.0 million higher.  Additionally, the ratio of non-performing loans to total loans would have been 19 basis points higher, the ratio of non-performing assets to total assets would have been 14 basis points higher and the ratio of the allowance for loan losses to non-performing loans would have been 111 basis points lower.

The following table provides further details on the composition of our non-performing one-to-four family mortgage loans in dollar amounts and percentages of the portfolio, at the dates indicated.

	At September 30, 2011				At December 31, 2010
			Percent				Percent
(Dollars in Thousands)	Amount		of Total		Amount		of Total
Non-performing one-to-four family:
Full documentation interest-only	$	110,126	33.90	%	$	105,982	30.96	%
Full documentation amortizing		40,637	12.51			45,720	13.36
Reduced documentation interest-only		137,695	42.38			157,464	46.00
Reduced documentation amortizing		36,423	11.21			33,149	9.68
Total non-performing one-to-four family	$	324,881	100.00	%	$	342,315	100.00	%

The following table provides details on the geographic composition of both our total and non-performing one-to-four family mortgage loans as of September 30, 2011.

	One-to-Four Family Mortgage Loans
	At September 30, 2011
	Total Loans		Percent of Total Loans			Total Non-Performing Loans		Percent of Total Non-Performing Loans			Non-Performing Loans as Percent of State Totals
(Dollars in Millions)
State:
New York	$	2,994.0		28.3	%	$	40.6		12.5	%		1.36	%
Illinois		1,286.4		12.2			49.5		15.2			3.85
Connecticut		1,041.1		9.9			32.1		9.9			3.08
New Jersey		763.8		7.2			56.6		17.4			7.41
Massachusetts		753.6		7.1			11.2		3.4			1.49
California		721.9		6.8			35.0		10.8			4.85
Virginia		636.9		6.0			12.4		3.8			1.95
Maryland		622.2		5.9			39.9		12.3			6.41
Washington		309.1		2.9			2.7		0.8			0.87
Texas		246.4		2.3			-		-			-
All other states (1) (2)		1,187.0		11.4			44.9		13.9			3.78
Total	$	10,562.4		100.0	%	$	324.9		100.0	%		3.08	%

(1) Includes 27 states and Washington, D.C.

(2) Includes Florida with $203.3 million total loans, of which $23.2 million are non-performing loans.

At September 30, 2011, the geographic composition of our multi-family and commercial real estate mortgage loan portfolio was 94% in the New York metropolitan area, 3% in Florida, 2% in Pennsylvania and 1% in various other states and the geographic composition of non-performing multi-family and commercial real estate mortgage loans was 93% in the New York metropolitan area and 7% in Florida.

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We discontinue accruing interest on loans when they become 90 days delinquent as to their payment due date.  In addition, we reverse all previously accrued and uncollected interest through a charge to interest income.  While loans are in non-accrual status, interest due is monitored and income is recognized only to the extent cash is received until a return to accrual status is warranted.  If all non-accrual loans at September 30, 2011 and 2010 had been performing in accordance with their original terms, we would have recorded interest income, with respect to such loans, of $16.5 million for the nine months ended September 30, 2011 and $18.4 million for the nine months ended September 30, 2010.  This compares to actual payments recorded as interest income, with respect to such loans, of $4.7 million for the nine months ended September 30, 2011 and $6.1 million for the nine months ended September 30, 2010.

We may agree to modify the contractual terms of a borrower’s loan.  In cases where such modifications represent a concession to a borrower experiencing financial difficulty, the modification is considered a troubled debt restructuring.  Loans modified in a troubled debt restructuring are placed on non-accrual status until we determine that future collection of principal and interest is reasonably assured, which requires that the borrower demonstrate performance according to the restructured terms generally for a period of six months.  Loans modified in a troubled debt restructuring which are included in non-accrual loans totaled $36.8 million at September 30, 2011 and $47.5 million at December 31, 2010.  Excluded from non-performing assets are restructured loans that have complied with the terms of their restructure agreement for a satisfactory period of time and have, therefore, been returned to accrual status.  Restructured accruing loans totaled $64.2 million at September 30, 2011 and $49.2 million at December 31, 2010.

In addition to non-performing loans, we had $185.3 million of potential problem loans at September 30, 2011, compared to $170.5 million at December 31, 2010.  Such loans include loans which are 60-89 days delinquent as shown in the following table and certain other internally adversely classified loans.

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Delinquent Loans

The following table shows a comparison of delinquent loans at the dates indicated.  Delinquent loans are reported based on the number of days the loan payments are past due.

	30-59 Days   Past Due				60-89 Days Past Due				90 Days or More Past Due
	Number				Number				Number
	of				of				of
(Dollars in Thousands)	Loans	Amount			Loans	Amount			Loans	Amount
At September 30, 2011:
Mortgage loans:
One-to-four family	358	$	108,884		105	$	36,197		1,034	$	324,881
Multi-family	37		29,847		10		5,869		35		34,027
Commercial real estate	2		512		1		1,960		8		10,914
Construction	-		-		-		-		1		4,660
Consumer and other loans	88		4,533		29		697		50		5,501
Total delinquent loans	485	$	143,776		145	$	44,723		1,128	$	379,983
Delinquent loans to total loans			1.08	%			0.34	%			2.85	%
At December 31, 2010:
Mortgage loans:
One-to-four family	396	$	125,103		135	$	47,862		1,040	$	342,315
Multi-family	40		33,627		7		6,056		30		30,195
Commercial real estate	8		2,925		-		-		3		6,529
Construction	-		-		-		-		3		6,097
Consumer and other loans	100		4,155		22		421		58		5,574
Total delinquent loans	544	$	165,810		164	$	54,339		1,134	$	390,710
Delinquent loans to total loans			1.17	%			0.38	%			2.75	%

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Allowance for Loan Losses

Activity in the allowance for loan losses is summarized as follows:

	For the Nine  Months Ended September 30, 2011
(In Thousands)
Balance at January 1, 2011	$	201,499
Provision charged to operations		27,000
Charge-offs:
One-to-four family		(50,361	)
Multi-family		(6,696	)
Commercial real estate		(756	)
Construction		(420	)
Consumer and other loans		(1,072	)
Total charge-offs		(59,305	)
Recoveries:
One-to-four family		8,546
Multi-family		7
Construction		495
Consumer and other loans		109
Total recoveries		9,157
Net charge-offs (1)		(50,148	)
Balance at September 30, 2011	$	178,351

(1) Net charge-offs include $23.5 million related to one-to-four family reduced documentation mortgage loans and $7.0 million related to certain delinquent and non-performing loans transferred to held-for-sale.

ITEM 3.     Quantitative and Qualitative Disclosures about Market Risk

As a financial institution, the primary component of our market risk is interest rate risk.  The objective of our interest rate risk management policy is to maintain an appropriate mix and level of assets, liabilities and off-balance sheet items to enable us to meet our earnings and/or growth objectives, while maintaining specified minimum capital levels as required by our primary banking regulator, in the case of Astoria Federal, and as established by our Board of Directors.  We use a variety of analyses to monitor, control and adjust our asset and liability positions, primarily interest rate sensitivity gap analysis, or gap analysis, and net interest income sensitivity analysis.  Additional interest rate risk modeling is done by Astoria Federal in conformity with regulatory requirements.

Gap Analysis

Gap analysis measures the difference between the amount of interest-earning assets anticipated to mature or reprice within specific time periods and the amount of interest-bearing liabilities anticipated to mature or reprice within the same time periods.  Gap analysis does not indicate the impact of general interest rate movements on our net interest income because the actual repricing dates of various assets and liabilities will differ from our estimates and it does not give consideration to the yields and costs of the assets and liabilities or the projected yields and costs to replace or retain those assets and liabilities.  Callable features of certain assets and liabilities, in addition to the foregoing, may also cause actual experience to vary from the analysis.

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The following table, referred to as the Gap Table, sets forth the amount of interest-earning assets and interest-bearing liabilities outstanding at September 30, 2011 that we anticipate will reprice or mature in each of the future time periods shown using certain assumptions based on our historical experience and other market-based data available to us.  The Gap Table includes $2.15 billion of callable borrowings classified according to their maturity dates, primarily in the more than three years to five years and more than five years categories, which are callable within one year and at various times thereafter.  In addition, the Gap Table includes callable securities with an amortized cost of $52.9 million classified according to their maturity dates, in the more than five years category, which are callable within one year and at various times thereafter.  The classification of callable borrowings and securities according to their maturity dates is based on our experience with, and expectations of, these types of instruments and the current interest rate environment.  As indicated in the Gap Table, our one-year cumulative gap at September 30, 2011 was positive 3.22% compared to positive 5.18% at December 31, 2010.  The change in our one-year cumulative gap is primarily due to a decrease in projected mortgage loan and securities repayments within one year at September 30, 2011, compared to December 31, 2010.

	At September 30, 2011
				More than			More than
				One Year			Three Years
	One Year			to			to			More than
(Dollars in Thousands)	or Less			Three Years			Five Years			Five Years			Total
Interest-earning assets:
Mortgage loans (1)	$	4,832,300		$	4,291,411		$	2,952,369		$	516,640		$	12,592,720
Consumer and other loans (1)		280,243			2,619			10			188			283,060
Interest-earning cash accounts		39,453			-			-			-			39,453
Securities available-for-sale		130,724			144,309			80,079			24,665			379,777
Securities held-to-maturity		585,849			589,502			494,197			384,344			2,053,892
FHLB-NY stock		-			-			-			126,759			126,759
Total interest-earning assets		5,868,569			5,027,841			3,526,655			1,052,596			15,475,661
Net unamortized purchase premiums and deferred costs (2)		36,929			32,130			22,680			6,574			98,313
Net interest-earning assets (3)		5,905,498			5,059,971			3,549,335			1,059,170			15,573,974
Interest-bearing liabilities:
Savings		513,014			516,294			516,294			1,215,320			2,760,922
Money market		489,941			173,994			173,994			26,324			864,253
NOW and demand deposit		98,551			197,114			197,114			1,316,883			1,809,662
Liquid CDs		301,221			-			-			-			301,221
Certificates of deposit		3,187,243			1,189,813			1,154,033			-			5,531,089
Borrowings, net		768,615			1,025,000			550,000			1,678,866			4,022,481
Total interest-bearing liabilities		5,358,585			3,102,215			2,591,435			4,237,393			15,289,628
Interest sensitivity gap		546,913			1,957,756			957,900			(3,178,223	)	$	284,346
Cumulative interest sensitivity gap	$	546,913		$	2,504,669		$	3,462,569		$	284,346
Cumulative interest sensitivity gap as a percentage of total assets		3.22	%		14.75	%		20.40	%		1.67	%
Cumulative net interest-earning assets as a percentage of interest-bearing liabilities		110.21	%		129.60	%		131.33	%		101.86	%

(1)	Mortgage loans and consumer and other loans include loans held-for-sale and exclude non-performing loans and the allowance for loan losses.
(2)	Net unamortized purchase premiums and deferred costs are prorated.
(3)	Includes securities available-for-sale at amortized cost.

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Net Interest Income Sensitivity Analysis

In managing interest rate risk, we also use an internal income simulation model for our net interest income sensitivity analyses.  These analyses measure changes in projected net interest income over various time periods resulting from hypothetical changes in interest rates.  The interest rate scenarios most commonly analyzed reflect gradual and reasonable changes over a specified time period, which is typically one year.  The base net interest income projection utilizes similar assumptions as those reflected in the Gap Table, assumes that cash flows are reinvested in similar assets and liabilities and that interest rates as of the reporting date remain constant over the projection period.  For each alternative interest rate scenario, corresponding changes in the cash flow and repricing assumptions of each financial instrument are made to determine the impact on net interest income.

We perform analyses of interest rate increases and decreases of up to 300 basis points although changes in interest rates of 200 basis points is a more common and reasonable scenario for analytical purposes.  Assuming the entire yield curve was to increase 200 basis points, through quarterly parallel increments of 50 basis points, our projected net interest income for the twelve month period beginning October 1, 2011 would increase by approximately 3.13% from the base projection. At December 31, 2010, in the up 200 basis point scenario, our projected net interest income for the twelve month period beginning January 1, 2011 would have increased by approximately 5.04% from the base projection.  The current low interest rate environment prevents us from performing an income simulation for a decline in interest rates of the same magnitude and timing as our rising interest rate simulation, since certain asset yields, liability costs and related indices are below 2.00%.  However, assuming the entire yield curve was to decrease 100 basis points, through quarterly parallel decrements of 25 basis points, our projected net interest income for the twelve month period beginning October 1, 2011 would decrease by approximately 4.00% from the base projection.  At December 31, 2010, in the down 100 basis point scenario, our projected net interest income for the twelve month period beginning January 1, 2011 would have decreased by approximately 5.24% from the base projection.  The down 100 basis point scenarios include some limitations as well since certain indices, yields and costs are already below 1.00%.

Various shortcomings are inherent in both gap analyses and net interest income sensitivity analyses.  Certain assumptions may not reflect the manner in which actual yields and costs respond to market changes.  Similarly, prepayment estimates and similar assumptions are subjective in nature, involve uncertainties and, therefore, cannot be determined with precision.  Changes in interest rates may also affect our operating environment and operating strategies as well as those of our competitors.  In addition, certain adjustable rate assets have limitations on the magnitude of rate changes over specified periods of time.  Accordingly, although our net interest income sensitivity analyses may provide an indication of our interest rate risk exposure, such analyses are not intended to and do not provide a precise forecast of the effect of changes in market interest rates on our net interest income and our actual results will differ.  Additionally, certain assets, liabilities and items of income and expense which may be affected by changes in interest rates, albeit to a much lesser degree, and which do not affect net interest income, are excluded from this analysis.  These include income from bank owned life insurance and changes in the fair value of MSR.  With respect to these items alone, and assuming the entire yield curve was to increase 200 basis points, through quarterly parallel increments of 50 basis points, our projected net income for the twelve month period beginning October 1, 2011 would increase by approximately $5.2 million.  Conversely, assuming the entire yield curve was to decrease 100

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basis points, through quarterly parallel decrements of 25 basis points, our projected net income for the twelve month period beginning October 1, 2011 would decrease by approximately $2.2 million with respect to these items alone.

For further information regarding our market risk and the limitations of our gap analysis and net interest income sensitivity analysis, see Part II, Item 7A, “Quantitative and Qualitative Disclosures about Market Risk,” included in our 2010 Annual Report on Form 10-K.

ITEM 4.  Controls and Procedures

Monte N. Redman, our President and Chief Executive Officer, and Frank E. Fusco, our Executive Vice President, Treasurer and Chief Financial Officer, conducted an evaluation of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act, as of September 30, 2011.  Based upon their evaluation, they each found that our disclosure controls and procedures were effective to ensure that information required to be disclosed in the reports we file and submit under the Exchange Act is recorded, processed, summarized and reported as and when required and that such information is accumulated and communicated to our management as appropriate to allow timely decisions regarding required disclosure.

There were no changes in our internal controls over financial reporting that occurred during the three months ended September 30, 2011 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II - OTHER INFORMATION

ITEM 1.  Legal Proceedings

In the ordinary course of our business, we are routinely made a defendant in or a party to pending or threatened legal actions or proceedings which, in some cases, seek substantial monetary damages from or other forms of relief against us.  In our opinion, after consultation with legal counsel, we believe it unlikely that such actions or proceedings will have a material adverse effect on our financial condition, results of operations or liquidity.

City of New York Notice of Determination

By “Notice of Determination” dated September 14, 2010 and August 26, 2011, the City of New York has notified us of alleged tax deficiencies in the amount of $13.3 million, including interest and penalties, related to our 2006 through 2008 tax years.  The deficiencies relate to our operation of two subsidiaries of Astoria Federal, Fidata and AF Mortgage.  Fidata is a passive investment company which maintains offices in Connecticut.  AF Mortgage is an operating subsidiary through which Astoria Federal engaged in lending activities outside the State of New York.  We disagree with the assertion of the tax deficiencies and we filed Petitions for Hearings with the City of New York on December 6, 2010 and October 5, 2011 to oppose the Notices of Determination and to consolidate the hearings.  At this time, management believes it is more likely than not that we will succeed in refuting the City of New York’s position, although defense costs may be significant.  Accordingly, no liability or reserve has been recognized in our consolidated statement of financial condition at September 30, 2011 with respect to this matter.

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No assurance can be given as to whether or to what extent we will be required to pay the amount of the tax deficiencies asserted by the City of New York, whether additional tax will be assessed for years subsequent to 2008, that this matter will not be costly to oppose, that this matter will not have an impact on our financial condition or results of operations or that, ultimately, any such impact will not be material.

Automated Transactions LLC Litigation

On November 20, 2009, an action entitled Automated Transactions LLC v. Astoria Financial Corporation and Astoria Federal Savings and Loan Association was commenced in the Southern District Court against us by Automated Transactions LLC, alleging patent infringement involving integrated banking and transaction machines, including automated teller machines, that we utilize.  We were served with the summons and complaint in such action on March 2, 2010.  The plaintiff also filed a similar suit on the same day against another financial institution and its holding company.  The plaintiff seeks unspecified monetary damages and an injunction preventing us from continuing to utilize the allegedly infringing machines.  We are vigorously defending this lawsuit, and filed an answer and counterclaims to the plaintiff’s complaint on March 23, 2010, to which the plaintiff filed a reply on April 12, 2010.

On May 18, 2010, the plaintiff filed an amended complaint at the direction of the Southern District Court, containing substantially the same allegations as the original complaint. On May 27, 2010, we moved to dismiss the amended complaint.  On March 10, 2011, the Southern District Court entered an order on the record that dismissed all claims against Astoria Financial Corporation but denied the motion to dismiss the claims against Astoria Federal for alleged direct patent infringement.  The order also dismissed in part the claims against Astoria Federal for alleged inducement of our customers to violate plaintiff’s patents and for Astoria Federal’s allegedly willful violation of the plaintiff’s patents, allowing claims to continue only for alleged inducement and willful infringement after our receiving notice of the pending suit from plaintiff’s counsel.  Based on the Southern District Court’s ruling, on March 31, 2011, we answered the amended complaint substantially denying the allegations of the amended complaint.

On July 22, 2011, we filed a motion to stay the action pending the outcome of an appeal pending before the Circuit Court of the Delaware District Court’s ruling in the IYG action.  The IYG action involves the same plaintiff making substantially similar allegations with respect to identical and substantially similar patents as those involved in the action against us.  The Delaware District Court granted IYG’s motion for summary judgment.  In our motion to stay, we assert that, should the Circuit Court uphold the Delaware District Court’s rulings, the Delaware District Court decision should be binding on the plaintiff in the litigation against us.

We have tendered requests for indemnification from the manufacturer and from the transaction processor utilized with respect to the integrated banking and transaction machines, and we served third party complaints against Metavante Corporation and Diebold, Inc. seeking to enforce our indemnification rights.

An adverse result in this lawsuit may include an award of monetary damages, on-going royalty obligations, and/or may result in a change in our business practice, which could result in a loss of revenue.  We cannot at this time estimate the possible loss or range of loss, if any.  No assurance can be given at this time that the litigation against us will be resolved amicably, that if this litigation results in an adverse decision that we will be successful in seeking indemnification,

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that this litigation will not be costly to defend, that this litigation will not have an impact on our financial condition or results of operations or that, ultimately, any such impact will not be material.

ITEM 1A.  Risk Factors

For a summary of risk factors relevant to our operations, see Part I, Item 1A, “Risk Factors,” in our 2010 Annual Report on Form 10-K and Part II, Item 1A. “Risk Factors,” in our March 31, 2011 and June 30, 2011 Quarterly Reports on Form 10-Q.  There are no other material changes in risk factors relevant to our operations since June 30, 2011 except as discussed below.

Declines in the market value of our common stock may have a material effect on the value of our reporting unit which could result in a goodwill impairment charge and adversely affect our results of operations.

At September 30, 2011, the carrying amount of our goodwill totaled $185.2 million.  We performed our annual goodwill impairment test on September 30, 2011 and determined there was no goodwill impairment.  Due to market volatility during the 2011 third quarter, we experienced a decline in our market capitalization at September 30, 2011.  Our market capitalization continues to be less than our total stockholders’ equity at October 31, 2011.  We considered this and other factors in our goodwill impairment analyses.  No assurance can be given that we will not record an impairment loss on goodwill in a subsequent period.  However, our tangible capital ratio and Astoria Federal’s regulatory capital ratios would not be affected by this potential non-cash expense.

Our transition to the OCC as Astoria Federal’s primary banking regulator and the Board of Governors of the Federal Reserve System, or FRB, as our holding company regulator may increase our compliance costs.

On July 21, 2011, the OTS was eliminated and the OCC took over the regulation of all federal savings associations, including Astoria Federal.  The FRB also acquired the OTS’s authority over all savings and loan holding companies, including Astoria Financial Corporation, and became the supervisor of all subsidiaries of savings and loan holding companies other than depository institutions.  Consequently, we are now subject to regulation, supervision and examination by the OCC and the FRB, rather than the OTS.  Additionally, we have been advised by the Consumer Financial Protection Bureau that it will be supervising our compliance with consumer protection laws.  As a result of becoming subject to regulation by these three entities and in light of the overall enhanced regulatory scrutiny in our industry, we have decided to enhance various systems and add staff to keep up with the operational and regulatory burden associated with an institution of our size.  For example, we have, among other things, established and commenced implementing (a) a comprehensive enterprise risk management program, including the creation of an Enterprise Risk Management Department and an Enterprise Risk Management Committee of the Board of Directors of each of Astoria Federal and Astoria Financial Corporation, and (b) a comprehensive compliance management program, including the creation of a centralized Corporate Compliance Department.  These enhancements will result in additional investments in both technology and staffing that are likely to increase our non-interest expense.  Moreover, as our new regulators adopt implementing regulations and guidance with respect to their supervision of federal savings banks, we may need to evaluate and modify

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various policies and procedures, further enhance our technology and add more staff to ensure continued compliance with this regulatory burden.

