Oritani Financial Corp - FORM 10-Q

Attached files

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EXCEL - IDEA: XBRL DOCUMENT - Oritani Financial Corp	Financial_Report.xls
EX-32 - EXHIBIT 32 - Oritani Financial Corp	c23956exv32.htm
EX-31.2 - EXHIBIT 31.2 - Oritani Financial Corp	c23956exv31w2.htm
EX-31.1 - EXHIBIT 31.1 - Oritani Financial Corp	c23956exv31w1.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q


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

For the quarterly period ended September 30, 2011


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 No. 001-34786

Oritani Financial Corp.

(Exact name of registrant as specified in its charter)


Delaware		30-0628335

(State or other jurisdiction of		(I.R.S. Employer
incorporation or organization)		Identification Number)

370 Pascack Road, Township of Washington, New Jersey 07676

(Address of Principal Executive Offices)

(201) 664-5400

(Registrant’s telephone number)

N/A

(Former name or former address, if changed since last report)

Indicate by check mark whether the registrant (1) has filed all 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 requirements for the past 90 days.

YES þ 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 during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

YES þ NOo.

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a small reporting company. See definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.


Large accelerated filer o	Accelerated filer þ	Non-accelerated filer o	Smaller Reporting company o
		(Do not check if a smaller reporting company)

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

YES o NO þ

As of November 8, 2011, there were 56,245,065 shares of the Registrant’s common stock, par value $0.01 per share, issued and 45,809,356 shares outstanding.

Oritani Financial Corp.
FORM 10-Q

Index


	Page

Part I. Financial Information

Item 1. Financial Statements		3

Consolidated Balance Sheets as of September 30, 2011 (unaudited) and June 30, 2011		3

Consolidated Statements of Income for the Three Months Ended September 30, 2011 and 2010 (unaudited)		4

Consolidated Statements of Stockholders’ Equity for the Three Months Ended September 30, 2011 and 2010 (unaudited)		5

Consolidated Statements of Cash Flows for the Three Months Ended September 30, 2011 and 2010 (unaudited)		7

Notes to unaudited Consolidated Financial Statements		8

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations		27

Item 3. Quantitative and Qualitative Disclosures About Market Risk		37

Item 4. Controls and Procedures		38

Part II. Other Information

Item 1. Legal Proceedings		39

Item 1A. Risk Factors		39

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds		39

Item 3. Defaults upon Senior Securities		40

Item 4. Reserved		40

Item 5. Other Information		40

Item 6. Exhibits		40

Signature Page		42

Exhibit 31.1
Exhibit 31.2
Exhibit 32
EX-101 INSTANCE DOCUMENT
EX-101 SCHEMA DOCUMENT
EX-101 CALCULATION LINKBASE DOCUMENT
EX-101 LABELS LINKBASE DOCUMENT
EX-101 PRESENTATION LINKBASE DOCUMENT
EX-101 DEFINITION LINKBASE DOCUMENT

Part I. Financial Information

Item 1. Financial Statements

Oritani Financial Corp. and Subsidiaries
Township of Washington, New Jersey

Consolidated Balance Sheets

(in thousands, except share data)


	September 30,			June 30,
	2011			2011
	(unaudited)
Assets
Cash on hand and in banks	$	6,604		$	6,978
Federal funds sold and short term investments		1,892			126,265

Cash and cash equivalents		8,496			133,243

Loans, net		1,733,541			1,672,849
Securities available for sale, at market value		698,962			597,374
Securities held to maturity, market value of $37,152 and $38,522		35,934			37,609
Bank Owned Life Insurance (at cash surrender value)		45,092			44,689
Federal Home Loan Bank of New York stock (“FHLB”), at cost		33,468			26,844
Accrued interest receivable		9,662			9,237
Investments in real estate joint ventures, net		5,280			5,309
Real estate held for investment		1,152			1,185
Real estate owned		4,419			3,967
Office properties and equipment, net		15,228			15,012
Deferred tax assets, net		21,057			22,607
Other assets		9,265			17,308

Total Assets	$	2,621,556		$	2,587,233


Liabilities
Deposits	$	1,386,647		$	1,381,310
Borrowings		656,515			509,315
Advance payments by borrowers for taxes and insurance		12,405			12,846
Other liabilities		39,411			38,350

Total liabilities		2,094,978			1,941,821


Stockholders’ Equity
Common stock, $0.01 par value; 150,000,000 shares authorized; 56,245,065 shares issued; 47,341,182 shares outstanding at September 30, 2011 and 55,513,265 shares outstanding at June 30, 2011.		562			562
Additional paid-in capital		490,583			489,593
Unallocated common stock held by the employee stock ownership plan		(28,502	)		(28,808	)
Restricted Stock Awards		(19,266	)		—
Treasury stock, at cost; 8,903,883 shares at September 30, 2011 and 731,800 shares at June 30, 2011		(115,553	)		(9,300	)
Retained income		193,297			190,955
Accumulated other comprehensive income, net of tax		5,457			2,410

Total stockholders’ equity		526,578			645,412


Total Liabilities and Stockholders’ Equity	$	2,621,556		$	2,587,233

See accompanying notes to unaudited consolidated financial statements.

Oritani Financial Corp. and Subsidiaries
Township of Washington, New Jersey

Consolidated Statements of Income

(in thousands, except per share data)


	Three months ended
	September 30,
	2011		2010
	unaudited
Interest income:
Interest on mortgage loans	$	25,929	$	24,296
Interest on securities held to maturity and dividends on FHLB stock		548		785
Interest on securities available for sale		3,240		3,511
Interest on federal funds sold and short term investments		29		164

Total interest income		29,746		28,756


Interest expense:
Deposits		3,683		4,268
Borrowings		5,076		5,185

Total interest expense		8,759		9,453


Net interest income before provision for loan losses		20,987		19,303

Provision for loan losses		3,500		2,000

Net interest income		17,487		17,303


Other income:
Service charges		327		287
Real estate operations, net		350		348
Income from investments in real estate joint ventures		201		34
Bank-owned life insurance		404		281
Net gain on sale of assets		569		718
Net gain on sales of and writedowns of securities		—		13
Other income		55		49

Total other income		1,906		1,730


Other expenses:
Compensation, payroll taxes and fringe benefits		5,588		4,957
Advertising		152		177
Office occupancy and equipment expense		606		594
Data processing service fees		315		303
Federal insurance premiums		287		338
Real estate operations		364		231
Other expenses		877		1,128

Total operating expenses		8,189		7,728


Income before income tax expense		11,204		11,305
Income tax expense		3,869		4,155

Net income	$	7,335	$	7,150

Basic and fully diluted income per common share	$	0.15	$	0.14

See accompanying notes to unaudited consolidated financial statements.

Oritani Financial Corp. and Subsidiaries
Township of Washington, New Jersey

Consolidated Statements of Stockholders’ Equity

Three Months ended September 30, 2011 and 2010 (unaudited)

(In thousands, except share data)


													Accumu-
							Un-						lated
							allocated						other
							common						compre-		Total
					Additional		stock						hensive		stock-
	Shares		Common		paid-in		held by			Retained			income,		holders’
	Outstanding		stock		capital		ESOP			income			net of tax		equity
Balance at June 30, 2010		56,202,485	$	562	$	488,684	$	(30,033	)	$	182,172		$	2,008	$	643,393
Comprehensive income:
Net income		—		—		—		—			7,150			—		7,150
Unrealized holding gain on securities available for sale arising during year, net of tax		—		—		—		—			—			285		285
Reclassification adjustment for losses included in net income, net of tax		—		—		—		—			—			8		8
Amortization related to post- retirement obligations, net of tax		—		—		—		—			—			45		45

Total comprehensive income																7,488
Cash dividend declared		—		—		—		—			(3,939	)		—		(3,939	)
Compensation cost for stock options and restricted stock		—		—		5		—			—			—		5
ESOP shares allocated or committed to be released		—		—		54		306			—			—		360

Balance at September 30, 2010		56,202,485	$	562	$	488,743	$	(29,727	)	$	185,383		$	2,346	$	647,307

Oritani Financial Corp. and Subsidiaries
Township of Washington, New Jersey
Consolidated Statements of Stockholders’ Equity
Three Months ended September 30, 2011 and 2010 (unaudited)
(In thousands, except share data)


																				Accumu-
														Un-						lated
														allocated						other
														common						compre-		Total
						Additional		Restricted						stock						hensive		stock-
	Shares			Common		paid-in		Stock			Treasury			held by			Retained			income,		holders’
	Outstanding			stock		capital		Awards			stock			ESOP			income			net of tax		equity
Balance at June 30, 2011		55,513,265		$	562	$	489,593	$	—		$	(9,300	)	$	(28,808	)	$	190,955		$	2,410	$	645,412
Comprehensive income:
Net income		—			—		—		—			—			—			7,335			—		7,335
Unrealized holding gain on securities available for sale arising during year, net of tax		—			—		—		—			—			—			—			3,002		3,002
Amortization related to post- retirement obligations, net of tax		—			—		—		—			—			—			—			45		45

Total comprehensive income																							10,382
Cash dividend declared							—		—			—			—			(4,993	)		—		(4,993	)
Purchase of treasury stock		(8,172,083	)		—		—		—			(106,253	)		—			—			—		(106,253)	)
Purchase of restricted stock awards		(1,598,100	)		—		—		(19,266	)		—			—			—			—		(19,266	)
Issuance of restricted stock awards		1,598,100			—		—		—			—			—			—			—		—
Compensation cost for stock options and restricted stock		—			—		826		—			—			—			—			—		826
ESOP shares allocated or committed to be released		—			—		164		—			—			306			—			—		470

Balance at September 30, 2011		47,341,182		$	562	$	490,583	$	(19,266	)	$	(115,553	)	$	(28,502	)	$	193,297		$	5,457	$	526,578

See accompanying notes to unaudited consolidated financial statements.

Oritani Financial Corp. and Subsidiaries
Township of Washington, New Jersey

Consolidated Statements of Cash Flows

(unaudited)


	Three months ended
	September 30,
	2011			2010
	(in thousands)
Cash flows from operating activities:
Net income	$	7,335		$	7,150
Adjustments to reconcile net income to net cash provided by operating activities:
ESOP and stock-based compensation expense		1,296			365
Depreciation of premises and equipment		216			221
Amortization and accretion of premiums and discounts, net		483			44
Provision for losses on loans		3,500			2,000
Amortization and accretion of deferred loan fees, net		(320	)		(247	)
Increase in deferred taxes		(536	)		(505	)
Gain on sale of securities		—			(13	)
Gain on sale of real estate owned		(5	)		(718	)
Writedown of real estate owned		230			214
Proceeds from sale of real estate owned		265			949
Gain on sale of other assets		(564	)		—
Increase in cash surrender value of bank owned life insurance		(404	)		(281	)
Increase in accrued interest receivable		(425	)		(625	)
(Increase) decrease in other assets		5,871			(929	)
Increase in other liabilities		1,055			1,357

Net cash provided by operating activities		17,997			8,982


Cash flows from investing activities:
Net increase in loans receivable		(62,790	)		(51,219	)
Purchase of mortgage loans		(2,000	)		(9,848	)
Purchase of securities available for sale		(146,739	)		(292,431	)
Proceeds from payments, calls and maturities of securities available for sale		49,794			128,159
Proceeds from payments, calls and maturities of securities held to maturity		1,647			10,241
Proceeds from sales of securities available for sale		—			250
(Purchase) redemption of Federal Home Loan Bank of New York stock		(6,624	)		36
Additional investment in real estate held for investment		—			(80	)
Distributions received from real estate held for investment		4			—
Additional investment in real estate joint ventures		—			(150	)
Distributions received from real estate joint ventures		64			142
Purchase of fixed assets		(432	)		(120	)
Proceeds from sale of other assets		2,748			—

Net cash used in investing activities		(164,328	)		(215,020	)


Cash flows from financing activities:
Net increase (decrease)in deposits		5,337			(15,112	)
Purchase of treasury stock		(106,253	)		—
Purchase of restricted stock awards		(19,266	)		—
Dividends paid to shareholders		(4,993	)		(3,939	)
Decrease in advance payments by borrowers for taxes and insurance		(441	)		(696	)
Proceeds from borrowed funds		181,000			—
Repayment of borrowed funds		(33,800	)		(783	)

Net cash provided by (used in) financing activities		21,584			(20,530	)


Net decrease in cash and cash equivalents		(124,747	)		(226,568	)
Cash and cash equivalents at beginning of period		133,243			346,339

Cash and cash equivalents at end of period	$	8,496		$	119,771

Supplemental cash flow information:
Cash paid during the period for:
Interest	$	8,805		$	9,464
Income taxes	$	6,120		$	429
Noncash transfer
Loans receivable transferred to real estate owned	$	918		$	5,288

See accompanying notes to unaudited consolidated financial statements.

