SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                   -----------

                                    FORM 10-K

                        FOR ANNUAL AND TRANSITION REPORTS
                     PURSUANT TO SECTIONS 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934
(Mark One)
[X]  ANNUAL REPORT  PURSUANT TO SECTION 13 OR 15(d) OF THE  SECURITIES  EXCHANGE
     ACT OF 1934

For the fiscal year ended December 31, 2000
                                       OR
[ ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
     EXCHANGE ACT OF 1934

For the transition period from _________ to _____________

                         Commission file Number 0-12220

                      THE FIRST OF LONG ISLAND CORPORATION
             (Exact Name Of Registrant As Specified In Its Charter)

               New York                                      11-2672906
   (State or Other Jurisdiction of                       (I.R.S. Employer
    Incorporation or Organization)                      Identification No.)

   10 Glen Head Road, Glen Head, NY                            11545
(Address of Principal Executive Offices)                     (Zip Code)

Registrant's telephone number, including area code (516) 671-4900

Securities registered pursuant to Section 12(b) of the Act:

  Title of Each Class                Name of Each Exchange on Which Registered
         None                                           N/A

Securities registered pursuant to Section 12(g) of the Act:

Common Stock, $.10 par value per share
           (Title of class)

     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
filing requirement for the past 90 days.
Yes  _X_    No __

     Indicate by check mark if disclosure of delinquent  filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's  knowledge,  in definitive proxy or information  statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. [X]

                            [Cover page 1 of 2 pages]





     The aggregate market value of the Corporation's  voting stock (based on the
price  at  which  the  stock  was  last  sold  on  February  28,  2001)  held by
non-affiliates  was $96,620,451  (excludes  $15,343,411  representing the market
value of common stock  beneficially owned by directors and executive officers of
the Registrant).

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

            Class                              Outstanding at February 28, 2001
Common Stock, $.10 par value                                2,889,390

DOCUMENTS INCORPORATED BY REFERENCE

     Portions of the Corporation's  Annual Report to shareholders for the fiscal
year ended December 31, 2000 are incorporated by reference into Parts II and IV.

     Portions of the  Registrant's  Proxy  Statement  for the Annual  Meeting of
Stockholders  to be held April 17, 2001 are  incorporated by reference into Part
III.

                            [Cover page 2 of 2 pages]














                                     PART I

ITEM 1.  BUSINESS

General

     The  First  of  Long   Island   Corporation   (the   "Registrant"   or  the
"Corporation"), a one-bank holding Company, was incorporated on February 7, 1984
for the  purpose  of  providing  financial  services  through  its  wholly-owned
subsidiary, The First National Bank of Long Island (the "Bank").

     The Bank was organized in 1927 as a national banking  association under the
laws of the United States of America and was known as the First National Bank of
Glen Head through June 30, 1978.  The Bank has a Trust and  Investment  Services
Department and has conducted insurance business through The First of Long Island
Agency, Inc. (the "Agency"), a wholly-owned subsidiary.

     The  Bank  serves  the  financial  needs  of  privately  owned  businesses,
professionals,  consumers,  public bodies, and other organizations  primarily in
Nassau and Suffolk Counties, Long Island. The principal business of the Bank has
historically  consisted of  attracting  business and  consumer  checking,  money
market and savings deposits and investing those funds in investment  securities,
commercial and residential  mortgage loans,  commercial  loans,  and home equity
loans and lines.  The  Corporation's  loan  portfolio is primarily  comprised of
loans to  borrowers  in Nassau and Suffolk  Counties  and real estate  loans are
principally secured by properties located in these Counties.

     The Bank's  investment  securities  portfolio is comprised of U.S. Treasury
securities,    U.S.   government   agency   securities   (principally   modified
pass-through,  mortgage-backed  securities of Federal agencies),  collateralized
mortgage obligations,  state and municipal  securities,  and corporate bonds and
commercial  paper.  The Bank also regularly  sells federal funds on an overnight
basis to a number of banking institutions.

     The Bank  offers a  variety  of  deposit  products  having a wide  range of
interest rates and terms.  The principal  products  include  checking  accounts,
money market type accounts,  savings accounts, escrow service and IOLA (interest
on lawyer) accounts, and time deposit accounts.

     In  addition  to its loan and  deposit  products,  the  Bank  offers  other
services to its customers including the following:

o    ATM Banking
o    Bill Payment Using PC or Telephone Banking
o    Collection Services
o    Counter Checks and Certified Checks
o    Drive-Through Banking
o    Foreign Drafts
o    Gift Checks and Personal Money Orders
o    Internet PC Banking For Personal and Commercial Customers
o    Merchant Credit Card Depository Services
o    Night Depository Services
o    Payroll Services
o    Safe Deposit Boxes
o    Securities Transactions
o    Signature Guarantee Services
o    Telephone Banking
o    Travelers Checks
o    Trust and Investment Management Services
o    U.S. Savings Bonds
o    Wire Transfers and Foreign Cables
o    Withholding Tax Depository Services

     The  Trust  and  Investment   Services   Department   provides   investment
management, pension trust, personal trust, estate, and custody services.

     The Agency is a licensed insurance agency which was organized in 1994 under
the laws of the State of New York and has primarily engaged in the sale of fixed
rate annuity products.

     During the 2000 year, the Bank opened three new commercial banking offices;
two in Suffolk County, Long Island and the Bank's first office in Queens County,
New York. In addition,  in February  2001,  the Bank opened  another  commercial
banking office in Suffolk  County,  Long Island.  In the coming years,  the Bank
will  continue  to search for  favorable  locations  at which to  establish  new
branches, with continued emphasis on the commercial banking unit type.

     In addition to the four new branch locations  discussed above, the Bank has
a main office located in Huntington,  New York, eight other full service offices
(Glen Head,  Greenvale,  Locust Valley,  Northport,  Old  Brookville,  Rockville
Centre,  Roslyn  Heights,  Woodbury) and nine other  commercial  banking offices
(Bohemia, Garden City, Great Neck, Hauppauge, Hicksville, Lake Success, Mineola,
New Hyde Park, Valley Stream), all of which are in Nassau and Suffolk Counties.

      The Bank's  revenues  are  derived  principally  from  interest  on loans,
interest on investment securities, service charges and fees on deposit accounts,
and income from trust and investment management services.

     The Bank did not  commence,  abandon,  or  significantly  change any of its
lines of business during 2000.



                                       1



     The Bank encounters  substantial  competition in its banking  business from
numerous  other  banking   corporations   which  have  offices  located  in  the
communities  served by the Bank.  Principal  competitors  are  branches of large
banks, such as Citibank,  Chase Manhattan Bank, Bank of New York, and Fleet Bank
NA, and various Long Island based banks.

Lending Activities

     General. The Bank's loan portfolio is primarily comprised of loans to small
and medium-sized  privately owned  businesses,  professionals,  and consumers in
Nassau and Suffolk  Counties.  The Bank offers a full range of lending  services
including  construction loans,  commercial and residential  mortgage loans, home
equity loans and lines,  commercial  loans,  consumer loans,  and commercial and
standby  letters  of credit.  Commercial  loans  include,  among  other  things,
short-term  business loans; term and installment loans;  revolving credit loans;
and loans secured by marketable  securities,  the cash  surrender  value of life
insurance  policies,  or deposit accounts.  Consumer loans include,  among other
things,  student  loans  guaranteed  by  the  Federal  government,  auto  loans,
unsecured  home  improvement  loans,   secured  and  unsecured  personal  loans,
overdraft checking lines, and VISA(R) credit cards.

     The Bank makes both fixed and variable rate loans.  Variable rate loans are
tied to and reprice  with changes in the Bank's prime  interest  rate,  The Wall
Street Journal prime interest rate,  U.S.  Treasury  rates,  or the Federal Home
Loan Bank of New York regular fixed advance rate.  Commercial mortgage loans are
made with terms usually not in excess of fifteen  years,  while the maximum term
on  residential  mortgage  loans is thirty years.  Commercial and consumer loans
generally  mature within five years.  The Bank's current  practice is to usually
lend no more than 75% of appraised value on residential  mortgage loans,  65% on
home equity loans and 70% on commercial mortgage loans.