Recent OCC guidance regarding mortgage foreclosure processes and an OCC mandated self-assessment may increase our compliance costs and could impact our foreclosure process.

Several of the nation’s largest mortgage loan servicers have experienced highly publicized issues with respect to their foreclosure processes. In light of these issues, on June 30, 2011, the OCC issued supervisory guidance regarding the OCC’s expectations for the oversight and management of mortgage foreclosure activities by banks engaged in mortgage servicing, such as Astoria Federal, to ensure that mortgage servicers comply with foreclosure laws, conduct foreclosure processing in a safe and sound manner and establish responsible business practices that provide accountability and appropriate treatment of borrowers in the foreclosure process.  The OCC’s supervisory guidance requires that  all banks supervised by the OCC conduct a self-assessment of foreclosure management policies, including compliance with legal requirements, testing and file reviews and to take immediate corrective action with respect to any identified  weaknesses in their foreclosure processes.  As part of the self-assessment we are also required to determine if such weaknesses resulted in any financial harm to borrowers and provide remediation where appropriate.  Compliance with the OCC’s supervisory guidance and the mandated self-assessment is likely to increase our non-interest expense.  In addition, while we do not believe that there are any material weaknesses in our foreclosure process or that our borrowers experienced any financial harm, we may be required to enhance our policies and procedures to meet heightened standards and restrictions not currently set forth in any statutory laws or regulations.

Multi-family and commercial real estate lending may expose us to increased lending risks.

While we are primarily a one-to-four family mortgage lender, we also originate multi-family and commercial real estate loans.  At September 30, 2011, $1.69 billion, or 13%, of our total loan portfolio consisted of multi-family loans and $692.8 million, or 5%, of our total loan portfolio consisted of commercial real estate loans. Multi-family and commercial real estate loans generally involve a greater degree of credit risk than one-to-four family mortgage loans because they typically have larger balances and are more affected by adverse conditions in the economy. Because payments on loans secured by multi-family properties and commercial real estate often depend upon the successful operation and management of the properties and the businesses which operate from within them, repayment of such loans may be affected by factors outside the borrower’s control, such as adverse conditions in the real estate market or the economy or changes in government regulation.  At September 30, 2011, non-performing multi-family and commercial real estate loans totaled $44.9 million, or 1.89% of our total portfolio of multi-family and commercial real estate loans.

We have originated multi-family and commercial real estate loans in areas other than the New York metropolitan area. At September 30, 2011, loans in states other than New York, New Jersey and Connecticut comprised 6% of the total multi-family and commercial real estate loan portfolio. We could be subject to additional risks with respect to multi-family and commercial real estate lending in areas other than the New York metropolitan area since we have less experience in these areas with this type of lending and less direct oversight of the local market and the borrowers’ operations.

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We did not originate any multi-family and commercial real estate loans during 2010. However, we resumed originations in the New York City multi-family mortgage market in the 2011 third quarter.

ITEM 2.  Unregistered Sales of Equity Securities and Use of Proceeds

During the nine months ended September 30, 2011, there were no repurchases of our common stock.  Our twelfth stock repurchase plan, approved by our Board of Directors on April 18, 2007, authorized the purchase of 10,000,000 shares, or approximately 10% of our common stock then outstanding, in open-market or privately negotiated transactions.  At September 30, 2011, a maximum of 8,107,300 shares may yet be purchased under this plan, however, we are not currently repurchasing additional shares of our common stock and have not since the 2008 third quarter.

ITEM 3.  Defaults Upon Senior Securities

Not applicable.

ITEM 4.  (Removed and Reserved)

ITEM 5.  Other Information

Not applicable.

ITEM 6.  Exhibits

See Index of Exhibits on page 72.

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, thereunto duly authorized.

		Astoria Financial Corporation
Dated:          November 4, 2011	By:	/s/   Monte N. Redman
		Monte N. Redman
		President and Chief Executive Officer
Dated:          November 4, 2011	By:	/s/   Frank E. Fusco
		Frank E. Fusco Executive Vice President, Treasurer and Chief Financial Officer (Principal Accounting Officer)

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ASTORIA FINANCIAL CORPORATION AND SUBSIDIARIES

INDEX OF EXHIBITS

Exhibit No.	Identification of Exhibit
31.1	Certifications of Chief Executive Officer.
31.2	Certifications of Chief Financial Officer.
32.1	Written Statement of Chief Executive Officer and Chief Financial Officer furnished pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.  Pursuant to SEC rules, this exhibit will not be deemed filed for purposes of Section 18 of the Exchange Act or otherwise subject to the liability of that section.
101.INS	XBRL Instance Document (1)
101.SCH	XBRL Taxonomy Extension Schema Document (1)
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document (1)
101.LAB	XBRL Taxonomy Extension Label Linkbase Document (1)
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document (1)
101.DEF	XBRL Taxonomy Extension Definitions Linkbase Document (1)

(1) Pursuant to SEC rules, these interactive data file exhibits shall not be deemed filed for purposes of Section 11 or 12 of the Securities Act or Section 18 of the Exchange Act or otherwise subject to the liability of those sections.

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EX-31.1

Exhibit 31.1

CERTIFICATIONS

I, Monte N. Redman, certify that:

1.   I have reviewed this Quarterly Report on Form 10-Q of Astoria Financial Corporation;

2.   Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.   Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.   The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)  Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)  Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5.   The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

(a)  All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

(b)  Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date:      November 4, 2011

/s/   Monte N. Redman                                              

Monte N. Redman

President and Chief Executive Officer

Astoria Financial Corporation

EX-31.2

Exhibit 31.2

CERTIFICATIONS

I, Frank E. Fusco, certify that:

1.  I have reviewed this Quarterly Report on Form 10-Q of Astoria Financial Corporation;

2.   Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.   Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.   The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)  Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)  Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5.   The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

(a)  All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

(b)  Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date:      November 4, 2011

/s/   Frank E. Fusco                                                    

Frank E. Fusco

Executive Vice President, Treasurer and Chief Financial Officer

Astoria Financial Corporation

EX-32.1

Exhibit 32.1

STATEMENT FURNISHED PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED

PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

This statement is being furnished in connection with the filing by Astoria Financial Corporation (the “Company”) of the Company's Quarterly Report on Form 10-Q for the period ended September 30, 2011 (the “Report”).

By execution of this statement, the undersigned, Monte N. Redman, as President and Chief Executive Officer of the Company, and Frank E. Fusco, as Executive Vice President, Treasurer and Chief Financial Officer of the Company, each hereby certifies, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(A)  the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m(a) or 78o(d)) and

(B)  the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company as of the dates and for the periods covered by the Report.

November 4, 2011	/s/       Monte N. Redman
Dated	Monte N. Redman
	President and Chief Executive Officer

November 4, 2011	/s/       Frank E. Fusco
Dated	Frank E. Fusco
	Executive Vice President, Treasurer and Chief Financial Officer

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Losses Recognized on Assets Measured at Fair Value on A Non-Recurring Basis (Detail) (Level 3, USD $) In Thousands	9 Months Ended
	Sep. 30, 2011		Sep. 30, 2010
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Losses Recognized on Assets Measured at Fair Value on a Non-Recurring Basis	$ 42,739		$ 63,194
Non Performing Loans Held for Sale
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Losses Recognized on Assets Measured at Fair Value on a Non-Recurring Basis	437	[1]	8,186	[1]
Impaired Loans
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Losses Recognized on Assets Measured at Fair Value on a Non-Recurring Basis	36,308	[2]	41,706	[2]
MSR, net
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Losses Recognized on Assets Measured at Fair Value on a Non-Recurring Basis	336	[3]	221	[3]
REO, net
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Losses Recognized on Assets Measured at Fair Value on a Non-Recurring Basis	$ 5,658	[4]	$ 13,081	[4]

[1] Losses are charged against the allowance for loan losses in the case of a write-down upon the reclassification of a loan to held-for-sale. Losses subsequent to the reclassification of a loan to held-for-sale are charged to other non-interest income.

[2] Losses are charged against the allowance for loan losses.

[3] Losses are charged to mortgage banking income, net.

[4] Losses are charged against the allowance for loan losses in the case of a write-down upon the transfer of a loan to REO. Losses subsequent to the transfer of a loan to REO are charged to REO expense which is a component of other non-interest expense.

XML

Consolidated Statements of Financial Condition (Parenthetical) (USD $) In Thousands, except Share data	Sep. 30, 2011	Dec. 31, 2010
Held-to-maturity securities, fair value	$ 2,135,140	$ 2,042,110
Preferred stock, par value	$ 1.00	$ 1.00
Preferred stock, shares authorized	5,000,000	5,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value	$ 0.01	$ 0.01
Common stock, shares authorized	200,000,000	200,000,000
Common stock, shares issued	166,494,888	166,494,888
Common stock, shares outstanding	98,537,391	97,877,469
Treasury stock, shares	67,957,497	68,617,419
Unallocated common stock held by ESOP, shares	2,505,716	3,441,130

XML

Consolidated Statements of Income (USD $) In Thousands, except Share data	3 Months Ended		9 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2011	Sep. 30, 2010
Interest income:
One-to-four family mortgage loans	$ 105,769	$ 130,936	$ 332,314	$ 408,640
Multi-family, commercial real estate and construction mortgage loans	39,338	48,446	124,915	149,169
Consumer and other loans	2,461	2,656	7,477	7,975
Mortgage-backed and other securities	19,670	25,336	63,432	86,319
Repurchase agreements and interest-earning cash accounts	54	188	221	257
Federal Home Loan Bank of New York stock	1,432	1,999	5,386	6,416
Total interest income	168,724	209,561	533,745	658,776
Interest expense:
Deposits	33,486	46,144	106,156	149,182
Borrowings	44,594	57,392	139,694	177,268
Total interest expense	78,080	103,536	245,850	326,450
Net interest income	90,644	106,025	287,895	332,326
Provision for loan losses	10,000	20,000	27,000	100,000
Net interest income after provision for loan losses	80,644	86,025	260,895	232,326
Non-interest income:
Customer service fees	11,867	12,463	35,696	39,128
Other loan fees	637	974	2,374	2,546
Mortgage banking income, net	40	631	2,843	2,788
Income from bank owned life insurance	2,738	2,383	7,602	6,735
Other	1,260	2,161	3,110	9,279
Total non-interest income	16,542	18,612	51,625	60,476
General and administrative:
Compensation and benefits	39,496	35,999	113,197	105,884
Occupancy, equipment and systems	16,178	16,506	48,667	49,592
Federal deposit insurance premiums	10,837	6,509	27,529	19,722
Advertising	2,623	1,743	6,356	4,557
Other	9,462	10,147	28,420	35,236
Total non-interest expense	78,596	70,904	224,169	214,991
Income before income tax expense	18,590	33,733	88,351	77,811
Income tax expense	7,374	12,282	32,906	27,888
Net income	$ 11,216	$ 21,451	$ 55,445	$ 49,923
Basic earnings per common share	$ 0.12	$ 0.23	$ 0.58	$ 0.53
Diluted earnings per common share	$ 0.12	$ 0.23	$ 0.58	$ 0.53
Basic weighted average common shares	93,338,310	91,863,115	93,009,518	91,650,000
Diluted weighted average common and common equivalent shares	93,338,310	91,863,115	93,009,518	91,650,045

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Pension Plans and Other Postretirement Benefits (Tables)

9 Months Ended

Sep. 30, 2011

Components of Net Periodic Cost for Defined Benefit Pension Plans and Other Postretirement Benefit Plan

The following tables set forth information regarding the components of net periodic cost for our defined benefit pension plans and other postretirement benefit plan.

							Other Postretirement
	Pension Benefits						Benefits
	For the Three Months Ended						For the Three Months Ended
	September 30,						September 30,
(In Thousands)	2011			2010			2011			2010
Service cost	$	1,161		$	928		$	132		$	139
Interest cost		3,054			2,905			340			358
Expected return on plan assets		(2,662	)		(2,354	)		-			-
Recognized net actuarial loss		2,111			1,633			36			-
Amortization of prior service cost (credit)		47			61			(24	)		(24	)
Net periodic cost	$	3,711		$	3,173		$	484		$	473

							Other Postretirement
	Pension Benefits						Benefits
	For the Nine Months Ended						For the Nine Months Ended
	September 30,						September 30,
(In Thousands)	2011			2010			2011			2010
Service cost	$	3,482		$	2,795		$	397		$	318
Interest cost		9,159			8,701			1,020			924
Expected return on plan assets		(7,986	)		(7,065	)		-			-
Recognized net actuarial loss		6,334			4,838			110			-
Amortization of prior service cost (credit)		143			185			(74	)		(74	)
Net periodic cost	$	11,132		$	9,454		$	1,453		$	1,168

XML

Document and Entity Information	9 Months Ended
	Sep. 30, 2011	Oct. 27, 2011
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Sep. 30, 2011
Document Fiscal Year Focus	2011
Document Fiscal Period Focus	Q3
Trading Symbol	AF
Entity Registrant Name	ASTORIA FINANCIAL CORP
Entity Central Index Key	0000910322
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		98,537,391

XML

Carrying Value of Assets Measured at Fair Value on a Recurring Basis and the Level within Fair Value Hierarchy (Detail) (Available-for-sale Securities, USD $) In Thousands	Sep. 30, 2011	Dec. 31, 2010
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets measured at fair value on a recurring basis	$ 402,023	$ 561,953
Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets measured at fair value on a recurring basis	6,880	2,160
Level 1 | Freddie Mac and Fannie Mae stock
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets measured at fair value on a recurring basis	6,880	2,160
Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets measured at fair value on a recurring basis	395,143	559,793
Level 2 | Residential mortgage-backed securities | GSE issuance REMICs and CMOs
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets measured at fair value on a recurring basis	352,015	509,233
Level 2 | Residential mortgage-backed securities | Non-GSE issuance REMICs and CMOs
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets measured at fair value on a recurring basis	17,078	20,664
Level 2 | Residential mortgage-backed securities | GSE pass-through certificates
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets measured at fair value on a recurring basis	26,050	29,896
Residential mortgage-backed securities | GSE issuance REMICs and CMOs
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets measured at fair value on a recurring basis	352,015	509,233
Residential mortgage-backed securities | Non-GSE issuance REMICs and CMOs
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets measured at fair value on a recurring basis	17,078	20,664
Residential mortgage-backed securities | GSE pass-through certificates
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets measured at fair value on a recurring basis	26,050	29,896
Freddie Mac and Fannie Mae stock
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets measured at fair value on a recurring basis	$ 6,880	$ 2,160

XML

Fair Value of Financial Instruments (Tables)

9 Months Ended

Sep. 30, 2011

Carrying Amounts and Fair Values of Financial Instruments

The following table summarizes the carrying amounts and estimated fair values of our financial instruments which are carried on the consolidated statements of financial condition at either cost or at lower of cost or fair value, in accordance with GAAP, and not measured or recorded at fair value on a recurring basis.

	At September 30, 2011				At December 31, 2010
	Carrying		Estimated		Carrying		Estimated
(In Thousands)	Amount		Fair Value		Amount		Fair Value
Financial Assets:
Repurchase agreements	$	-	$	-	$	51,540	$	51,540
Securities held-to-maturity		2,075,029		2,135,140		2,003,784		2,042,110
FHLB-NY stock		126,759		126,759		149,174		149,174
Loans held-for-sale, net (1)		13,957		14,221		44,870		45,713
Loans receivable, net (1)		13,141,226		13,366,208		14,021,548		14,480,713
MSR, net (1)		8,254		8,256		9,204		9,214
Financial Liabilities:
Deposits		11,267,147		11,460,985		11,599,000		11,784,632
Borrowings, net		4,022,481		4,540,793		4,869,204		5,320,510

(1)  Includes totals for assets measured at fair value on a non-recurring basis as disclosed in Note 9.

XML

Fair Value Measurements - Additional Information (Detail)	9 Months Ended	12 Months Ended
	Sep. 30, 2011 Year Investment	Dec. 31, 2010 Year
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-For-Sale Residential Mortgage-backed Securities portfolio which are GSE securities	96.00%
Assumption to estimate fair value of servicing asset Weighted average discount rate	10.95%	10.96%
Assumption to estimate fair value of servicing asset Weighted average constant prepayment rate	19.55%	19.94%
Assumption to estimate fair value of servicing asset Weighted average life	3.9	3.8

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Premises and Equipment

9 Months Ended

Sep. 30, 2011

Premises and Equipment

5.  Premises and Equipment

On April 26, 2011, we sold an office building with a net carrying value of $14.6 million.  The building is located in Lake Success, New York, and formerly housed our lending operations which were relocated in March 2008 to a leased facility in Mineola, New York.  The proceeds from the sale of the building totaled $14.4 million.  A loss of $253,000, included in other non-interest income in the consolidated statement of income, was recognized in the 2011 second quarter.

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Basis of Presentation - Additional Information (Detail) (USD $)			9 Months Ended
	Sep. 30, 2011	Dec. 31, 2010	Sep. 30, 2011 Junior Subordinated Debt	Sep. 30, 2011 Astoria Capital Trust I
Variable Interest Entity [Line Items]
Capital Securities				$ 125,000,000
Other borrowings, net	378,481,000	378,204,000	128,900,000
Debt instrument, percentage rate			9.75%	9.75%
Debt instrument, maturity date			Nov. 01, 2029	Nov. 01, 2029
Common Stock				$ 3,900,000

XML

Reconciliation of Basic and Diluted Earnings Per Share (Parenthetical) (Detail)	3 Months Ended		9 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2011	Sep. 30, 2010
Earnings Per Share Disclosure [Line Items]
Stock options excluded from computation of earnings per share	6,868,628	7,939,626	6,891,205	7,990,736

XML

Balances of Multi-Family Mortgage, Commercial Real Estate and Construction Loan Receivable Segments by Credit Quality Indicator (Detail) (USD $) In Thousands	Sep. 30, 2011	Dec. 31, 2010
Financing Receivable, Recorded Investment [Line Items]
Loans (gross) amount	$ 13,241,806	$ 14,139,069
Mortgage loans (gross) | Multi Family | NotClassified
Financing Receivable, Recorded Investment [Line Items]
Loans (gross) amount	1,509,303	2,035,111
Mortgage loans (gross) | Commercial Real Estate | NotClassified
Financing Receivable, Recorded Investment [Line Items]
Loans (gross) amount	618,059	707,237
Mortgage loans (gross) | Construction | NotClassified
Financing Receivable, Recorded Investment [Line Items]
Loans (gross) amount	7,601	7,315
Mortgage loans (gross) | Multi Family | Classified
Financing Receivable, Recorded Investment [Line Items]
Loans (gross) amount	175,936	152,758
Mortgage loans (gross) | Commercial Real Estate | Classified
Financing Receivable, Recorded Investment [Line Items]
Loans (gross) amount	74,722	64,417
Mortgage loans (gross) | Construction | Classified
Financing Receivable, Recorded Investment [Line Items]
Loans (gross) amount	5,260	7,830
Mortgage loans (gross)
Financing Receivable, Recorded Investment [Line Items]
Loans (gross) amount	12,953,245	13,829,729
Mortgage loans (gross) | Multi Family
Financing Receivable, Recorded Investment [Line Items]
Loans (gross) amount	1,685,239	2,187,869
Mortgage loans (gross) | Commercial Real Estate
Financing Receivable, Recorded Investment [Line Items]
Loans (gross) amount	692,781	771,654
Mortgage loans (gross) | Construction
Financing Receivable, Recorded Investment [Line Items]
Loans (gross) amount	$ 12,861	$ 15,145

XML

Fair Value Measurements (Tables)

9 Months Ended

Sep. 30, 2011

Carrying Value of Assets Measured at Fair Value on a Recurring Basis and the Level within Fair Value Hierarchy

The following tables set forth the carrying value of our assets measured at fair value on a recurring basis and the level within the fair value hierarchy in which the fair value measurement falls at the dates indicated.

	Carrying Value at September 30, 2011
(In Thousands)	Total		Level 1		Level 2		Level 3
Securities available-for-sale:
Residential mortgage-backed securities:
GSE issuance REMICs and CMOs	$	352,015	$	-	$	352,015	$	-
Non-GSE issuance REMICs and CMOs		17,078		-		17,078		-
GSE pass-through certificates		26,050		-		26,050		-
Freddie Mac and Fannie Mae stock		6,880		6,880		-		-
Total securities available-for-sale	$	402,023	$	6,880	$	395,143	$	-

	Carrying Value at December 31, 2010
(In Thousands)	Total		Level 1		Level 2		Level 3
Securities available-for-sale:
Residential mortgage-backed securities:
GSE issuance REMICs and CMOs	$	509,233	$	-	$	509,233	$	-
Non-GSE issuance REMICs and CMOs		20,664		-		20,664		-
GSE pass-through certificates		29,896		-		29,896		-
Freddie Mac and Fannie Mae stock		2,160		2,160		-		-
Total securities available-for-sale	$	561,953	$	2,160	$	559,793	$	-

Carrying Value of Assets Measured at Fair Value on Non-Recurring Basis

The following table sets forth the carrying value of those of our assets which were measured at fair value on a non-recurring basis at the dates indicated.  The fair value measurement for all of these assets falls within Level 3 of the fair value hierarchy.

	Carrying Value
(In Thousands)	At September 30, 2011		At December 31, 2010
Non-performing loans held-for-sale, net	$	6,728	$	10,895
Impaired loans		216,421		197,620
MSR, net		8,254		9,204
REO, net		40,456		53,990
Total	$	271,859	$	271,709

Losses Recognized on Assets Measured at Fair Value on A Non-Recurring Basis

The following table provides information regarding the losses recognized on our assets measured at fair value on a non-recurring basis for the periods indicated.