1. Basis of Presentation

The consolidated financial statements are composed of the accounts of Oritani Financial Corp., its wholly owned subsidiaries, Oritani Bank (the Bank); Hampshire Financial, LLC, and Oritani, LLC, and the wholly owned subsidiaries of Oritani Bank; Oritani Finance Company, Ormon LLC (Ormon), and Oritani Investment Corp., as well as its wholly owned subsidiary, Oritani Asset Corporation (a real estate investment trust), collectively, the Company. Intercompany balances and transactions have been eliminated in consolidation.

In the opinion of management, all of the adjustments (consisting of normal and recurring adjustments) necessary for the fair presentation of the consolidated financial condition and the consolidated results of operations for the unaudited periods presented have been included. The results of operations and other data presented for the three month period ended September 30, 2011 are not necessarily indicative of the results of operations that may be expected for the fiscal year ending June 30, 2012.

Certain information and note disclosures usually included in financial statements prepared in accordance with U.S. generally accepted accounting principles have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) for the preparation of the Form 10-Q. The consolidated financial statements presented should be read in conjunction with the Company’s audited consolidated financial statements and notes to consolidated financial statements included in the Company’s June 30, 2011 Annual Report on Form 10-K, filed with the Securities and Exchange Commission on September 12, 2011.

The consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”). In preparing the consolidated financial statements, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities presented in the Consolidated Balance Sheets at September 30, 2011 and June 30, 2011 and in the Consolidated Statements of Income for the three months ended September 30, 2011 and 2010. Actual results could differ significantly from those estimates.

A material estimate that is particularly susceptible to significant changes relates to the determination of the allowance for loan losses. The allowance for loan losses represents management’s best estimate of losses known and inherent in the portfolio that are both probable and reasonable to estimate. While management uses the most current information available to estimate losses on loans, actual losses are dependent on future events and, as such, increases in the allowance for loan losses may be necessary.

In addition, various regulatory agencies, as an integral part of their examination process, periodically review the Bank’s allowance for loan losses. Such agencies may require the Bank to recognize additions to the allowance based on their judgments about information available to them at the time of their examination.

2. Earnings Per Share

Basic earnings per share are computed by dividing income available to common stockholders by the weighted average number of common shares outstanding for the period. The weighted average common shares outstanding includes the average number of shares of common stock outstanding and allocated or committed to be released Employee Stock Ownership Plan shares.

Diluted earnings per share is computed using the same method as basic earnings per share, but reflects the potential dilution that could occur if stock options were exercised and converted into common stock. These potentially dilutive shares would then be included in the weighted average number of shares outstanding for the period using the treasury stock method. When applying the treasury stock method, we add: (1) the assumed proceeds from option exercises; (2) the tax benefit that would have been credited to additional paid-in capital assuming exercise of non-qualified stock options and vesting of shares of restricted stock; and (3) the average unamortized compensation costs related to stock options. We then divide this sum by our average stock price to calculate shares assumed to be repurchased. The excess of the number of shares issuable over the number of shares assumed to be repurchased is added to basic weighted average common shares to calculate diluted EPS.

The following is a summary of the Company’s earnings per share calculations and reconciliations of net income to net income available to common shareholders and basic to diluted earnings per share.


	For the Three Months ended
	September,
	2011		2010
	(in thousands, except earnings per
	share data)
Net income	$	7,335	$	7,150

Weighted average common shares outstanding — basic		48,916		52,608
Effect of dilutive non-vested shares and stock options outstanding		222		—


Weighted average common shares outstanding — diluted		49,138		52,608

Earnings per share-basic and diluted	$	0.15	$	0.14

3. Stock Transactions

Stock Offering

Oritani Financial Corp. (“the Company”) is the stock holding company for Oritani Bank. It is a Delaware corporation that was incorporated in March 2010 to be the successor to Oritani Financial Corp. (Oritani-federal), a federal corporation and the former stock holding company for Oritani Bank, upon completion of the second step transaction of Oritani Financial Corp., MHC, the former mutual holding company parent. The conversion was completed on June 24, 2010. The Company sold a total of 41,363,214 shares of common stock at $10.00 per share in the related offering. Concurrent with the completion of the offering, shares of Oritani-federal common stock owned by public stockholders were exchanged for 1.50 shares of the Company’s common stock. In lieu of fractional shares, shareholders were paid in cash. The Company also issued 481,546 shares of common stock for the accelerated vesting of restricted stock awards triggered by the conversion. As a result of the offering, the exchange, and the shares issued due to the accelerated vesting of stock awards, as of June 30, 2010, the Company had 56,202,485 shares of common stock outstanding. Net proceeds from the offering were $401.8 million. This transaction is referred to in this document as “the second step transaction.”

Stock Repurchase Program

On June 27, 2011, the Board of Directors of the Company authorized a stock repurchase plan pursuant to which the Company repurchased up to 5,624,506 shares, representing approximately 10% of its then outstanding shares. The first repurchase plan was completed on September 14, 2011. In conjunction with the completion of its first 10% repurchase, a new stock repurchase plan, for 10% of the publicly-held outstanding shares, or 5,062,056 shares, was announced. As of November 8, 2011, a total of 10,448,483 shares were acquired under these repurchase programs at a weighted average cost of $12.99 per share. The timing of the repurchases depend on certain factors, including but not limited to, market conditions and prices, the Company’s liquidity and capital requirements, and alternative uses of capital. Repurchased shares will be held as treasury stock and will be available for general corporate purposes. The Company conducts such repurchases in accordance with a Rule 10b5-1 trading plan.

4. Equity Incentive Plans

At the Special Meeting of Stockholders of the Company (the “Meeting”) held on July 26, 2011, the stockholders of the Company approved the Oritani Financial Corp. 2011 Equity Incentive Plan. On August 18, 2011, certain officers, employees and directors of the Company were granted in aggregate 3,900,250 stock options and 1,598,100 shares of restricted stock under the 2011 Plan. All stock awards granted under the 2007 Plan vested upon completion of the second step transaction. In addition, all of the options that were issued under the 2007 Plan, except for 50,000 options issued subsequent to May 24, 2011, also vested upon completion of the second step transaction.

Stock options are granted at an exercise price equal to the market price of our common stock on the grant date, based on quoted market prices. Stock options generally vest over a five-year service period and expire ten years from issuance. Options vest immediately upon a change in control and expire 90 days after termination of service, excluding disability or retirement. The Company recognizes compensation expense for all option grants over the awards’ respective requisite service periods. Management estimated the fair values of all option grants using the Black-Scholes option-pricing model. Since there is limited historical information on the volatility of the Company’s stock, management considered the average volatilities of similar entities for an appropriate period in determining the assumed volatility rate used in the estimation of fair value. Management estimated the expected life of the options using the simplified method. The Treasury yield in effect at the time of the grant provides the risk-free rate for periods within the contractual life of the option. The Company classified share-based compensation for employees and outside directors within “compensation and fringe benefits” in the consolidated statements of income to correspond with the same line item as the cash compensation paid. The fair value of the options issued during the three months ended September 30, 2011 was estimated using the Black-Scholes options-pricing model with the following assumptions:


Expected dividend yield	4.42	%
Expected volatility	37.10	%
Risk-free interest rate	1.30	%
Expected option life	6.5

There were no options issued during the three months ended September 30, 2010.

The following is a summary of the Company’s stock option activity and related information for its options plan as of September 30, 2011 and changes therein during the three months then ended:


							Weighted
			Weighted		Weighted		Average
			Average		Average		Remaining
	Number of		Grant Date		Exercise		Contractual
	Stock Options		Fair Value		Price		Life (years)
Outstanding at June 30, 2011		2,747,300	$	2.30	$	10.43		6.9
Granted		3,900,250		2.71		11.95		10.0
Exercised		—		—		—		—
Forfeited		—		—		—		—
Expired		—		—		—		—

Outstanding at September 30, 2011		6,647,550	$	2.54	$	11.33		8.7

Exercisable at September 30, 2011		2,703,300

The Company recorded $290,000 and $5,000 of share based compensation expense related to the options granted for the three months ended September 30, 2011 and 2010, respectively. Expected future expense related to the non-vested options outstanding at September 30, 2011 is $10.1 million over a weighted average period of 4.8 years. Upon exercise of vested options, management expects to draw on treasury stock as the source of the shares.

Restricted stock shares vest over a five-year service period on the anniversary date of the grant. The product of the number of shares granted and the grant date market price of the Company’s common stock determines the fair value of restricted shares under the Company’s restricted stock plan. The Company recognizes compensation expense for the fair value of restricted shares on a straight-line basis over the requisite service period.

The following is a summary of the status of the Company’s restricted stock shares as of September 30, 2011 and changes therein during the three months then ended:


			Weighted
	Number of		Average
	Shares		Grant Date
	Awarded		Fair Value
Non-vested at June 30, 2011		—	$	—
Granted		1,598,100		11.95
Vested		—		—
Forfeited		—		—

Non-vested at September 30, 2011		1,598,100	$	11.95

The Company recorded $536,000 of share based compensation expense related to the restricted stock shares granted for the three months ended September 30, 2011. There was no restricted stock shares compensation expense for the three months ended September 30, 2010. Expected future expense related to the non-vested restricted shares at September 30, 2011 is $18.6 million over a weighted average period of 4.8 years.

5. Postretirement Benefits

The Company provides several post-retirement benefit plans to directors and to certain active and retired employees. The Company has a nonqualified Directors’ Retirement Plan (the Retirement Plan), a nonqualified Benefit Equalization Plan (BEP Plan) which provides benefits to employees who are disallowed certain benefits under the Company’s qualified benefit plans and a Post Retirement Medical Plan (the Medical Plan) for directors and certain eligible employees. Net periodic benefit costs for the three months ended September 30, 2011 and 2010 are presented in the following table (in thousands):


	BEP Plan and Retirement
	Plan				Medical Plan
	Three months ended				Three months ended
	September 30,				September 30,
	2011		2010		2011		2010
Service cost	$	63	$	58	$	20	$	21
Interest cost		78		74		47		51
Amortization of unrecognized:
Prior service cost		15		15		—		—
Net loss		30		34		14		27

Total	$	186	$	181	$	81	$	99

6. Loans

Net Loans are summarized as follows:


	September 30, 2011			June 30, 2011
	(In thousands)

Residential	$	164,807		$	172,972
Multifamily		512,469			474,776
Commercial real estate		948,398			901,916
Second mortgage and equity loans		37,019			38,706
Construction and land loans		77,557			86,502
Other loans		27,445			30,571

Total loans		1,767,695			1,705,443
Less:
Deferred loan fees, net		(6,614	)		(6,080	)
Allowance for loan losses		(27,540	)		(26,514	)

Net loans	$	1,733,541		$	1,672,849

The Company’s allowance for loan losses is analyzed quarterly and many factors are considered, including growth in the portfolio, delinquencies, nonaccrual loan levels, and other environmental factors. See discussion of delinquent loans in “Comparison of Financial Condition at September 30, 2011 and June 30, 2011.” There have been no material changes to the allowance for loan loss methodology disclosed in the Company’s Annual Report on Form 10-K, filed with the Securities and Exchange Commission on September 12, 2011.

The activity in the allowance for loan losses for the three months ended September 30, 2011 and 2010 is summarized as follows:


	Three months ended
	September 30,
	(In thousands)
	2011			2010
Balance at beginning of period	$	26,514		$	25,902
Provisions for loan losses		3,500			2,000
Recoveries of loans previously charged off		—			—
Loans charged off		(2,474	)		(895	)

Balance at end of period	$	27,540		$	27,007

The following table provides the three month activity in the allowance for loan losses allocated by loan category. The allowance for loan losses allocated to each category is not necessarily indicative of future losses in any particular category and does not restrict the use of the allowance to absorb losses in other categories.