     The risks  inherent in the Bank's loan  portfolio  primarily  stem from the
following  factors  relating to borrower  size,  geographic  concentration,  and
environmental  contamination:  first, loans to small and medium-sized businesses
sometimes involve a higher degree of risk than those to larger companies because
such businesses may have shorter operating  histories and higher  debt-to-equity
ratios than larger  companies  and may lack  sophistication  in internal  record
keeping and financial and operational  controls;  second, the ability of many of
the Bank's  borrowers  to repay their loans is  dependent on the strength of the
local economy;  and finally, if it becomes necessary to foreclose a loan secured
by real  estate,  the  ability of the Bank to fully  realize its  investment  is
dependent on the strength of the Long Island real estate  market and the absence
of environmental contamination.  The Bank does not have any significant industry
concentrations or foreign loans.

     Except home equity  products,  loans from $300,000 to $500,000  require the
approval of the Management Loan Committee (home equity loans and lines have more
stringent  approval  requirements).  All loans in excess of $500,000 require the
approval  of the  Management  Loan  Committee  and two members of the Board Loan
Committee, one of whom must be a non-management director.

     The Bank's  lending is subject to written  underwriting  standards and loan
origination  procedures,  as  approved  by the  Bank's  Board of  Directors  and
contained  in the Bank's  loan  policies.  The Bank's  loan  policies  allow for
exceptions  and set forth the  specific  approvals  required.  Decisions on loan
applications  are based on, among other things,  the borrower's  credit history,
the financial  strength of the borrower,  estimates of the borrower's ability to
repay  the  loan,  and the  value of the  collateral,  if any.  All real  estate
appraisals  must meet the  requirements  of the Financial  Institutions  Reform,
Recovery and Enforcement Act of 1989.

     Portfolio   Composition  and  Selected  Loan  Maturity   Information.   The
composition of the Bank's loan portfolio and maturity and rate  information  for
the Bank's  commercial and industrial  loans can be found in "Note C - Loans" to
the Corporation's consolidated financial statements which have been incorporated
by reference into "Item 8. Financial  Statements and Supplemental  Data" of this
Form 10-K.

     Commercial  Loans.  The Bank  makes  commercial  loans  on a demand  basis,
short-term basis, or installment basis.  Short-term business loans are generally
due and payable within one year and should be self liquidating during the normal
course of the borrower's  business cycle. Term and installment loans are usually
due and payable  within five years.  Generally,  it is the policy of the Bank to
obtain personal  guarantees of principal owners on loans made to privately-owned
businesses.

     Real  Estate  Mortgage  and Home  Equity  Loans and  Lines.  The Bank makes
residential and commercial  mortgage loans and home equity loans and establishes
home equity lines of credit.  Applicants for residential mortgage loans and home
equity  loans and lines  will be  considered  for  approval  provided  they have
satisfactory  credit  history  and the Bank  believes  that there is  sufficient
monthly  income to service both the loan or line applied for and existing  debt.
Applicants  for  commercial  mortgage  loans  will be  considered  for  approval
provided they, as well as any guarantors,  have satisfactory  credit history and
can  demonstrate,  through  financial  statements and otherwise,  the ability to
repay.  If the source of  repayment is rental  income,  such income must be more
than sufficient to amortize the debt.

     In  processing  requests for  commercial  mortgage  loans,  the Bank almost
always  requires an  environmental  assessment  to identify the  possibility  of
environmental  contamination on or near the subject property.  The extent of the
assessment  procedures  varies from property to property and is based on factors
such as whether or not the subject property is an



                                       2



industrial  building,  in close proximity to a known  environmentally  hazardous
area, or a suspected environmental risk based on current or past use.

     Construction  Loans.  The Bank makes loans to finance the  construction  of
both  residential  and  commercial  properties.  The  maturity  of such loans is
generally one year or less and advances are made as the construction progresses.
The advances can require the submission of bills by the contractor, verification
by a  Bank-approved  inspector that the work has been  performed,  and obtaining
title insurance updates to insure that no intervening liens have been placed.

     Consumer Loans and Lines.  The Bank makes student loans,  auto loans,  home
improvement  loans, and other consumer loans,  establishes  revolving  overdraft
lines of credit,  and issues VISA(R) credit cards.  Consumer loans and lines may
be secured or unsecured. With the exception of student loans, consumer loans are
generally made on an installment  basis over terms not exceeding five years.  In
reviewing loans and lines for approval, the Bank considers,  among other things,
ability  to repay,  stability  of  employment  and  residence,  and past  credit
history.

     Past Due,  Nonaccrual,  and Restructured Loans.  Selected information about
the Bank's past due, nonaccrual,  and restructured loans can be found in "Note C
- - Loans" to the Corporation's  consolidated financial statements which have been
incorporated  by reference into "Item 8. Financial  Statements and  Supplemental
Data" of this Form 10-K.

     The accrual of interest on loans is generally  discontinued  when principal
or interest  payments  become past due 90 days or more. As of December 31, 2000,
the Bank did not have any impaired  loans or material  potential  problem  loans
except  for the  loans  disclosed  in  "Note  C" to its  consolidated  financial
statements.

     Economic  conditions  in the Bank's market area were  favorable  during the
2000 year. Future levels of past due, nonperforming, and restructured loans will
be affected by the strength of the local economy.

     Allowance for Loan Losses.  The allowance for loan losses is an amount that
management  currently  believes  will be adequate to absorb  estimated  inherent
losses in the Bank's loan  portfolio.  Changes in the Bank's  allowance for loan
losses for each of the five years in the period ended  December 31, 2000 and the
allocation  of the Bank's  allowance  for loan losses by loan type at the end of
each of these  years  can be found  in  "Note C -  Loans"  to the  Corporation's
consolidated financial statements which have been incorporated by reference into
"Item 8. Financial Statements and Supplemental Data" of this Form 10-K.

      The allowance for loan losses is established  through  provisions for loan
losses  charged  against  income and reductions in the allowance are credited to
income. Amounts deemed to be uncollectible are charged against the allowance for
loan losses, and subsequent  recoveries,  if any, are credited to the allowance.
The allocated  component of the allowance for loan losses represents  impairment
losses identified as a result of selectively  reviewing  individual credits plus
losses on loans that have not been  specifically  reviewed but rather determined
on a pooled basis taking into account a variety of factors including  historical
losses;  levels of and trends in delinquencies and nonaccruing loans;  trends in
volume  and  terms  of  loans;  changes  in  lending  policies  and  procedures;
experience,  ability and depth of lending  staff;  national  and local  economic
conditions;  concentrations of credit; and environmental  risks. The unallocated
or  general  component  of the  allowance  is  designed  to cover  losses in the
portfolio that have not otherwise been identified through the review of specific
loans or pools of loans.

       The amount of future  chargeoffs  and  provisions for loan losses will be
affected by, among other things,  local  economic  conditions.  Such  conditions
affect the  financial  strength  of the Bank's  borrowers  and the value of real
estate  collateral  securing the Bank's  mortgage  loans.  In  addition,  future
provisions  and  chargeoffs  could be affected by  environmental  impairment  of
properties  securing the Bank's  mortgage  loans.  Loans  secured by real estate
represent  approximately  81% of total loans  outstanding  at December 31, 2000.
Environmental  audits for commercial  mortgages  were  instituted by the Bank in
1987.  Under the Bank's current policy,  an  environmental  audit is required on
practically  all  commercial-type  properties that are considered for a mortgage
loan.  At the present time,  the Bank is not aware of any existing  loans in the
portfolio where there is  environmental  pollution  originating on the mortgaged
properties that would materially affect the value of the portfolio.

  Investment Activities

     General.  The  investment  policy of the Bank,  as approved by the Board of
Directors and  supervised  by both the Board and the  Investment  Committee,  is
intended to promote  investment  practices  which are both safe and sound and in
full  compliance with the Federal  Financial  Institutions  Examination  Council
(FFIEC)  Supervisory  Policy  Statement on  Investment  Securities  and End-User
Derivative Activities and all other applicable regulations. Investment authority
will be granted and amended as is necessary by the Board of Directors.