	For the Nine Months Ended
	September 30,
(In Thousands)	2011			2010
Non-performing loans held-for-sale, net (1)		$	437		$	8,186
Impaired loans (2)			36,308			41,706
MSR, net (3)			336			221
REO, net (4)			5,658			13,081
Total		$	42,739		$	63,194

(1) Losses are charged against the allowance for loan losses in the case of a write-down upon the reclassification of a loan to held-for-sale.  Losses subsequent to the reclassification of a loan to held-for-sale are charged to other non-interest income.

(2) Losses are charged against the allowance for loan losses.

(3) Losses are charged to mortgage banking income, net.

(4) Losses are charged against the allowance for loan losses in the case of a write-down upon the transfer of a loan to REO.  Losses subsequent to the transfer of a loan to REO are charged to REO expense which is a component of other non-interest expense.

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Fair Value of Financial Instruments

9 Months Ended

Sep. 30, 2011

Fair Value of Financial Instruments

10.  Fair Value of Financial Instruments

Quoted market prices available in formal trading marketplaces are typically the best evidence of fair value of financial instruments.  In many cases, financial instruments we hold are not bought or sold in formal trading marketplaces.  Accordingly, fair values are derived or estimated based on a variety of valuation techniques in the absence of quoted market prices.  Fair value estimates are made at a specific point in time, based on relevant market information about the financial instrument.  These estimates do not reflect any possible tax ramifications, estimated transaction costs, or any premium or discount that could result from offering for sale at one time our entire holdings of a particular financial instrument.  Because no market exists for a certain portion of our financial instruments, fair value estimates are based on judgments regarding future loss experience, current economic conditions, risk characteristics and other such factors.  These estimates are subjective in nature, involve uncertainties and, therefore, cannot be determined with precision.  Changes in assumptions could significantly affect the estimates.  For these reasons and others, the estimated fair value disclosures presented herein do not represent our entire underlying value.  As such, readers are cautioned in using this information for purposes of evaluating our financial condition and/or value either alone or in comparison with any other company.

The following table summarizes the carrying amounts and estimated fair values of our financial instruments which are carried on the consolidated statements of financial condition at either cost or at lower of cost or fair value, in accordance with GAAP, and not measured or recorded at fair value on a recurring basis.

	At September 30, 2011				At December 31, 2010
	Carrying		Estimated		Carrying		Estimated
(In Thousands)	Amount		Fair Value		Amount		Fair Value
Financial Assets:
Repurchase agreements	$	-	$	-	$	51,540	$	51,540
Securities held-to-maturity		2,075,029		2,135,140		2,003,784		2,042,110
FHLB-NY stock		126,759		126,759		149,174		149,174
Loans held-for-sale, net (1)		13,957		14,221		44,870		45,713
Loans receivable, net (1)		13,141,226		13,366,208		14,021,548		14,480,713
MSR, net (1)		8,254		8,256		9,204		9,214
Financial Liabilities:
Deposits		11,267,147		11,460,985		11,599,000		11,784,632
Borrowings, net		4,022,481		4,540,793		4,869,204		5,320,510

(1)  Includes totals for assets measured at fair value on a non-recurring basis as disclosed in Note 9.

Methods and assumptions used to estimate fair values are as follows:

Repurchase agreements

The carrying amounts of repurchase agreements approximate fair values since all mature in one month or less.

Securities held-to-maturity

The fair values for substantially all of our securities held-to-maturity are obtained from an independent nationally recognized pricing service using similar methods and assumptions as used for our securities available-for-sale which are described further in Note 9.

Federal Home Loan Bank of New York, or FHLB-NY, stock

The carrying amount of FHLB-NY stock equals cost.  The fair value of FHLB-NY stock is based on redemption at par value.

Loans held-for-sale, net

The fair values of fifteen and thirty year conforming fixed rate one-to-four family mortgage loans originated for sale are estimated using an option-based pricing methodology designed to take into account interest rate volatility, which has a significant effect on the value of the options embedded in loans such as prepayments.  This methodology involves generating simulated interest rates, calculating the option adjusted spread, or OAS, of a mortgage-backed security whose price is known, which serves as a benchmark price, and using the benchmark OAS to estimate the pricing on an instrument level for similar mortgage instruments whose prices are not known.  The fair values of non-performing loans held-for-sale are estimated through either bids received on such loans or a discounted cash flow analysis adjusted to reflect current market conditions.

Loans receivable, net

Fair values of loans are estimated using an option-based pricing methodology designed to take into account interest rate volatility, which has a significant effect on the value of the options embedded in loans such as prepayments and interest rate caps and floors.  This pricing methodology involves generating simulated interest rates, calculating the OAS of a mortgage-backed security whose price is known, which serves as a benchmark price, and using the benchmark OAS to estimate the pricing on an instrument level for similar mortgage instruments whose prices are not known.

This technique of estimating fair value is extremely sensitive to the assumptions and estimates used.  While we have attempted to use assumptions and estimates which are the most reflective of the loan portfolio and the current market, a greater degree of subjectivity is inherent in determining these fair values than for fair values obtained from formal trading marketplaces.  In addition, our valuation method for loans, which is consistent with accounting guidance, does not fully incorporate an exit price approach to fair value.

MSR, net

The fair value of MSR is obtained through independent third party valuations through an analysis of future cash flows, incorporating estimates of assumptions market participants would use in determining fair value including market discount rates, prepayment speeds, servicing income, servicing costs, default rates and other market driven data, including the market’s perception of future interest rate movements.

Deposits

The fair values of deposits with no stated maturity, such as savings, money market, NOW and demand deposit accounts, are equal to the amount payable on demand.  The fair values of certificates of deposit and Liquid certificates of deposit, or Liquid CDs, are based on discounted contractual cash flows using the weighted average remaining life of the portfolio discounted by the corresponding LIBOR Swap Curve as posted by the Office of the Comptroller of the Currency, or OCC.

Borrowings, net

The fair values of callable borrowings are based upon third party dealers’ estimated market values.  The fair values of non-callable borrowings are based on discounted cash flows using the weighted average remaining life of the portfolio discounted by the corresponding FHLB nominal funding rate.

Outstanding commitments

Outstanding commitments include (1) commitments to extend credit and unadvanced lines of credit for which fair values were estimated based on an analysis of the interest rates and fees currently charged to enter into similar transactions and (2) commitments to sell residential mortgage loans for which fair values were estimated based on current secondary market prices for commitments with similar terms.  The fair values of these commitments are immaterial to our financial condition and are not presented in the table above.

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Basis of Presentation

9 Months Ended

Sep. 30, 2011

Basis of Presentation

1. Basis of Presentation

The accompanying consolidated financial statements include the accounts of Astoria Financial Corporation and its wholly-owned subsidiaries: Astoria Federal Savings and Loan Association and its subsidiaries, referred to as Astoria Federal, and AF Insurance Agency, Inc.  As used in this quarterly report, “we,” “us” and “our” refer to Astoria Financial Corporation and its consolidated subsidiaries.  All significant inter-company accounts and transactions have been eliminated in consolidation.

In addition to Astoria Federal and AF Insurance Agency, Inc., we have another subsidiary, Astoria Capital Trust I, which is not consolidated with Astoria Financial Corporation for financial reporting purposes.  Astoria Capital Trust I was formed for the purpose of issuing $125.0 million aggregate liquidation amount of 9.75% Capital Securities due November 1, 2029, or Capital Securities, and $3.9 million of common securities which are owned by Astoria Financial Corporation, and using the proceeds to acquire Junior Subordinated Debentures issued by Astoria Financial Corporation.  The Junior Subordinated Debentures total $128.9 million, have an interest rate of 9.75%, mature on November 1, 2029 and are the sole assets of Astoria Capital Trust I.  The Junior Subordinated Debentures are prepayable, in whole or in part, at our option at declining premiums to November 1, 2019, after which the Junior Subordinated Debentures are prepayable at par value.  The Capital Securities have the same prepayment provisions as the Junior Subordinated Debentures.  Astoria Financial Corporation has fully and unconditionally guaranteed the Capital Securities along with all obligations of Astoria Capital Trust I under the trust agreement relating to the Capital Securities.  See Note 9 of Notes to Consolidated Financial Statements included in Item 8, “Financial Statements and Supplementary Data” of our 2010 Annual Report on Form 10-K for restrictions on our subsidiaries’ ability to pay dividends to us.

In our opinion, the accompanying consolidated financial statements contain all adjustments (consisting only of normal recurring adjustments) necessary for a fair presentation of our financial condition as of September 30, 2011 and December 31, 2010, our results of operations for the three and nine months ended September 30, 2011 and 2010, changes in our stockholders’ equity for the nine months ended September 30, 2011 and our cash flows for the nine months ended September 30, 2011 and 2010.  In preparing the consolidated financial statements, we are required to make estimates and assumptions that affect the reported amounts of assets and liabilities for the consolidated statements of financial condition as of September 30, 2011 and December 31, 2010, and amounts of revenues and expenses in the consolidated statements of income for the three and nine months ended September 30, 2011 and 2010.  The results of operations for the three and nine months ended September 30, 2011 are not necessarily indicative of the results of operations to be expected for the remainder of the year.  Certain information and note disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles, or GAAP, have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission, or SEC.  Certain reclassifications have been made to prior year amounts to conform to the current year presentation.  Past maturity certificates of deposit which do not have automatic renewal provisions and earn interest at the savings account rate upon maturity have been reclassified from certificate of deposit accounts to savings accounts.

These consolidated financial statements should be read in conjunction with our December 31, 2010 audited consolidated financial statements and related notes included in our 2010 Annual Report on Form 10-K.

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Information Related to Impaired Loans by Segment and Class (Detail) (USD $) In Thousands	Sep. 30, 2011	Dec. 31, 2010
Financing Receivable, Impaired [Line Items]
Unpaid Principal Balance	$ 413,117	$ 372,457
Recorded Investment	326,749	300,604
Related Allowance	(30,145)	(28,362)
Net Investment	296,604	272,242
One to Four Family | Full Documentation Interest Only Loans | With an allowance recorded
Financing Receivable, Impaired [Line Items]
Unpaid Principal Balance	10,825	11,033
Recorded Investment	10,825	11,033
Related Allowance	(1,299)	(1,980)
Net Investment	9,526	9,053
One to Four Family | Full Documentation Amortizing Loans | With an allowance recorded
Financing Receivable, Impaired [Line Items]
Unpaid Principal Balance	4,028	7,340
Recorded Investment	4,028	7,340
Related Allowance	(476)	(947)
Net Investment	3,552	6,393
One to Four Family | Reduced Documentation Interest Only Loans | With an allowance recorded
Financing Receivable, Impaired [Line Items]
Unpaid Principal Balance	11,712	10,234
Recorded Investment	11,712	10,234
Related Allowance	(1,406)	(2,500)
Net Investment	10,306	7,734
One to Four Family | Reduced Documentation Amortizing Loans | With an allowance recorded
Financing Receivable, Impaired [Line Items]
Unpaid Principal Balance	1,055	1,032
Recorded Investment	1,055	1,032
Related Allowance	(127)	(239)
Net Investment	928	793
Multi Family | With an allowance recorded
Financing Receivable, Impaired [Line Items]
Unpaid Principal Balance	56,977	51,793
Recorded Investment	56,268	51,084
Related Allowance	(17,989)	(14,349)
Net Investment	38,279	36,735
Commercial Real Estate | With an allowance recorded
Financing Receivable, Impaired [Line Items]
Unpaid Principal Balance	25,215	19,929
Recorded Investment	24,111	18,825
Related Allowance	(6,337)	(5,496)
Net Investment	17,774	13,329
Construction | With an allowance recorded
Financing Receivable, Impaired [Line Items]
Unpaid Principal Balance	5,413	6,546
Recorded Investment	5,303	6,435
Related Allowance	(2,511)	(2,851)
Net Investment	2,792	3,584
One to Four Family | Full Documentation Interest Only Loans | Without an allowance recorded
Financing Receivable, Impaired [Line Items]
Unpaid Principal Balance	99,033	87,110
Recorded Investment	70,784	64,185
Net Investment	70,784	64,185
One to Four Family | Full Documentation Amortizing Loans | Without an allowance recorded
Financing Receivable, Impaired [Line Items]
Unpaid Principal Balance	18,759	15,363
Recorded Investment	14,569	11,883
Net Investment	14,569	11,883
One to Four Family | Reduced Documentation Interest Only Loans | Without an allowance recorded
Financing Receivable, Impaired [Line Items]
Unpaid Principal Balance	159,722	145,091
Recorded Investment	112,800	105,905
Net Investment	112,800	105,905
One to Four Family | Reduced Documentation Amortizing Loans | Without an allowance recorded
Financing Receivable, Impaired [Line Items]
Unpaid Principal Balance	20,378	15,786
Recorded Investment	15,294	12,009
Net Investment	15,294	12,009
Construction | Without an allowance recorded
Financing Receivable, Impaired [Line Items]
Unpaid Principal Balance		1,200
Recorded Investment		639
Net Investment		$ 639

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Pension Plans and Other Postretirement Benefits

9 Months Ended

Sep. 30, 2011

Pension Plans and Other Postretirement Benefits

7. Pension Plans and Other Postretirement Benefits

The following tables set forth information regarding the components of net periodic cost for our defined benefit pension plans and other postretirement benefit plan.

							Other Postretirement
	Pension Benefits						Benefits
	For the Three Months Ended						For the Three Months Ended
	September 30,						September 30,
(In Thousands)	2011			2010			2011			2010
Service cost	$	1,161		$	928		$	132		$	139
Interest cost		3,054			2,905			340			358
Expected return on plan assets		(2,662	)		(2,354	)		-			-
Recognized net actuarial loss		2,111			1,633			36			-
Amortization of prior service cost (credit)		47			61			(24	)		(24	)
Net periodic cost	$	3,711		$	3,173		$	484		$	473

							Other Postretirement
	Pension Benefits						Benefits
	For the Nine Months Ended						For the Nine Months Ended
	September 30,						September 30,
(In Thousands)	2011			2010			2011			2010
Service cost	$	3,482		$	2,795		$	397		$	318
Interest cost		9,159			8,701			1,020			924
Expected return on plan assets		(7,986	)		(7,065	)		-			-
Recognized net actuarial loss		6,334			4,838			110			-
Amortization of prior service cost (credit)		143			185			(74	)		(74	)
Net periodic cost	$	11,132		$	9,454		$	1,453		$	1,168

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Impact of Accounting Standards and Interpretations

9 Months Ended

Sep. 30, 2011

Impact of Accounting Standards and Interpretations

12.  Impact of Accounting Standards and Interpretations

In September 2011, the Financial Accounting Standards Board, or FASB, issued ASU 2011-08 “Intangibles – Goodwill and Other (Topic 350) Testing Goodwill for Impairment,” which provides entities with the option to first assess qualitative factors to determine whether the existence of events or circumstances leads to a determination that it is more likely than not that the fair value of a reporting unit is less than its carrying amount.  If, after assessing the totality of events or circumstances, an entity determines it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, then performing the two-step impairment test, currently required under GAAP, is unnecessary.  However, if an entity concludes otherwise, then it is required to perform the impairment testing currently required under GAAP.  The guidance in ASU 2011-08 also provides entities with the option to bypass the qualitative assessment for any reporting unit in any period and proceed directly to performing the first step of the two-step goodwill impairment test and an entity may resume performing the qualitative assessment in any subsequent period.  ASU 2011-08 does not change current accounting guidance for testing other indefinite-lived intangible assets for impairment.  The provisions of ASU 2011-08 are effective for annual and interim goodwill impairment tests performed for fiscal years beginning after December 15, 2011.  Early adoption is permitted.  Our adoption of ASU 2011-08 is not expected to have an impact on our financial condition or results of operations.

In June 2011, the FASB issued ASU 2011-05, “Comprehensive Income (Topic 220) Presentation of Comprehensive Income,” which eliminates the option to present components of other comprehensive income as part of the statement of changes in stockholders’ equity, which is one of three alternatives for presenting other comprehensive income and its components in financial statements under current GAAP.  ASU 2011-05 requires that all non-owner changes in stockholders’ equity be presented either in a single continuous statement of comprehensive income or in two separate but consecutive statements.  In the two-statement approach, the first statement should present total net income and its components followed consecutively by a second statement that should present total other comprehensive income, the components of other comprehensive income and the total of comprehensive income.  In addition, ASU 2011-05 requires that reclassification adjustments for items that are reclassified from other comprehensive income to net income must be presented on the face of the financial statements in the statement(s) where the components of net income and the components of other comprehensive income are presented.  The guidance in ASU 2011-05 does not change the items that must be reported in other comprehensive income, the option for an entity to present components of other comprehensive income either net of related tax effects or before related tax effects or when an item of other comprehensive income must be reclassified to net income.  ASU 2011-05 does not affect how earnings per share is calculated or presented.  The guidance in ASU 2011-05 is effective for public companies for fiscal years, and interim periods within those years, beginning after December 15, 2011 and should be applied retrospectively.  Early adoption is permitted.  Since the provisions of ASU 2011-05 are presentation related only, our adoption of ASU 2011-05 will not have an impact on our financial condition or results of operations.

In May 2011, the FASB issued ASU 2011-04, “Fair Value Measurement (Topic 820) Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRSs.”  The amendments in ASU 2011-04 explain how to measure fair value, but do not require additional fair value measurements and are not intended to establish valuation standards or affect valuation practices outside of financial reporting and result in common fair value measurement and disclosure requirements in GAAP and International Financial Reporting Standards.  For many of the requirements of ASU 2011-04, the FASB does not intend for the ASU to result in a change in the application of the requirements in Topic 820.  Some of the amendments clarify the FASB’s intent about the application of existing fair value measurement requirements. Other amendments change a particular principle or requirement for measuring fair value or for disclosing information about fair value measurements.  The amendments in ASU 2011-04 are to be applied prospectively and are effective, for public entities, during interim and annual periods beginning after December 15, 2011.  Early application by public entities is not permitted.  We do not expect our adoption of ASU 2011-04 to have a material impact on our financial condition or results of operations.

In April 2011, the FASB issued ASU 2011-03, “Transfers and Servicing (Topic 860) Reconsideration of Effective Control for Repurchase Agreements,” which removes from the assessment of effective control the criterion requiring the transferor to have the ability to repurchase or redeem the financial assets on substantially the agreed terms, even in the event of default by the transferee, and the collateral maintenance implementation guidance related to that criterion when determining whether a repurchase agreement (reverse repurchase agreement) should be accounted for as a sale or as a secured borrowing.  The guidance in ASU 2011-03 is effective for the first interim or annual period beginning on or after December 15, 2011 and should be applied prospectively to transactions or modifications of existing transactions that occur on or after the effective date.  Early adoption is not permitted.  We do not expect the application of this guidance to impact our accounting for repurchase and reverse repurchase agreements.  Therefore, our adoption of ASU 2011-03 is not expected to have an impact on our financial condition or results of operations.

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Stock Incentive Plans

9 Months Ended

Sep. 30, 2011

Stock Incentive Plans

8.  Stock Incentive Plans

During the nine months ended September 30, 2011, 658,530 shares of restricted stock were granted to select officers under the 2005 Re-designated, Amended and Restated Stock Incentive Plan for Officers and Employees of Astoria Financial Corporation, or the 2005 Employee Stock Plan, and 22,120 shares of restricted stock were granted to directors under the Astoria Financial Corporation 2007 Non-Employee Directors Stock Plan, as amended, or the 2007 Director Stock Plan.  Of the restricted stock granted to select officers, 70,260 shares vest one-third per year beginning December 14, 2011 and annually thereafter, 508,270 shares vest one-fifth per year beginning December 14, 2011 and annually thereafter, 15,000 shares vest on March 2, 2012 and  65,000 shares were granted under a performance-based award which, if the performance conditions are met, will vest on June 30, 2016.  In the event the grantee terminates his/her employment due to death or disability, or in the event we experience a change in control, as defined and specified in the 2005 Employee Stock Plan, all restricted stock granted pursuant to such plan immediately vests, except for the performance-based award which, in the event of death or disability prior to vesting, will remain outstanding subject to the performance and vesting conditions, unless otherwise settled.  The restricted stock granted in 2011 under the 2007 Director Stock Plan vests on January 31, 2014, although awards will immediately vest upon death, disability, mandatory retirement, involuntary termination or a change in control, as such terms are defined in the plan.

Restricted stock activity in our stock incentive plans for the nine months ended September 30, 2011 is summarized as follows:

	Number of Shares			Weighted Average Grant Date Fair Value
Nonvested at January 1, 2011		1,852,550		$	15.96
Granted		680,650			14.19
Vested		(36,585	)		(24.92	)
Forfeited		(20,728	)		(14.10	)
Nonvested at September 30, 2011		2,475,887			15.36

Stock-based compensation expense is recognized on a straight-line basis over the vesting period  and totaled $1.6 million, net of taxes of $850,000, for the three months ended September 30, 2011 and $4.5 million, net of taxes of $2.5 million, for the nine months ended September 30, 2011.  Stock-based compensation expense totaled $1.3 million, net of taxes of $715,000, for the three months ended September 30, 2010 and $3.8 million, net of taxes of $2.1 million, for the nine months ended September 30, 2010.  At September 30, 2011, pre-tax compensation cost related to all nonvested awards of restricted stock not yet recognized totaled $20.8 million and

will be recognized over a weighted average period of approximately 3.0 years, which includes $860,000 of pre-tax compensation cost related to the 65,000 shares granted in 2011 under a performance-based award for which compensation cost will begin to be recognized when the achievement of the performance conditions becomes probable.