	For the three months ended September 30, 2011
									Second
									mortgage
						Commercial			and equity		Construction
	Residential		Multifamily			Real Estate			loans		and land loans			Other loans			Unallocated			Total
	(In thousands)

Allowance for credit losses:
Beginning balance	$	1,274	$	2,703		$	15,597		$	369	$	3,455		$	1,625		$	1,491		$	26,514
Charge-offs				(194	)		(41	)				(739	)		(1,500	)					(2,474	)
Recoveries																					—
Provisions		433		(145	)		977			100		1,952			569			(386	)		3,500

Ending balance	$	1,707	$	2,364		$	16,533		$	469	$	4,668		$	694		$	1,105		$	27,540

The following table details the amount of loans receivables that are evaluated individually, and collectively, for impairment, and the related portion of allowance for loan loss that is allocated to each loan portfolio segment at September 30, 2011 and June 30, 2011.


	At September 30, 2011
							Second
					Commercial		mortgage and		Construction
	Residential		Multifamily		Real Estate		equity loans		and land loans		Other loans		Unallocated		Total
	(In thousands)

Allowance for credit losses:
Individually evaluated for impairment	$	—	$	—	$	267	$	—	$	1,642	$	—	$	—	$	1,909
Collectively evaluated for impairment		1,707		2,364		16,266		469		3,026		694		1,105		25,631

Total	$	1,707	$	2,364	$	16,533	$	469	$	4,668	$	694	$	1,105	$	27,540


Loans receivables:
Individually evaluated for impairment	$	—	$	—	$	1,221	$	—	$	8,461	$	—			$	9,682
Collectively evaluated for impairment		164,807		512,469		947,177		37,019		69,096		27,445				1,758,013

Total	$	164,807	$	512,469	$	948,398	$	37,019	$	77,557	$	27,445			$	1,767,695


	At June 30, 2011
							Second
					Commercial		mortgage and		Construction
	Residential		Multifamily		Real Estate		equity loans		and land loans		Other loans		Unallocated		Total
	(In thousands)
Allowance for credit losses:
Individually evaluated for impairment	$	—	$	—	$	193	$	—	$	102	$	675	$	—	$	970
Collectively evaluated for impairment		1,274		2,703		15,404		369		3,353		950		1,491		25,544

Total	$	1,274	$	2,703	$	15,597	$	369	$	3,455	$	1,625	$	1,491	$	26,514


Loans receivables:
Individually evaluated for impairment	$	—	$	—	$	1,948	$	—	$	9,231	$	1,500			$	12,679
Collectively evaluated for impairment		172,972		474,776		899,968		38,706		77,271		29,071				1,692,764

Total	$	172,972	$	474,776	$	901,916	$	38,706	$	86,502	$	30,571			$	1,705,443

The Company continuously monitors the credit quality of its loan receivables. In addition to internal staff, the Company utilizes the services of a third party loan review firm to rate the credit quality of its loan receivables. Credit quality is monitored by reviewing certain credit quality indicators. Assets classified as “Satisfactory” are deemed to possess average to superior credit quality, requiring no more than normal attention. Assets classified as “Pass/Watch” have generally acceptable asset quality yet possess higher risk characteristics/circumstances than satisfactory assets. Such characteristics include strained liquidity, slow pay, stale financial statements or other circumstances requiring greater attention from bank staff. We classify an asset as “Special Mention” if the asset has a potential weakness that warrants management’s close attention. Such weaknesses, if left uncorrected may result in the deterioration of the repayment prospects of the asset. An asset is considered “Substandard” if it is inadequately protected by the current net worth and paying capacity of the obligor or of the collateral pledged, if any. Substandard assets include those characterized by the distinct possibility that we will sustain some loss if the deficiencies are not corrected. Assets classified as “Doubtful” have all of the weaknesses inherent in those classified substandard, with the added characteristic that the weaknesses present make collection or liquidation in full, on the basis of currently existing facts, conditions, and values, highly questionable and improbable. Included in the Substandard caption at September 30, 2011 are all loans that were past due 90 days (or more) and all impaired loans. The following table provides information about the loan credit quality at September 30, 2011 and June 30, 2011:


	Credit Quality Indicator at September 30, 2011
					Special
	Satisfactory		Pass/Watch		Mention		Substandard		Doubtful		Total
	(In thousands)
Residential	$	154,576	$	6,252	$	762	$	3,217	$	—	$	164,807
Multifamily		491,847		8,566		8,089		3,967		—		512,469
Commercial real estate		842,954		67,582		20,424		17,438		—		948,398
Second mortgage and equity loans		34,939		1,635		179		266		—		37,019
Construction and land loans		36,478		22,543		4,177		14,359		—		77,557
Other loans		22,702		4,595		51		97		—		27,445

Total	$	1,583,496	$	111,173	$	33,682	$	39,344	$	—	$	1,767,695


	Credit Quality Indicator at June 30, 2011
					Special
	Satisfactory		Pass/Watch		Mention		Substandard		Doubtful		Total
	(In thousands)
Residential	$	166,959	$	3,921	$	1,087	$	1,005	$	—	$	172,972
Multifamily		458,232		11,574		991		3,979		—		474,776
Commercial real estate		809,174		58,414		25,738		8,590		—		901,916
Second mortgage and equity loans		38,257		63		123		263		—		38,706
Construction and land loans		44,070		23,060		4,177		15,195		—		86,502
Other loans		22,194		6,624		55		1,698		—		30,571

Total	$	1,538,886	$	103,656	$	32,171	$	30,730	$	—	$	1,705,443

The following table provides information about loans past due at September 30, 2011 and June 30, 2011:


	At September 30, 2011
			60-89		Greater
	30-59 Days		Days Past		Than 90		Total Past
	Past Due		Due		Days		Due		Current		Total Loans		Nonaccrual
	(In thousands)
Residential	$	7,877	$	762	$	3,218	$	11,857	$	152,950	$	164,807	$	3,218
Multifamily		1,081		3,771		379		5,231		507,238		512,469		379
Commercial real estate		5,091		982		5,431		11,504		936,894		948,398		5,431
Second mortgage and equity loans		1,635		179		266		2,080		34,939		37,019		266
Construction and land loans		—		—		7,563		7,563		69,994		77,557		7,563
Other loans		118		—		97		215		27,230		27,445		97

Total	$	15,802	$	5,694	$	16,954	$	38,450	$	1,729,245	$	1,767,695	$	16,954


	At June 30, 2011
			60-89		Greater
	30-59 Days		Days Past		Than 90		Total Past
	Past Due		Due		Days		Due		Current		Total Loans		Nonaccrual
	(In thousands)
Residential	$	3,921	$	1,087	$	1,005	$	6,013	$	166,959	$	172,972	$	1,005
Multifamily		—		3,810		550		4,360		470,416		474,776		550
Commercial real estate		3,041		307		3,456		6,804		895,112		901,916		3,456
Second mortgage and equity loans		63		123		263		449		38,257		38,706		263
Construction and land loans		—		—		8,332		8,332		78,170		86,502		8,332
Other loans		—		—		1,697		1,697		28,874		30,571		1,697

Total	$	7,025	$	5,327	$	15,303	$	27,655	$	1,677,788	$	1,705,443	$	15,303

The Company defines an impaired loan as a loan for which it is probable, based on current information, that the Company will not collect all amounts due under the contractual terms of the loan agreement. At September 30, 2011 impaired loans were primarily collateral-dependent and totaled $9.7 million, of which $8.8 million of impaired loans had a specific allowance for credit losses of $1.9 million and $917,000 of impaired loans had no specific allowance for credit losses. At June 30, 2011 impaired loans were primarily collateral dependent and totaled $12.7 million, of which $7.9 million of impaired loans had a related allowance for credit losses of $970,000 and $4.8 million of impaired loans had no related allowance for credit losses.

The following table provides information about the Company’s impaired loans at September 30, 2011 and June 30, 2011:


	Impaired Financing Receivables
	At September 30, 2011
			Unpaid				Average		Interest
	Recorded		Principal				Recorded		Income
	Investment		Balance		Allowance		Investment		Recognized
	(In thousands)

With no related allowance recorded; Construction and land loans	$	917	$	917	$	—	$	926	$	—

		917		917		—		926		—

With an allowance recorded:
Commercial real estate	$	954	$	1,221	$	267	$	1,011	$	9
Construction and land loans		5,902		7,544		1,642		7,620		16

		6,856		8,765		1,909		8,631		25

Total:
Commercial real estate	$	954	$	1,221	$	267	$	1,011	$	9
Construction and land loans		6,819		8,461		1,642		8,546		16

	$	7,773	$	9,682	$	1,909	$	9,557	$	25


	Impaired Financing Receivables
	At June 30, 2011
			Unpaid				Average		Interest
	Recorded		Principal				Recorded		Income
	Investment		Balance		Allowance		Investment		Recognized
	(In thousands)

With no related allowance recorded; Commercial real estate	$	1,350	$	1,350	$	—	$	1,438	$	22
Construction and land loans		3,421		3,421		—		4,079		3

		4,771		4,771		—		5,517		25

With an allowance recorded:
Commercial real estate	$	405	$	598	$	193	$	527	$	34
Construction and land loans		5,708		5,810		102		5,854		197
Other loans		825		1,500		675		1,344		66

		6,938		7,908		970		7,725		297

Total:
Commercial real estate	$	1,755	$	1,948	$	193	$	1,965	$	56
Construction and land loans		9,129		9,231		102		9,933		200
Other loans		825		1,500		675		1,344		66

	$	11,709	$	12,679	$	970	$	13,242	$	322

Troubled debt restructured loans (“TDRs”) are those loans whose terms have been modified because of deterioration in the financial condition of the borrower. The Company has selectively modified certain borrower’s loans to enable the borrower to emerge from delinquency and keep their loans current. The eligibility of a borrower for a TDR modification depends upon the facts and circumstances of each transaction, which may change from period to period, and involve judgment by management regarding the likelihood that the modification will result in the maximum recovery by the Company. Modifications could include extension of the terms of the loan, reduced interest rates, and forgiveness of accrued interest and/or principal. Once an obligation has been restructured because of such credit problems, it continues to be considered restructured until paid in full or, if the obligation yields a market rate (a rate equal to or greater than the rate the Company was willing to accept at the time of the restructuring for a new loan with comparable risk), until the year subsequent to the year in which the restructuring takes place, provided the borrower has performed under the modified terms for a six month period. Management classifies all TDRs as impaired loans. Included in impaired loans at September 30, 2011 are $7.9 million of loans which are deemed troubled debt restructurings. At June 30, 2011, TDR ‘s totaled $9.5 million.

The following table presents additional information regarding the Company’s TDRs as of September 30, 2011 and June 30, 2011:


	Troubled Debt Restructurings at September 30, 2011
	Performing		Nonperforming		Total
	(in thousands)
Commercial real estate	$	595	$	626	$	1,221
Construction and land loans		898		5,812		6,710

Total	$	1,493	$	6,438	$	7,931


Allowance	$	355	$	1,554	$	1,909


	Troubled Debt Restructurings at June 30, 2011
	Performing		Nonperforming		Total
	(in thousands)
Commercial real estate	$	598	$	626	$	1,224
Construction and land loans		898		5,843		6,741
Other loans		—		1,500		1,500

Total	$	1,496	$	7,969	$	9,465


Allowance	$	295	$	675	$	970

There have not been any loans that were modified in a troubled debt restructuring during the three months ended September 30, 2011. There have not been any loans that were restructured during the last twelve months that have subsequently defaulted during the current quarter ended September 30, 2011.