     The Bank's investment  decisions seek to maximize income while keeping both
credit and market risk at acceptable  levels,  provide for the Bank's  liquidity
needs, assist in managing interest rate sensitivity, and provide securities that
can be pledged, as needed, to secure deposits or borrowing lines.

     The Bank's investment policy limits individual  maturities to fifteen years
and average lives, in the case of collateralized mortgage obligations (CMOs) and
other mortgage-backed securities, to 10 years. At the time of purchase, bonds of
states and political  subdivisions must generally be rated A or better, notes of
states and political  subdivisions must generally be



                                       3



rated MIG-2 (or equivalent) or better, and commercial paper must be rated A-1 or
P-1. In addition,  management periodically reviews issuer credit ratings for all
securities  in the  Bank's  portfolio  other  than  those  issued  by  the  U.S.
government or its agencies.  Any  deterioration  in the  creditworthiness  of an
issuer will be analyzed and action will be taken if deemed appropriate. The Bank
has not engaged in the purchase and sale of securities  for the primary  purpose
of producing  trading profits and its current  investment  policy does not allow
such activity.

     At December 31, 2000, the Bank had net unrealized gains of $2,684,000 in it
held-to-maturity  portfolio,  consisting of gross unrealized gains of $3,110,000
and gross  unrealized  losses of $426,000.  The unrealized gains and losses were
principally caused by decreases and increases,  respectively,  in interest rates
since the securities were purchased. The Bank has the intent and ability to hold
these  securities to maturity and therefore  expects that neither the unrealized
gains nor the unrealized  losses will ever be realized.  However,  the effect of
holding securities with unrealized gains or losses is that more or less interest
will be earned in future  periods than could be earned on  securities  purchased
currently.

     Portfolio  Composition.  The composition of the Bank's investment portfolio
can  be  found  in  "Note  B  -  Investment  Securities"  to  the  Corporation's
consolidated financial statements which have been incorporated by reference into
"Item 8. Financial Statements and Supplemental Data" of this Form 10-K.

     Maturity  Information.  The maturities  and weighted  average yields of the
Bank's  investment  securities  at  December  31, 2000 can be found in "Note B -
Investment  Securities" to the Corporation's  consolidated  financial statements
which have been incorporated by reference into "Item 8. Financial Statements and
Supplemental Data" of this Form 10-K.

     The Bank received  dividends on its Federal Reserve Bank stock of $6,943 in
2000 representing a yield of 6.00%.

Sources of Funds

     General.  The  Bank's  primary  sources  of funds  are  deposits,  retained
earnings, collection of principal and interest on loans, maturity and redemption
of investment  securities,  interest earned on investment securities and federal
funds sold, and other funds provided from operations.

     The Bank offers checking and interest-bearing deposit products. In addition
to  business  checking,  the Bank has a variety of  personal  checking  products
including "First Class",  "Prime",  regular,  budget, senior citizen and special
checking.  Among other things,  the personal  products differ in minimum balance
requirements,   monthly   maintenance   fees,   and  per  check   charges.   The
interest-bearing deposit products, which have a wide range of interest rates and
terms, consist of checking, including interest on lawyer accounts (IOLA); escrow
service  accounts;  three  money-market-type  products,  including a traditional
money market savings  account,  "Select  Savings" - a statement  savings account
that earns a money  market  rate,  and  "Diamond  Savings" - a passbook  savings
account  that  earns  a  money  market  rate;   traditional  statement  savings;
traditional passbook savings;  savings certificates (3 month, 6 month and 1 to 6
year terms); large and jumbo certificates; holiday club accounts; and individual
retirement accounts (savings certificates with terms of 1 to 6 years).

     Total  certificates  of deposit,  the majority of which  mature  within one
year,  were  $44,174,000,  or 8.0% of total  deposits,  at  December  31,  2000.
Certificates  of  deposit in amounts of  $100,000  or more were  $19,919,000  at
December 31, 2000, or 3.6% of total deposits.

     The  Bank  relies  primarily  on  customer   service,   calling   programs,
competitive pricing, and advertising to attract and retain deposits.  Currently,
the Bank solicits deposits only from its local market area and does not have any
deposits   which  qualify  as  brokered   deposits  under   applicable   Federal
regulations.  The flow of deposits is influenced by general economic conditions,
changes in interest rates and competition.

     Classification of Average Deposits.  The Bank's average deposit balances by
major  classification  can be found in "Note E - Deposits" to the  Corporation's
consolidated financial statements which have been incorporated by reference into
"Item 8. Financial Statements and Supplemental Data" of this Form 10-K.

     Remaining  Maturities of Time  Deposits.  The  remaining  maturities of the
Bank's time  deposits in amounts of $100,000 or more at December 31, 2000 can be
found  in  "Note  E -  Deposits"  to the  Corporation's  consolidated  financial
statements  which have been  incorporated  by reference  into "Item 8. Financial
Statements and Supplemental Data" of this Form 10-K.

Competition

     The heavy  concentration  of financial  institutions  in Nassau and Suffolk
Counties has led to keen competition for both loans and deposits. Competition in
originating  commercial  loans  comes  primarily  from  commercial  institutions
located in the Bank's market area. The Bank competes for commercial loans on the
basis of the quality of service it provides to borrowers, the interest rates and
loan fees it charges, and the types of loans it offers.

     The Bank attracts all of its deposits through its banking offices primarily
from the communities in which those banking offices are located. Competition for
deposits is principally from other commercial  banks,  savings banks,  brokerage
firms and credit  unions  located in these  communities.  The Bank  competes for
these  deposits by  offering a variety of account



                                       4



alternatives at competitive rates, a competitive service charge schedule, a high
level of customer service and convenient branch locations.

Employees

     As of December 31, 2000,  the Bank had 174 full-time  equivalent  employees
and considers employee  relations to be satisfactory.  Employees of the Bank are
not represented by a collective bargaining unit.

Regulation

     The Corporation is subject to the regulation and supervision of the Federal
Reserve Board and the Securities and Exchange  Commission.  The primary  banking
agency  responsible  for regulating the Bank is the Comptroller of the Currency.
The Bank is also subject to regulation and  supervision  by the Federal  Reserve
Board and the Federal Deposit Insurance Corporation.

ITEM 2.  PROPERTIES

     The Corporation neither owns nor leases any real estate.  Office facilities
of the Corporation are located at 10 Glen Head Road, Glen Head, NY in a building
owned by the Bank.

     The  Bank's  designated  main  office is  located  at 253 New York  Avenue,
Huntington,  New York.  Including the main office,  the Bank owns a total of ten
buildings  in  fee  and  occupies   fourteen   other   facilities   under  lease
arrangements.  All of the facilities  owned or leased by the Bank are in Nassau,
Suffolk, and Queens Counties, New York.

     The  Corporation  believes  that the  physical  facilities  of the Bank are
suitable and adequate at present and are being fully utilized.

ITEM 3.  LEGAL PROCEEDINGS

     Other than ordinary routine  litigation  incidental to the business,  it is
believed that there are no material legal proceedings, either individually or in
the aggregate,  to which the  Corporation or the Bank is a party or to which any
of their property is subject.

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY-HOLDERS

     None were submitted to a vote of security holders during the fourth quarter
of 2000.

                                    PART II

ITEM 5.  MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

     The Corporation's common stock trades on the Nasdaq SmallCap Market tier of
the Nasdaq Stock Market under the symbol "FLIC".  The table  appearing on page 1
of the  Corporation's  Annual Report to  Shareholders  for the fiscal year ended
December 31, 2000  showing the high and low sales  prices,  by quarter,  for the
years ended December 31, 2000 and 1999 is incorporated herein by reference.

     On February  28, 2001,  there were  2,889,390  shares of the  Corporation's
common  stock  outstanding  with 733  holders of record.  The  holders of record
include banks and brokers who act as nominees,  each of whom may represent  more
than one stockholder.

     During 2000 and 1999, the Corporation  declared  semi-annual cash dividends
aggregating $.72 and $.64 per share, respectively.