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Composition of Loans Receivable Portfolio in Dollar Amounts, Percentages of the Portfolio and Aging Analysis by Segment and Class (Detail) (USD $) In Thousands, unless otherwise specified	Sep. 30, 2011	Jun. 30, 2011	Dec. 31, 2010
Accounts, Notes, Loans and Financing Receivable [Line Items]
30-59 Days Past Due	$ 143,776		$ 165,810
60-89 Days Past Due	44,723		54,339
90 Days or More Past Due Accruing	1,006		845
90 Days or More Past Due Non-Accrual	378,977		389,865
Total Past Due	568,482		610,859
Current	12,673,324		13,528,210
Loans (gross) amount	13,241,806		14,139,069
Loans (gross), Percent of Total	100.00%		100.00%
Net unamortized premiums and deferred loan origination costs	77,771		83,978
Loans receivable	13,319,577		14,223,047
Allowance for loan losses	(178,351)	(182,717)	(201,499)
Loans receivable, net	13,141,226		14,021,548
Mortgage loans (gross)
Accounts, Notes, Loans and Financing Receivable [Line Items]
30-59 Days Past Due	139,243		161,655
60-89 Days Past Due	44,026		53,918
90 Days or More Past Due Accruing	1,006		845
90 Days or More Past Due Non-Accrual	373,476		384,291
Total Past Due	557,751		600,709
Current	12,395,494		13,229,020
Loans (gross) amount	12,953,245		13,829,729
Loans (gross), Percent of Total	97.82%		97.81%
Mortgage loans (gross) | One to Four Family
Accounts, Notes, Loans and Financing Receivable [Line Items]
30-59 Days Past Due	108,884		125,103
60-89 Days Past Due	36,197		47,862
90 Days or More Past Due Accruing			464
90 Days or More Past Due Non-Accrual	324,881		341,851
Total Past Due	469,962		515,280
Current	10,092,402		10,339,781
Loans (gross) amount	10,562,364		10,855,061
Loans (gross), Percent of Total	79.76%		76.77%
Allowance for loan losses	(107,410)	(114,713)	(125,524)
Mortgage loans (gross) | One to Four Family | Full Documentation Interest Only Loans
Accounts, Notes, Loans and Financing Receivable [Line Items]
30-59 Days Past Due	31,206		41,608
60-89 Days Past Due	12,908		18,029
90 Days or More Past Due Non-Accrual	110,126		105,982
Total Past Due	154,240		165,619
Current	2,865,507		3,646,143
Loans (gross) amount	3,019,747		3,811,762
Loans (gross), Percent of Total	22.80%		26.96%
Mortgage loans (gross) | One to Four Family | Full Documentation Amortizing Loans
Accounts, Notes, Loans and Financing Receivable [Line Items]
30-59 Days Past Due	32,568		29,666
60-89 Days Past Due	5,838		5,170
90 Days or More Past Due Accruing			464
90 Days or More Past Due Non-Accrual	40,637		45,256
Total Past Due	79,043		80,556
Current	5,863,731		5,191,615
Loans (gross) amount	5,942,774		5,272,171
Loans (gross), Percent of Total	44.88%		37.28%
Mortgage loans (gross) | One to Four Family | Reduced Documentation Interest Only Loans
Accounts, Notes, Loans and Financing Receivable [Line Items]
30-59 Days Past Due	31,037		38,864
60-89 Days Past Due	13,119		20,493
90 Days or More Past Due Non-Accrual	137,695		157,464
Total Past Due	181,851		216,821
Current	1,001,036		1,114,473
Loans (gross) amount	1,182,887		1,331,294
Loans (gross), Percent of Total	8.93%		9.42%
Mortgage loans (gross) | One to Four Family | Reduced Documentation Amortizing Loans
Accounts, Notes, Loans and Financing Receivable [Line Items]
30-59 Days Past Due	14,073		14,965
60-89 Days Past Due	4,332		4,170
90 Days or More Past Due Non-Accrual	36,423		33,149
Total Past Due	54,828		52,284
Current	362,128		387,550
Loans (gross) amount	416,956		439,834
Loans (gross), Percent of Total	3.15%		3.11%
Mortgage loans (gross) | Multi Family
Accounts, Notes, Loans and Financing Receivable [Line Items]
30-59 Days Past Due	29,847		33,627
60-89 Days Past Due	5,869		6,056
90 Days or More Past Due Accruing	1,006		381
90 Days or More Past Due Non-Accrual	33,021		29,814
Total Past Due	69,743		69,878
Current	1,615,496		2,117,991
Loans (gross) amount	1,685,239		2,187,869
Loans (gross), Percent of Total	12.73%		15.47%
Allowance for loan losses	(48,407)	(46,469)	(52,786)
Mortgage loans (gross) | Commercial Real Estate
Accounts, Notes, Loans and Financing Receivable [Line Items]
30-59 Days Past Due	512		2,925
60-89 Days Past Due	1,960
90 Days or More Past Due Non-Accrual	10,914		6,529
Total Past Due	13,386		9,454
Current	679,395		762,200
Loans (gross) amount	692,781		771,654
Loans (gross), Percent of Total	5.23%		5.46%
Allowance for loan losses	(15,765)	(14,570)	(15,563)
Mortgage loans (gross) | Construction
Accounts, Notes, Loans and Financing Receivable [Line Items]
90 Days or More Past Due Non-Accrual	4,660		6,097
Total Past Due	4,660		6,097
Current	8,201		9,048
Loans (gross) amount	12,861		15,145
Loans (gross), Percent of Total	0.10%		0.11%
Allowance for loan losses	(2,750)	(2,901)	(3,480)
Consumer and Other Loans
Accounts, Notes, Loans and Financing Receivable [Line Items]
30-59 Days Past Due	4,533		4,155
60-89 Days Past Due	697		421
90 Days or More Past Due Non-Accrual	5,501		5,574
Total Past Due	10,731		10,150
Current	277,830		299,190
Loans (gross) amount	288,561		309,340
Loans (gross), Percent of Total	2.18%		2.19%
Allowance for loan losses	(4,019)	(4,064)	(4,146)
Consumer and Other Loans | Home Equity
Accounts, Notes, Loans and Financing Receivable [Line Items]
30-59 Days Past Due	4,417		3,991
60-89 Days Past Due	656		351
90 Days or More Past Due Non-Accrual	5,426		5,464
Total Past Due	10,499		9,806
Current	254,849		272,647
Loans (gross) amount	265,348		282,453
Loans (gross), Percent of Total	2.00%		2.00%
Consumer and Other Loans | Other loans
Accounts, Notes, Loans and Financing Receivable [Line Items]
30-59 Days Past Due	116		164
60-89 Days Past Due	41		70
90 Days or More Past Due Non-Accrual	75		110
Total Past Due	232		344
Current	22,981		26,543
Loans (gross) amount	$ 23,213		$ 26,887
Loans (gross), Percent of Total	0.18%		0.19%

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Earnings Per Share

9 Months Ended

Sep. 30, 2011

Earnings Per Share

6.  Earnings Per Share

The following table is a reconciliation of basic and diluted earnings per share.

	For the Three Months Ended						For the Nine Months Ended
	September 30,						September 30,
(In Thousands, Except Share Data)	2011			2010			2011			2010
Net income	$	11,216		$	21,451		$	55,445		$	49,923
Income allocated to participating securities (restricted stock)		(304	)		(502	)		(1,385	)		(1,185	)
Income attributable to common shareholders	$	10,912		$	20,949		$	54,060		$	48,738
Average number of common shares outstanding – basic		93,338,310			91,863,115			93,009,518			91,650,000
Dilutive effect of stock options (1)		-			-			-			45
Average number of common shares outstanding – diluted		93,338,310			91,863,115			93,009,518			91,650,045
Income per common share attributable to common shareholders:
Basic	$	0.12		$	0.23		$	0.58		$	0.53
Diluted	$	0.12		$	0.23		$	0.58		$	0.53

 (1) Excludes options to purchase 6,868,628 shares of common stock which were outstanding during the three months ended September 30, 2011; options to purchase 7,939,626 shares of common stock which were outstanding during the three months ended September 30, 2010; options to purchase 6,891,205 shares of common stock which were outstanding during the nine months ended September 30, 2011; and options to purchase 7,990,736 shares of common stock which were outstanding during the nine months ended September 30, 2010 because their inclusion would be anti-dilutive.

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Litigation - Additional Information (Detail) (USD $) In Millions	Sep. 30, 2011
Commitments and Contingencies Disclosure [Line Items]
Alleged tax deficiency including interest and penalties, related to 2006 through 2008 tax year	$ 13.3

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Consolidated Statement of Changes in Stockholders' Equity (Parenthetical) (USD $)	9 Months Ended
	Sep. 30, 2011
Dividends on common stock, per share	$ 0.39
Restricted stock grants, shares	680,650
Forfeitures of restricted stock, shares	20,728

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Securities

9 Months Ended

Sep. 30, 2011

Securities

2.  Securities

The following tables set forth the amortized cost and estimated fair value of securities available-for-sale and held-to-maturity at the dates indicated.

	At September 30, 2011
			Gross		Gross			Estimated
	Amortized		Unrealized		Unrealized			Fair
(In Thousands)	Cost		Gains		Losses			Value
Available-for-sale:
Residential mortgage-backed securities:
GSE (1) issuance REMICs and CMOs (2)	$	336,732	$	15,283	$	-		$	352,015
Non-GSE issuance REMICs and CMOs		17,408		-		(330	)		17,078
GSE pass-through certificates		25,027		1,026		(3	)		26,050
Total residential mortgage-backed securities		379,167		16,309		(333	)		395,143
Freddie Mac and Fannie Mae stock		15		6,880		(15	)		6,880
Total securities available-for-sale	$	379,182	$	23,189	$	(348	)	$	402,023
Held-to-maturity:
Residential mortgage-backed securities:
GSE issuance REMICs and CMOs	$	1,999,058	$	59,876	$	(1	)	$	2,058,933
Non-GSE issuance REMICs and CMOs		19,497		122		(1	)		19,618
GSE pass-through certificates		550		34		-			584
Total residential mortgage-backed securities		2,019,105		60,032		(2	)		2,079,135
Obligations of GSEs		52,861		241		(235	)		52,867
Obligations of states and political subdivisions		3,063		75		-			3,138
Total securities held-to-maturity	$	2,075,029	$	60,348	$	(237	)	$	2,135,140

(1) Government-sponsored enterprise

(2) Real estate mortgage investment conduits and collateralized mortgage obligations

	At December 31, 2010
			Gross		Gross			Estimated
	Amortized		Unrealized		Unrealized			Fair
(In Thousands)	Cost		Gains		Losses			Value
Available-for-sale:
Residential mortgage-backed securities:
GSE issuance REMICs and CMOs	$	490,302	$	18,931	$	-		$	509,233
Non-GSE issuance REMICs and CMOs		21,023		3		(362	)		20,664
GSE pass-through certificates		28,784		1,114		(2	)		29,896
Total residential mortgage-backed securities		540,109		20,048		(364	)		559,793
Freddie Mac and Fannie Mae stock		15		2,160		(15	)		2,160
Total securities available-for-sale	$	540,124	$	22,208	$	(379	)	$	561,953
Held-to-maturity:
Residential mortgage-backed securities:
GSE issuance REMICs and CMOs	$	1,933,650	$	47,191	$	(8,734	)	$	1,972,107
Non-GSE issuance REMICs and CMOs		40,363		352		(66	)		40,649
GSE pass-through certificates		772		51		-			823
Total residential mortgage-backed securities		1,974,785		47,594		(8,800	)		2,013,579
Obligations of GSEs		25,000		-		(468	)		24,532
Obligations of states and political subdivisions		3,999		-		-			3,999
Total securities held-to-maturity	$	2,003,784	$	47,594	$	(9,268	)	$	2,042,110

The following tables set forth the estimated fair values of securities with gross unrealized losses at the dates indicated, segregated between securities that have been in a continuous unrealized loss position for less than twelve months and those that have been in a continuous unrealized loss position for twelve months or longer at the dates indicated.

	At September 30, 2011
	Less Than Twelve Months					Twelve Months or Longer					Total
			Gross					Gross					Gross
	Estimated		Unrealized			Estimated		Unrealized			Estimated		Unrealized
(In Thousands)	Fair Value		Losses			Fair Value		Losses			Fair Value		Losses
Available-for-sale:
Non-GSE issuance REMICs and CMOs	$	512	$	(24	)	$	16,521	$	(306	)	$	17,033	$	(330	)
GSE pass-through certificates		757		(3	)		-		-			757		(3	)
Freddie Mac and Fannie Mae stock		-		-			-		(15	)		-		(15	)
Total temporarily impaired securities available-for-sale	$	1,269	$	(27	)	$	16,521	$	(321	)	$	17,790	$	(348	)
Held-to-maturity:
GSE issuance REMICs and CMOs	$	2,151	$	(1	)	$	-	$	-		$	2,151	$	(1	)
Non-GSE issuance REMICs and CMOs		1,363		(1	)		-		-			1,363		(1	)
Obligations of GSEs		24,757		(235	)		-		-			24,757		(235	)
Total temporarily impaired securities held-to-maturity	$	28,271	$	(237	)	$	-	$	-		$	28,271	$	(237	)

	At December 31, 2010
	Less Than Twelve Months					Twelve Months or Longer					Total
			Gross					Gross					Gross
	Estimated		Unrealized			Estimated		Unrealized			Estimated		Unrealized
(In Thousands)	Fair Value		Losses			Fair Value		Losses			Fair Value		Losses
Available-for-sale:
Non-GSE issuance REMICs and CMOs	$	276	$	(2	)	$	19,991	$	(360	)	$	20,267	$	(362	)
GSE pass-through certificates		1,775		(2	)		-		-			1,775		(2	)
Freddie Mac and Fannie Mae stock		-		-			-		(15	)		-		(15	)
Total temporarily impaired securities available-for-sale	$	2,051	$	(4	)	$	19,991	$	(375	)	$	22,042	$	(379	)
Held-to-maturity:
GSE issuance REMICs and CMOs	$	484,366	$	(8,734	)	$	-	$	-		$	484,366	$	(8,734	)
Non-GSE issuance REMICs and CMOs		-		-			1,744		(66	)		1,744		(66	)
Obligations of GSEs		24,532		(468	)		-		-			24,532		(468	)
Total temporarily impaired securities held-to-maturity	$	508,898	$	(9,202	)	$	1,744	$	(66	)	$	510,642	$	(9,268	)

We held 38 securities which had an unrealized loss at September 30, 2011 and 59 at December 31, 2010.  At September 30, 2011 and December 31, 2010, substantially all of the securities in an unrealized loss position had a fixed interest rate and the cause of the temporary impairment is directly related to the change in interest rates.  In general, as interest rates rise, the fair value of fixed rate securities will decrease; as interest rates fall, the fair value of fixed rate securities will increase.  We generally view changes in fair value caused by changes in interest rates as temporary, which is consistent with our experience.  None of the unrealized losses are related to credit losses.  Therefore, at September 30, 2011 and December 31, 2010, the impairments are deemed temporary based on (1) the direct relationship of the decline in fair value to movements in interest rates, (2) the estimated remaining life and high credit quality of the investments and (3) the fact that we do not intend to sell these securities and it is not more likely than not that we will be required to sell these securities before their anticipated recovery of the remaining amortized cost basis and we expect to recover the entire amortized cost basis of the security.

Held-to-maturity debt securities, excluding mortgage-backed securities, had an amortized cost of $55.9 million and a fair value of $56.0 million at September 30, 2011.  These securities have

contractual maturities in 2017 through 2019.  Actual maturities will differ from contractual maturities because issuers may have the right to prepay or call obligations with or without prepayment penalties.

The balance of accrued interest receivable for securities totaled $7.5 million at September 30, 2011 and $8.3 million at December 31, 2010.

At September 30, 2011, we held securities with an amortized cost of $52.9 million which are callable within one year and at various times thereafter.

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Information about Loans Receivable by Segment and Class Modified in a Troubled Debt Restructuring and had a Payment Default (Detail) (Defaulted Loans, USD $) In Thousands, unless otherwise specified	3 Months Ended	9 Months Ended
	Sep. 30, 2011 Investment	Sep. 30, 2011 Investment
Financing Receivable, Modifications [Line Items]
Number of Loans	13	19
Recorded Investment	$ 4,775	$ 7,215
Mortgage loans (gross) | One to Four Family | Full Documentation Interest Only Loans
Financing Receivable, Modifications [Line Items]
Number of Loans	1	4
Recorded Investment	339	1,442
Mortgage loans (gross) | One to Four Family | Full Documentation Amortizing Loans
Financing Receivable, Modifications [Line Items]
Number of Loans		1
Recorded Investment		161
Mortgage loans (gross) | One to Four Family | Reduced Documentation Interest Only Loans
Financing Receivable, Modifications [Line Items]
Number of Loans	10	11
Recorded Investment	4,173	4,594
Mortgage loans (gross) | One to Four Family | Reduced Documentation Amortizing Loans
Financing Receivable, Modifications [Line Items]
Number of Loans	2	2
Recorded Investment	263	263
Mortgage loans (gross) | Multi Family
Financing Receivable, Modifications [Line Items]
Number of Loans		1
Recorded Investment		$ 755

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Loans Held-for-Sale - Additional Information (Detail) (USD $)	3 Months Ended		9 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2011	Sep. 30, 2010	Dec. 31, 2010
Loans Held for Sale [Line Items]
Loans held-for-sale, net	$ 13,957,000		$ 13,957,000		$ 44,870,000
Net gain (loss) on sales of loans			2,327,000	3,659,000
Other asset impairment charges			448,000	1,519,000
Non Performing Loans Held for Sale
Loans Held for Sale [Line Items]
Loans held-for-sale, net	6,700,000		6,700,000		10,900,000
Loans held-for-sale, valuation allowance	71,000		71,000		169,000
Sale of delinquent and non-performing mortgage loans, net of charge-offs, amount			20,400,000	36,400,000
Charge-offs on delinquent and non-performing mortgage loans sold			8,300,000	20,900,000
Net gain (loss) on sales of loans	17,000	828,000	(35,000)	1,200,000
Other asset impairment charges	$ 7,000	$ (93,000)	$ 448,000	$ 4,000

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Carrying Amounts and Fair Values of Financial Instruments (Detail) (USD $) In Thousands	Sep. 30, 2011		Dec. 31, 2010
Financial Assets:
Repurchase agreements			$ 51,540
Securities held-to-maturity	2,075,029		2,003,784
FHLB-NY stock	126,759		149,174
Loans held-for-sale, net	13,957		44,870
Loans receivable, net	13,141,226		14,021,548
MSR, net	8,254		9,204
Financial Liabilities:
Deposits	11,267,147		11,599,000
Carrying Amount
Financial Assets:
Repurchase agreements			51,540
Securities held-to-maturity	2,075,029		2,003,784
FHLB-NY stock	126,759		149,174
Loans held-for-sale, net	13,957	[1]	44,870	[1]
Loans receivable, net	13,141,226	[1]	14,021,548	[1]
MSR, net	8,254	[1]	9,204	[1]
Financial Liabilities:
Deposits	11,267,147		11,599,000
Borrowings, net	4,022,481		4,869,204
Estimated Fair Value
Financial Assets:
Repurchase agreements			51,540
Securities held-to-maturity	2,135,140		2,042,110
FHLB-NY stock	126,759		149,174
Loans held-for-sale, net	14,221	[1]	45,713	[1]
Loans receivable, net	13,366,208	[1]	14,480,713	[1]
MSR, net	8,256	[1]	9,214	[1]
Financial Liabilities:
Deposits	11,460,985		11,784,632
Borrowings, net	$ 4,540,793		$ 5,320,510

[1] Includes totals for assets measured at fair value on a non-recurring basis as disclosed in Note 9.

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Loans Held-for-Sale

9 Months Ended

Sep. 30, 2011

Loans Held-for-Sale

3.  Loans Held-for-Sale

Loans held-for-sale, net, includes fifteen and thirty year fixed rate one-to-four family mortgage loans that conform to GSE guidelines (conforming) originated for sale as well as certain non-performing loans.  Upon our decision to sell certain delinquent and non-performing loans held in portfolio, we reclassify them to held-for-sale at the lower of cost or fair value, less estimated selling costs.  Non-performing loans held-for-sale, included in loans held-for-sale, net, totaled $6.7 million, net of a valuation allowance of $71,000, at September 30, 2011 and $10.9 million, net of a valuation allowance of $169,000, at December 31, 2010, consisting primarily of multi-family and commercial real estate mortgage loans.

We sold certain delinquent and non-performing loans totaling $20.4 million, net of charge-offs of $8.3 million, during the nine months ended September 30, 2011, primarily multi-family and one-to-four family mortgage loans, and $36.4 million, net of charge-offs of $20.9 million, during the nine months ended September 30, 2010, primarily multi-family and commercial real estate mortgage loans.  Net gain on sales of non-performing loans totaled $17,000 for the three months ended September 30, 2011 and net loss on sales of non-performing loans totaled $35,000 for the nine months ended September 30, 2011.  Net gain on sales of non-performing loans totaled $828,000 for the three months ended September 30, 2010 and $1.2 million for the nine months ended September 30, 2010.

We recorded net lower of cost or market write-downs on non-performing loans held-for-sale of $7,000 for the three months ended September 30, 2011 and $448,000 for the nine months ended September 30, 2011.  Net lower of cost or market recoveries on non-performing loans held-for-sale totaled $93,000 for the three months ended September 30, 2010 and net lower of cost or market write-downs on non-performing loans held-for-sale totaled $4,000 for the nine months ended September 30, 2010.  Lower of cost or market write-downs and recoveries on non-performing loans held-for-sale and gains and losses recognized on sales of such loans are included in other non-interest income in the consolidated statements of income.