7. Investment Securities

Securities Held to Maturity

The following is a comparative summary of securities held to maturity at September 30, 2011 and June 30, 2011:


	September 30, 2011
			Gross		Gross		Estimated
	Amortized		unrealized		unrealized		fair
	cost		gains		losses		value
	(In thousands)
Mortgage-backed securities:
FHLMC	$	6,672	$	300	$	—	$	6,972
FNMA		22,133		687		—		22,820
GNMA		3,363		135		—		3,498
CMO		3,766		96		—		3,862

	$	35,934	$	1,218	$	—	$	37,152


	June 30, 2011
			Gross		Gross		Estimated
	Amortized		unrealized		unrealized		fair
	cost		gains		losses		value
	(In thousands)

Mortgage-backed securities:
FHLMC	$	7,546	$	402	$	—	$	7,948
FNMA		22,413		530		200		22,743
GNMA		3,425		65		—		3,490
CMO		4,225		116		—		4,341


	$	37,609	$	1,113	$	200	$	38,522

The contractual maturities of mortgage-backed securities held-to-maturity generally exceed 20 years; however, the effective lives are expected to be shorter due to anticipated prepayments and, in the case of CMOs, cash flow priorities. Expected maturities will differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without penalties.

The Company did not sell any securities held to maturity during the three months ended September 30, 2011 and 2010. Securities with fair values of $28.6 million and $30.3 million at September 30, 2011 and June 30, 2011, respectively, were pledged as collateral for advances. The Company did not record other than temporary impairment charges on securities held to maturity during the three months ended September 30, 2011 or 2010.

As of September 30, 2011 there were no gross unrealized losses on securities held-to maturity. Gross unrealized losses on securities held-to-maturity and the estimated fair value of the related securities, aggregated by security category and length of time that individual securities have been in a continuous unrealized loss position at June 30, 2011 were as follows:


	June 30, 2011
	Less than 12 months				Greater than 12 months				Total
			Gross				Gross				Gross
	Estimated		unrealized		Estimated		unrealized		Estimated		unrealized
	market value		losses		market value		losses		market value		losses

Mortgage-backed securities:
FNMA	$	6,776	$	200	$	—	$	—	$	6,776	$	200

	$	6,776	$	200	$	—	$	—	$	6,776	$	200

Securities Available for Sale

The following is a comparative summary of securities available for sale at September 30, 2011 and June 30, 2011:


	September 30, 2011
			Gross		Gross		Estimated
	Amortized		unrealized		unrealized		market
	cost		gains		losses		value
	(In thousands)

U.S. Government and federal agency obligations
Due in one to five years	$	89,174	$	428	$	—	$	89,602
Corporate bonds		2,000		2		—		2,002
Equity securities		1,472		36		368		1,140
Mortgage-backed securities:
FHLMC		21,127		670		—		21,797
FNMA		71,938		3,362		—		75,300
CMO		502,284		7,385		548		509,121

	$	687,995	$	11,883	$	916	$	698,962


	June 30, 2011
			Gross		Gross		Estimated
	Amortized		unrealized		unrealized		fair
	cost		gains		losses		value
	(In thousands)

U.S. Government and federal agency obligations
Due in one to five years	$	74,866	$	—	$	477	$	74,389
Due in five to ten years		13,489		6		—		13,495
Corporate bonds		2,000		21		—		2,021
Equity securities		1,472		177		112		1,537
Mortgage-backed securities:
FHLMC		9,448		670		—		10,118
FNMA		75,789		1,377		140		77,026
CMO		414,443		4,654		309		418,788

	$	591,507	$	6,905	$	1,038	$	597,374

The contractual maturities of mortgage-backed securities available for sale generally exceed 20 years; however, the effective lives are expected to be shorter due to anticipated prepayments and, in the case of CMOs, cash flow priorities. Expected maturities will differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without penalties.

The Company did not sell any securities available for sale during the three months ended September 30, 2011. There were no impairment charges on securities available for sale for the three months ended September 30, 2011 and 2010. The Equity securities caption relates to holdings of shares in financial institutions common stock. During the 2010 period, the Company owned shares in an Asset Management Mutual Fund with underlying investments in adjustable rate mortgages. Proceeds from the sale of the mutual fund were $250,000 for the three month period ending September 30, 2010. The Company recognized gains from the sale of mutual funds of $13,000 during the three months ended September 30, 2010. Available for sale securities with fair values of $479.3 million and $496.2 million at September 30, 2011 and June 30, 2011, respectively, were pledged as collateral for advances.

Gross unrealized losses on securities available for sale and the estimated fair value of the related securities, aggregated by security category and length of time that individual securities have been in a continuous unrealized loss position at September 30, 2011 and June 30, 2011 were as follows:


	September 30, 2011
	Less than 12 months				Greater than 12 months				Total
			Gross				Gross				Gross
	Estimated		unrealized		Estimated		unrealized		Estimated		unrealized
	market value		losses		market value		losses		market value		losses
	(In thousands)

Equity securities	$	595		368		—		—		595		368
Mortgage-backed securities:
CMO		33,495		548		—		—		33,495		548

	$	34,090		916		—		—		34,090		916


	June 30, 2011
	Less than 12 months				Greater than 12 months				Total
			Gross				Gross				Gross
	Estimated		unrealized		Estimated		unrealized		Estimated		unrealized
	market value		losses		market value		losses		market value		losses
	(In thousands)

U.S. Government and federal agency obligations	$	74,389		477		—		—		74,389		477
Equity securities		614		112		—		—		614		112
Mortgage-backed securities:
FNMA		29,076		140		—		—		29,076		140
CMO		45,855		309		—		—		45,855		309

	$	149,934		1,038		—		—		149,934		1,038

At September 30, 2011, management has evaluated the securities in the above table and has concluded that none of the securities with losses has impairments that are other-than-temporary. The Equity securities caption relates to holdings of shares in financial industry common stock. Management evaluated its portfolio of equity securities and, based on its evaluation of the financial condition and near-term prospects of an issuer, management believed that it could recover its investment in the security.

8. Fair Value Disclosures

Fair Value Measurements

The Company adopted ASC 820, “Fair Value Measurements and Disclosures”, on July 1, 2008. Under ASC 820, fair value measurements are not adjusted for transaction costs. ASC 820 establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements). The three levels of the fair value hierarchy under FASB ASC 820 are described below:

Basis of Fair Value Measurement:

Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical unrestricted assets or liabilities;

Level 2: Quoted prices in markets that are not active, or inputs that are observable either directly or indirectly, for substantially the full term of the asset or liability;

Level 3: Price or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e. supported with little or no market activity).

A financial instrument’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement.

The Company’s cash instruments are generally classified within Level 1 or Level 2 of the fair value hierarchy because they are valued using quoted market prices, broker or dealer quotations, or alternative pricing sources with reasonable levels of price transparency.

The estimated fair values for securities available for sale are obtained from an independent nationally recognized third-party pricing service for identical assets or significantly similar securities. The fair value of securities is estimated based on bid quotations received from securities dealers (Level 1), if available. If a quoted market price is not available, fair value is estimated using quoted market prices of similar instruments, adjusted for differences between the quoted instruments and the instruments being valued and are classified as Level 2 within the fair value hierarchy. The estimated fair value of equity securities classified as Level 1, are derived from quoted market prices in active markets.

Also, the Company may be required, from time to time, to measure the fair value of certain other financial assets on a nonrecurring basis in accordance with U.S. generally accepted accounting principles. The adjustments to fair value usually result from the application of lower-of-cost-or-market accounting or write downs of individual assets.

Impaired Loans: Impaired loans are valued utilizing independent appraisals that rely upon quoted market prices for similar assets in active markets. These appraisals include adjustments to comparable assets based on the appraisers’ market knowledge and experience. The appraisals are adjusted downward by management, as necessary, for changes in relevant valuation factors subsequent to the appraisal date and are considered level 3 inputs.

Real Estate Owned: Assets acquired through foreclosure or deed in lieu of foreclosure is recorded at estimated fair value less estimated selling costs when acquired, thus establishing a new cost basis. Fair value is generally based on independent appraisals. These appraisals include adjustments to comparable assets based on the appraisers’ market knowledge and experience, and are considered level 3 inputs. When an asset is acquired, the excess of the loan balance over fair value, less estimated selling costs, is charged to the allowance for loan losses. If the estimated fair value of the asset declines, a write-down is recorded through expense. The valuation of foreclosed assets is subjective in nature and may be adjusted in the future because of changes in the economic conditions.

The following table sets forth the Company’s financial assets that were accounted for at fair values as of September 30, 2011 and June 30, 2011 by level within the fair value hierarchy. As required by ASC 820, financial assets are classified in their entirety based on the lowest level of input that is significant to the fair value measurements (in thousands):


	Fair Value Measurements at Reporting Date using:
			Quoted Prices in		Significant
			Active Markets		Other
	Fair Value as of		for Identical		Observable		Unobservable
	September 30,		Assets		Inputs		Inputs
	2011		(Level 1)		(Level 2)		(Level 3)
	(In thousands)
Measured on a recurring basis:
Assets:
U.S. Government and federal agency obligations	$	89,602	$	—	$	89,602	$	—
Corporate bonds		2,002		—		2,002		—
Equity Securities		1,140		1,140		—		—
Mortgage-backed securities available for sale
FHLMC		21,797		—		21,797		—
FNMA		75,300		—		75,300		—
CMO		509,121		10,200		498,921		—

Total measured on a recurring basis	$	698,962	$	11,340	$	687,622	$	—


Measured on a non-recurring basis:
Assets:
Impaired loans:
Commercial real estate	$	954	$	—	$	—	$	954
Construction and loan loans		5,902		—		—		5,902

Total impaired loans		6,856		—		—		6,856


Real estate owned
Residential		1,500		—		—		1,500
Multifamily		185		—		—		185
Commercial real estate		1,293		—		—		1,293
Construction and loand loans		1,441		—		—		1,441

Total real estate owned		4,419		—		—		4,419

Total measured on a non-recurring basis	$	11,275	$	—	$	—	$	11,275


	Fair Value Measurements at Reporting Date using:
			Quoted Prices
			in Active		Significant
			Markets for		Other
			Identical		Observable		Unobservable
	Fair Value as of		Assets		Inputs		Inputs
	June 30, 2011		(Level 1)		(Level 2)		(Level 3)
	(In thousands)
Measured on a recurring basis:
Assets:
U.S. Government and federal agency obligations	$	87,884	$	—	$	87,884	$	—
Corporate bonds		2,021		—		2,021		—
Equity Securities		1,537		1,537		—		—
Mortgage-backed securities available for sale
FHLMC		10,118		—		10,118		—
FNMA		77,026		—		77,026		—
CMO		418,788		—		418,788		—

Total measured on a recurring basis	$	597,374	$	1,537	$	595,837	$	—


Measured on a non-recurring basis:
Assets:
Impaired loans:
Commercial real estate	$	1,129	$	—	$	—	$	1,129
Construction and loan loans		8,197		—		—		8,197
Other loans		825		—		—		825

Total impaired loans		10,151		—		—		10,151


Real estate owned
Residential		1,926		—		—		1,926
Commercial real estate		1,441		—		—		1,441
Construction and loand loans		600		—		—		600

Total real estate owned		3,967		—		—		3,967

Total measured on a non-recurring basis	$	14,118	$	—	$	—	$	14,118

Fair Value of Financial Instruments

ASC 825, “Financial Instruments”, requires that the Company disclose estimated fair values for its financial instruments. Fair value estimates, methods and assumptions are set forth below for the Company’s financial instruments.

Cash and Cash Equivalents

For cash on hand and due from banks and federal funds sold and short-term investments, the carrying amount approximates fair value.

Securities

The estimated fair values for securities are obtained from an independent nationally recognized third-party pricing service for identical assets or significantly similar securities. The fair value of securities is estimated based on bid quotations received from securities dealers, if available. If a quoted market price is not available, fair value is estimated using quoted market prices of similar instruments, adjusted for differences between the quoted instruments and the instruments being valued.

FHLB of New York Stock

The fair value for FHLB stock is its carrying value, since this is the amount for which it could be redeemed. There is no active market for this stock and the Bank is required to maintain a minimum balance based upon the unpaid principal of home mortgage loans.

Loans

Fair values are estimated for portfolios of loans with similar financial characteristics. Loans are segregated by type such as residential, multifamily, commercial real estate, construction, land and consumer. Each loan category is further segmented into fixed and adjustable rate interest terms and by performing and nonperforming categories. This method of estimating fair value does not incorporate the exit-price concept of fair value prescribed by ASC 820, “Fair Value Measurements and Disclosures.”