ITEM 6.  SELECTED FINANCIAL DATA

     "Selected  Financial Data" appearing on page 1 of the Corporation's  Annual
Report  to  Shareholders  for  the  fiscal  year  ended  December  31,  2000  is
incorporated herein by reference.

     The Corporation's  dividend payout ratio was 22.86%,  19.81% and 21.92% for
2000, 1999 and 1998, respectively.

ITEM 7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

     "Management's Discussion and Analysis of Financial Condition and Results of
Operations"  appearing on pages 9 through 18 of the Corporation's  Annual Report
to  Shareholders  for the fiscal year ended  December  31, 2000 is  incorporated
herein by reference.

ITEM 7A.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

     The market  risk  information  included  in  "Management's  Discussion  and
Analysis of Financial  Condition  and Results of  Operations"  and  appearing on
pages 16 and 17 of the  Corporation's  Annual  Report  to  Shareholders  for the
fiscal year ended December 31, 2000 is incorporated herein by reference.



                                       5



ITEM 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

     The  consolidated  financial  statements and report of  independent  public
accountants  appearing on pages 20 through 42 of the Corporation's Annual Report
to  Shareholders  for the fiscal year ended  December 31, 2000 are  incorporated
herein by reference.

ITEM 9.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE

     None.

                                    PART III

ITEM 10.  DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

     "ELECTION OF  DIRECTORS"  appearing  on pages 3 through 5 and  "MANAGEMENT"
appearing  on  pages 7 and 8 of  Registrant's  Proxy  Statement  for its  Annual
Meeting of  Stockholders  to be held April 17, 2001 are  incorporated  herein by
reference.

ITEM 11.  EXECUTIVE COMPENSATION

     "COMPENSATION  OF  DIRECTORS",   "BOARD  COMPENSATION   COMMITTEE  REPORT",
"COMPENSATION   OF   EXECUTIVE   OFFICERS",    "SUMMARY   COMPENSATION   TABLE",
"COMPENSATION  PURSUANT TO PLANS", and "PERFORMANCE  GRAPH" appearing on pages 5
and 9 through 17 of the  Registrant's  Proxy Statement for its Annual Meeting of
Stockholders to be held April 17, 2001 are incorporated herein by reference.

ITEM 12.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

     "VOTING SECURITIES AND PRINCIPAL STOCKHOLDERS" appearing on Pages 1 through
3 of  Registrant's  Proxy Statement for its Annual Meeting of Stockholders to be
held April 17, 2001 is incorporated herein by reference.

ITEM 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

     "TRANSACTIONS   WITH  MANAGEMENT  AND  OTHERS"  appearing  on  page  18  of
Registrant's  Proxy  Statement for its Annual Meeting of Stockholders to be held
April 17, 2001 is incorporated herein by reference.

                                     PART IV

ITEM 14.  EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K

(a) 1. Consolidated Financial Statements

     The following  consolidated financial statements of the Corporation and its
subsidiary, and Report of Independent Public Accountants thereon, as required by
Item 8 of this report are incorporated herein by reference.

o    Consolidated Balance Sheets - December 31, 2000 and 1999
o    Consolidated Statements of Income - Years ended December 31, 2000, 1999 and
     1998
o    Consolidated  Statement  of Changes in  Stockholders'  Equity - Years ended
     December 31, 2000, 1999 and 1998
o    Consolidated Statements of Cash Flows - Years ended December 31, 2000, 1999
     and 1998
o    Notes to Consolidated Financial Statements

(a) 2. Financial Statement Schedules

     None Applicable.

(a) 3. Listing of Exhibits

     The following exhibits are submitted herewith.



Exhibit No.   Name                                                                              Method of Filing
- -----------   ----                                                                              ----------------
                                                                                           
3 (i)         Certificate of Incorporation, as amended                                           *
3 (ii)        By-laws, as amended                                                                **
10.1          Incentive Compensation Plan                                                        ***
10.2          1986 Stock Option and Appreciation Rights Plan                                     ****
10.3          1996 Stock Option and Appreciation Rights Plan                                     *****
10.4          Amendment to 1996 Stock Option and Appreciation Rights Plan dated
                February 20, 2001                                                                Included herein
10.5          Employment Agreement between Registrant and J. William Johnson,
                dated January 31, 1996, as amended December 18, 1996, January 2, 1998,
                  and January 6, 1999                                                            ******




                                       6





Exhibit No.   Name                                                                              Exhibits
- -----------   ----                                                                              --------
                                                                                          
10.6          Employment Agreement between Registrant and Arthur J. Lupinacci, Jr.,
                dated July 1, 1999                                                               *******
10.7          Amended Special Severance Agreement between Registrant and Donald L.
                Manfredonia, dated July 1, 1999                                                  ********
10.8          Amended Special Severance Agreement between Registrant and Joseph G. Perri,
                dated July 1, 1999                                                               ********
10.9          Amended Special Severance Agreement between Registrant and Richard Kick,
                dated July 1, 1999                                                               ********
10.10         Amended Special Severance Agreement between Registrant and Mark D. Curtis,
                dated July 1, 1999                                                               ********
10.11         Special Severance Agreement between Registrant and Brian J. Keeney,
                Dated May 1, 2000                                                                Included herein
13            Registrant's Annual Report to Shareholders for the fiscal year ended
                December 31, 2000                                                                Included herein
21            Subsidiary of Registrant                                                           Included herein
23            Consent of Independent Public Accountants                                          Included herein
99            Notice of 2001 Annual Meeting and Proxy Statement                                  *********


*Previously  filed as part of Report  on Form 10-K for 1998,  filed on March 29,
1999, as exhibit 3(i), which exhibit is incorporated herein by reference.

**Previously  filed as part of Report on Form 10-K for 1999,  filed on March 29,
2000, as exhibit 3(ii), which exhibit is incorporated herein by reference.

 *** "Incentive  Compensation  Plan" and "Board  Compensation  Committee Report"
appearing on pages 14 and 9,  respectively,  of the Registrant's Proxy Statement
for  its  Annual  Meeting  of  Stockholders  to  be  held  April  17,  2001  are
incorporated herein by reference.

****Previously  filed as an exhibit to Form 10-K which  exhibit is  incorporated
herein by reference.

*****  Previously  filed as part of Report on Form 10-K for 1995, filed on March
22, 1996, as exhibit 10(b), which exhibit is incorporated herein by reference.

****** Employment  agreement previously filed as part of Report on Form 10-K for
1995,  filed on March 22, 1996, as exhibit 10(c),  which exhibit is incorporated
herein by reference. The December 18, 1996, January 2, 1998, and January 6, 1999
amendments to Mr.  Johnson's  employment  agreement each involved an increase in
Mr.  Johnson's base annual salary,  the dollar amounts of which were  previously
disclosed in Form 10-K. Mr. Johnson's current base annual salary is disclosed in
Exhibit 99 to this Form 10-K filing.

******* Previously filed as part of Report on Form 10-K for 1999, filed on March
29, 2000, as exhibit 10.5,  which exhibit is  incorporated  herein by reference.
Mr.  Lupinacci's  current base annual  salary is disclosed in Exhibit 99 to this
Form 10-K filing.

********  Previously  filed as part of Report  on Form  10-K for 1999,  filed on
March 29, 2000, as exhibits  10.6,  10.7,  10.8,  and 10.9,  which  exhibits are
incorporated herein by reference.

*********The   Corporation's   Proxy   Statement  for  its  Annual   Meeting  of
Stockholders  to be held April 17, 2001 was  submitted in  electronic  format on
March 7, 2001 and is incorporated herein by reference.

(b)  Reports on Form 8-K

     None

(c)  Exhibits

     Exhibits as listed under 14(a) 3. above are submitted as a separate section
     of this report.

(d)  Financial Statement Schedules - None




                                       7



                                   Signatures

     Pursuant  to the  requirements  of  Section  l3 or l5(d) 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.