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Reconciliation of Basic and Diluted Earnings Per Share (Detail) (USD $) In Thousands, except Share data	3 Months Ended		9 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2011	Sep. 30, 2010
Earnings Per Share Disclosure [Line Items]
Net income	$ 11,216	$ 21,451	$ 55,445	$ 49,923
Income allocated to participating securities (restricted stock)	(304)	(502)	(1,385)	(1,185)
Income attributable to common shareholders	$ 10,912	$ 20,949	$ 54,060	$ 48,738
Average number of common shares outstanding - basic	93,338,310	91,863,115	93,009,518	91,650,000
Dilutive effect of stock options				45	[1]
Average number of common shares outstanding - diluted	93,338,310	91,863,115	93,009,518	91,650,045
Income per common share attributable to common shareholders:
Basic	$ 0.12	$ 0.23	$ 0.58	$ 0.53
Diluted	$ 0.12	$ 0.23	$ 0.58	$ 0.53

[1] Excludes options to purchase 6,868,628 shares of common stock which were outstanding during the three months ended September 30, 2011; options to purchase 7,939,626 shares of common stock which were outstanding during the three months ended September 30, 2010; options to purchase 6,891,205 shares of common stock which were outstanding during the nine months ended September 30, 2011; and options to purchase 7,990,736 shares of common stock which were outstanding during the nine months ended September 30, 2010 because their inclusion would be anti-dilutive.

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Amortized Cost and Estimated Fair Value of Securities Available-for-Sale and Held-to-Maturity (Detail) (USD $) In Thousands	Sep. 30, 2011		Dec. 31, 2010
Schedule of Investments [Line Items]
Available-for-Sale, Amortized Cost	$ 379,182		$ 540,124
Available-for-Sale, Gross Unrealized Gains	23,189		22,208
Available-for-Sale, Gross Unrealized Losses	(348)		(379)
Available-for-Sale, Estimated Fair Value	402,023		561,953
Held-to-Maturity, Amortized Cost	2,075,029		2,003,784
Held-to-Maturity, Gross Unrealized Gains	60,348		47,594
Held-to-Maturity, Gross Unrealized Losses	(237)		(9,268)
Held-to-Maturity, Estimated Fair Value	2,135,140		2,042,110
Residential mortgage-backed securities
Schedule of Investments [Line Items]
Available-for-Sale, Amortized Cost	379,167		540,109
Available-for-Sale, Gross Unrealized Gains	16,309		20,048
Available-for-Sale, Gross Unrealized Losses	(333)		(364)
Available-for-Sale, Estimated Fair Value	395,143		559,793
Held-to-Maturity, Amortized Cost	2,019,105		1,974,785
Held-to-Maturity, Gross Unrealized Gains	60,032		47,594
Held-to-Maturity, Gross Unrealized Losses	(2)		(8,800)
Held-to-Maturity, Estimated Fair Value	2,079,135		2,013,579
Residential mortgage-backed securities | GSE issuance REMICs and CMOs
Schedule of Investments [Line Items]
Available-for-Sale, Amortized Cost	336,732	[1],[2]	490,302
Available-for-Sale, Gross Unrealized Gains	15,283	[1],[2]	18,931
Available-for-Sale, Estimated Fair Value	352,015	[1],[2]	509,233
Held-to-Maturity, Amortized Cost	1,999,058		1,933,650
Held-to-Maturity, Gross Unrealized Gains	59,876		47,191
Held-to-Maturity, Gross Unrealized Losses	(1)		(8,734)
Held-to-Maturity, Estimated Fair Value	2,058,933		1,972,107
Residential mortgage-backed securities | Non-GSE issuance REMICs and CMOs
Schedule of Investments [Line Items]
Available-for-Sale, Amortized Cost	17,408		21,023
Available-for-Sale, Gross Unrealized Gains			3
Available-for-Sale, Gross Unrealized Losses	(330)		(362)
Available-for-Sale, Estimated Fair Value	17,078		20,664
Held-to-Maturity, Amortized Cost	19,497		40,363
Held-to-Maturity, Gross Unrealized Gains	122		352
Held-to-Maturity, Gross Unrealized Losses	(1)		(66)
Held-to-Maturity, Estimated Fair Value	19,618		40,649
Residential mortgage-backed securities | GSE pass-through certificates
Schedule of Investments [Line Items]
Available-for-Sale, Amortized Cost	25,027		28,784
Available-for-Sale, Gross Unrealized Gains	1,026		1,114
Available-for-Sale, Gross Unrealized Losses	(3)		(2)
Available-for-Sale, Estimated Fair Value	26,050		29,896
Held-to-Maturity, Amortized Cost	550		772
Held-to-Maturity, Gross Unrealized Gains	34		51
Held-to-Maturity, Estimated Fair Value	584		823
Freddie Mac and Fannie Mae stock
Schedule of Investments [Line Items]
Available-for-Sale, Amortized Cost	15		15
Available-for-Sale, Gross Unrealized Gains	6,880		2,160
Available-for-Sale, Gross Unrealized Losses	(15)		(15)
Available-for-Sale, Estimated Fair Value	6,880		2,160
Obligations of GSEs
Schedule of Investments [Line Items]
Held-to-Maturity, Amortized Cost	52,861		25,000
Held-to-Maturity, Gross Unrealized Gains	241
Held-to-Maturity, Gross Unrealized Losses	(235)		(468)
Held-to-Maturity, Estimated Fair Value	52,867		24,532
Obligations of states and political subdivisions
Schedule of Investments [Line Items]
Held-to-Maturity, Amortized Cost	3,063		3,999
Held-to-Maturity, Gross Unrealized Gains	75
Held-to-Maturity, Estimated Fair Value	$ 3,138		$ 3,999

[1] Government-sponsored enterprise

[2] Real estate mortgage investment conduits and collateralized mortgage obligations

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Changes in Allowance for Loan Losses by Loan Receivable Segment (Detail) (USD $) In Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2011	Sep. 30, 2011
Financing Receivable, Allowance for Credit Losses [Line Items]
Allowance for loan losses, Beginning Balance	$ 182,717	$ 201,499
Provision charged to operations	10,000	27,000
Charge-offs	(16,987)	(59,305)
Recoveries	2,621	9,157
Allowance for loan losses, Ending Balance	178,351	178,351
Mortgage loans (gross) | One to Four Family
Financing Receivable, Allowance for Credit Losses [Line Items]
Allowance for loan losses, Beginning Balance	114,713	125,524
Provision charged to operations	7,418	23,701
Charge-offs	(16,882)	(50,361)
Recoveries	2,161	8,546
Allowance for loan losses, Ending Balance	107,410	107,410
Mortgage loans (gross) | Multi Family
Financing Receivable, Allowance for Credit Losses [Line Items]
Allowance for loan losses, Beginning Balance	46,469	52,786
Provision charged to operations	1,937	2,310
Charge-offs		(6,696)
Recoveries	1	7
Allowance for loan losses, Ending Balance	48,407	48,407
Mortgage loans (gross) | Commercial Real Estate
Financing Receivable, Allowance for Credit Losses [Line Items]
Allowance for loan losses, Beginning Balance	14,570	15,563
Provision charged to operations	1,195	958
Charge-offs		(756)
Allowance for loan losses, Ending Balance	15,765	15,765
Mortgage loans (gross) | Construction
Financing Receivable, Allowance for Credit Losses [Line Items]
Allowance for loan losses, Beginning Balance	2,901	3,480
Provision charged to operations	(582)	(805)
Charge-offs		(420)
Recoveries	431	495
Allowance for loan losses, Ending Balance	2,750	2,750
Consumer and Other Loans
Financing Receivable, Allowance for Credit Losses [Line Items]
Allowance for loan losses, Beginning Balance	4,064	4,146
Provision charged to operations	32	836
Charge-offs	(105)	(1,072)
Recoveries	28	109
Allowance for loan losses, Ending Balance	$ 4,019	$ 4,019

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Premises and Equipment - Additional Information (Detail) (USD $)	9 Months Ended			3 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Dec. 31, 2010	Jun. 30, 2011 Office Building Sold	Apr. 26, 2011 Office Building Sold
Property, Plant and Equipment [Line Items]
Premises and equipment, net	$ 120,373,000		$ 133,362,000		$ 14,600,000
Proceeds from sales of premises and equipment	14,396,000	125,000		14,400,000
Net (loss) gain on dispositions of premises and equipment	$ (282,000)	$ 132,000		$ (253,000)

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Securities - Additional Information (Detail) (USD $)					9 Months Ended
	Sep. 30, 2011 Investment	Dec. 31, 2010 Investment	Sep. 30, 2011 Securities Investment	Dec. 31, 2010 Securities Investment	Sep. 30, 2011 Held to Maturity Debt Securities Excluding Mortgage Backed Securities
Schedule of Investments [Line Items]
Number of securities held with unrealized loss	38	59
Held-to-Maturity, Amortized Cost	$ 2,075,029,000	$ 2,003,784,000			$ 55,900,000
Held-to-Maturity, Estimated Fair Value	2,135,140,000	2,042,110,000			56,000,000
Maturity of Held-to-maturity Securities, Lower Limit					2017
Maturity of Held-to-maturity Securities, Upper Limit					2019
Accrued interest receivable	48,227,000	55,492,000	7,500,000	8,300,000
Callable Securities Amortized Cost	$ 52,900,000

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Litigation

9 Months Ended

Sep. 30, 2011

Litigation

11.  Litigation

In the ordinary course of our business, we are routinely made a defendant in or a party to pending or threatened legal actions or proceedings which, in some cases, seek substantial monetary damages from or other forms of relief against us.  In our opinion, after consultation with legal counsel, we believe it unlikely that such actions or proceedings will have a material adverse effect on our financial condition, results of operations or liquidity.

City of New York Notice of Determination

By “Notice of Determination” dated September 14, 2010 and August 26, 2011, the City of New York has notified us of alleged tax deficiencies in the amount of $13.3 million, including interest and penalties, related to our 2006 through 2008 tax years.  The deficiencies relate to our operation of two subsidiaries of Astoria Federal, Fidata Service Corp., or Fidata, and Astoria Federal Mortgage Corp., or AF Mortgage.  Fidata is a passive investment company which maintains offices in Connecticut.  AF Mortgage is an operating subsidiary through which Astoria Federal engaged in lending activities outside the State of New York.  We disagree with the assertion of the tax deficiencies and we filed Petitions for Hearings with the City of New York on December 6, 2010 and October 5, 2011 to oppose the Notices of Determination and to consolidate the hearings.  At this time, management believes it is more likely than not that we will succeed in refuting the City of New York’s position, although defense costs may be significant.  Accordingly, no liability or reserve has been recognized in our consolidated statement of financial condition at September 30, 2011 with respect to this matter.

No assurance can be given as to whether or to what extent we will be required to pay the amount of the tax deficiencies asserted by the City of New York, whether additional tax will be assessed for years subsequent to 2008, that this matter will not be costly to oppose, that this matter will not have an impact on our financial condition or results of operations or that, ultimately, any such impact will not be material.

Automated Transactions LLC Litigation

On November 20, 2009, an action entitled Automated Transactions LLC v. Astoria Financial Corporation and Astoria Federal Savings and Loan Association was commenced in the U.S. District Court for the Southern District of New York, or the Southern District Court, against us by Automated Transactions LLC, alleging patent infringement involving integrated banking and transaction machines, including automated teller machines, that we utilize.  We were served with

the summons and complaint in such action on March 2, 2010.  The plaintiff also filed a similar suit on the same day against another financial institution and its holding company.  The plaintiff seeks unspecified monetary damages and an injunction preventing us from continuing to utilize the allegedly infringing machines.  We are vigorously defending this lawsuit, and filed an answer and counterclaims to the plaintiff’s complaint on March 23, 2010, to which the plaintiff filed a reply on April 12, 2010.

On May 18, 2010, the plaintiff filed an amended complaint at the direction of the Southern District Court, containing substantially the same allegations as the original complaint. On May 27, 2010, we moved to dismiss the amended complaint.  On March 10, 2011, the Southern District Court entered an order on the record that dismissed all claims against Astoria Financial Corporation but denied the motion to dismiss the claims against Astoria Federal for alleged direct patent infringement.  The order also dismissed in part the claims against Astoria Federal for alleged inducement of our customers to violate plaintiff’s patents and for Astoria Federal’s allegedly willful violation of the plaintiff’s patents, allowing claims to continue only for alleged inducement and willful infringement after our receiving notice of the pending suit from plaintiff’s counsel.  Based on the Southern District Court’s ruling, on March 31, 2011, we answered the amended complaint substantially denying the allegations of the amended complaint.

On July 22, 2011, we filed a motion to stay the action pending the outcome of an appeal pending before the U.S. Court of Appeals for the Federal Circuit, or the Circuit Court, of the Delaware District Court’s ruling in the case entitled Automated Transactions LLC v. IYG Holding Co et al, Civ. No. 06-043-SLR, or the IYG action.  The IYG action involves the same plaintiff making substantially similar allegations with respect to identical and substantially similar patents as those involved in the action against us.  The Delaware District Court granted IYG’s motion for summary judgment.  In our motion to stay, we assert that, should the Circuit Court uphold the Delaware District Court’s rulings, the Delaware District Court decision should be binding on the plaintiff in the litigation against us.

We have tendered requests for indemnification from the manufacturer and from the transaction processor utilized with respect to the integrated banking and transaction machines, and we served third party complaints against Metavante Corporation and Diebold, Inc. seeking to enforce our indemnification rights.

An adverse result in this lawsuit may include an award of monetary damages, on-going royalty obligations, and/or may result in a change in our business practice, which could result in a loss of revenue.  We cannot at this time estimate the possible loss or range of loss, if any.  No assurance can be given at this time that the litigation against us will be resolved amicably, that if this litigation results in an adverse decision that we will be successful in seeking indemnification, that this litigation will not be costly to defend, that this litigation will not have an impact on our financial condition or results of operations or that, ultimately, any such impact will not be material.

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Loans Receivable and Allowance for Loan Losses

9 Months Ended

Sep. 30, 2011

Loans Receivable and Allowance for Loan Losses

4.  Loans Receivable and Allowance for Loan Losses

The following tables set forth the composition of our loans receivable portfolio in dollar amounts and percentages of the portfolio and an aging analysis by segment and class at the dates indicated.

	At September 30, 2011
	30-59 Days		60-89 Days		90 Days or More Past Due				Total							Percent of Total
(Dollars in Thousands)	Past Due		Past Due		Accruing		Non-Accrual		Past Due		Current		Total
Mortgage loans (gross):
One-to-four family:
Full documentation:
Interest-only	$	31,206	$	12,908	$	-	$	110,126	$	154,240	$	2,865,507	$	3,019,747			22.80	%
Amortizing		32,568		5,838		-		40,637		79,043		5,863,731		5,942,774			44.88
Reduced documentation:
Interest-only		31,037		13,119		-		137,695		181,851		1,001,036		1,182,887			8.93
Amortizing		14,073		4,332		-		36,423		54,828		362,128		416,956			3.15
Total one-to-four family		108,884		36,197		-		324,881		469,962		10,092,402		10,562,364			79.76
Multi-family		29,847		5,869		1,006		33,021		69,743		1,615,496		1,685,239			12.73
Commercial real estate		512		1,960		-		10,914		13,386		679,395		692,781			5.23
Construction		-		-		-		4,660		4,660		8,201		12,861			0.10
Total mortgage loans		139,243		44,026		1,006		373,476		557,751		12,395,494		12,953,245			97.82
Consumer and other loans (gross):
Home equity lines of credit		4,417		656		-		5,426		10,499		254,849		265,348			2.00
Other		116		41		-		75		232		22,981		23,213			0.18
Total consumer and other loans		4,533		697		-		5,501		10,731		277,830		288,561			2.18
Total loans	$	143,776	$	44,723	$	1,006	$	378,977	$	568,482	$	12,673,324	$	13,241,806			100.00	%
Net unamortized premiums and deferred loan origination costs														77,771
Loans receivable														13,319,577
Allowance for loan losses														(178,351	)
Loans receivable, net													$	13,141,226

	At December 31, 2010
	30-59 Days		60-89 Days		90 Days or More Past Due				Total							Percent of Total
(Dollars in Thousands)	Past Due		Past Due		Accruing		Non-Accrual		Past Due		Current		Total
Mortgage loans (gross):
One-to-four family:
Full documentation:
Interest-only	$	41,608	$	18,029	$	-	$	105,982	$	165,619	$	3,646,143	$	3,811,762			26.96	%
Amortizing		29,666		5,170		464		45,256		80,556		5,191,615		5,272,171			37.28
Reduced documentation:
Interest-only		38,864		20,493		-		157,464		216,821		1,114,473		1,331,294			9.42
Amortizing		14,965		4,170		-		33,149		52,284		387,550		439,834			3.11
Total one-to-four family		125,103		47,862		464		341,851		515,280		10,339,781		10,855,061			76.77
Multi-family		33,627		6,056		381		29,814		69,878		2,117,991		2,187,869			15.47
Commercial real estate		2,925		-		-		6,529		9,454		762,200		771,654			5.46
Construction		-		-		-		6,097		6,097		9,048		15,145			0.11
Total mortgage loans		161,655		53,918		845		384,291		600,709		13,229,020		13,829,729			97.81
Consumer and other loans (gross):
Home equity lines of credit		3,991		351		-		5,464		9,806		272,647		282,453			2.00
Other		164		70		-		110		344		26,543		26,887			0.19
Total consumer and other loans		4,155		421		-		5,574		10,150		299,190		309,340			2.19
Total loans	$	165,810	$	54,339	$	845	$	389,865	$	610,859	$	13,528,210	$	14,139,069			100.00	%
Net unamortized premiums and deferred loan origination costs														83,978
Loans receivable														14,223,047
Allowance for loan losses														(201,499	)
Loans receivable, net													$	14,021,548

The following tables set forth the changes in our allowance for loan losses by loan receivable segment for the periods indicated.

	For the Three Months Ended September 30, 2011
	Mortgage Loans										Consumer and Other Loans			Total
(In Thousands)	One-to-Four Family			Multi- Family		Commercial Real Estate		Construction
Balance at July 1, 2011	$	114,713		$	46,469	$	14,570	$	2,901		$	4,064		$	182,717
Provision charged to operations		7,418			1,937		1,195		(582	)		32			10,000
Charge-offs		(16,882	)		-		-		-			(105	)		(16,987	)
Recoveries		2,161			1		-		431			28			2,621
Balance at September 30, 2011	$	107,410		$	48,407	$	15,765	$	2,750		$	4,019		$	178,351

	For the Nine Months Ended September 30, 2011
	Mortgage Loans												Consumer and Other Loans			Total
(In Thousands)	One-to-Four Family			Multi- Family			Commercial Real Estate			Construction
Balance at January 1, 2011	$	125,524		$	52,786		$	15,563		$	3,480		$	4,146		$	201,499
Provision charged to operations		23,701			2,310			958			(805	)		836			27,000
Charge-offs		(50,361	)		(6,696	)		(756	)		(420	)		(1,072	)		(59,305	)
Recoveries		8,546			7			-			495			109			9,157
Balance at September 30, 2011	$	107,410		$	48,407		$	15,765		$	2,750		$	4,019		$	178,351

The following tables set forth the balances of our loans receivable by segment and impairment evaluation and the allowance for loan losses associated with such loans at the dates indicated.

	At September 30, 2011
	Mortgage Loans								Consumer and Other Loans		Total
(In Thousands)	One-to-Four Family		Multi- Family		Commercial Real Estate		Construction
Loans:
Individually evaluated for impairment	$	333,632	$	851,435	$	341,889	$	5,303	$	3,628	$	1,535,887
Collectively evaluated for impairment		10,228,732		833,804		350,892		7,558		284,933		11,705,919
Total loans	$	10,562,364	$	1,685,239	$	692,781	$	12,861	$	288,561	$	13,241,806
Allowance for loan losses:
Individually evaluated for impairment	$	10,622	$	34,449	$	11,411	$	2,511	$	54	$	59,047
Collectively evaluated for impairment		96,788		13,958		4,354		239		3,965		119,304
Total allowance for loan losses	$	107,410	$	48,407	$	15,765	$	2,750	$	4,019	$	178,351

	At December 31, 2010
	Mortgage Loans								Consumer and Other Loans		Total
(In Thousands)	One-to-Four Family		Multi- Family		Commercial Real Estate		Construction
Loans:
Individually evaluated for impairment	$	315,994	$	1,144,633	$	385,904	$	7,872	$	3,414	$	1,857,817
Collectively evaluated for impairment		10,539,067		1,043,236		385,750		7,273		305,926		12,281,252
Total loans	$	10,855,061	$	2,187,869	$	771,654	$	15,145	$	309,340	$	14,139,069
Allowance for loan losses:
Individually evaluated for impairment	$	12,541	$	34,124	$	10,784	$	3,250	$	51	$	60,750
Collectively evaluated for impairment		112,983		18,662		4,779		230		4,095		140,749
Total allowance for loan losses	$	125,524	$	52,786	$	15,563	$	3,480	$	4,146	$	201,499

The following table summarizes information related to our impaired loans by segment and class at the dates indicated.  Impaired one-to-four family mortgage loans consist primarily of loans where a portion of the outstanding principal has been charged off.

	At September 30, 2011									At December 31, 2010
(In Thousands)	Unpaid Principal Balance		Recorded Investment		Related Allowance			Net Investment		Unpaid Principal Balance		Recorded Investment		Related Allowance			Net Investment
With an allowance recorded:
One-to-four family:
Full documentation:
Interest-only	$	10,825	$	10,825	$	(1,299	)	$	9,526	$	11,033	$	11,033	$	(1,980	)	$	9,053
Amortizing		4,028		4,028		(476	)		3,552		7,340		7,340		(947	)		6,393
Reduced documentation:
Interest-only		11,712		11,712		(1,406	)		10,306		10,234		10,234		(2,500	)		7,734
Amortizing		1,055		1,055		(127	)		928		1,032		1,032		(239	)		793
Multi-family		56,977		56,268		(17,989	)		38,279		51,793		51,084		(14,349	)		36,735
Commercial real estate		25,215		24,111		(6,337	)		17,774		19,929		18,825		(5,496	)		13,329
Construction		5,413		5,303		(2,511	)		2,792		6,546		6,435		(2,851	)		3,584
Without an allowance recorded:
One-to-four family:
Full documentation:
Interest-only		99,033		70,784		-			70,784		87,110		64,185		-			64,185
Amortizing		18,759		14,569		-			14,569		15,363		11,883		-			11,883
Reduced documentation:
Interest-only		159,722		112,800		-			112,800		145,091		105,905		-			105,905
Amortizing		20,378		15,294		-			15,294		15,786		12,009		-			12,009
Construction		-		-		-			-		1,200		639		-			639
Total impaired loans	$	413,117	$	326,749	$	(30,145	)	$	296,604	$	372,457	$	300,604	$	(28,362	)	$	272,242

The following table sets forth the average recorded investment, interest income recognized and cash basis interest income related to our impaired loans by segment and class for the periods indicated.

