- Statement of Changes in Beneficial Ownership (4)
August 05 2010 - 12:58PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
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3235-0287
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February 28, 2011
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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
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1. Name and Address of Reporting Person
*
REDMAN MONTE N
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2. Issuer Name
and
Ticker or Trading Symbol
ASTORIA FINANCIAL CORP
[
AF
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
President & COO
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(Last)
(First)
(Middle)
ONE ASTORIA FEDERAL PLAZA
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3. Date of Earliest Transaction
(MM/DD/YYYY)
8/4/2010
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(Street)
LAKE SUCCESS, NY 11042
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock
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8/4/2010
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G
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340
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D
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(1)
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391258.21
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D
(2)
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Common Stock
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8350.36
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I
(3)
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Spouse
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Common Stock
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44166.61
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I
(4)
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ESOP
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Common Stock
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27321.09
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I
(5)
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401(K)
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Common Stock
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30300
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I
(6)
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RSA
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Common Stock
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55900
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I
(7)
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RSA
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Common Stock
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136760
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I
(8)
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RSA
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Common Stock
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119690
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I
(9)
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RSA
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Non-Statutory Stock Option
(10)
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$16.5625
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1/10/2004
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12/19/2010
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Common Stock
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143964
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143964
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D
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Non Statutory Stock Option
(10)
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$16.8333
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1/10/2005
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12/18/2011
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Common Stock
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126060
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126060
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D
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Non-Statutory Stock Option
(10)
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$18
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1/10/2006
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12/17/2012
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Common Stock
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165445
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165445
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D
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Non-Statutory Stock Option
(11)
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$24.4
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12/22/2005
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12/16/2013
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Common Stock
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4098
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4098
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D
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Non-Statutory Stock Option
(11)
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$24.4
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12/22/2005
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12/16/2013
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Common Stock
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126402
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126402
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D
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Non-Statutory Stock Option
(11)
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$26.6267
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12/22/2005
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12/14/2014
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Common Stock
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3754
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3754
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D
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Non-Statutory Stock Option
(11)
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$26.6267
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12/22/2005
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12/14/2014
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Common Stock
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176246
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176246
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D
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Non-Statutory Stock Option
(12)
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$29.02
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1/9/2009
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12/20/2012
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Common Stock
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154700
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154700
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D
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Explanation of Responses:
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(
1)
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On August 4,2010, Mr. Redman gifted 340 shares of Astoria Financial Corporation Common Stock to his son, Adam Redman.
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(
2)
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Includes shares acquired pursuant to the Astoria Financial Corporation Automatic Dividend Reinvestment Stock Purchase Plan which are exempt from the operation of Section 16 of the Securities Exchange Act of 1934 and are beneficially owned directly by Mr. Redman.
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(
3)
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Includes shares acquired pursuant to the Astoria Financial Corporation Dividend Reinvestment Stock Purchase Plan which are exempt from the operation of Section 16 of the Securities Exchange Act of 1934 that are held by Mr. Redman's spouse.
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(
4)
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Represents shares allocated to Mr. Redman's account under the Astoria Federal Savings and Loan Association Employee Stock Ownership Plan ("ESOP") as of June 30, 2010 and held in the ESOP Trust.
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(
5)
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Represents shares held in the Employer Stock Fund of Astoria Incentive Savings Plan ("401(k) Plan") for the account of Mr. Redman as of June 30, 2010. Shares are held in the 401(k) Plan Trust.
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(
6)
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Represents award of restricted stock pursuant to the 2005 Stock Incentive Plan for Officers and Employees of Astoria Financial Corporation, or the 2005 Plan. The restricted stock will vest and be distributed effective January 9, 2012 or earlier upon the death, disability or retirement at normal retirement age, on a change of control, or, in the case of the executive officers, pursuant to the terms of their respective employment agreements with the Company, upon the termination of the employment by the Company prior to the end of the term of such employment agreement without cause, as defined therein.
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(
7)
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Represents award of restricted stock pursuant to the 2005 Stock Incentive Plan for Officers and Employees of Astoria Financial Corporation, or the 2005 Plan. The restricted stock will vest and be distributed effective January 28, 2013 or earlier upon the death, disability, on a Change in Control (as defined in the 2005 Plan), or, in the case of executive officers, pursuant to the terms of their respective employment agreements with the Company, upon the termination of employment by the Company prior to the end of the term of such employment agreement without cause, as defined therein.
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(
8)
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Represents award of restricted stock pursuant to the 2005 Stock Incentive Plan for Officers and Employees of Astoria Financial Corporation, or the 2005 Plan. The remaining restricted stock will vest over four (4) years and be distributed in accordance with the following vesting schedule: 20% on December 15, 2010; 20% on December 15, 2011; 20% on December 17, 2012 and 20% on December 16, 2013 or earlier upon the death, disability or Change in Control (as defined in the 2005 Plan), or pursuant to the terms of his respective employment agreements with the Company, upon the termination of employment by the Company prior to the end of the term of such employment agreement without cause, as defined therein.
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(
9)
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Represents award of restricted stock pursuant to the 2005 Stock Incentive Plan for Officers and Employees of Astoria Financial Corporation, or the 2005 Plan. The restricted stock will vest over five (5) years and be distributed in accordance with the following vesting schedule: 20% on December 14, 2010; 20% on December 14, 2011; 20% on December 14, 2012; 20% on December 16, 2013 and 20% on December 15, 2014 or earlier upon the death, disability or Change in Control (as defined in the 2005 Plan), or pursuant to the terms of his respective employment agreements with the Company, upon the termination of employment by the Company prior to the end of the term of such employment agreement without cause, as defined therein.
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(
10)
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Options were granted pursuant to the 1999 Stock Option Plan for Officers and Employees of Astoria Financial Corporation, or the 1999 Plan.
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(
11)
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Options were granted pursuant to the 2003 Stock Option Plan for Officers and Employees of Astoria Financial Corporation, or the 2003 Plan.
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(
12)
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Options were granted pursuant to the 2005 Stock Incentive Plan for Officers and Employees of Astoria Financial Corporation, or the 2005 Plan.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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REDMAN MONTE N
ONE ASTORIA FEDERAL PLAZA
LAKE SUCCESS, NY 11042
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President & COO
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Signatures
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Monte N. Redman
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8/5/2010
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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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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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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