Fair value of performing loans is estimated by discounting cash flows using estimated market discount rates at which similar loans would be made to borrowers and reflect similar credit ratings and interest rate risk for the same remaining maturities.

Fair value for significant nonperforming loans and impaired loans are valued utilizing independent appraisals of collateral securing such loans that rely upon quoted market prices for similar assets in active markets. These appraisals include adjustments to comparable assets based on the appraisers’ market knowledge and experience. The appraisals are adjusted downward by management, as necessary, for changes in relevant valuation factors subsequent to the appraisal date and the timing of anticipated cash flows.

Deposit Liabilities

The fair value of deposits with no stated maturity, such as noninterest-bearing demand deposits, savings, and NOW and money market accounts, is equal to the amount payable on demand as of September 30, 2011 and June 30, 2011. The fair value of certificates of deposit is based on the discounted value of contractual cash flows. The discount rate is estimated using the rates currently offered for deposits of similar remaining maturities.

Borrowings

The fair value of borrowings is calculated based on the discounted cash flow of contractual amounts due, using market rates currently available for borrowings of similar amount and remaining maturity.

Commitments to Extend Credit and to Purchase or Sell Securities

The fair value of commitments to extend credit is estimated using the fees currently charged to enter into similar agreements, taking into account the remaining terms of the agreements and the present creditworthiness of the counterparties. For fixed rate loan commitments, fair value also considers the difference between current levels of interest rates and the committed rates. The fair value of commitments to purchase or sell securities is estimated based on bid quotations received from securities dealers.

The estimated fair values of the Company’s financial instruments are presented in the following table. Since the fair value of off-balance-sheet commitments approximates book value, these disclosures are not included.


	September 30, 2011				June 30, 2010
	Carrying		Fair		Carrying		Fair
	value		value		value		value
	(In thousands)
Financial assets:
Cash and cash equivalents	$	8,496		8,496		133,243		133,243
Securities held to maturity		35,934		37,152		37,609		38,522
Securities available for sale		698,962		698,962		597,374		597,374
Federal Home Loan Bank of New York stock		33,468		33,468		26,844		26,844
Loans,net		1,733,541		1,834,655		1,672,849		1,709,785
Financial liabilities — deposits		1,386,647		1,381,898		1,381,310		1,384,572
Financial liabilities — borrowings		656,515		698,878		509,315		529,803

Limitations

Fair value estimates are made at a specific point in time, based on relevant market information and information about the financial instrument. These estimates do not reflect any premium or discount that could result from offering for sale at one time the Company’s entire holdings of a particular financial instrument. Because no market exists for a significant portion of the Company’s financial instruments, fair value estimates are based on judgments regarding future expected loss experience, current economic conditions, risk characteristics of various financial instruments, and other factors. These estimates are subjective in nature and involve uncertainties and matters of significant judgment and, therefore, cannot be determined with precision. Changes in assumptions could significantly affect the estimates.

Fair value estimates are based on existing on- and off-balance-sheet financial instruments without attempting to estimate the value of anticipated future business and the value of assets and liabilities that are not considered financial instruments. Significant assets and liabilities that are not considered financial assets or liabilities include the mortgage banking operation, deferred tax assets, and premises and equipment. In addition, the tax ramifications related to the realization of the unrealized gains and losses can have a significant effect on fair value estimates and have not been considered in the estimates.

9. Deposits

Deposits include checking (non-interest and interest-bearing demand deposits), money market, savings and time deposits. The Bank accepts brokered deposits on a limited basis, when it is deemed cost effective. Deposit accounts at the Bank are insured by the FDIC up to a maximum of $250,000. Deposit balances are summarized as follows:


	September 30, 2011		June 30, 2011
	(In thousands)

Checking accounts	$	189,078	$	162,147
Money market accounts		384,036		390,684
Savings accounts		153,851		152,906
Time deposits		659,682		675,573

Total deposits	$	1,386,647	$	1,381,310

At September 30, 2011, time deposits included brokered deposits of $22.9 million which had weighted average interest rates of 2.46% and weighted average maturity of 4.6 years. At June 30, 2011, time deposits included brokered deposits of $22.9 million which had weighted average interest rates of 2.46% and weighted average maturity of 4.8 years.

10. Income Taxes

In June 2006, the FASB issued ASC 740, “Income Taxes”, which establishes a recognition threshold and measurement for income tax positions recognized in an enterprise’s financial statements. ASC 740 also prescribes a two-step evaluation process for tax positions. The first step is recognition and the second is measurement. For recognition, an enterprise judgmentally determines whether it is more-likely-than-not that a tax position will be sustained upon examination, including resolution of related appeals or litigation processes, based on the technical merits of the position. If the tax position meets the more-likely-than-not recognition threshold it is measured and recognized in the financial statements as the largest amount of tax benefit that is greater than 50% likely of being realized. If a tax position does not meet the more-likely-than-not recognition threshold, the benefit of that position is not recognized in the financial statements. The Company recognizes accrued interest and penalties related to unrecognized tax benefits, where applicable, in income tax expense.

Tax positions that meet the more-likely-than-not recognition threshold at the effective date of ASC 740 may be recognized or, continue to be recognized, upon adoption of this standard. The Company, through its various wholly owned subsidiaries, deploys several tax strategies. Based on the facts surrounding these strategies and applicable laws, the Company believes these strategies are more likely than not of being sustained under examination. The Company believes it will receive 100% of the benefit of the tax positions and has recognized the effects of the tax positions in the financial statements.

The Company files income tax returns in the United States federal jurisdiction and in New Jersey, Pennsylvania and New York state jurisdictions. The Company is no longer subject to federal and state income tax examinations by tax authorities for years prior to 2007. Currently, the Company is not under examination by any taxing authority.

11. Real Estate Joint Ventures, net and Real Estate Held for Investment

The Company accounts for investments in joint ventures under the equity method. The balance reflects the cost basis of investments, plus the Company’s share of income earned on the joint venture operations, less cash distributions, including excess cash distributions, and the Company’s share of losses on joint venture operations. Cash received in excess of the Company’s recorded investment in a joint venture is recorded as unearned revenue in other liabilities. The net book value of real estate joint ventures was $4.7 million and $4.8 million at September 30, 2011 and June 30, 2011, respectively.

Real estate held for investment includes the Company’s undivided interest in real estate properties accounted for under the equity method and properties held for investment purposes. Cash received in excess of the Company’s recorded investment for an undivided interest in real estate property is recorded as unearned revenue in other liabilities. The operations of the properties held for investment purposes are reflected in the financial results of the Company and included in the Other Income caption in the Income Statement. Properties held for investment purposes are carried at cost less accumulated depreciation. The net book value of real estate held for investment was $(122,000) and $(118,000) at September 30, 2011 and June 30, 2011, respectively.

12. Recent Accounting Pronouncements

In June 2011, the FASB issued Accounting Standards Update (“ASU”) No. 2011-05, “Comprehensive Income (Topic 220): Presentation of Comprehensive Income.” Under the new guidance, the components of net income and the components of other comprehensive income can be presented either in a single continuous statement of comprehensive income or in two separate but consecutive statements. This guidance eliminates the option to present components of other comprehensive income as part of the statement of changes in shareholders’ equity but does not change the items that must be reported in other comprehensive income or when an item of other comprehensive income must be reclassified to net income. The amendments in this update should be applied retrospectively and are effective for fiscal years, and interim periods within those years, beginning after December 15, 2011. Early adoption is permitted. Adoption of this guidance is expected to result in presentation changes to the Company’s statements of income and the addition of a statement of comprehensive income. The adoption will have no affect on the Company’s balance sheets.

In May 2011, the FASB issued ASU No. 2011-04, “Fair Value Measurement (Topic 820): Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRS”. This guidance is the result of work by the FASB and the International Accountings Standards Board (“IASB”) to develop common requirements for measuring fair value and fair value disclosures in accordance with U.S. GAAP and International Financial Reporting Standards (“IFRS”). The amendments change the wording used to describe many of the requirements in U.S. GAAP for measuring fair value and for disclosing information about fair value measurements. The amendments in this update should be applied prospectively and are effective for interim and annual periods beginning after December 15, 2011. Early adoption is not permitted. We do not expect the adoption of this Accounting Standard Update to have a material effect on the Company’s consolidated financial statements.

In April 2011, the FASB issued Accounting Standards Update No. 2011-02, “Receivables (Topic 310): A Creditor’s Determination of Whether a Restructuring Is a Troubled Debt Restructuring “, to amend previous guidance with respect to troubled debt restructurings. This updated guidance is designed to assist creditors with determining whether or not a restructuring constitutes a troubled debt restructuring. In particular, additional guidance has been added to help creditors determine whether a concession has been granted and whether a debtor is experiencing financial difficulties. Both of these conditions are required to be met for a restructuring to constitute a troubled debt restructuring. The amendments in the update are effective for the first interim period beginning on or after June 15, 2011, and should be applied retrospectively to the beginning of the annual period of adoption. We adopted the applicable requirements on July 1, 2011 and have provided the related disclosures as required with no significant impact on the Company’s financial statements.


Item 2.		Management’s Discussion and Analysis of Financial Condition and Results of Operations

Forward Looking Statements

This Quarterly Report contains certain “forward looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Such forward looking statements may be identified by reference to a future period or periods, or by use of forward looking terminology, such as “may,” “will,” “believe,” ‘expect,” “estimate,” ‘anticipate,” “continue,” or similar terms or variations on those terms, or the negative of those terms. Forward looking statements are subject to numerous risks and uncertainties, including, but not limited to, those related to the economic environment, particularly in the market areas in which Oritani Financial Corp. (the “Company”) operates, competitive products and pricing, fiscal and monetary policies of the U.S. Government, changes in government regulations affecting financial institutions, including regulatory fees and capital requirements, changes in prevailing interest rates, acquisitions and the integration of acquired businesses, credit risk management, asset-liability management, the financial and securities markets and the availability of and costs associated with sources of liquidity.

The Company wishes to caution readers not to place undue reliance on any such forward looking statements, which speak only as of the date made. The Company wishes to advise readers that the factors listed above could affect the Company’s financial performance and could cause the Company’s actual results for future periods to differ materially from any opinions or statements expressed with respect to future periods in any current statements. The Company does not undertake and specifically declines any obligation to publicly release the results of any revisions, which may be made to any forward looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events.

Overview

Oritani Financial Corp. (“the Company”) is a Delaware corporation that was incorporated in March 2010 to be the successor to Oritani Financial Corp. (“Oritani-Federal”), a federal corporation. Oritani-Federal is the former stock holding company for Oritani Bank. In conjunction with the second step transaction of Oritani Financial Corp., MHC, the former mutual holding company parent, Oritani-Federal ceased to exist and the Company became its successor. The second step transaction was completed on June 24, 2010. The Company sold a total of 41,363,214 shares of common stock at $10.00 per share in the related stock offering. Concurrent with the completion of the offering, shares of Oritani-Federal common stock owned by public stockholders were exchanged for 1.50 shares of the Company’s common stock. In lieu of fractional shares, shareholders were paid in cash. The Company also issued 481,546 shares of common stock for the accelerated vesting of restricted stock awards triggered by the conversion. As a result of the offering, the exchange, and shares issued due to the accelerated vesting, as of June 30, 2010, the Company had 56,202,485 shares outstanding. Net proceeds from the offering were $401.8 million.