	For the Three Months Ended September 30, 2011						For the Nine Months Ended September 30, 2011
(In Thousands)	Average Recorded Investment		Interest Income Recognized		Cash Basis Interest Income		Average Recorded Investment		Interest Income Recognized		Cash Basis Interest Income
With an allowance recorded:
One-to-four family:
Full documentation:
Interest-only	$	10,566	$	102	$	107	$	10,713	$	338	$	343
Amortizing		3,997		39		43		5,814		127		127
Reduced documentation:
Interest-only		11,610		145		133		11,120		403		402
Amortizing		1,061		9		10		1,115		33		32
Multi-family		54,701		569		585		54,043		1,797		1,884
Commercial real estate		22,306		315		348		20,682		1,085		1,115
Construction		5,555		17		19		5,995		72		79
Without an allowance recorded:
One-to-four family:
Full documentation:
Interest-only		68,535		268		266		66,453		815		1,000
Amortizing		14,237		49		43		13,054		81		101
Reduced documentation:
Interest-only		109,726		403		424		108,676		1,493		1,697
Amortizing		14,714		96		90		13,848		227		234
Construction		320		-		-		479		-		-
Total impaired loans	$	317,328	$	2,012	$	2,068	$	311,992	$	6,471	$	7,014

The following tables set forth the balances of our one-to-four family mortgage and consumer and other loan receivable segments by class and credit quality indicator at the dates indicated.

	At September 30, 2011
	One-to-Four Family Mortgage Loans								Consumer and Other Loans
	Full Documentation				Reduced Documentation				Home Equity
(In Thousands)	Interest-only		Amortizing		Interest-only		Amortizing		Lines of Credit		Other
Performing	$	2,909,621	$	5,902,137	$	1,045,192	$	380,533	$	259,922	$	23,138
Non-performing		110,126		40,637		137,695		36,423		5,426		75
Total	$	3,019,747	$	5,942,774	$	1,182,887	$	416,956	$	265,348	$	23,213

	At December 31, 2010
	One-to-Four Family Mortgage Loans								Consumer and Other Loans
	Full Documentation				Reduced Documentation				Home Equity
(In Thousands)	Interest-only		Amortizing		Interest-only		Amortizing		Lines of Credit		Other
Performing	$	3,705,780	$	5,226,451	$	1,173,830	$	406,685	$	276,989	$	26,777
Non-performing		105,982		45,720		157,464		33,149		5,464		110
Total	$	3,811,762	$	5,272,171	$	1,331,294	$	439,834	$	282,453	$	26,887

The following table sets forth the balances of our multi-family, commercial real estate and construction mortgage loan receivable segments by credit quality indicator at the dates indicated.

	At September 30, 2011									At December 31, 2010
(In Thousands)	Multi-Family			Commercial Real Estate			Construction			Multi-Family			Commercial Real Estate			Construction
Not classified		$	1,509,303		$	618,059		$	7,601		$	2,035,111		$	707,237		$	7,315
Classified			175,936			74,722			5,260			152,758			64,417			7,830
Total		$	1,685,239		$	692,781		$	12,861		$	2,187,869		$	771,654		$	15,145

On July 1, 2011, we adopted the guidance in Accounting Standards Update, or ASU, 2011-02, “A Creditor’s Determination of Whether a Restructuring Is a Troubled Debt Restructuring” which clarifies the guidance on a creditor’s evaluation of whether it has granted a concession in a debt restructuring and whether the debtor is experiencing financial difficulties in evaluating whether the debt restructuring constitutes a troubled debt restructuring.  The guidance in ASU 2011-02 was effective for the first interim or annual period beginning on or after June 15, 2011 and should be applied retrospectively to the beginning of the annual period of adoption.  As a result of applying this guidance, we did not identify receivables that were newly considered impaired.  In addition, ASU 2011-02 requires the disclosure of the information required by ASU 2010-20, “Receivables (Topic 310) Disclosures about the Credit Quality of Financing Receivables and the Allowance for Credit Losses,” which we adopted effective December 31, 2010, relative to modifications of financing receivables for interim and annual periods beginning on or after June 15, 2011.  Our adoption of ASU 2011-02 did not have an impact on our financial condition or results of operations.

We may agree to modify the contractual terms of a borrower’s loan.  In cases where such modifications represent a concession to a borrower experiencing financial difficulty, the modification is considered a troubled debt restructuring.  Loans modified in a troubled debt restructuring are placed on non-accrual status until we determine that future collection of principal and interest is reasonably assured, which requires that the borrower demonstrate performance according to the restructured terms generally for a period of six months.  Modifications as a result of a troubled debt restructuring may include, but are not limited to, interest rate modifications, payment deferrals, restructuring of payments to interest-only from amortizing and/or extensions of maturity dates.  Generally, loans modified in a troubled debt restructuring are individually classified as impaired and specific valuation allowances, which are

a component of our allowance for loan losses, are established.  The primary considerations in establishing specific valuation allowances are the current estimated value of a loan’s underlying collateral and the loan’s payment history.

The following table sets forth information about our loans receivable by segment and class at September 30, 2011 which were modified in a troubled debt restructuring during the periods indicated.

	Modifications During the Three Months Ended September 30, 2011						Modifications During the Nine Months Ended September 30, 2011
(Dollars In Thousands)	Number of Loans		Pre-Modification Recorded Investment		Recorded  Investment at September 30, 2011		Number of Loans		Pre-Modification Recorded Investment		Recorded  Investment at September 30, 2011
Mortgage loans:
One-to-four family:
Full documentation:
Interest-only		3	$	1,071	$	1,066		12	$	5,143	$	5,130
Reduced documentation:
Interest-only		5		1,495		1,383		24		10,269		10,119
Amortizing		2		284		238		5		721		667
Multi-family		3		2,097		2,072		13		9,057		8,934
Commercial real estate		1		950		910		4		7,176		6,692
Total		14	$	5,897	$	5,669		58	$	32,366	$	31,542

The following table sets forth information about our loans receivable by segment and class at September 30, 2011 which were modified in a troubled debt restructuring during the twelve months ended September 30, 2011 and had a payment default subsequent to the modification during the periods indicated.

	For the Three Months Ended				For the Nine Months Ended
	September 30, 2011				September 30, 2011
(Dollars In Thousands)	Number of Loans		Recorded Investment at September 30, 2011		Number of Loans		Recorded  Investment at September 30, 2011
Mortgage loans:
One-to-four family:
Full documentation:
Interest-only		1	$	339		4	$	1,442
Amortizing		-		-		1		161
Reduced documentation:
Interest-only		10		4,173		11		4,594
Amortizing		2		263		2		263
Multi-family		-		-		1		755
Total		13	$	4,775		19	$	7,215

For additional information regarding the composition of our loan portfolio, non-performing loans and our allowance for loan losses, see “Asset Quality” in Item 2, “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” or “MD&A.

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Loans Receivable and Allowance for Loan Losses (Tables)

9 Months Ended

Sep. 30, 2011

Composition of Loans Receivable Portfolio in Dollar Amounts, Percentages of the Portfolio and Aging Analysis by Segment and Class

The following tables set forth the composition of our loans receivable portfolio in dollar amounts and percentages of the portfolio and an aging analysis by segment and class at the dates indicated.

	At September 30, 2011
	30-59 Days		60-89 Days		90 Days or More Past Due				Total							Percent of Total
(Dollars in Thousands)	Past Due		Past Due		Accruing		Non-Accrual		Past Due		Current		Total
Mortgage loans (gross):
One-to-four family:
Full documentation:
Interest-only	$	31,206	$	12,908	$	-	$	110,126	$	154,240	$	2,865,507	$	3,019,747			22.80	%
Amortizing		32,568		5,838		-		40,637		79,043		5,863,731		5,942,774			44.88
Reduced documentation:
Interest-only		31,037		13,119		-		137,695		181,851		1,001,036		1,182,887			8.93
Amortizing		14,073		4,332		-		36,423		54,828		362,128		416,956			3.15
Total one-to-four family		108,884		36,197		-		324,881		469,962		10,092,402		10,562,364			79.76
Multi-family		29,847		5,869		1,006		33,021		69,743		1,615,496		1,685,239			12.73
Commercial real estate		512		1,960		-		10,914		13,386		679,395		692,781			5.23
Construction		-		-		-		4,660		4,660		8,201		12,861			0.10
Total mortgage loans		139,243		44,026		1,006		373,476		557,751		12,395,494		12,953,245			97.82
Consumer and other loans (gross):
Home equity lines of credit		4,417		656		-		5,426		10,499		254,849		265,348			2.00
Other		116		41		-		75		232		22,981		23,213			0.18
Total consumer and other loans		4,533		697		-		5,501		10,731		277,830		288,561			2.18
Total loans	$	143,776	$	44,723	$	1,006	$	378,977	$	568,482	$	12,673,324	$	13,241,806			100.00	%
Net unamortized premiums and deferred loan origination costs														77,771
Loans receivable														13,319,577
Allowance for loan losses														(178,351	)
Loans receivable, net													$	13,141,226

	At December 31, 2010
	30-59 Days		60-89 Days		90 Days or More Past Due				Total							Percent of Total
(Dollars in Thousands)	Past Due		Past Due		Accruing		Non-Accrual		Past Due		Current		Total
Mortgage loans (gross):
One-to-four family:
Full documentation:
Interest-only	$	41,608	$	18,029	$	-	$	105,982	$	165,619	$	3,646,143	$	3,811,762			26.96	%
Amortizing		29,666		5,170		464		45,256		80,556		5,191,615		5,272,171			37.28
Reduced documentation:
Interest-only		38,864		20,493		-		157,464		216,821		1,114,473		1,331,294			9.42
Amortizing		14,965		4,170		-		33,149		52,284		387,550		439,834			3.11
Total one-to-four family		125,103		47,862		464		341,851		515,280		10,339,781		10,855,061			76.77
Multi-family		33,627		6,056		381		29,814		69,878		2,117,991		2,187,869			15.47
Commercial real estate		2,925		-		-		6,529		9,454		762,200		771,654			5.46
Construction		-		-		-		6,097		6,097		9,048		15,145			0.11
Total mortgage loans		161,655		53,918		845		384,291		600,709		13,229,020		13,829,729			97.81
Consumer and other loans (gross):
Home equity lines of credit		3,991		351		-		5,464		9,806		272,647		282,453			2.00
Other		164		70		-		110		344		26,543		26,887			0.19
Total consumer and other loans		4,155		421		-		5,574		10,150		299,190		309,340			2.19
Total loans	$	165,810	$	54,339	$	845	$	389,865	$	610,859	$	13,528,210	$	14,139,069			100.00	%
Net unamortized premiums and deferred loan origination costs														83,978
Loans receivable														14,223,047
Allowance for loan losses														(201,499	)
Loans receivable, net													$	14,021,548

Changes in Allowance for Loan Losses by Loan Receivable Segment

The following tables set forth the changes in our allowance for loan losses by loan receivable segment for the periods indicated.

	For the Three Months Ended September 30, 2011
	Mortgage Loans										Consumer and Other Loans			Total
(In Thousands)	One-to-Four Family			Multi- Family		Commercial Real Estate		Construction
Balance at July 1, 2011	$	114,713		$	46,469	$	14,570	$	2,901		$	4,064		$	182,717
Provision charged to operations		7,418			1,937		1,195		(582	)		32			10,000
Charge-offs		(16,882	)		-		-		-			(105	)		(16,987	)
Recoveries		2,161			1		-		431			28			2,621
Balance at September 30, 2011	$	107,410		$	48,407	$	15,765	$	2,750		$	4,019		$	178,351

	For the Nine Months Ended September 30, 2011
	Mortgage Loans												Consumer and Other Loans			Total
(In Thousands)	One-to-Four Family			Multi- Family			Commercial Real Estate			Construction
Balance at January 1, 2011	$	125,524		$	52,786		$	15,563		$	3,480		$	4,146		$	201,499
Provision charged to operations		23,701			2,310			958			(805	)		836			27,000
Charge-offs		(50,361	)		(6,696	)		(756	)		(420	)		(1,072	)		(59,305	)
Recoveries		8,546			7			-			495			109			9,157
Balance at September 30, 2011	$	107,410		$	48,407		$	15,765		$	2,750		$	4,019		$	178,351

Balances of Loans Receivable by Segment and Impairment Evaluation and Allowance for Loan Losses Associated with such Loans

The following tables set forth the balances of our loans receivable by segment and impairment evaluation and the allowance for loan losses associated with such loans at the dates indicated.

	At September 30, 2011
	Mortgage Loans								Consumer and Other Loans		Total
(In Thousands)	One-to-Four Family		Multi- Family		Commercial Real Estate		Construction
Loans:
Individually evaluated for impairment	$	333,632	$	851,435	$	341,889	$	5,303	$	3,628	$	1,535,887
Collectively evaluated for impairment		10,228,732		833,804		350,892		7,558		284,933		11,705,919
Total loans	$	10,562,364	$	1,685,239	$	692,781	$	12,861	$	288,561	$	13,241,806
Allowance for loan losses:
Individually evaluated for impairment	$	10,622	$	34,449	$	11,411	$	2,511	$	54	$	59,047
Collectively evaluated for impairment		96,788		13,958		4,354		239		3,965		119,304
Total allowance for loan losses	$	107,410	$	48,407	$	15,765	$	2,750	$	4,019	$	178,351

	At December 31, 2010
	Mortgage Loans								Consumer and Other Loans		Total
(In Thousands)	One-to-Four Family		Multi- Family		Commercial Real Estate		Construction
Loans:
Individually evaluated for impairment	$	315,994	$	1,144,633	$	385,904	$	7,872	$	3,414	$	1,857,817
Collectively evaluated for impairment		10,539,067		1,043,236		385,750		7,273		305,926		12,281,252
Total loans	$	10,855,061	$	2,187,869	$	771,654	$	15,145	$	309,340	$	14,139,069
Allowance for loan losses:
Individually evaluated for impairment	$	12,541	$	34,124	$	10,784	$	3,250	$	51	$	60,750
Collectively evaluated for impairment		112,983		18,662		4,779		230		4,095		140,749
Total allowance for loan losses	$	125,524	$	52,786	$	15,563	$	3,480	$	4,146	$	201,499

Defaulted Loans

Information about Loans Receivable by Segment and Class Modified in a Troubled Debt Restructuring

The following table sets forth information about our loans receivable by segment and class at September 30, 2011 which were modified in a troubled debt restructuring during the twelve months ended September 30, 2011 and had a payment default subsequent to the modification during the periods indicated.

	For the Three Months Ended				For the Nine Months Ended
	September 30, 2011				September 30, 2011
(Dollars In Thousands)	Number of Loans		Recorded Investment at September 30, 2011		Number of Loans		Recorded  Investment at September 30, 2011
Mortgage loans:
One-to-four family:
Full documentation:
Interest-only		1	$	339		4	$	1,442
Amortizing		-		-		1		161
Reduced documentation:
Interest-only		10		4,173		11		4,594
Amortizing		2		263		2		263
Multi-family		-		-		1		755
Total		13	$	4,775		19	$	7,215

Restructured Loans

Information about Loans Receivable by Segment and Class Modified in a Troubled Debt Restructuring

The following table sets forth information about our loans receivable by segment and class at September 30, 2011 which were modified in a troubled debt restructuring during the periods indicated.

	Modifications During the Three Months Ended September 30, 2011						Modifications During the Nine Months Ended September 30, 2011
(Dollars In Thousands)	Number of Loans		Pre-Modification Recorded Investment		Recorded  Investment at September 30, 2011		Number of Loans		Pre-Modification Recorded Investment		Recorded  Investment at September 30, 2011
Mortgage loans:
One-to-four family:
Full documentation:
Interest-only		3	$	1,071	$	1,066		12	$	5,143	$	5,130
Reduced documentation:
Interest-only		5		1,495		1,383		24		10,269		10,119
Amortizing		2		284		238		5		721		667
Multi-family		3		2,097		2,072		13		9,057		8,934
Commercial real estate		1		950		910		4		7,176		6,692
Total		14	$	5,897	$	5,669		58	$	32,366	$	31,542

Performing Non performing Credit Quality Indicator

Loan Receivable Segments by Class and Credit Quality Indicator

The following tables set forth the balances of our one-to-four family mortgage and consumer and other loan receivable segments by class and credit quality indicator at the dates indicated.

	At September 30, 2011
	One-to-Four Family Mortgage Loans								Consumer and Other Loans
	Full Documentation				Reduced Documentation				Home Equity
(In Thousands)	Interest-only		Amortizing		Interest-only		Amortizing		Lines of Credit		Other
Performing	$	2,909,621	$	5,902,137	$	1,045,192	$	380,533	$	259,922	$	23,138
Non-performing		110,126		40,637		137,695		36,423		5,426		75
Total	$	3,019,747	$	5,942,774	$	1,182,887	$	416,956	$	265,348	$	23,213

	At December 31, 2010
	One-to-Four Family Mortgage Loans								Consumer and Other Loans
	Full Documentation				Reduced Documentation				Home Equity
(In Thousands)	Interest-only		Amortizing		Interest-only		Amortizing		Lines of Credit		Other
Performing	$	3,705,780	$	5,226,451	$	1,173,830	$	406,685	$	276,989	$	26,777
Non-performing		105,982		45,720		157,464		33,149		5,464		110
Total	$	3,811,762	$	5,272,171	$	1,331,294	$	439,834	$	282,453	$	26,887

Classified Not Classified Credit Qualtiy Indicator

Loan Receivable Segments by Class and Credit Quality Indicator

The following table sets forth the balances of our multi-family, commercial real estate and construction mortgage loan receivable segments by credit quality indicator at the dates indicated.

	At September 30, 2011									At December 31, 2010
(In Thousands)	Multi-Family			Commercial Real Estate			Construction			Multi-Family			Commercial Real Estate			Construction
Not classified		$	1,509,303		$	618,059		$	7,601		$	2,035,111		$	707,237		$	7,315
Classified			175,936			74,722			5,260			152,758			64,417			7,830
Total		$	1,685,239		$	692,781		$	12,861		$	2,187,869		$	771,654		$	15,145

Impaired Loans Net Investment

Information Related to Impaired Loans by Segment and Class

The following table summarizes information related to our impaired loans by segment and class at the dates indicated.  Impaired one-to-four family mortgage loans consist primarily of loans where a portion of the outstanding principal has been charged off.

	At September 30, 2011									At December 31, 2010
(In Thousands)	Unpaid Principal Balance		Recorded Investment		Related Allowance			Net Investment		Unpaid Principal Balance		Recorded Investment		Related Allowance			Net Investment
With an allowance recorded:
One-to-four family:
Full documentation:
Interest-only	$	10,825	$	10,825	$	(1,299	)	$	9,526	$	11,033	$	11,033	$	(1,980	)	$	9,053
Amortizing		4,028		4,028		(476	)		3,552		7,340		7,340		(947	)		6,393
Reduced documentation:
Interest-only		11,712		11,712		(1,406	)		10,306		10,234		10,234		(2,500	)		7,734
Amortizing		1,055		1,055		(127	)		928		1,032		1,032		(239	)		793
Multi-family		56,977		56,268		(17,989	)		38,279		51,793		51,084		(14,349	)		36,735
Commercial real estate		25,215		24,111		(6,337	)		17,774		19,929		18,825		(5,496	)		13,329
Construction		5,413		5,303		(2,511	)		2,792		6,546		6,435		(2,851	)		3,584
Without an allowance recorded:
One-to-four family:
Full documentation:
Interest-only		99,033		70,784		-			70,784		87,110		64,185		-			64,185
Amortizing		18,759		14,569		-			14,569		15,363		11,883		-			11,883
Reduced documentation:
Interest-only		159,722		112,800		-			112,800		145,091		105,905		-			105,905
Amortizing		20,378		15,294		-			15,294		15,786		12,009		-			12,009
Construction		-		-		-			-		1,200		639		-			639
Total impaired loans	$	413,117	$	326,749	$	(30,145	)	$	296,604	$	372,457	$	300,604	$	(28,362	)	$	272,242

Impaired Loans Average Investment

Information Related to Impaired Loans by Segment and Class

The following table sets forth the average recorded investment, interest income recognized and cash basis interest income related to our impaired loans by segment and class for the periods indicated.

