- Statement of Changes in Beneficial Ownership (4)

FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0287 Expires: February 28, 2011 Estimated average burden hours per response... 0.5
	Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940

1. Name and Address of Reporting Person ^* Mahler Christopher L	2. Issuer Name and Ticker or Trading Symbol HUDSON CITY BANCORP INC [ HCBK ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __ X __ Officer (give title below) _____ Other (specify below) Senior Vice President
(Last) (First) (Middle) WEST 80 CENTURY ROAD	3. Date of Earliest Transaction (MM/DD/YYYY) 1/18/2011
(Street) PARAMUS, NJ 07652 (City) (State) (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) _ X _ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock, par value $0.01 per share	7/30/2010		W	V	4633	A	$0	153240 ⁽¹⁾ ⁽⁵⁾	D
Common Stock, par value $0.01 per share								80885	I	By PIB ⁽⁴⁾
Common Stock, par value $0.01 per share								35992	I	By ESOP

*Table II - Derivative Securities Beneficially Owned ( e.g.* , puts, calls, warrants, options, convertible securities)**
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)			11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option (Right to Buy)	$15.69	1/18/2011		A		25000 ⁽⁵⁾		⁽²⁾	1/24/2018	Common Stock	25000 ⁽⁵⁾	$0	25000 ⁽⁵⁾	D
Stock Option (Right to Buy)	$12.76							⁽³⁾	7/20/2016	Common Stock	50000 ⁽⁵⁾		50000 ⁽⁵⁾	D
Stock Option (Right to Buy)	$12.22							1/13/2006	2/18/2014	Common Stock	32060 ⁽⁵⁾		32060 ⁽⁵⁾	D
Stock Option (Right to Buy)	$12.76							1/20/2009	7/20/2016	Common Stock	25000 ⁽⁵⁾		25000 ⁽⁵⁾	D
Stock Option (Right to Buy)	$13.78							1/26/2010	1/25/2017	Common Stock	22500 ⁽⁵⁾		22500 ⁽⁵⁾	D
Stock Option (Right to Buy)	$11.91							1/13/2005	1/21/2014	Common Stock	16029 ⁽⁵⁾		16029 ⁽⁵⁾	D

Explanation of Responses:
( 1)	The reported total includes 10,000 shares of unvested restricted stock awarded under the Hudson City Bancorp, Inc. 2006 Stock Incentive Plan (the "Plan"), which will vest in equal installments on each of January 23, 2011 and 2012 subject only to continued employment through the vesting date.
( 2)	Performance Stock Option grant, on January 25, 2008, to purchase 25,000 shares of common stock pursuant to the Plan. The options are to vest on January 25, 2011 based on 1) satisfaction of certain corporate performance measures and 2) approval by the Company's Compensation Committee that the measures were satisfied. The performance criteria have been met and, on January 18, 2011, approved. Accordingly 25,000 options will vest on January 25, 2011 subject only to continued employment through the vesting date.
( 3)	Option grant on July 21, 2006 to purchase 50,000 shares of common stock pursuant to the Plan. 30,000 options vested on July 21, 2009 and the remaining 20,000 options will vest on July 21, 2011.
( 4)	Shares are held in the reporting person's account in the Hudson City Savings Bank Profit Incentive Bonus Plan.
( 5)	Since the reporting person's last report, 758 shares and half of each stock option grant, previously reported as directly beneficially owned, have been transferred to the reporting person's ex-wife pursuant to a domestic relations order. The amounts reported in footnotes 2 and 3 have also been adjusted accordingly. The reporting person no longer reports as beneficially owned any securities owned by his ex-wife.

Remarks:
Performance Stock Option grant, on 1/19/10, to purchase 75,000 shares of common stock at $13.12 per share. These options have a 10-yr term ending 1/18/20 and become exercisable on 1/19/13. Performance Stock Option grant, on 1/23/09, to purchase 45,000 shares of common stock at $12.03 per share. These options have a 10-yr term ending 1/22/19 and become exercisable on 1/23/12. Terms may end earlier than 10 years in certain circumstances. Vesting is tied to satisfaction, by the exercisable dates, then certification of certain corporate performance measures specific to each grant, and continuous service by the reporting person through such dates. Under applicable SEC regulations, these option grants are reportable in Table II of Form 4 only if and when the performance conditions have been satisfied.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Mahler Christopher L WEST 80 CENTURY ROAD PARAMUS, NJ 07652			Senior Vice President

Signatures
Veronica A. Olszewski, Attorney-in-Fact		1/20/2011
^** Signature of Reporting Person		Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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