Oritani Financial Corp. is a Delaware chartered stock holding company of Oritani Bank. Oritani Financial Corp. owns 100% of the outstanding shares of common stock of Oritani Bank. Oritani Financial Corp. has engaged primarily in the business of holding the common stock of Oritani Bank and two limited liability companies that own a variety of real estate investments. In addition, Oritani Financial Corp. has engaged in limited lending to the real estate investment properties in which (either directly or through one of its subsidiaries) Oritani Financial Corp. has an ownership interest. Oritani Bank’s principal business consists of attracting retail and commercial bank deposits from the general public and investing those deposits, together with funds generated from operations, in

multi-family and commercial real estate loans, one- to four-family residential mortgage loans as well as in second mortgage and equity loans, construction loans, business loans, other consumer loans, and investment securities. We originate loans primarily for investment and hold such loans in our portfolio. Occasionally, we will also enter into loan participations. Our primary sources of funds are deposits, borrowings and principal and interest payments on loans and securities. Our revenues are derived principally from interest on loans and securities as well as our investments in real estate and real estate joint ventures. We also generate revenues from fees and service charges and other income. Our results of operations depend primarily on our net interest income which is the difference between the interest we earn on interest-earning assets and the interest paid on our interest-bearing liabilities. Our net interest income is primarily affected by the market interest rate environment, the shape of the U.S. Treasury yield curve, the timing of the placement of interest-earning assets and interest-bearing liabilities, and the prepayment rate on our mortgage-related assets. Provisions for loan losses and asset impairment charges can also have a significant impact on our results of operations. Other factors that may affect our results of operations are general and local economic and competitive conditions, government policies and actions of regulatory authorities.

Our business strategy is to operate as a well-capitalized and profitable financial institution dedicated to providing exceptional personal service to our individual and business customers. Our primary focus has been, and will continue to be, growth in multi-family and commercial real estate lending.

Comparison of Financial Condition at September 30, 2011 and June 30, 2011

Balance Sheet Summary

Total Assets. Total assets increased $34.3 million, or 1.3%, to $2.62 billion at September 30, 2011, from $2.59 billion at June 30, 2011. The increase was primary in loans and Securities AFS partially offset by decreases in federal funds sold.

Cash And Cash Equivalents. Cash and cash equivalents (which include fed funds and short term investments) decreased $124.7 million to $8.5 million at September 30, 2011, from $133.2 million at June 30, 2011. The funds were deployed in general operations, including funding of the Company’s stock repurchase activity.

Loans, net. Loans, net increased $60.7 million to $1.73 billion at September 30, 2011, from $1.67 billion at June 30, 2011. The Company continues its emphasis on loan originations, particularly multifamily and commercial real estate loans. Loan originations totaled $114.3 million and purchases totaled $2.0 million for the three months ended September 30, 2011.

Securities Available For Sale. Securities available for sale increased $101.6 million to $699.0 million at September 30, 2011, from $597.4 million at June 30, 2011. The increase was primarily due to purchases of mortgage-backed securities available for sale totaling $132.4 million. See “Comparison of Operating Results for the Quarter Ended September 30, 2011 and 2010-Interest Income” for the Company’s rationale for investing in this investment option.

Mortgage-Backed Securities Held to Maturity. Mortgage backed securities held to maturity decreased $1.7 million, or 4.5% to $35.9 million at September 30, 2011, from $37.6 million at June 30, 2011. The decrease was due to principal repayments.

Federal Home Loan Bank of New York stock. Federal Home Loan Bank of New York stock increased $6.6 million, or 24.7% to $33.5 million at September 30, 2011, from $26.8 million at June 30, 2011. The increase was due to purchases as required for increased borrowing obligations.

Real Estate Owned. Real estate owned (“REO”) increased $452,000 to $4.4 million at September 30, 2011, from $4.0 million at June 30, 2011. The increase is due to the Bank acquiring title to 2 properties during the three months ended September 30, 2011 with book values of $918,000 less write-downs of $230,000. The $230,000 in write-downs that occurred during the quarter ended September 31, 2011 were based on updated appraised values of the REO properties. The increase from acquisitions was partially offset by the sale of one REO property with a net book value of $260,000. Proceeds from the sale of REO were $265,000 and a net gain of $5,000 was recognized. The REO balance at September 30, 2011 consists of 9 properties. Management is trying to dispose of these properties as quickly and efficiently as possible.

Deposits. Deposits increased $5.3 million, or 0.4%, to $1.39 billion at September 30, 2011, from $1.38 billion at June 30, 2011. Growth in core accounts was partially offset by decreases in time deposits. Strong deposit growth remains a strategic objective of the Company. A new branch location opened during the quarter in Upper Montclair, NJ and a new branch in Clifton, NJ is expected to open in November, 2011.

Borrowings. Borrowing increased $147.2 million, or 28.9%, to $656.5 million at September 30, 2011, from $509.3 million at June 30, 2011.

Stockholders’ equity. Stockholders’ equity decreased $118.8 million to $526.6 million at September 30, 2011, from $645.4 million at June 30, 2011. The primary activity over the period was treasury stock repurchases of 8,172,083 shares at an average cost of $13.00 per share totaling $106.3 million. In addition to the repurchase activity, the Company repurchased shares in conjunction with the 2011 Equity Incentive Plan. On August 18, 2011, a total of 1,598,100 shares were granted by the Board of Directors under the Equity Plan. These shares were purchased in open market transactions and reissued as Restricted Stock Awards during the quarter ended September 30, 2011. The total cost of these shares was $19.3 million and the average cost per share was $12.06. At September 30, 2011, there were 56,245,065 shares issued, 47,341,182 shares outstanding and 8,903,883 shares held as treasury stock. As of November 8, 2011, the Company had repurchased a total of 10,448,483 shares at a total cost of $135.6 million and an average cost of $12.99 per share. Our book value per share was $11.12. Based on our September 30, 2011 closing price of $12.86 per share, the Company stock was trading at 115.6% of book value at that date.

Average Balance Sheet for the Three Months Ended September 30, 2011 and 2010

The following table presents certain information regarding Oritani Financial Corp.’s financial condition and net interest income for the three ended September 30, 2011 and 2010. The tables present the annualized average yield on interest-earning assets and the annualized average cost of interest-bearing liabilities. We derived the yields and costs by dividing annualized income or expense by the average balance of interest-earning assets and interest-bearing liabilities, respectively, for the periods shown. We derived average balances from daily balances over the periods indicated. Interest income includes fees that we consider adjustments to yields.


	Average Balance Sheet and Yield/Rate Information
	For the Three Months Ended (unaudited)
	September 30, 2011							September 30, 2010
	Average		Interest		Average			Average		Interest		Average
	Outstanding		Earned/		Yield/			Outstanding		Earned/		Yield/
	Balance		Paid		Rate			Balance		Paid		Rate
	(Dollars in thousands)

Interest-earning assets:
Loans ⁽¹⁾	$	1,710,124	$	25,929		6.06	%	$	1,550,100	$	24,296		6.27	%
Securities held to maturity ⁽²⁾		27,847		299		4.29	%		25,057		292		4.66	%
Securities available for sale		107,215		382		1.43	%		351,807		2,223		2.53	%
Mortgage backed securities held to maturity		37,042		249		2.69	%		59,719		493		3.30	%
Mortgage backed securities available for sale		528,526		2,858		2.16	%		170,715		1,288		3.02	%
Federal funds sold and short term investments		42,765		29		0.27	%		220,859		164		0.30	%

Total interest-earning assets		2,453,519		29,746		4.85	%		2,378,257		28,756		4.84	%

Non-interest-earning assets		112,643							99,291

Total assets	$	2,566,162						$	2,477,548


Interest-bearing liabilities:
Savings deposits		153,397		210		0.55	%		147,839		258		0.70	%
Money market		389,034		841		0.86	%		297,134		751		1.01	%
NOW accounts		175,901		212		0.48	%		139,602		238		0.68	%
Time deposits		668,466		2,420		1.45	%		708,085		3,021		1.71	%

Total deposits		1,386,798		3,683		1.06	%		1,292,660		4,268		1.32	%
Borrowings		531,603		5,076		3.82	%		495,033		5,185		4.19	%

Total interest-bearing liabilities		1,918,401		8,759		1.83	%		1,787,693		9,453		2.12	%

Non-interest-bearing liabilities		52,506							45,724

Total liabilities		1,970,907							1,833,417
Stockholders’ equity		595,255							644,131

Total liabilities and stockholders’ equity	$	2,566,162						$	2,477,548


Net interest income			$	20,987						$	19,303

Net interest rate spread ⁽³⁾						3.02	%						2.72	%

Net interest-earning assets ⁽⁴⁾	$	535,118						$	590,564

Net interest margin ⁽⁵⁾						3.42	%						3.25	%

Average of interest-earning assets to interest-bearing liabilities						127.89	%						133.03	%


(1)		Includes nonaccrual loans.

(2)		Includes Federal Home Loan Bank Stock

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

(4)		Net interest-earning assets represents total interest-earning assets less total interest-bearing liabilities.

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

Comparison of Operating Results for the Quarter Ended September 30, 2011 and 2010

Net Income.

Net income increased $185,000 to $7.3 million for the quarter ended September 30, 2011, from $7.2 million for the corresponding 2010 quarter. The primary cause of the increased income was increased net interest income and a lower effective tax rate, partially offset by an increased provision for loan losses.

Interest Income

The components of interest income changed as follows:


	Three months ended				Increase / (decrease)
	September 30,										Average
	2011		2010		$			%			Balance			Yield
	(dollars in thousands)
Interest on mortgage loans	$	25,929	$	24,296	$	1,633			6.72	%	$	160,024			-0.20	%
Interest on securities HTM and dividends on FHLB stock		299		292		7			2.40	%		2,790			-0.37	%
Interest on securities AFS		382		2,223		(1,841	)		-82.82	%		(244,592	)		-1.10	%
Interest on MBS HTM		249		493		(244	)		-49.49	%		(22,677	)		-0.61	%
Interest on MBS AFS		2,858		1,288		1,570			121.89	%		357,811			-0.85	%
Interest on federal funds sold and short term investments		29		164		(135	)		-82.32	%		(178,094	)		-0.03	%

Total interest income	$	29,746	$	28,756	$	990			3.44	%	$	75,262			0.01	%

The largest increase was in interest on mortgage loans. Loan growth is a strategic objective of the Company. Loan originations for the quarter ended September 30, 2011 were $114.3 million. This total is essentially on target for the Company budgeted originations of $450 million for the fiscal year. There was a large increase in interest on mortgage backed securities (“MBS”) available for sale (“AFS”) and a large decrease in interest on securities AFS. These changes reflect management’s change in investment philosophy over the period. Management always seeks to deploy excess funds in a conservative investment vehicle that provides the best risk/reward profile based on the projected cash needs and interest rate risk of the Company. In 2010, excess funds were primarily invested in callable notes of government sponsored agencies with limited optionality and call features that increased the likelihood that the note would be called. In 2011, such funds were primarily invested in certain short structures of MBS issued by government sponsored agencies with limited extension risk, including CMOs. Management significantly decreased the investment in federal funds sold over the periods. The balance of federal funds sold was particularly high in the 2010 period due to the funds raised in connection with the Company’s second step transaction. These funds were eventually deployed into loans, MBS and investment securities. The federal funds sold balance is low in the 2011 period as such funds were utilized to partially fund the Company’s stock repurchase activity. The yield on all of the portfolios was negatively impacted by market rates. The yield on loans was impacted by lower rates on new originations as well as modifications of loans within the portfolio and prepayments of higher yielding loans. The overall yield on average interest earning assets slightly increased, however, as funds were shifted from federal funds sold (a low yielding investment) into loans and MBS AFS.

Interest Expense

The components of interest expense changed as follows:


	Three months ended				Increase / (decrease)
	September 30,										Average
	2011		2010		$			%			Balance			Cost
	(dollars in thousands)
Savings deposits	$	210	$	258	$	(48	)		-18.60	%	$	5,558			-0.15	%
Money market		841		751		90			11.98	%		91,900			-0.15	%
Checking accounts		212		238		(26	)		-10.92	%		36,299			-0.20	%
Time deposits		2,420		3,021		(601	)		-19.89	%		(39,619	)		-0.26	%

Total deposits		3,683		4,268		(585	)		-13.71	%		94,138			-0.26	%

Borrowings		5,076		5,185		(109	)		-2.10	%		36,570			-0.37	%

Total interest expense	$	8,759	$	9,453	$	(694	)		-7.34	%	$	130,708			-0.29	%

The Company continued its strategic objective of increasing core deposits. The Company considers the costs of alternative sources of funding when pricing time deposits. Consequently, time deposit balances have decreased recently as certain competitor rates are more attractive to consumers. The decrease in market rates of interest has allowed the Company to decrease the cost of all categories of deposits. Future decreases of deposit rates may be limited as the vast majority of the Company’s deposit products currently carry an interest rate of less than 1%. All of the Company’s borrowings are with the Federal Home Loan Bank of New York and the majority of these advances are long term. The decrease in cost that was realized over the periods was primarily a result of a modification of $53.5 million of advances and a greater portion of overnight borrowings (which presently carry a low rate of interest) in the 2011 period. The modification occurred in May, 2011.