                                            THE FIRST OF LONG ISLAND CORPORATION
                                                (Registrant)

Dated: March 20, 2001                       By /s/ J. WILLIAM JOHNSON
                                               J. WILLIAM JOHNSON, President
                                               (principal executive officer)

                                            By /s/ MARK D. CURTIS
                                               MARK D. CURTIS, Senior Vice
                                               President and Treasurer
                                               (principal financial officer and
                                               principal accounting officer)

     Pursuant to the  requirements of the Securities  Exchange Act of 1934, this
report  has  been  signed  below  by the  following  persons  on  behalf  of the
Registrant and in the capacities and on the date indicated.

Signatures                               Titles                   Date
- ----------                               ------                   ----

/s/ J. WILLIAM JOHNSON             President, Chairman            MARCH 20, 2001
J. William Johnson                 of the Board, Chief
                                   Executive Officer

/s/ ALLEN E. BUSCHING              Director                       MARCH 20, 2001
Allen E. Busching

/s/ PAUL T. CANARICK               Director                       MARCH 20, 2001
Paul T. Canarick


/s/ BEVERLY ANN GEHLMEYER          Director                       MARCH 20, 2001
Beverly Ann Gehlmeyer


/s/ HOWARD THOMAS HOGAN, JR.       Director                       MARCH 20, 2001
Howard Thomas Hogan, Jr.


/s/ J. DOUGLAS MAXWELL, JR.        Director                       MARCH 20, 2001
J. Douglas Maxwell, Jr.


/s/ JOHN R. MILLER III             Director                       MARCH 20, 2001
John R. Miller III


/s/ WALTER C. TEAGLE III           Director                       MARCH 20, 2001
Walter C. Teagle III



                                       8



                                  EXHIBIT INDEX



                                                                                               EXHIBIT BEGINS
                                                                                                ON SEQUENTIAL
EXHIBIT       DESCRIPTION                                                                          PAGE NO.
- -------       -----------                                                                      --------------
                                                                                           
3 (i)         Certificate of Incorporation, as amended                                           *
3 (ii)        By-laws, as amended                                                                **
10.1          Incentive Compensation Plan                                                        ***
10.2          1986 Stock Option and Appreciation Rights Plan                                     ****
10.3          1996 Stock Option and Appreciation Rights Plan                                     *****
10.4          Amendment to 1996 Stock Option and Appreciation Rights Plan
                dated February 20, 2001                                                          10
10.5          Employment Agreement Between Registrant and J. William Johnson,
                dated January 31, 1996, as amended December 18, 1996, January 2, 1998,
                  and January 6, 1999                                                            ******
10.6          Employment Agreement between Registrant and Arthur J. Lupinacci, Jr.,
                dated July 1, 1999                                                               *******
10.7          Amended Special Severance Agreement between Registrant and Donald L.
                Manfredonia, dated July 1, 1999                                                  ********
10.8          Amended Special Severance Agreement between Registrant and Joseph G. Perri,
                dated July 1, 1999                                                               ********
10.9          Amended Special Severance Agreement between Registrant and Richard Kick,
                dated July 1, 1999                                                               ********
10.10         Amended Special Severance Agreement between Registrant and Mark D. Curtis,
                dated July 1, 1999                                                               ********
10.11         Special Severance Agreement between Registrant and Brian J. Keeney,
                dated May 1, 2000                                                                13
13            Registrant's Annual Report to Shareholders for the fiscal year ended
                December 31, 2000                                                                18
21            Subsidiary of Registrant                                                           73
23            Consent of Independent Public Accountants                                          75
99            Notice of 2001 Annual Meeting and Proxy  Statement                                 *********


*Previously  filed as part of Report  on Form 10-K for 1998,  filed on March 29,
1999, as exhibit 3(i), which exhibit is incorporated herein by reference.

**Previously  filed as part of Report on Form 10-K for 1999,  filed on March 29,
2000, as exhibit 3(ii), which exhibit is incorporated herein by reference.

 *** "Incentive  Compensation  Plan" and "Board  Compensation  Committee Report"
appearing on pages 14 and 9,  respectively,  of the Registrant's Proxy Statement
for  its  Annual  Meeting  of  Stockholders  to  be  held  April  17,  2001  are
incorporated herein by reference.

****Previously  filed as an exhibit to Form 10-K which  exhibit is  incorporated
herein by reference.

*****  Previously  filed as part of Report on Form 10-K for 1995, filed on March
22, 1996, as exhibit 10(b), which exhibit is incorporated herein by reference.

****** Employment  agreement previously filed as part of Report on Form 10-K for
1995,  filed on March 22, 1996, as exhibit 10(c),  which exhibit is incorporated
herein by reference. The December 18, 1996, January 2, 1998, and January 6, 1999
amendments to Mr.  Johnson's  employment  agreement each involved an increase in
Mr.  Johnson's base annual salary,  the dollar amounts of which were  previously
disclosed in Form 10-K. Mr. Johnson's current base annual salary is disclosed in
Exhibit 99 to this Form 10-K filing.

******* Previously filed as part of Report on Form 10-K for 1999, filed on March
29, 2000, as exhibit 10.5,  which exhibit is  incorporated  herein by reference.
Mr.  Lupinacci's  current base annual  salary is disclosed in Exhibit 99 to this
Form 10-K filing.

********  Previously  filed as part of Report  on Form  10-K for 1999,  filed on
March 29, 2000, as exhibits  10.6,  10.7,  10.8,  and 10.9,  which  exhibits are
incorporated herein by reference.

*********The   Corporation's   Proxy   Statement  for  its  Annual   Meeting  of
Stockholders  to be held April 17, 2001 was  submitted in  electronic  format on
March 7, 2001 and is incorporated herein by reference.



                                       9






EXHIBIT 10.4 - AMENDMENT TO 1996 STOCK OPTION AND APPRECIATION RIGHTS PLAN DATED
                               FEBRUARY 20, 2001






                                       10



     AMENDMENT TO THE FIRST OF LONG ISLAND CORPORATION 1996 STOCK OPTION
                           & APPRECIATION RIGHTS PLAN


1.   The first  sentence  of Section 1 of the Plan is hereby  amended to read as
     follows:

     "This Stock  Option and  Appreciation  Rights Plan is intended to provide a
     method whereby  certain  officers and directors of the First of Long Island
     Corporation  and its  Subsidiaries  who  are  largely  responsible  for the
     management,  growth and protection of the business,  and who are making and
     can  continue  to make  substantial  contributions  to the  success  of the
     business,  may be  encouraged  to acquire a larger  stock  ownership in the
     Corporation,  thus increasing their  proprietary  interest in the business,
     providing them with greater incentive for their continued  employment,  and
     promoting the interests of the Corporation and all its stockholders."

2.   The following definitions shall be inserted in Section 2 of the Plan:

     "Non-Employee  Director" means a "Non-Employee Director" within the meaning
     of Rule 16b-3(b)(3) under the Securities Exchange Act of 1934.

     "Outside  Director" means a Director who: (a) is not a current  employee of
     the  Corporation  or any member of an affiliated  group which  includes the
     Corporation;  (b) is not a former  employee of the Corporation who receives
     compensation  for prior services (other than benefits under a tax-qualified
     retirement  plan) during the taxable  year;  (c) has not been an officer of
     the Corporation;  (d) does not receive  remuneration  from the Corporation,
     either  directly or  indirectly,  in any capacity other than as a director,
     except as otherwise  permitted  under Code Section  162(m) and  regulations
     thereunder. For this purpose, remuneration includes any payment in exchange
     for goods or services.  This  definition  shall be further  governed by the
     provisions of Code Section 162(m) and regulations promulgated thereunder.

3.   The first  sentence  of the  first  paragraph  of  Section 3 of the Plan is
     hereby amended to read as follows:

     "The Plan shall be administered by the Committee  composed of three or more
     members who are appointed by the Board,  all of whom shall be  Non-Employee
     Directors  and Outside  Directors,  who shall serve at the  pleasure of the
     Board."

4.   The last sentence of the first paragraph of Section 3 of the Plan is hereby
     deleted.

5.   A sentence  shall be added to the end of the second  paragraph of Section 3
     which reads as follows:

     "The Committee  shall have the authority to select the  individuals to whom
     Options  and  Appreciation  Rights  shall  be  granted  and  enter  into an
     agreement  with the  Grantee  specifying  the terms and  conditions  of the
     Option and/or  Appreciation  Rights, not inconsistent with the terms of the
     Plan."