	For the Three Months Ended September 30, 2011						For the Nine Months Ended September 30, 2011
(In Thousands)	Average Recorded Investment		Interest Income Recognized		Cash Basis Interest Income		Average Recorded Investment		Interest Income Recognized		Cash Basis Interest Income
With an allowance recorded:
One-to-four family:
Full documentation:
Interest-only	$	10,566	$	102	$	107	$	10,713	$	338	$	343
Amortizing		3,997		39		43		5,814		127		127
Reduced documentation:
Interest-only		11,610		145		133		11,120		403		402
Amortizing		1,061		9		10		1,115		33		32
Multi-family		54,701		569		585		54,043		1,797		1,884
Commercial real estate		22,306		315		348		20,682		1,085		1,115
Construction		5,555		17		19		5,995		72		79
Without an allowance recorded:
One-to-four family:
Full documentation:
Interest-only		68,535		268		266		66,453		815		1,000
Amortizing		14,237		49		43		13,054		81		101
Reduced documentation:
Interest-only		109,726		403		424		108,676		1,493		1,697
Amortizing		14,714		96		90		13,848		227		234
Construction		320		-		-		479		-		-
Total impaired loans	$	317,328	$	2,012	$	2,068	$	311,992	$	6,471	$	7,014

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Information about Loans Receivable by Segment and Class Modified in a Troubled Debt Restructuring (Detail) (Restructured Loans, USD $) In Thousands, unless otherwise specified	3 Months Ended	9 Months Ended
	Sep. 30, 2011 Investment	Sep. 30, 2011 Investment
Financing Receivable, Modifications [Line Items]
Number of Loans	14	58
Pre-Modification Recorded Investment	$ 5,897	$ 32,366
Recorded Investment	5,669	31,542
Mortgage loans (gross) | One to Four Family | Full Documentation Interest Only Loans
Financing Receivable, Modifications [Line Items]
Number of Loans	3	12
Pre-Modification Recorded Investment	1,071	5,143
Recorded Investment	1,066	5,130
Mortgage loans (gross) | One to Four Family | Reduced Documentation Interest Only Loans
Financing Receivable, Modifications [Line Items]
Number of Loans	5	24
Pre-Modification Recorded Investment	1,495	10,269
Recorded Investment	1,383	10,119
Mortgage loans (gross) | One to Four Family | Reduced Documentation Amortizing Loans
Financing Receivable, Modifications [Line Items]
Number of Loans	2	5
Pre-Modification Recorded Investment	284	721
Recorded Investment	238	667
Mortgage loans (gross) | Multi Family
Financing Receivable, Modifications [Line Items]
Number of Loans	3	13
Pre-Modification Recorded Investment	2,097	9,057
Recorded Investment	2,072	8,934
Mortgage loans (gross) | Commercial Real Estate
Financing Receivable, Modifications [Line Items]
Number of Loans	1	4
Pre-Modification Recorded Investment	950	7,176
Recorded Investment	$ 910	$ 6,692

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Estimated Fair Values of Securities with Gross Unrealized Losses in a Continuous Unrealized Loss Position for Less Than Twelve Months and for Twelve Months or Longer (Detail) (USD $) In Thousands	Sep. 30, 2011	Dec. 31, 2010
Schedule of Investments [Line Items]
Available-for-Sale, Less Than Twelve Months Estimated Fair Value	$ 1,269	$ 2,051
Available-for-Sale, Less Than Twelve Months Gross Unrealized Losses	(27)	(4)
Available-for-Sale, Twelve Months or Longer Estimated Fair Value	16,521	19,991
Available-for-Sale, Twelve Months or Longer Gross Unrealized Losses	(321)	(375)
Available-for-Sale, Total Estimated Fair Value	17,790	22,042
Available-for-Sale, Total Gross Unrealized Losses	(348)	(379)
Held-to-Maturity, Less Than Twelve Months Estimated Fair Value	28,271	508,898
Held-to-Maturity, Less Than Twelve Months Gross Unrealized Losses	(237)	(9,202)
Held-to-Maturity, Twelve Months or Longer Estimated Fair Value		1,744
Held-to-Maturity, Twelve Months or Longer Gross Unrealized Losses		(66)
Held-to-Maturity, Total Estimated Fair Value	28,271	510,642
Held-to-Maturity, Total Gross Unrealized Losses	(237)	(9,268)
Non-GSE issuance REMICs and CMOs
Schedule of Investments [Line Items]
Available-for-Sale, Less Than Twelve Months Estimated Fair Value	512	276
Available-for-Sale, Less Than Twelve Months Gross Unrealized Losses	(24)	(2)
Available-for-Sale, Twelve Months or Longer Estimated Fair Value	16,521	19,991
Available-for-Sale, Twelve Months or Longer Gross Unrealized Losses	(306)	(360)
Available-for-Sale, Total Estimated Fair Value	17,033	20,267
Available-for-Sale, Total Gross Unrealized Losses	(330)	(362)
Held-to-Maturity, Less Than Twelve Months Estimated Fair Value	1,363
Held-to-Maturity, Less Than Twelve Months Gross Unrealized Losses	(1)
Held-to-Maturity, Twelve Months or Longer Estimated Fair Value		1,744
Held-to-Maturity, Twelve Months or Longer Gross Unrealized Losses		(66)
Held-to-Maturity, Total Estimated Fair Value	1,363	1,744
Held-to-Maturity, Total Gross Unrealized Losses	(1)	(66)
GSE pass-through certificates
Schedule of Investments [Line Items]
Available-for-Sale, Less Than Twelve Months Estimated Fair Value	757	1,775
Available-for-Sale, Less Than Twelve Months Gross Unrealized Losses	(3)	(2)
Available-for-Sale, Total Estimated Fair Value	757	1,775
Available-for-Sale, Total Gross Unrealized Losses	(3)	(2)
Freddie Mac and Fannie Mae stock
Schedule of Investments [Line Items]
Available-for-Sale, Twelve Months or Longer Gross Unrealized Losses	(15)	(15)
Available-for-Sale, Total Gross Unrealized Losses	(15)	(15)
GSE issuance REMICs and CMOs
Schedule of Investments [Line Items]
Held-to-Maturity, Less Than Twelve Months Estimated Fair Value	2,151	484,366
Held-to-Maturity, Less Than Twelve Months Gross Unrealized Losses	(1)	(8,734)
Held-to-Maturity, Total Estimated Fair Value	2,151	484,366
Held-to-Maturity, Total Gross Unrealized Losses	(1)	(8,734)
Obligations of GSEs
Schedule of Investments [Line Items]
Held-to-Maturity, Less Than Twelve Months Estimated Fair Value	24,757	24,532
Held-to-Maturity, Less Than Twelve Months Gross Unrealized Losses	(235)	(468)
Held-to-Maturity, Total Estimated Fair Value	24,757	24,532
Held-to-Maturity, Total Gross Unrealized Losses	$ (235)	$ (468)

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Consolidated Statement of Changes in Stockholders' Equity (USD $) In Thousands	Total	Common Stock	Additional Paid-in Capital	Retained Earnings	Treasury Stock	Accumulated Other Comprehensive Loss	Unallocated Common Stock Held by ESOP
Beginning Balance at Dec. 31, 2010	$ 1,241,780	$ 1,665	$ 864,744	$ 1,848,095	$ (1,417,956)	$ (42,161)	$ (12,607)
Comprehensive income:
Net income	55,445			55,445
Other comprehensive income, net of tax:
Net unrealized gain on securities	810					810
Reclassification of prior service cost	45					45
Reclassification of net actuarial loss	4,173					4,173
Reclassification of loss on cash flow hedge	143					143
Comprehensive income	60,616
Dividends on common stock ($0.39 per share)	(37,072)			(37,072)
Restricted stock grants (680,650 shares)			(9,656)	(4,410)	14,066
Forfeitures of restricted stock (20,728 shares)			292	136	(428)
Stock-based compensation	6,953		6,932	21
Net tax benefit excess from stock-based compensation	181		181
Allocation of ESOP stock	12,087		8,660				3,427
Ending Balance at Sep. 30, 2011	$ 1,284,545	$ 1,665	$ 871,153	$ 1,862,215	$ (1,404,318)	$ (36,990)	$ (9,180)

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Earnings Per Share (Tables)

9 Months Ended

Sep. 30, 2011

Reconciliation of Basic and Diluted Earnings Per Share

The following table is a reconciliation of basic and diluted earnings per share.

	For the Three Months Ended						For the Nine Months Ended
	September 30,						September 30,
(In Thousands, Except Share Data)	2011			2010			2011			2010
Net income	$	11,216		$	21,451		$	55,445		$	49,923
Income allocated to participating securities (restricted stock)		(304	)		(502	)		(1,385	)		(1,185	)
Income attributable to common shareholders	$	10,912		$	20,949		$	54,060		$	48,738
Average number of common shares outstanding – basic		93,338,310			91,863,115			93,009,518			91,650,000
Dilutive effect of stock options (1)		-			-			-			45
Average number of common shares outstanding – diluted		93,338,310			91,863,115			93,009,518			91,650,045
Income per common share attributable to common shareholders:
Basic	$	0.12		$	0.23		$	0.58		$	0.53
Diluted	$	0.12		$	0.23		$	0.58		$	0.53

 (1) Excludes options to purchase 6,868,628 shares of common stock which were outstanding during the three months ended September 30, 2011; options to purchase 7,939,626 shares of common stock which were outstanding during the three months ended September 30, 2010; options to purchase 6,891,205 shares of common stock which were outstanding during the nine months ended September 30, 2011; and options to purchase 7,990,736 shares of common stock which were outstanding during the nine months ended September 30, 2010 because their inclusion would be anti-dilutive.

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Components of Net Periodic Cost for Defined Benefit Pension Plans and Other Postretirement Benefit Plan (Detail) (USD $) In Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2011	Sep. 30, 2010
Pension Benefits
Defined Benefit Plan Disclosure [Line Items]
Service cost	$ 1,161	$ 928	$ 3,482	$ 2,795
Interest cost	3,054	2,905	9,159	8,701
Expected return on plan assets	(2,662)	(2,354)	(7,986)	(7,065)
Recognized net actuarial loss	2,111	1,633	6,334	4,838
Amortization of prior service cost (credit)	47	61	143	185
Net periodic cost	3,711	3,173	11,132	9,454
Other Postretirement Benefit
Defined Benefit Plan Disclosure [Line Items]
Service cost	132	139	397	318
Interest cost	340	358	1,020	924
Recognized net actuarial loss	36		110
Amortization of prior service cost (credit)	(24)	(24)	(74)	(74)
Net periodic cost	$ 484	$ 473	$ 1,453	$ 1,168

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Stock Incentive Plans (Tables)

9 Months Ended

Sep. 30, 2011

Restricted Stock Activity in Stock Incentive Plans

Restricted stock activity in our stock incentive plans for the nine months ended September 30, 2011 is summarized as follows:

	Number of Shares			Weighted Average Grant Date Fair Value
Nonvested at January 1, 2011		1,852,550		$	15.96
Granted		680,650			14.19
Vested		(36,585	)		(24.92	)
Forfeited		(20,728	)		(14.10	)
Nonvested at September 30, 2011		2,475,887			15.36

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Consolidated Statements of Cash Flows (USD $) In Thousands	9 Months Ended
	Sep. 30, 2011	Sep. 30, 2010
Cash flows from operating activities:
Net income	$ 55,445	$ 49,923
Adjustments to reconcile net income to net cash provided by operating activities:
Net premium amortization on loans	20,871	24,584
Net amortization on securities and borrowings	5,133	1,683
Net provision for loan and real estate losses	29,666	102,036
Depreciation and amortization	8,716	8,436
Net gain on sales of loans	(2,327)	(3,659)
Net loss (gain) on dispositions of premises and equipment	282	(132)
Other asset impairment charges	448	1,519
Originations of loans held-for-sale	(127,476)	(171,086)
Proceeds from sales and principal repayments of loans held-for-sale	155,104	183,316
Stock-based compensation and allocation of ESOP stock	19,040	14,447
Decrease in accrued interest receivable	7,265	4,353
Mortgage servicing rights amortization and valuation allowance adjustments, net	2,593	2,713
Bank owned life insurance income and insurance proceeds received, net	1,804	(6,735)
Decrease (increase) in other assets	45,333	(1,606)
Increase (decrease) in accrued expenses and other liabilities	6,456	(6,425)
Net cash provided by operating activities	228,353	203,367
Cash flows from investing activities:
Originations of loans receivable	(1,673,690)	(1,959,185)
Loan purchases through third parties	(763,060)	(363,323)
Principal payments on loans receivable	3,189,854	2,960,693
Proceeds from sales of delinquent and non-performing loans	20,401	37,583
Purchases of securities held-to-maturity	(651,260)	(563,456)
Principal payments on securities held-to-maturity	575,162	946,413
Principal payments on securities available-for-sale	161,187	205,782
Net redemptions of Federal Home Loan Bank of New York stock	22,415	15,428
Proceeds from sales of real estate owned, net	71,013	59,679
Purchases of premises and equipment	(10,405)	(7,616)
Proceeds from sales of premises and equipment	14,396	125
Net cash provided by investing activities	956,013	1,332,123
Cash flows from financing activities:
Net decrease in deposits	(331,853)	(704,952)
Net decrease in borrowings with original terms of three months or less	(6,000)	(90,000)
Proceeds from borrowings with original terms greater than three months	200,000	525,000
Repayments of borrowings with original terms greater than three months	(1,041,000)	(1,100,000)
Net increase in mortgage escrow funds	23,248	32,642
Cash dividends paid to stockholders	(37,072)	(36,520)
Cash received for options exercised		112
Net tax benefit excess from stock-based compensation	181	212
Net cash used in financing activities	(1,192,496)	(1,373,506)
Net (decrease) increase in cash and cash equivalents	(8,130)	161,984
Cash and cash equivalents at beginning of period	119,016	111,570
Cash and cash equivalents at end of period	110,886	273,554
Supplemental disclosures:
Interest paid	241,663	321,646
Income taxes paid	35,624	38,445
Additions to real estate owned	60,659	71,257
Loans transferred to held-for-sale	$ 17,428	$ 52,600

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Fair Value Measurements

9 Months Ended

Sep. 30, 2011

Fair Value Measurements

9.  Fair Value Measurements

We use fair value measurements to record fair value adjustments to certain assets and liabilities and to determine fair value disclosures.  Our securities available-for-sale are recorded at fair value on a recurring basis.  Additionally, from time to time, we may be required to record at fair value other assets or liabilities on a non-recurring basis, such as mortgage servicing rights, or MSR, loans receivable, certain assets held-for-sale and real estate owned, or REO.  These non-recurring fair value adjustments involve the application of lower of cost or market accounting or impairment write-downs of individual assets.  Additionally, in connection with our mortgage banking activities we have commitments to fund loans held-for-sale and commitments to sell loans, which are considered free-standing derivative instruments, the fair values of which are not material to our financial condition or results of operations.

We group our assets and liabilities at fair value in three levels, based on the markets in which the assets are traded and the reliability of the assumptions used to determine fair value.  These levels are:

•   Level 1 – Valuation is based upon quoted prices for identical instruments traded in active markets.

•   Level 2 – Valuation is based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active and model-based valuation techniques for which all significant assumptions are observable in the market.

•   Level 3 – Valuation is generated from model-based techniques that use significant assumptions not observable in the market.  These unobservable assumptions reflect our own estimates of assumptions that market participants would use in pricing the asset or liability.  Valuation techniques include the use of option pricing models, discounted cash flow models and similar techniques.  The results cannot be determined with precision and may not be realized in an actual sale or immediate settlement of the asset or liability.

We base our fair values on the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, with additional considerations when the volume and level of activity for an asset or liability have significantly decreased and on identifying circumstances that indicate a transaction is not orderly.  GAAP requires us to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value.

The following is a description of valuation methodologies used for assets measured at fair value on a recurring basis.

Securities available-for-sale

Our available-for-sale securities portfolio is carried at estimated fair value on a recurring basis, with any unrealized gains and losses, net of taxes, reported as accumulated other comprehensive income/loss in stockholders' equity.

Residential mortgage-backed securities

Substantially all of our securities available-for-sale portfolio consists of residential mortgage-backed securities.  The fair values for these securities are obtained from an independent nationally recognized pricing service.  Our pricing service uses various modeling techniques to determine pricing for our mortgage-backed securities, including option pricing and discounted cash flow models.  The inputs to these models include benchmark yields, reported trades, broker/dealer quotes, issuer spreads, benchmark securities, bids, offers, reference data, monthly payment information and collateral performance.  At September 30, 2011, 96% of our available-for-sale residential mortgage-backed securities portfolio was comprised of GSE securities for which an active market exists for similar securities, making observable inputs readily available.

We analyze changes in the pricing service fair values from month to month taking into consideration changes in market conditions including changes in mortgage spreads, changes in treasury yields and changes in generic pricing on fifteen year and thirty year securities.  Each month we conduct a review of the estimated values of our fixed rate REMICs and CMOs available-for-sale which represent substantially all of these securities priced by our pricing service.  We generate prices based upon a “spread matrix” approach for estimating values.  Market spreads are obtained from independent third party firms who trade these types of securities.  Any notable differences between the pricing service prices and “spread matrix” prices on individual securities are analyzed further, including a review of prices provided by other independent parties, a yield analysis and review of average life changes using Bloomberg analytics and a review of historical pricing on the particular security.  Based upon our review of the prices provided by our pricing service, the fair values of securities incorporate observable market inputs commonly used by buyers and sellers of these types of securities at the measurement date in orderly transactions between market participants, and, as such, are classified as Level 2.

Freddie Mac and Fannie Mae stock

The fair values of the Freddie Mac and Fannie Mae stock in our available-for-sale portfolio are obtained from quoted market prices for identical instruments in active markets and, as such, are classified as Level 1.

The following tables set forth the carrying value of our assets measured at fair value on a recurring basis and the level within the fair value hierarchy in which the fair value measurement falls at the dates indicated.

	Carrying Value at September 30, 2011
(In Thousands)	Total		Level 1		Level 2		Level 3
Securities available-for-sale:
Residential mortgage-backed securities:
GSE issuance REMICs and CMOs	$	352,015	$	-	$	352,015	$	-
Non-GSE issuance REMICs and CMOs		17,078		-		17,078		-
GSE pass-through certificates		26,050		-		26,050		-
Freddie Mac and Fannie Mae stock		6,880		6,880		-		-
Total securities available-for-sale	$	402,023	$	6,880	$	395,143	$	-

	Carrying Value at December 31, 2010
(In Thousands)	Total		Level 1		Level 2		Level 3
Securities available-for-sale:
Residential mortgage-backed securities:
GSE issuance REMICs and CMOs	$	509,233	$	-	$	509,233	$	-
Non-GSE issuance REMICs and CMOs		20,664		-		20,664		-
GSE pass-through certificates		29,896		-		29,896		-
Freddie Mac and Fannie Mae stock		2,160		2,160		-		-
Total securities available-for-sale	$	561,953	$	2,160	$	559,793	$	-

The following is a description of valuation methodologies used for assets measured at fair value on a non-recurring basis.

Non-performing loans held-for-sale, net

Non-performing loans held-for-sale consisted primarily of multi-family and commercial real estate mortgage loans at September 30, 2011 and December 31, 2010.  Fair values of non-performing loans held-for-sale are estimated through either bids received on the loans or a discounted cash flow analysis of the underlying collateral and adjusted as necessary, by management, to reflect current market conditions and, as such, are classified as Level 3.

Loans receivable, net (impaired loans)

Loans which meet certain criteria are evaluated individually for impairment.  A loan is considered impaired when, based upon current information and events, it is probable that we will be unable to collect all amounts due, including principal and interest, according to the contractual terms of the loan agreement.  Impaired loans were comprised primarily of one-to-four family mortgage loans at September 30, 2011 and December 31, 2010.  Our impaired loans are generally collateral dependent and, as such, are carried at the estimated fair value of the collateral less estimated selling costs.  Fair values are estimated through current appraisals, broker opinions or automated valuation models and adjusted as necessary, by management, to reflect current market conditions and, as such, are classified as Level 3.  Substantially all of the impaired loans at September 30, 2011 and December 31, 2010 for which a fair value adjustment was recognized were one-to-four family mortgage loans.

MSR, net

The right to service loans for others is generally obtained through the sale of one-to-four family mortgage loans with servicing retained.  MSR are carried at the lower of cost or estimated fair value.  The estimated fair value of MSR is obtained through independent third party valuations through an analysis of future cash flows, incorporating estimates of assumptions market

participants would use in determining fair value including market discount rates, prepayment speeds, servicing income, servicing costs, default rates and other market driven data, including the market’s perception of future interest rate movements and, as such, are classified as Level 3.  At September 30, 2011, our MSR were valued based on expected future cash flows considering a weighted average discount rate of 10.95%, a weighted average constant prepayment rate on mortgages of 19.55% and a weighted average life of 3.9 years.  At December 31, 2010, our MSR were valued based on expected future cash flows considering a weighted average discount rate of 10.96%, a weighted average constant prepayment rate on mortgages of 19.94% and a weighted average life of 3.8 years.  Management reviews the assumptions used to estimate the fair value of MSR to ensure they reflect current and anticipated market conditions.

REO, net

REO represents real estate acquired as a result of foreclosure or by deed in lieu of foreclosure, substantially all of which were one-to-four family properties at September 30, 2011 and all of which were one-to-four family properties at December 31, 2010, and is carried, net of allowances for losses, at the lower of cost or fair value less estimated selling costs.  The fair value of REO is estimated through current appraisals, in conjunction with a drive-by inspection and comparison of the REO property with similar properties in the area by either a licensed appraiser or real estate broker.  As these properties are actively marketed, estimated fair values are periodically adjusted by management to reflect current market conditions and, as such, are classified as Level 3.

The following table sets forth the carrying value of those of our assets which were measured at fair value on a non-recurring basis at the dates indicated.  The fair value measurement for all of these assets falls within Level 3 of the fair value hierarchy.

	Carrying Value
(In Thousands)	At September 30, 2011		At December 31, 2010
Non-performing loans held-for-sale, net	$	6,728	$	10,895
Impaired loans		216,421		197,620
MSR, net		8,254		9,204
REO, net		40,456		53,990
Total	$	271,859	$	271,709

The following table provides information regarding the losses recognized on our assets measured at fair value on a non-recurring basis for the periods indicated.

