SECURITIES AND EXCHANGE COMMISSION

                           Washington, D.C. 20549

                                  FORM 8-K

                               CURRENT REPORT

                    Pursuant to Section 13 or 15(d) of the
                       Securities Exchange Act of 1934

            Date of Report (Date of earliest event reported) April 6, 2000

                              VALLEY NATIONAL BANCORP

               (Exact name of registrant as specified in its charter)

                                    New Jersey

                 (State of other jurisdiction of incorporation)

                                0-11179 22-2477875
            (Commission File Number) (IRS Employer Identification No.)

                                  1455 Valley Road
                              Wayne, New Jersey 07470

                 (Address of principal executive offices)

                                (973) 305-8800

             (Registrant's telephone number, including area code)




Item 5.           Other Events

On April 6, 2000 the Company issued a press release  announcing the declaration
of the Company's 5% stock dividend on the  Company's  common  stock
outstanding.  The stock  dividend  is  payable  May 16,  2000 to  shareholders
of record  May 5,  2000.  Additionally,  the Company  announced the declaration
of an increase in the Company's regular annual dividend rate from $0.99 per
share on an after split basis to $1.04 per share of common stock.  A copy of the
press release is attached to this Form 8-K as an Exhibit.

Item 7.           Exhibits

Exhibit 99.1      Press Release - Stock Dividend





                                    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.



                                  VALLEY NATIONAL BANCORP


Dated:   April 7, 2000            By:    /s/ Alan D. Eskow
                                      Alan D. Eskow
                                      Corporate Secretary





                            INDEX TO EXHIBITS


Exhibit No.                Description

99.1     Press Release - Stock Dividend





                   VALLEY NATIONAL BANCORP BOARD OF DIRECTORS DECLARES

                 A 5 PERCENT STOCK DIVIDEND AND INCREASES CASH DIVIDEND




WAYNE,  NJ, April 6, 2000-- Valley National Bancorp  (NYSE:VLY)  today reported
that the Board of Directors  approved a 5 percent stock dividend payable
May 16, 2000, to the shareholders of record on May 5, 2000.

Mr. Gerald H. Lipkin,  Chairman,  President and Chief Executive  Officer of
Valley National Bancorp said "In conjunction with the stock dividend,  Valley
is also  increasing  its  regular  annual  dividend  rate from $0.99 per share
on an after  split  basis to $1.04 per share.  This  represents  an  increase
of 5.0  percent  after  adjusting  for the  effect of the stock  dividend  and
increased cash dividend."  The next quarterly cash dividend is due to be paid
on July 3, 2000.

Valley's  annual  dividend  rate has increased on a restated  basis 1,200
percent from $0.08 per share in 1978.  Mr. Lipkin noted that "We have never
reduced the regular cash dividend in the 72 year history of the bank. In fact,
during the last three decades,  Valley's dividend has increased 30 times."

Valley National  Bancorp is a regional bank holding  company  headquartered in
Wayne,  NJ. Its principal  subsidiary,  Valley National Bank, has $6.4 billion
in assets and operates 117 branch offices in 10 counties serving 76 communities
throughout New Jersey.