6.   A new Section 4(d) shall be inserted which reads as follows:

     "No Grantee may, during any fiscal year of the Corporation,  receive grants
     of Options or Appreciation  Rights under this Plan which, in the aggregate,
     exceed 25,000 shares."

7.   The first  sentence  of Section 5 of the Plan is hereby  amended to read as
     follows:

     "The  Committee  may from time to time,  subject to the  provisions  of the
     Plan,  grant  Options to Key  Employees  including  employee  directors and
     members of the Board who are  Non-Employee  Directors to purchase shares of
     Common Stock allotted in accordance with Section 4 of the Plan."

8.   Section 8(a) of the Plan is hereby amended to read as follows:

     "Options  shall be granted only to those Key Employees  including  employee
     directors and members of the Board who are  Non-Employee  Directors who are
     selected by the Committee, and Appreciation Rights shall be granted only to
     those Key Employees  including  employee  directors who are selected by the
     Committee.

9.   Section 8(b) of the Plan shall be deleted in its entirety.



                                       11



10.  Section 8(d)(i) of the Plan shall be amended to read as follows:

     "to select the Key Employees  including  employee  directors and members of
     the Board who are  Non-Employee  Directors  to be  granted  Options  and to
     select  the  Key  Employees  including  employee  directors  to be  granted
     Appreciation  Rights  (it being  understood  that  more than one  Option or
     Appreciation Right may be granted to the same person),"


     IN WITNESS WHEREOF,  the Employer has caused its duly authorized officer to
     execute this Amendment as of the date set forth below.

     Dated: February 20, 2001

                                      THE FIRST OF LONG ISLAND CORPORATION

                                      By: /s/ J. William Johnson
                                          ----------------------------
                                          J. William Johnson

                                      Its: Chairman of the Board, President, and
                                           Chief Executive Officer



         Adopted by the Board of Directors - February 20, 2001






                                       12







         EXHIBIT 10.11 - SPECIAL SEVERANCE AGREEMENT BETWEEN REGISTRANT
                              AND BRIAN J. KEENEY







                                       13



                      THE FIRST OF LONG ISLAND CORPORATION

                           SPECIAL SEVERANCE AGREEMENT


     AGREEMENT  dated as of May 1, 2000 by and  between THE FIRST OF LONG ISLAND
CORPORATION (hereinafter referred to as "FLIC") and BRIAN J. KEENEY (hereinafter
referred to as the "Officer").

     1. Term.

     The term of this  agreement  shall be for a period  commencing  on the date
hereof and ending on June 30, 2001. The term shall be automatically  renewed for
additional one (1) year terms, unless the Board of Directors of FLIC chooses not
to renew and  notifies  Officer of such  intention  not to renew at least thirty
(30)  days  prior to the end of a term;  provided,  however,  that  FLIC may not
decline to renew  during any period of time in which the Board of  Directors  is
actively  negotiating a transaction  the  consummation  of which would result in
Officer becoming entitled to a Termination Payment hereunder.

     2. Termination Payment.

          A. Officer will be entitled to a payment (the  "Termination  Payment")
equal to One Hundred Per Cent (100%) of his then current annual base salary (the
dollar  amount  so  calculated   being  hereafter   referred  to  as  the  "Full
Severance"),  and FLIC shall make such  Termination  Payment to Officer,  in the
event of the occurrence of any of the following:

               (i) The employment of Officer is terminated by The First National
Bank Of Long  Island  ("FNBLI")  within  twenty-four  months  after a Change  Of
Control Event (as hereinafter defined);

               (ii) Officer  resigns his  employment  with FNBLI for Good Reason
(as  hereinafter  defined) within  twenty-four  months after a Change of Control
Event; or

               (iii) The  employment  of Officer is  terminated  by FNBLI within
twenty-four  months after any entity,  person or group shall have  acquired more
than twenty per cent (20%) of the voting shares of FLIC and, at the time of such
termination, the Chief Executive Officer of FNBLI serving in that capacity as of
the first day of the term hereof,  or of the then current  renewal  term, as the
case may be, shall have ceased to be employed by FNBLI in such capacity.

          B. Officer will be entitled to a  Termination  Payment  equal to Sixty
Six and Two  Thirds Per Cent (66 2/3%) of the Full  Severance  in the event that
Officer  shall  resign  for  any  reason  during  the  period  beginning  on the
thirty-first  day after a Change of Control Event and ending on the sixtieth day
after such event.

          C. In the event that Officer  shall become  entitled to a  Termination
Payment  pursuant to Section  2(A) or 2(B)  hereof,  FLIC  shall,  at no cost to
Officer, continue to provide family medical and dental coverage to Officer for a
period of twelve (12) months after  Officer  ceases to be employed by FNBLI,  on
terms and  conditions  substantially  the same as FNBLI may,  from time to time,
make available to its employees generally during such period; provided, however,
that the obligation of FLIC to



                                       14



provide  such  coverage  shall  cease on the date when  another  employer  makes
substantially  comparable  coverage available to Officer,  regardless of whether
the benefits made available by such employer  require a contribution on the part
of Officer.

          D. FLIC may elect to discharge its obligation to make the  Termination
Payment and provide such insurance  coverage by causing FNBLI,  its wholly owned
subsidiary, to do so.

     3. Non-Waiver.

     The failure of Officer to resign upon the occurrence of a particular  event
constituting Good Reason hereunder shall not bar the Officer from resigning upon
the  subsequent  occurrence  of any other or  further  event  constituting  Good
Reason,  and  thereby  becoming  eligible to receive  the  Termination  Payment,
provided that such resignation  occurs within  twenty-four months after a Change
of Control Event.

     4. Ineligibility For Termination Payment.

     Regardless  of  whether a Change of  Control  Event  shall  have  occurred,
Officer shall not be entitled to any  Termination  Payment in the event that his
employment  is  terminated  (i) by reason of his  death,  normal  retirement  or
disability, or (ii) by FNBLI for Cause (as hereinafter defined).

     5. Definitions.

          A. "Good Reason" for  resignation by Officer of his  employment  shall
mean the occurrence  (without the Officer's  express written consent) of any one
of the following acts or omissions to act by FLIC or FNBLI:

               (i)  The   assignment   to  Officer  of  any  duties   materially
inconsistent  with the  nature and  status of his  responsibilities  immediately
prior to a Change of Control Event, or a substantial  adverse  alteration in the
nature or status of his responsibilities  from those in effect immediately prior
to the Change of Control Event;  provided,  however, that a redesignation of his
title shall not in and of itself  constitute  Good Reason if his overall  duties
and status within FLIC and FNBLI are not substantially adversely affected.

               (ii) A  reduction  in his annual  base salary as in effect at the
time of a Change of Control  Event.  For purposes  hereof,  "annual base salary"
shall mean regular  basic annual  compensation  prior to any  reduction  therein
under a salary reduction  agreement pursuant to Section 401(k) or Section 125 of
the Internal Revenue Code and, without limitation,  shall exclude fees, bonuses,
incentive awards or similar payments.

               (iii) The  failure by FLIC or FNBLI to pay Officer any portion of
his  current  compensation,  or to pay him any  portion of an  installment  of a
deferred  compensation amount under any deferred  compensation  program,  within
fourteen (14) days of the date such compensation is due.

          B. "Cause" shall mean any of the following:



                                       15



               (i) The willful and continued failure by Officer to substantially
perform his  duties,  as they may be defined by FLIC or FNBLI from time to time,
or to abide by the written  policies of FLIC or FNBLI after a written demand for
substantial  performance is delivered to him by the Chief  Executive  Officer of
FLIC or FNBLI, as the case may be, which  specifically  identifies the manner in
which he has failed  substantially  to perform his duties or has failed to abide
by such written policies, and

               (ii)  The  willful  engaging  by  Officer  in  conduct  which  is
materially injurious to FLIC or FNBLI, monetarily or otherwise.  For the purpose
of the  preceding  sentence,  no act,  or failure to act, on the part of Officer
shall be deemed "willful" unless done, or omitted to be done, by him not in good
faith and without  reasonable belief that his act, or failure to act, was in the
best interest of FLIC or FNBLI, as the case may be.