	For the Nine Months Ended
	September 30,
(In Thousands)	2011			2010
Non-performing loans held-for-sale, net (1)		$	437		$	8,186
Impaired loans (2)			36,308			41,706
MSR, net (3)			336			221
REO, net (4)			5,658			13,081
Total		$	42,739		$	63,194

(1) Losses are charged against the allowance for loan losses in the case of a write-down upon the reclassification of a loan to held-for-sale.  Losses subsequent to the reclassification of a loan to held-for-sale are charged to other non-interest income.

(2) Losses are charged against the allowance for loan losses.

(3) Losses are charged to mortgage banking income, net.

(4) Losses are charged against the allowance for loan losses in the case of a write-down upon the transfer of a loan to REO.  Losses subsequent to the transfer of a loan to REO are charged to REO expense which is a component of other non-interest expense.

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Balances of Loans Receivable by Segment and Impairment Evaluation and Allowance for Loan Losses Associated with such Loans (Detail) (USD $) In Thousands	Sep. 30, 2011	Jun. 30, 2011	Dec. 31, 2010
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans Individually evaluated for impairment	$ 1,535,887		$ 1,857,817
Loans Collectively evaluated for impairment	11,705,919		12,281,252
Loans (gross) amount	13,241,806		14,139,069
Loans Individually evaluated for impairment, Allowance for loan losses	59,047		60,750
Loans Collectively evaluated for impairment, Allowance for loan losses	119,304		140,749
Total allowance for loan losses	178,351	182,717	201,499
Mortgage loans (gross)
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans (gross) amount	12,953,245		13,829,729
Mortgage loans (gross) | One to Four Family
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans Individually evaluated for impairment	333,632		315,994
Loans Collectively evaluated for impairment	10,228,732		10,539,067
Loans (gross) amount	10,562,364		10,855,061
Loans Individually evaluated for impairment, Allowance for loan losses	10,622		12,541
Loans Collectively evaluated for impairment, Allowance for loan losses	96,788		112,983
Total allowance for loan losses	107,410	114,713	125,524
Mortgage loans (gross) | Multi Family
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans Individually evaluated for impairment	851,435		1,144,633
Loans Collectively evaluated for impairment	833,804		1,043,236
Loans (gross) amount	1,685,239		2,187,869
Loans Individually evaluated for impairment, Allowance for loan losses	34,449		34,124
Loans Collectively evaluated for impairment, Allowance for loan losses	13,958		18,662
Total allowance for loan losses	48,407	46,469	52,786
Mortgage loans (gross) | Commercial Real Estate
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans Individually evaluated for impairment	341,889		385,904
Loans Collectively evaluated for impairment	350,892		385,750
Loans (gross) amount	692,781		771,654
Loans Individually evaluated for impairment, Allowance for loan losses	11,411		10,784
Loans Collectively evaluated for impairment, Allowance for loan losses	4,354		4,779
Total allowance for loan losses	15,765	14,570	15,563
Mortgage loans (gross) | Construction
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans Individually evaluated for impairment	5,303		7,872
Loans Collectively evaluated for impairment	7,558		7,273
Loans (gross) amount	12,861		15,145
Loans Individually evaluated for impairment, Allowance for loan losses	2,511		3,250
Loans Collectively evaluated for impairment, Allowance for loan losses	239		230
Total allowance for loan losses	2,750	2,901	3,480
Consumer and Other Loans
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans Individually evaluated for impairment	3,628		3,414
Loans Collectively evaluated for impairment	284,933		305,926
Loans (gross) amount	288,561		309,340
Loans Individually evaluated for impairment, Allowance for loan losses	54		51
Loans Collectively evaluated for impairment, Allowance for loan losses	3,965		4,095
Total allowance for loan losses	$ 4,019	$ 4,064	$ 4,146

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Securities (Tables)

9 Months Ended

Sep. 30, 2011

Amortized Cost and Estimated Fair Value of Securities Available-for-Sale and Held-to-Maturity

The following tables set forth the amortized cost and estimated fair value of securities available-for-sale and held-to-maturity at the dates indicated.

	At September 30, 2011
			Gross		Gross			Estimated
	Amortized		Unrealized		Unrealized			Fair
(In Thousands)	Cost		Gains		Losses			Value
Available-for-sale:
Residential mortgage-backed securities:
GSE (1) issuance REMICs and CMOs (2)	$	336,732	$	15,283	$	-		$	352,015
Non-GSE issuance REMICs and CMOs		17,408		-		(330	)		17,078
GSE pass-through certificates		25,027		1,026		(3	)		26,050
Total residential mortgage-backed securities		379,167		16,309		(333	)		395,143
Freddie Mac and Fannie Mae stock		15		6,880		(15	)		6,880
Total securities available-for-sale	$	379,182	$	23,189	$	(348	)	$	402,023
Held-to-maturity:
Residential mortgage-backed securities:
GSE issuance REMICs and CMOs	$	1,999,058	$	59,876	$	(1	)	$	2,058,933
Non-GSE issuance REMICs and CMOs		19,497		122		(1	)		19,618
GSE pass-through certificates		550		34		-			584
Total residential mortgage-backed securities		2,019,105		60,032		(2	)		2,079,135
Obligations of GSEs		52,861		241		(235	)		52,867
Obligations of states and political subdivisions		3,063		75		-			3,138
Total securities held-to-maturity	$	2,075,029	$	60,348	$	(237	)	$	2,135,140

(1) Government-sponsored enterprise

(2) Real estate mortgage investment conduits and collateralized mortgage obligations

	At December 31, 2010
			Gross		Gross			Estimated
	Amortized		Unrealized		Unrealized			Fair
(In Thousands)	Cost		Gains		Losses			Value
Available-for-sale:
Residential mortgage-backed securities:
GSE issuance REMICs and CMOs	$	490,302	$	18,931	$	-		$	509,233
Non-GSE issuance REMICs and CMOs		21,023		3		(362	)		20,664
GSE pass-through certificates		28,784		1,114		(2	)		29,896
Total residential mortgage-backed securities		540,109		20,048		(364	)		559,793
Freddie Mac and Fannie Mae stock		15		2,160		(15	)		2,160
Total securities available-for-sale	$	540,124	$	22,208	$	(379	)	$	561,953
Held-to-maturity:
Residential mortgage-backed securities:
GSE issuance REMICs and CMOs	$	1,933,650	$	47,191	$	(8,734	)	$	1,972,107
Non-GSE issuance REMICs and CMOs		40,363		352		(66	)		40,649
GSE pass-through certificates		772		51		-			823
Total residential mortgage-backed securities		1,974,785		47,594		(8,800	)		2,013,579
Obligations of GSEs		25,000		-		(468	)		24,532
Obligations of states and political subdivisions		3,999		-		-			3,999
Total securities held-to-maturity	$	2,003,784	$	47,594	$	(9,268	)	$	2,042,110

Estimated Fair Values of Securities with Gross Unrealized Losses in a Continuous Unrealized Loss Position for Less Than Twelve Months and for Twelve Months or Longer

The following tables set forth the estimated fair values of securities with gross unrealized losses at the dates indicated, segregated between securities that have been in a continuous unrealized loss position for less than twelve months and those that have been in a continuous unrealized loss position for twelve months or longer at the dates indicated.

	At September 30, 2011
	Less Than Twelve Months					Twelve Months or Longer					Total
			Gross					Gross					Gross
	Estimated		Unrealized			Estimated		Unrealized			Estimated		Unrealized
(In Thousands)	Fair Value		Losses			Fair Value		Losses			Fair Value		Losses
Available-for-sale:
Non-GSE issuance REMICs and CMOs	$	512	$	(24	)	$	16,521	$	(306	)	$	17,033	$	(330	)
GSE pass-through certificates		757		(3	)		-		-			757		(3	)
Freddie Mac and Fannie Mae stock		-		-			-		(15	)		-		(15	)
Total temporarily impaired securities available-for-sale	$	1,269	$	(27	)	$	16,521	$	(321	)	$	17,790	$	(348	)
Held-to-maturity:
GSE issuance REMICs and CMOs	$	2,151	$	(1	)	$	-	$	-		$	2,151	$	(1	)
Non-GSE issuance REMICs and CMOs		1,363		(1	)		-		-			1,363		(1	)
Obligations of GSEs		24,757		(235	)		-		-			24,757		(235	)
Total temporarily impaired securities held-to-maturity	$	28,271	$	(237	)	$	-	$	-		$	28,271	$	(237	)

	At December 31, 2010
	Less Than Twelve Months					Twelve Months or Longer					Total
			Gross					Gross					Gross
	Estimated		Unrealized			Estimated		Unrealized			Estimated		Unrealized
(In Thousands)	Fair Value		Losses			Fair Value		Losses			Fair Value		Losses
Available-for-sale:
Non-GSE issuance REMICs and CMOs	$	276	$	(2	)	$	19,991	$	(360	)	$	20,267	$	(362	)
GSE pass-through certificates		1,775		(2	)		-		-			1,775		(2	)
Freddie Mac and Fannie Mae stock		-		-			-		(15	)		-		(15	)
Total temporarily impaired securities available-for-sale	$	2,051	$	(4	)	$	19,991	$	(375	)	$	22,042	$	(379	)
Held-to-maturity:
GSE issuance REMICs and CMOs	$	484,366	$	(8,734	)	$	-	$	-		$	484,366	$	(8,734	)
Non-GSE issuance REMICs and CMOs		-		-			1,744		(66	)		1,744		(66	)
Obligations of GSEs		24,532		(468	)		-		-			24,532		(468	)
Total temporarily impaired securities held-to-maturity	$	508,898	$	(9,202	)	$	1,744	$	(66	)	$	510,642	$	(9,268	)

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Consolidated Statements of Financial Condition (USD $) In Thousands	Sep. 30, 2011	Dec. 31, 2010
Assets:
Cash and due from banks	$ 110,886	$ 67,476
Repurchase agreements		51,540
Available-for-sale securities:
Encumbered	316,229	516,540
Unencumbered	85,794	45,413
Total available-for-sale securities	402,023	561,953
Held-to-maturity securities, fair value of $2,135,140 and $2,042,110, respectively:
Encumbered	1,564,495	1,817,431
Unencumbered	510,534	186,353
Total held-to-maturity securities	2,075,029	2,003,784
Federal Home Loan Bank of New York stock, at cost	126,759	149,174
Loans held-for-sale, net	13,957	44,870
Loans receivable	13,319,577	14,223,047
Allowance for loan losses	(178,351)	(201,499)
Loans receivable, net	13,141,226	14,021,548
Mortgage servicing rights, net	8,254	9,204
Accrued interest receivable	48,227	55,492
Premises and equipment, net	120,373	133,362
Goodwill	185,151	185,151
Bank owned life insurance	408,614	410,418
Real estate owned, net	50,762	63,782
Other assets	285,387	331,515
Total assets	16,976,648	18,089,269
Deposits:
Savings	2,760,922	2,664,859
Money market	864,253	376,302
NOW and demand deposit	1,809,662	1,774,790
Liquid certificates of deposit	301,221	468,730
Certificates of deposit	5,531,089	6,314,319
Total deposits	11,267,147	11,599,000
Reverse repurchase agreements	1,700,000	2,100,000
Federal Home Loan Bank of New York advances	1,944,000	2,391,000
Other borrowings, net	378,481	378,204
Mortgage escrow funds	132,622	109,374
Accrued expenses and other liabilities	269,853	269,911
Total liabilities	15,692,103	16,847,489
Stockholders' Equity:
Preferred stock, $1.00 par value (5,000,000 shares authorized; none issued and outstanding)
Common stock, $.01 par value (200,000,000 shares authorized; 166,494,888 shares issued; and 98,537,391 and 97,877,469 shares outstanding, respectively)	1,665	1,665
Additional paid-in capital	871,153	864,744
Retained earnings	1,862,215	1,848,095
Treasury stock (67,957,497 and 68,617,419 shares, at cost, respectively)	(1,404,318)	(1,417,956)
Accumulated other comprehensive loss	(36,990)	(42,161)
Unallocated common stock held by ESOP (2,505,716 and 3,441,130 shares, respectively)	(9,180)	(12,607)
Total stockholders' equity	1,284,545	1,241,780
Total liabilities and stockholders' equity	$ 16,976,648	$ 18,089,269

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Average Recorded Investment, Interest Income Recognized and Cash Basis Interest Income Related to Impaired Loans by Segment and Class (Detail) (USD $) In Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2011	Sep. 30, 2011
Financing Receivable, Impaired [Line Items]
Average Recorded Investment	$ 317,328	$ 311,992
Interest Income Recognized	2,012	6,471
Cash Basis Interest Income	2,068	7,014
One to Four Family | Full Documentation Interest Only Loans | With an allowance recorded
Financing Receivable, Impaired [Line Items]
Average Recorded Investment	10,566	10,713
Interest Income Recognized	102	338
Cash Basis Interest Income	107	343
One to Four Family | Full Documentation Amortizing Loans | With an allowance recorded
Financing Receivable, Impaired [Line Items]
Average Recorded Investment	3,997	5,814
Interest Income Recognized	39	127
Cash Basis Interest Income	43	127
One to Four Family | Reduced Documentation Interest Only Loans | With an allowance recorded
Financing Receivable, Impaired [Line Items]
Average Recorded Investment	11,610	11,120
Interest Income Recognized	145	403
Cash Basis Interest Income	133	402
One to Four Family | Reduced Documentation Amortizing Loans | With an allowance recorded
Financing Receivable, Impaired [Line Items]
Average Recorded Investment	1,061	1,115
Interest Income Recognized	9	33
Cash Basis Interest Income	10	32
Multi Family | With an allowance recorded
Financing Receivable, Impaired [Line Items]
Average Recorded Investment	54,701	54,043
Interest Income Recognized	569	1,797
Cash Basis Interest Income	585	1,884
Commercial Real Estate | With an allowance recorded
Financing Receivable, Impaired [Line Items]
Average Recorded Investment	22,306	20,682
Interest Income Recognized	315	1,085
Cash Basis Interest Income	348	1,115
Construction | With an allowance recorded
Financing Receivable, Impaired [Line Items]
Average Recorded Investment	5,555	5,995
Interest Income Recognized	17	72
Cash Basis Interest Income	19	79
One to Four Family | Full Documentation Interest Only Loans | Without an allowance recorded
Financing Receivable, Impaired [Line Items]
Average Recorded Investment	68,535	66,453
Interest Income Recognized	268	815
Cash Basis Interest Income	266	1,000
One to Four Family | Full Documentation Amortizing Loans | Without an allowance recorded
Financing Receivable, Impaired [Line Items]
Average Recorded Investment	14,237	13,054
Interest Income Recognized	49	81
Cash Basis Interest Income	43	101
One to Four Family | Reduced Documentation Interest Only Loans | Without an allowance recorded
Financing Receivable, Impaired [Line Items]
Average Recorded Investment	109,726	108,676
Interest Income Recognized	403	1,493
Cash Basis Interest Income	424	1,697
One to Four Family | Reduced Documentation Amortizing Loans | Without an allowance recorded
Financing Receivable, Impaired [Line Items]
Average Recorded Investment	14,714	13,848
Interest Income Recognized	96	227
Cash Basis Interest Income	90	234
Construction | Without an allowance recorded
Financing Receivable, Impaired [Line Items]
Average Recorded Investment	$ 320	$ 479

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Carrying Value of Assets Measured at Fair Value on Non-Recurring Basis and the Level within Fair Value Hierarchy (Detail) (Level 3, USD $) In Thousands	Sep. 30, 2011	Dec. 31, 2010
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets Measured at Fair Value on Non-Recurring Basis	$ 271,859	$ 271,709
Non Performing Loans Held for Sale
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets Measured at Fair Value on Non-Recurring Basis	6,728	10,895
Impaired Loans
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets Measured at Fair Value on Non-Recurring Basis	216,421	197,620
MSR, net
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets Measured at Fair Value on Non-Recurring Basis	8,254	9,204
REO, net
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets Measured at Fair Value on Non-Recurring Basis	$ 40,456	$ 53,990

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Stock Incentive Plans - Additional Information (Detail) (USD $)	3 Months Ended		9 Months Ended
	Sep. 30, 2011	Sep. 30, 2010	Sep. 30, 2011 Year Investment	Sep. 30, 2010
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Restricted stock granted			680,650
Stock-based compensation expense, net of taxes	$ 1,600,000	$ 1,300,000	$ 4,500,000	$ 3,800,000
Stock-based compensation expense, taxes	850,000	715,000	2,500,000	2,100,000
Pre-tax compensation cost related to restricted stock awards	20,800,000		20,800,000
Pre-tax compensation cost related to all nonvested awards of restricted stock not yet recognized, weighted Average Period			3
Employee Stock Plan, 2005 Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Restricted stock granted			658,530
Employee Stock Plan, 2005 Plan | Vested One Third per Year
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Restricted stock granted			70,260
Vesting period of restricted stock granted			2011-12-14
Employee Stock Plan, 2005 Plan | Vested One Fifth per Year
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Restricted stock granted			508,270
Vesting period of restricted stock granted			2011-12-14
Employee Stock Plan, 2005 Plan | Vest on March 2, 2012
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Restricted stock granted			15,000
Vesting period of restricted stock granted			2012-03-02
Employee Stock Plan, 2005 Plan | Performance Based Awards
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Restricted stock granted			65,000
Vesting period of restricted stock granted			2016-06-30
Pre-tax compensation cost related to restricted stock awards	$ 860,000		$ 860,000
Directors Stock Plan, 2007 Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Restricted stock granted			22,120
Vesting period of restricted stock granted			2014-01-31

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Restricted Stock Activity in Stock Incentive Plans (Detail) (USD $)	9 Months Ended
	Sep. 30, 2011
Number of Shares
Beginning Balance	1,852,550
Granted	680,650
Vested	(36,585)
Forfeited	(20,728)
Ending Balance	2,475,887
Weighted-Average Grant Date Fair Value
Beginning Balance	$ 15.96
Granted	$ 14.19
Vested	$ (24.92)
Forfeited	$ (14.10)
Ending Balance	$ 15.36

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Balances of One-to-Four Family Mortgage and Consumer and Other Loan Receivable Segments by Class and Credit Quality Indicator (Detail) (USD $) In Thousands	Sep. 30, 2011	Dec. 31, 2010
Financing Receivable, Recorded Investment [Line Items]
Loans (gross) amount	$ 13,241,806	$ 14,139,069
Mortgage loans (gross) | One to Four Family | Full Documentation Interest Only Loans | Performing
Financing Receivable, Recorded Investment [Line Items]
Loans (gross) amount	2,909,621	3,705,780
Mortgage loans (gross) | One to Four Family | Full Documentation Amortizing Loans | Performing
Financing Receivable, Recorded Investment [Line Items]
Loans (gross) amount	5,902,137	5,226,451
Mortgage loans (gross) | One to Four Family | Reduced Documentation Interest Only Loans | Performing
Financing Receivable, Recorded Investment [Line Items]
Loans (gross) amount	1,045,192	1,173,830
Mortgage loans (gross) | One to Four Family | Reduced Documentation Amortizing Loans | Performing
Financing Receivable, Recorded Investment [Line Items]
Loans (gross) amount	380,533	406,685
Consumer and Other Loans | Home Equity | Performing
Financing Receivable, Recorded Investment [Line Items]
Loans (gross) amount	259,922	276,989
Consumer and Other Loans | Other loans | Performing
Financing Receivable, Recorded Investment [Line Items]
Loans (gross) amount	23,138	26,777
Mortgage loans (gross) | One to Four Family | Full Documentation Interest Only Loans | Non-performing
Financing Receivable, Recorded Investment [Line Items]
Loans (gross) amount	110,126	105,982
Mortgage loans (gross) | One to Four Family | Full Documentation Amortizing Loans | Non-performing
Financing Receivable, Recorded Investment [Line Items]
Loans (gross) amount	40,637	45,720
Mortgage loans (gross) | One to Four Family | Reduced Documentation Interest Only Loans | Non-performing
Financing Receivable, Recorded Investment [Line Items]
Loans (gross) amount	137,695	157,464
Mortgage loans (gross) | One to Four Family | Reduced Documentation Amortizing Loans | Non-performing
Financing Receivable, Recorded Investment [Line Items]
Loans (gross) amount	36,423	33,149
Consumer and Other Loans | Home Equity | Non-performing
Financing Receivable, Recorded Investment [Line Items]
Loans (gross) amount	5,426	5,464
Consumer and Other Loans | Other loans | Non-performing
Financing Receivable, Recorded Investment [Line Items]
Loans (gross) amount	75	110
Mortgage loans (gross)
Financing Receivable, Recorded Investment [Line Items]
Loans (gross) amount	12,953,245	13,829,729
Mortgage loans (gross) | One to Four Family
Financing Receivable, Recorded Investment [Line Items]
Loans (gross) amount	10,562,364	10,855,061
Mortgage loans (gross) | One to Four Family | Full Documentation Interest Only Loans
Financing Receivable, Recorded Investment [Line Items]
Loans (gross) amount	3,019,747	3,811,762
Mortgage loans (gross) | One to Four Family | Full Documentation Amortizing Loans
Financing Receivable, Recorded Investment [Line Items]
Loans (gross) amount	5,942,774	5,272,171
Mortgage loans (gross) | One to Four Family | Reduced Documentation Interest Only Loans
Financing Receivable, Recorded Investment [Line Items]
Loans (gross) amount	1,182,887	1,331,294
Mortgage loans (gross) | One to Four Family | Reduced Documentation Amortizing Loans
Financing Receivable, Recorded Investment [Line Items]
Loans (gross) amount	416,956	439,834
Consumer and Other Loans
Financing Receivable, Recorded Investment [Line Items]
Loans (gross) amount	288,561	309,340
Consumer and Other Loans | Home Equity
Financing Receivable, Recorded Investment [Line Items]
Loans (gross) amount	265,348	282,453
Consumer and Other Loans | Other loans
Financing Receivable, Recorded Investment [Line Items]
Loans (gross) amount	$ 23,213	$ 26,887