Net Interest Income Before Provision for Loan Losses

Net interest income increased by $1.7 million, or 8.7%, to $21.0 million for the three months ended September 30, 2011, from $19.3 million for the three months ended September 30, 2010. The Company’s net interest income, spread and margin over the period are detailed in the chart below.


	Net Interest
	Income Before
Quarter Ended	Provision		Spread			Margin
	(in thousands)

September 30, 2011	$	20,987		3.02	%		3.42	%
June 30, 2011		20,843		2.95	%		3.40	%
March 31, 2011		20,586		2.92	%		3.39	%
December 31, 2010		20,287		2.89	%		3.39	%
September 30, 2010		19,303		2.72	%		3.25	%

The Company’s spread and margin increased steadily over the 2011 fiscal year and this trend has extended into the current quarter. The Company expects that the spread and margin will come under pressure in the current interest rate environment due to several factors, including: rates on new loan originations and investment purchases; modifications of the existing loan portfolio; prepayments of higher yielding loans and investments; limited ability to lower deposit and borrowing costs; expected increases in borrowing costs and decreased net interest income due to funds used for repurchase activity. The Company may be able to mitigate some of these matters if it is able to shift a greater proportion of its interest earning assets to loans. The Company’s largest interest rate risk exposure is to a flat or inverted yield curve, and the yield curve moved in this direction during the quarter ended September 30, 2011.

Despite the above, spread, margin and net interest income all increased during the quarter ended September 30, 2011. The Company was able to successfully lower the cost of money market deposits without a significant impact on balances. There was also decreased reliance on time deposits, which carry a higher cost. The cost of borrowing decreased over this period due to greater use of overnight borrowings. While this strategy has increased net interest income, spread and margin, it has also increased interest rate risk. The Company expects to address this increased interest rate risk by extending the maturity, over time, of the overnight borrowings. This extension will increase borrowing costs. The Company’s repurchase activity over the September 30, 2011 quarter effectively decreased net interest income. However, the impact was minimal as the cost of these funds (either federal funds sold or overnight borrowings) was very low.

The Company’s net interest income and net interest rate spread were both negatively impacted in both periods due to the reversal of accrued interest income on loans delinquent more than 90 days. The total of such income reversed was $327,000 and $765,000 for the three months ended September 30, 2011 and 2010, respectively.

Provision for Loan Losses

The Company recorded provisions for loan losses of $3.5 million for the three months ended September 30, 2011 as compared to $2.0 million for the three months ended September 30, 2010. The Company charged off a total of $2.5 million in loans during the quarter ended September 30, 2011 compared to $895,000 for the quarter ended September 30, 2010.

The primary contributors to the current level of provision for loan losses are the delinquency and nonaccrual totals, changes in loan risk ratings, loan growth, charge-offs and economic factors.

Delinquency and non performing asset information is provided below:


	9/30/2011			6/30/2011			3/31/2011			12/31/2010			9/30/2010
	(in thousands)
Delinquency Totals
30 - 59 days past due	$	15,802		$	7,025		$	6,523		$	14,460		$	9,306
60 - 89 days past due		5,694			5,327			3,688			2,437			3,278
Nonaccrual		16,954			15,303			12,563			25,055			41,720

Total	$	38,450		$	27,655		$	22,774		$	41,952		$	54,304


Non Performing Asset Totals
Nonaccrual loans, per above	$	16,954		$	15,303		$	12,563		$	25,055		$	41,720
Real Estate Owned		4,419			3,967			5,953			6,102			5,074
Loans Held For Sale		—			—			9,484			9,484			—

Total	$	21,373		$	19,270		$	28,000		$	40,641		$	46,794


Nonaccrual loans to total loans		0.96	%		0.90	%		0.75	%		1.50	%		2.62	%
Delinquent loans to total loans		2.18	%		1.62	%		1.35	%		2.51	%		3.41	%
Non performing assets to total assets		0.82	%		0.74	%		1.09	%		1.58	%		1.90	%

Over the fiscal year ended June 30, 2011, the Company realized significant decreases in total delinquent loans, nonaccrual loans and nonperforming assets. The categories detailed above were relatively stable over the quarter ended September 30, 2011, with the exception of loans 30-59 days past due. This category has been subject to fluctuation though the sizable increase that occurred over the quarter is certainly of concern to the Company. Most of the increase pertains to commercial real estate loans that have demonstrated slow payments in the past but ultimately brought their loan back to a fully current status. The largest component of the new additions to this category was a $1.6 million loan. Several of these loans are now current, including the $1.6 million loan. The Company has noted an increase in residential delinquencies in all categories.

At September 30, 2011, there are two nonaccrual loans as well as one nonaccrual loan relationship with balances greater than $1.0 million. These loans are discussed below:

•

A construction loan relationship in which Oritani is a participant. The relationship entails two borrowing entities and four separate properties. Oritani’s portion of this loan relationship totals $4.9 million. All four of the properties are for residential tract development and are located in Rockland and Orange counties, New York. The loan is classified as impaired and as a troubled debt restructuring as of September 30, 2011. In accordance with the results of the impairment analysis for this loan, based primarily on updated appraisals, a charge off of $1.5 million was recognized against this loan during the quarter ended September 30, 2011 and a $1.2 million impairment reserve remains against this loan as of that date.

•

A $2.8 million mixed use building in Bergen County, NJ. This loan was less than 30 days delinquent at June 30, 2011. The borrower encountered cash flow difficulties and is currently negotiating with Oritani for settlement of the past due amounts in a manner satisfactory to Oritani. The loan is classified as substandard with a 10% general reserve as of September 30, 2011. The loan has not been classified as impaired as the current cash flows are sufficient to satisfy the debt obligation and it is expected that repayment in full will ultimately come from the borrower.

•

A $1.8 million construction loan for a luxury home in Morris County, New Jersey. Construction at the property ceased and foreclosure proceedings have commenced. Although foreclosure action is proceeding, there are ongoing negotiations in an attempt to reach a settlement on this matter. The loan is classified as impaired as of September 30, 2011. In accordance with the results of the impairment analysis for this loan, based primarily on an updated appraisal, a charge off of $739,000 was recognized against this loan during the quarter ended September 30, 2011 and a $300,000 impairment reserve remains against this loan as of that date. A charge off of $208,000 was recognized against this loan during the quarter ended June 30, 2011.

There are nine other multifamily/commercial real estate loans, totaling $4.0 million, classified as nonaccrual at September 30, 2011. The largest of these loans has a balance of $917,000.

There are eleven other residential loans, totaling $3.5 million, classified as nonaccrual at September 30, 2011. The largest of these loans has a balance of $958,000.

See “Comparison of Financial Condition at September 30, 2011 and June 30, 2011” for a discussion of Real Estate Owned.

Other Income

Other income increased by $176,000 to $1.9 million for the three months ended September 30, 2011, from $1.7 million for the three months ended September 30, 2010. Net income from investments in real estate joint ventures increased by $167,000 to $201,000 for the three months ended September 30, 2011, from $34,000 for the three months ended September 30, 2010. Results for both periods are reduced (versus budget) due to decreased income at one commercial property. The property was flooded in 2010, repaired, and flooded again in 2011. Repairs on this property will be extensive and income from investments in real estate joint ventures is expected to be below historical levels for most of the fiscal year. Income from bank-owned life insurance increased by $123,000 to $404,000 for the three months ended September 30, 2011, from $281,000 for the three months ended September 30, 2010, primarily due to increased investment in bank-owned life insurance. The Company had nonrecurring gains in both the 2011 and 2010 periods. The 2011 gain was a $569,000 net gain that was realized on the sale of a loan classified as held for sale (and a minor gain on the sale of a real estate owned property). The 2010 gain was a $718,000 net gain realized on the sale of real estate owned property.

Operating Expenses

Operating expenses increased by $461,000, or 6.0%, to $8.2 million for the three months ended September 30, 2011, from $7.7 million for the three months ended September 30, 2010. The increase was primarily due to compensation, payroll taxes and fringe benefits which increased by $631,000 to $5.6 million for the three months ended September 30, 2011, from $5.0 million for the three months ended September 30, 2010. Stock awards and options were granted under the Company’s 2011 Equity Incentive Plan (“the Equity Plan”) on August 18, 2011. The quarter ended September 30, 2011 includes 1.5 months of expense for this plan. The expense recognized in the quarter totaled $821,000. The prospective pre-tax quarterly cost associated with the Equity Plan is $1,480,000. Other expenses decreased by $251,000 to $877,000 for the three months ended September 30, 2011, from $1.1 million for the three months ended September 30, 2010. The decrease was primarily due to decreased expenses associated with problem loans.

Income Tax Expense

Income tax expense for the three months ended September 30, 2011 was $3.9 million on pre-tax income of $11.2 million, resulting in an effective tax rate of 34.5%. Income tax expense for the three months ended September 30, 2010 was $4.2 million on pre-tax income of $11.3 million, resulting in an effective tax rate of 36.8%. The Company has implemented various strategic objectives and one of the results of their implementation has been a reduction in the Company’s effective tax rate.

Liquidity and Capital Resources

The Company’s primary sources of funds are deposits, principal and interest payments on loans and mortgage-backed securities, Federal Home Loan Bank (“FHLB”) borrowings and investment maturities. While scheduled amortization of loans is a predictable source of funds, deposit flows and mortgage prepayments are greatly influenced by general interest rates, economic conditions and competition. The Company has other sources of liquidity if a need for additional funds arises, including advances from the FHLB and Federal Reserve Bank of New York.

At September 30, 2011, the Company had $147.2 million in overnight borrowings from the FHLB. At June 30, 2011, the Company had no overnight borrowings from the FHLB. The Company utilizes overnight borrowings from time to time to fund short-term liquidity needs. The Company had total borrowings of $656.5 million at September 30, 2011 and $509.3 million at June 30, 2011. The Company’s total borrowings at September 30, 2011 include $509.3 million in longer term borrowings with the FHLB. In the normal course of business, the Company routinely enters into various commitments, primarily relating to the origination of loans. At September 30, 2011, outstanding commitments to originate loans totaled $98.7 million and outstanding commitments to extend credit totaled $39.5 million. The Company expects to have sufficient funds available to meet current commitments in the normal course of business.

Time deposits scheduled to mature in one year or less totaled $481.9 million at September 30, 2011. Based upon historical experience, management estimates that a significant portion of such deposits will remain with the Company.

On September 29, 2009, the Federal Deposit Insurance Corporation issued a rule pursuant to which all insured depository institutions would be required to prepay their estimated assessments for the fourth quarter of 2009, and for all of 2010, 2011 and 2012. On December 30, 2009, the Company paid $8.2 million in estimated assessments, of which $5.1 million is prepaid at September 30, 2011.