          C. "Change of Control  Event" shall mean the  occurrence of any one of
the following:

               (i)  Continuing  Outside  Directors (as  hereinafter  defined) no
longer constitute at lease two-thirds (2/3) of Outside Directors (as hereinafter
defined) of FLIC;

               (ii) There  shall be  consummated  a merger or  consolidation  of
FLIC,  unless at least two-thirds (2/3) of Continuing  Outside  Directors are to
continue to constitute at least two-thirds (2/3) of Continuing Directors;

               (iii) At least two-thirds (2/3) of Continuing  Outside  Directors
determine  that action  taken by  stockholders  constitutes  a Change of Control
Event; or

               (iv) FNBLI is no longer a wholly-owned subsidiary of FLIC.

          D. "Continuing  Outside Director" shall mean any individual who is not
an  employee  of FLIC or FNBLI and who (i) is a director  of FLIC as of the date
hereof, (ii) prior to election as a director is nominated by at least two-thirds
(2/3) of the Continuing  Outside  Directors,  or (iii)  following  election as a
director is  designated a  Continuing  Outside  Director by at least  two-thirds
(2/3) of Continuing Outside Directors.

          E. "Outside  Director" shall mean an individual who is not an employee
of FLIC or FNBLI who is a director of FLIC.

     6. Withholding Taxes; Other Deductions.

     FLIC and FNBLI  shall have the right (i) to deduct  from any  payments  due
under this Agreement amounts  sufficient to cover withholding as required by law
for any  federal,  state or local  taxes and any amounts due from the Officer to
FLIC or FNBLI and (ii) to take such other  action as may be necessary to satisfy
any  such  withholding  or  other  obligations,  including  but not  limited  to
withholding  amounts equal to such taxes or  obligations  from any other amounts
due or to become due from FLIC or FNBLI to Officer.



                                       16



     7. Miscellaneous.

          A. Employment at Will.  Nothing contained herein shall be construed as
an  agreement  that  Officer  will  continue  to be  employed  by FNBLI  for any
particular  period of time and the  employment  of Officer may be  terminated by
FNBLI at any time.

          B. Accrued Rights. The determination of the Board of Directors of FLIC
not to renew  this  Agreement  shall not  deprive  Officer of any right that has
accrued to Officer during the term hereof by reason of the occurrence during the
term of this Agreement of an event described in Section "2" hereof.

          C.  Notices.  Any notices  required  to be given under this  Agreement
shall  be in  writing  and  shall  be sent by  certified  mail,  return  receipt
requested,  to FLIC at 10 Glen Head Road, Glen Head, New York 11545,  Attention:
Chief Executive  Officer,  and to you at your residence  address as reflected in
the records of FLIC;  or to such other  address as either party may designate by
written notice to the other.

          D.  Controlling Law. This Agreement shall be governed by and construed
in  accordance  with the laws of the State of New York  applicable  to contracts
made and to be  performed  therein.

     IN WITNESS WHEREOF, the parties have duly executed this Agreement as of the
day and year first above written.

                                            THE FIRST OF LONG ISLAND CORPORATION


                                            By: /s/ J. William Johnson
                                                -----------------------------
                                                J. William Johnson, Chairman


                                                /s/ Brian J. Keeney
                                                -----------------------------
                                                Brian J. Kenney





                                       17







          EXHIBIT 13 - REGISTRANT'S ANNUAL REPORT TO SHAREHOLDERS FOR
                    THE FISCAL YEAR ENDED DECEMBER 31, 2000








                                       18



[LOGO] The First of Long Island
The First of Long Island Corporation

[PHOTO OMITTED]

2000
ANNUAL REPORT








                                       19



                                 COMPANY PROFILE

                           Business of the Corporation


     The First of Long Island Corporation  ("Corporation") is a one-bank holding
company  organized under the laws of the State of New York. Its primary business
is the operation of its sole subsidiary,  The First National Bank of Long Island
("Bank").

     The Bank was organized in 1927 under  national  banking laws and became the
sole subsidiary of the Corporation under a plan of reorganization effected April
30, 1984.

     The Bank is a full service  commercial bank which provides a broad range of
financial services to individual,  professional,  corporate,  institutional, and
government  customers  through its  twenty-two  branch system in Long Island and
Queens.

     The First of Long Island Agency,  Inc. was organized in 1994 under the laws
of the State of New York, as a subsidiary  of the Bank to conduct  business as a
licensed  insurance  agency  engaged in the sale of insurance,  primarily  fixed
annuity products.

     The Bank is subject to regulation and  supervision  of the Federal  Reserve
Board,  the  Comptroller  of the  Currency,  and the Federal  Deposit  Insurance
Corporation which also insures its deposits.  The Comptroller of the Currency is
the primary banking agency  responsible  for regulating the subsidiary  Bank. In
addition,  the  Corporation is subject to the regulations and supervision of the
Federal Reserve Board and the Securities and Exchange Commission.

CONTENTS
Selected Financial Data.....................................................  1
Letter to Stockholders......................................................  2
Marketing Message ..........................................................  4
Board of Directors..........................................................  7
Senior Management ..........................................................  8
Management's Discussion and Analysis of Financial Condition and Results of
  Operations ...............................................................  9
Management's Responsibility for Financial Reporting ........................ 19
Consolidated Financial Statements and Notes ................................ 20
Report of Independent Public Accountants ................................... 42
Official Staff ............................................................. 43
Annual Meeting Notice ...................................................... 44
Business Development Board ................................................. IBC






                                       20



SELECTED FINANCIAL DATA


     The  following is selected  consolidated  financial  data for the past five
years.  This data should be read in conjunction  with the information  contained
under the caption  "Management's  Discussion and Analysis of Financial Condition
and  Results  of  Operations"  and  the  accompanying   consolidated   financial
statements and related notes.




                                                       2000             1999*          1998               1997              1996
                                                 -------------     ------------    -------------     -------------     -------------
                                                                                                        
INCOME STATEMENT DATA:
   Total Interest Income ......................  $  38,822,000     $ 33,963,000    $  32,682,000     $  30,401,000     $ 28,585,000
   Total Interest Expense .....................     13,106,000        9,513,000        9,867,000         9,197,000        8,492,000
   Net Interest Income ........................     25,716,000       24,450,000       22,815,000        21,204,000       20,093,000
   Provision for Loan Losses (Credit) .........        (75,000)            --           (100,000)         (100,000)            --
   Net Income .................................      9,318,000        9,034,000        8,236,000         7,415,000        6,641,000
PER SHARE DATA:
   Basic Earnings .............................          $3.19            $2.97            $2.65             $2.38            $2.12
   Diluted Earnings ...........................           3.15             2.92             2.60              2.33             2.08
   Cash Dividends Declared ....................            .72              .64              .57               .49              .43
   Stock Splits/Dividends Declared ............           --               --               --             3-for-2             --
   Book Value .................................         $24.50           $21.68           $20.59            $18.55           $16.97
BALANCE SHEET DATA AT PERIOD END:
   Total Assets ...............................  $ 625,992,000     $570,551,000    $ 546,127,000     $ 483,316,000     $439,941,000
   Total Loans ................................    192,909,000      182,774,000      170,718,000       154,730,000      152,682,000
   Allowance for Loan Losses ..................      1,943,000        2,033,000        3,651,000         3,579,000        3,600,000
   Total Deposits .............................    550,472,000      503,189,000      479,231,000       422,759,000      384,361,000
   Stockholders' Equity .......................     70,866,000       64,233,000       63,744,000        57,743,000       53,157,000
AVERAGE BALANCE SHEET DATA:
   Total Assets ...............................  $ 600,326,000     $554,561,000    $ 508,982,000     $ 459,391,000     $435,822,000
   Total Loans ................................    186,451,000      176,078,000      164,063,000       153,733,000      150,090,000
   Allowance for Loan Losses ..................      1,961,000        2,835,000        3,643,000         3,597,000        3,606,000
   Total Deposits .............................    530,850,000      486,532,000      445,266,000       402,392,000      383,091,000
   Stockholders' Equity .......................     66,711,000       65,406,000       61,037,000        55,116,000       50,342,000
FINANCIAL RATIOS:
   Return on Average Total Assets (ROA) .......           1.55%            1.63%            1.62%             1.61%            1.52%
   Return on Average Stockholders' Equity (ROE)          13.97%           13.81%           13.49%            13.45%           13.19%
   Average Equity to Average Assets ...........          11.11%           11.79%           11.99%            12.00%           11.55%

* Net income, earnings per share, ROA, and ROE for 1999 are before a $945,000 ($.31 per share) credit resulting from a transition
  adjustment to the allowance for loan losses.