As of September 30, 2011 and June 30, 2011, the Company and Bank exceeded all regulatory capital requirements as follows:


	At September 30, 2011
	Actual					Required
	Amount		Ratio			Amount		Ratio
	(Dollars in thousands)
Company:
Total capital (to risk-weighted assets)	$	545,354		28.2	%	$	154,287		8.0	%
Tier I capital (to risk-weighted assets)		521,121		26.9			77,414		4.0
Tier I capital (to average assets)		521,121		20.3			102,646		4.0


	Actual					Required
	Amount		Ratio			Amount		Ratio
	(Dollars in thousands)
Bank:
Total capital (to risk-weighted assets)	$	447,291		23.7	%	$	151,287		8.0	%
Tier I capital (to risk-weighted assets)		423,604		22.4			75,643		4.0
Tier I capital (to average assets)		423,604		16.9			100,467		4.0


	At June 30, 2011
	Actual					Required
	Amount		Ratio			Amount		Ratio
	(Dollars in thousands)
Company:
Total capital (to risk-weighted assets)	$	666,533		35.5	%	$	150,361		8.0	%
Tier I capital (to risk-weighted assets)		643,002		34.2			75,181		4.0
Tier I capital (to average assets)		643,002		25.1			102,496		4.0


	Actual					Required
	Amount		Ratio			Amount		Ratio
	(Dollars in thousands)
Bank:
Total capital (to risk-weighted assets)	$	438,588		23.8	%	$	147,385		8.0	%
Tier I capital (to risk-weighted assets)		415,516		22.6			73,693		4.0
Tier I capital (to average assets)		415,516		16.4			101,263		4.0

Critical Accounting Policies

Note 1 to the Company’s Audited Consolidated Financial Statements for the year ended June 30, 2011, included in the Company’s Annual Report on Form 10-K, as supplemented by this report, contains a summary of significant accounting policies. Various elements of these accounting policies, by their nature, are inherently subject to estimation techniques, valuation assumptions and other subjective assessments. Certain assets are carried in the consolidated Balance Sheets at estimated fair value or the lower of cost or estimated fair value. Policies with respect to the methodologies used to determine the allowance for loan losses and judgments regarding the valuation of intangible assets and securities as well as the valuation allowance against deferred tax assets are the most critical accounting policies because they are important to the presentation of the Company’s 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 the results of operations or financial condition. These critical accounting policies and their application are reviewed periodically and, at least annually, with the Audit Committee of the Board of Directors. For a further discussion of the critical accounting policies of the Company, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the Company’s Annual Report on Form 10-K, for the year ended June 30, 2011.


Item 3.		Quantitative and Qualitative Disclosures About Market Risk

The majority of our assets and liabilities are monetary in nature. Consequently, our most significant form of market risk is interest rate risk. Our assets, consisting primarily of mortgage loans, have longer maturities than our liabilities, consisting primarily of deposits. As a result, a principal part of our business strategy is to manage interest rate risk and reduce the exposure of our net interest income to changes in market interest rates. Accordingly, our Board of Directors has the authority and responsibility for managing interest rate risk. Oritani Bank has established an Asset/Liability Management Committee, comprised of various members of its senior management, which is responsible for evaluating the interest rate risk inherent in our assets and liabilities, for recommending to the Board the level of risk that is appropriate, given our business strategy, operating environment, capital, liquidity and performance objectives, and for managing this risk consistent with the guidelines approved by the Board of Directors. The Asset/Liability Management Committee reports its activities to the Board on a monthly basis. An interest rate risk analysis is presented to the Board on a quarterly basis.

We have sought to manage our interest rate risk in order to minimize the exposure of our earnings and capital to changes in interest rates. As part of our ongoing asset-liability management, we currently use the following strategies to manage our interest rate risk:

(i)

originating multi-family and commercial real estate loans that generally tend to have shorter interest duration and generally reset at five years;

(ii)

investing in mortgage-backed securities and collateralized mortgage obligations with shorter durations and/or cash flow priortization; and

(iii)

obtaining general financing through longer-term Federal Home Loan Bank advances.

Shortening the average maturity of our interest-earning assets by increasing our investments in shorter-term loans and securities, as well as loans and securities with variable rates of interest, helps to better match the maturities and interest rates of our assets and liabilities, thereby reducing the exposure of our net interest income to changes in market interest rates. By following these strategies, we believe that we are well-positioned to react to increases in market interest rates. However, as discussed in “Comparison of Operating Results-Net Interest Income before Provision for Loan Losses”, the Company’s interest rate risk increased over the quarter primarily due to decreased reliance on time deposits and an increased use of overnight borrowings.

Net Portfolio Value. We compute the amounts by which the net present value of cash flow from assets, liabilities and off balance sheet items (the institution’s net portfolio value or “NPV”) would change in the event of a range of assumed changes in market interest rates. A basis point equals one-hundredth of one percent, and 100 basis points equals one percent. An increase in interest rates from 3% to 4% would mean, for example, a 100 basis point increase in the “Change in Interest Rates” column below.

The table below sets forth, as of September 30, 2011, the estimated changes in our net portfolio value that would result from the designated instantaneous changes in the United States Treasury yield curve. Computations of prospective effects of hypothetical interest rate changes are based on numerous assumptions, including relative levels of market interest rates and loan prepayment and deposit decay rates, and should not be relied upon as indicative of actual results.


								NPV as a Percentage of Present Value
								of Assets (3)
											Increase
Change in Interest	Estimated NPV		Estimated Increase (Decrease) in NPV								(Decrease)
Rates (basis points)(1)	(2)		Amount			Percent		NPV Ratio (4)			basis points
	(Dollars in thousands)
+200	$	502,926	$	(116,549	)	(18.8	)%		19.8	%		(293	)
+100		563,994		(55,481	)	(9.0	)		21.4			(131	)
0		619,475		—		0.0			22.7			—
-100		660,711		41,236		6.7			23.6			88


(1)		Assumes an instantaneous uniform change in interest rates at all maturities.

(2)		NPV is the discounted present value of expected cash flows from assets, liabilities and off-balance sheet contracts.

(3)		Present value of assets represents the discounted present value of incoming cash flows on interest-earning assets.

(4)		NPV Ratio represents NPV divided by the present value of assets.

The table above indicates that at September 30, 2011, in the event of a 100 basis point decrease in interest rates, we would experience a _____% increase in net portfolio value. In the event of a 200 basis point increase in interest rates, we would experience a _____% decrease in net portfolio value. These changes in net portfolio value are within the limitations established in our asset and liability management policies.

Certain shortcomings are inherent in the methodology used in the above interest rate risk measurement. Modeling changes in net portfolio value require making certain assumptions that may or may not reflect the manner in which actual yields and costs respond to changes in market interest rates. In this regard, the net portfolio value table presented assumes that the composition of our interest-sensitive assets and liabilities existing at the beginning of a period remains constant over the period being measured and assumes that a particular change in interest rates is reflected uniformly across the yield curve regardless of the duration or repricing of specific assets and liabilities. Accordingly, although the net portfolio value table provides an indication of our interest rate risk exposure at a particular point in time, such measurements 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 will differ from actual results.


Item 4.		Controls and Procedures

Under the supervision and with the participation of our management, including our Principal Executive Officer and Principal Financial Officer, we evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the period covered by this report. Based upon that evaluation, the Principal Executive Officer and Principal Financial Officer concluded that, as of the end of the period covered by this report, our disclosure controls and procedures were effective.

There were no significant changes made in the Company’s internal controls over financial reporting during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

Part II — Other Information


Item 1.		Legal Proceedings

The Company and its subsidiaries are subject to various legal actions arising in the normal course of business. In the opinion of management, the resolution of these legal actions is not expected to have a material adverse effect on the Company’s financial condition or results of operations.


Item 1A.		Risk Factors

There have been no material changes from those risk factors previously disclosed in the Company’s Annual Report on Form 10-K, filed with the Securities and Exchange Commission on September 12, 2011. In addition to the risks disclosed in the annual report and the other risks described in this quarterly report, there may also be additional risks and uncertainties that are not currently known to us or that we currently deem to be immaterial that could materially and adversely affect our business, financial condition or operating results. As a result, past financial performance may not be a reliable indicator of future performance, and historical trends should not be used to anticipate results or trends in future periods. Further, to the extent that any of the information contained in this Quarterly Report on Form 10-Q constitutes forward-looking statements, the risks disclosed are cautionary statements identifying important factors that could cause our actual results to differ materially from those expressed in any forward-looking statements made by or on behalf of us.


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

	(a)		Unregistered Sale of Equity Securities. There were no sales of unregistered securities during the period covered by this report.

	(b)		Use of Proceeds. Not applicable.

	(c)		Repurchase of Our Equity Securities.

The following table shows the Company’s repurchases of its common stock for each calendar month in the quarter ended September 30, 2011 and the stock repurchase plans approved by our Board of Directors.


							Total Number of		Maximum Number of
	Total Number			Average			Shares Purchased		Shares That May Yet
	of Shares			Price Paid			as part of Publicly		Be Purchased Under
Period	Repurchased			Per Share			Announced Plans		the Plans (2)
July		1,905,769		$	13.01			1,905,769		2,982,679
August		2,982,679	(1)		12.45	(1)		1,384,579		6,660,156
September		4,881,735			13.02			4,881,735		1,778,421

		9,770,183		$	12.84			8,172,083


(1)		Includes 1,598,100 repurchased shares in conjunction with the 2011 Equity Incentive Plan. On August 18, 2011, a total of 1,598,100 shares were granted by the Board of Directors under the Equity Plan. These shares were purchased in open market transactions and reissued as Restricted Stock Awards during the quarter ended September 30, 2011. The total cost of these shares was $19.3 million and the average price per share was $12.06.
(2)		On June 27, 2011, the Board of Directors of the Company authorized a stock repurchase plan pursuant to which the Company repurchased up to 5,624,506 shares, representing approximately 10% of its then outstanding shares. The first repurchase plan was completed on September 14, 2011. In conjunction with the completion of its first 10% repurchase, a new stock repurchase plan, for 10% of the publicly-held outstanding shares, or 5,062,056 shares, was authorized by the Board. The timing of the repurchases depend on certain factors, including but not limited to, market conditions and prices, the Company’s liquidity and capital requirements, and alternative uses of capital. Repurchased shares will be held as treasury stock and will be available for general corporate purposes. The Company conducts such repurchases in accordance with a Rule 10b5-1 trading plan. This program has no expiration date and has 1,778,421 shares yet to be purchased as of September 30, 2011.


Item 3.		Defaults Upon Senior Securities

Not applicable.


Item 4.		Reserved


Item 5.		Other Information

Not applicable


Item 6.		Exhibits

The following exhibits are either filed as part of this report or are incorporated herein by reference:


	3.1			Certificate of Incorporation of Oritani Financial Corp. *

	3.2			Bylaws of Oritani Financial Corp. *

	4			Form of Common Stock Certificate of Oritani Financial Corp. *

	10.1			Employment Agreement between Oritani Financial Corp. and Kevin J. Lynch, ***

	10.2			Form of Employment Agreement between Oritani Financial Corp. and executive officers,***

	10.3			Oritani Bank Director Retirement Plan, ***

	10.4			Oritani Bank Benefit Equalization Plan, ***

	10.5			Oritani Bank Executive Supplemental Retirement Income Agreement, ***

	10.6			Form of Employee Stock Ownership Plan, ***

	10.7			Director Deferred Fee Plan, ***

	10.8			Oritani Financial Corp. 2007 Equity Incentive Plan, ***

	10.9			Oritani Financial Corp. 2011 Equity Incentive Plan*, ***

	14			Code of Ethics****

	21			Subsidiaries of Registrant**

	31.1			Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

	31.2			Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

	32			Certification of Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

	101			Interactive data files pursuant to Rule 405 of Regulation S-T: (i) the Consolidated Statements of Condition, (ii) the Consolidated Statements of Income, (iii) the Consolidated Statements of Comprehensive Income, (iv) the Consolidated Statements of Changes in Stockholders’ Equity, (v) the Consolidated Statements of Cash Flows, and (vi) the Notes to Consolidated Financial Statements tagged as blocks of text ******


*		Incorporated by reference to the Registration Statement on Form S-1 of Oritani Financial Corp. (file no. 333-165226), originally filed with the Securities and Exchange Commission on March 5, 2011.

**		Incorporated by reference to the Registration Statement on Form S-1 of Oritani Financial Corp. (file no. 333-137309), originally filed with the Securities and Exchange Commission on September 14, 2006.

***		Incorporated by reference to the Company’s Proxy Statement for the 2011 Special Meeting of Stockholders filed with the Securities and Exchange Commission on June 27, 2011 (file No. 001-34786).

****		Available on our website www.oritani.com

*****		Management contract, compensatory plan or arrangement.

******		As provided in Rule 406T of Regulation S-T, this information is furnished and not filed for purposes of Sections 11 and 12 of the Securities Act of 1933 and Section 18 of the Securities Exchange Act of 1934.

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.


	ORITANI FINANCIAL CORP.
Date: November 9, 2011	/s/ Kevin J. Lynch
	Kevin J. Lynch
	President and Chief Executive Officer

Date: November 9, 2011	/s/ John M. Fields, Jr.
	John M. Fields, Jr.
	Executive Vice President and Chief Financial Officer

Oritani Financial Corp - FORM 10-Q - November 9, 2011

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