STOCK PRICES

     The Corporation's Common Stock trades on The Nasdaq SmallCap Market tier of
The Nasdaq Stock Market under the symbol FLIC.  The  following  table sets forth
high and low sales prices for the years ended December 31, 2000 and 1999.

                         2000                            1999
              ------------------------        --------------------------
Quarter          High            Low             High            Low
- -------       --------        --------        --------         ---------
First         $ 33 1/4        $ 29 3/8        $ 43 3/4         $ 40 1/2
Second          34 1/3          29 3/4          40 3/4           36
Third           42              33 1/2          37 1/4           26
Fourth          39 4/7          37 1/4          33 1/4           28 7/8


     At  December  31,  2000,  there  were 745  stockholders  of  record  of the
Corporation's  Common Stock. The number of stockholders of record includes banks
and  brokers  who act as  nominees,  each of whom may  represent  more  than one
stockholder.




                                       21



                             LETTER TO STOCKHOLDERS


TO OUR STOCKHOLDERS,

     I am pleased to report on The First of Long  Island's  results for the year
2000.  Earnings  per share were up 8% over the prior year as  earnings  for 2000
were $3.15 per share as compared to $2.92 in 1999,  excluding a special  credit.
Our  dividends  declared  were  increased  for the 22nd  consecutive  year.  The
dividend declared this past December was $.38 per share, which is an increase of
12% over the amount declared in June 2000. Total dividends declared in 2000 were
$.72 per share.

     An  integral  component  of the  growth in  earnings  was the  increase  in
checking balances.  Average checking balances increased  $17,400,000 or 10% over
the prior year.  We are  gratified by these  results as we enjoyed an especially
productive  year  in  the  solicitation  of  new  business   relationships  from
privately-owned businesses and professionals which, as our shareholders know, is
our most important market segment. Additionally,  earnings were augmented by the
growth in money market type  savings  balances,  the  beneficial  tax  treatment
afforded some of the Company's subsidiaries and our share repurchase program. On
the  negative  side,  there was a larger  than  average  increase  in  personnel
expense, which was mostly attributable to retirement plan expense and new branch
openings.  Despite the favorable effects of greater  municipal  income,  our net
interest  margin was lower due to the manner in which rates  changed.  Return on
Assets remained at a high level, being 1.55% versus 1.63% in 1999. Our Return on
Equity increased to approximately 14%.

     Mortgage outstandings showed only modest increases over year-end 1999. This
was true of both  residential  and commercial  mortgages,  as our new production
declined in both  categories.  It would  appear that the decline in  residential
mortgage  production was caused  principally by the increase in mortgage  rates,
which resulted in a significant  decrease in the number of customers  wanting to
refinance their existing mortgages.

     We were  extremely  active in  developing  new branch sites this past year.
Three new offices were opened, and a lease was signed for a fourth branch, which
is scheduled  to open in February  2001.  Within a  three-week  period this past
Fall, we opened three new branches:  our first office in Queens, at Cross Island
Plaza,  near the  intersection of Merrick Road and Cross Island  Parkway,  Allen
Boulevard in South Farmingdale and the other on New Highway in East Farmingdale.
The fourth  office,  opening in 2001,  will be located in Deer Park. All four of
the new branches are  commercial  banking  offices and are a continuance  of our
commitment to privately-owned businesses and professionals.

[THE FOLLOWING TABLE WAS REPRESENTED BY A BAR CHART IN THE PRINTED MATERIAL]

Earnings per share
1979              $.12
1980              $.23
1981              $.25
1982              $.31
1983              $.39
1984              $.57
1985              $.87
1986              $1.02
1987              $1.09
1988              $1.25
1989              $1.29
1990              $1.37
1991              $1.29
1992              $1.55
1993              $1.66
1994              $1.82
1995              $1.86
1996              $2.08
1997              $2.33
1998              $2.60
1999              $2.92
2000              $3.15
On a fully diluted basis

     While we face many challenges in the years ahead,  including  technological
changes,  mega  cross-industry  competition  and the  possibility of interest on
corporate  checking,  we remain  confident  of our  ability to service  our core
customers and to continue to attract such customers from the large banks.  While
many of these banks have merged,  reduced staff and closed offices, The First of
Long



                                       22



Island has continued to open new branches and remains focused on privately-owned
businesses,  professionals  and service conscious  consumers.  By early February
2001,  we will have opened seven new  branches  and moved a  commercial  banking
office to a full service facility in under three years.

     This past  year  again  was  exciting  on the  technological  front,  as we
introduced  Internet  PC  banking to all of our  customers,  both  personal  and
commercial.  We had  previously  provided PC banking to  businesses  on a direct
dial-up basis. The new system is easier to use and, of course,  does not require
installation.  In addition to PC banking, we also offered our personal customers
the opportunity to pay bills either through PC or telephone  banking.  Telephone
banking was introduced to all our customers  approximately six years ago and has
enjoyed  exceptional  growth and popularity.  Through PC and telephone  banking,
residential  and  business  customers  can  perform a variety  of tasks  such as
reviewing account activity,  checking balances,  transferring  funds, and making
stop payments. Telephone and PC banking are both extremely easy to use.

[THE FOLLOWING TABLE WAS REPRESENTED BY A BAR CHART IN THE PRINTED MATERIAL]

Cash Dividends Declared Per Share
1979          $.01
1980          $.03
1981          $.03
1982          $.05
1983          $.07
1984          $.08
1985          $.12
1986          $.15
1987          $.17
1988          $.19
1989          $.19
1990          $.23
1991          $.25
1992          $.28
1993          $.31
1994          $.34
1995          $.37
1996          $.43
1997          $.49
1998          $.57
1999          $.64
2000          $.72

     Other recent technological improvements being installed include the ability
of all full service branches to retrieve customer  signatures  regardless of the
branch in which the account is domiciled. In addition,  customers' pictures will
be added to the computer  file so that a photograph  can be displayed to provide
further  identification.  We also  expect to  introduce  "imaging"  whereby  our
customers will be able to receive concise  reproductions of their checks in neat
8 1/2" x 11" pages for easy  reference and filing.  Business  customers  will be
able to have statements and data "returned" in CD-ROM format.

     The technological  advancements are exciting and, unfortunately,  sometimes
expensive. However, we believe it is important to provide our customers not only
with exemplary  personal  service,  which we believe is second to none, but also
new technology  that will make their banking  easier.  As has been our hallmark,
our  customers  will always have the ability to speak with a "human  voice".  We
will  continue to strive  hard to meet our goals and look  forward to the future
with a continuing  commitment  to maintain The First of Long Island as a premier
financial institution.


                                           /s/ J. William Johnson
                                           J. William Johnson
                                           Chairman and Chief Executive Officer







                                       23



             BANKING FOR PRIVATELY-OWNED BUSINESSES, PROFESSIONALS
                        AND SERVICE CONSCIOUS CONSUMERS

     For almost  seventy-five  years, The First National Bank of Long Island has
had a reputation for consistently  providing  customers with the highest caliber
of  service  uniquely  tailored  to meet their  banking  needs.  Our  twenty-two
branches are professionally staffed and conveniently located on Long Island, and
most  recently,  in Queens.  Just as in 1927,  our  philosophy is evident in our
traditional  style of banking.  We still greet our  customers by name and answer
our own phones.  Exceptional  service,  attention to detail, and the delivery of
creative  financing  solutions are what our customers  have grown to expect from
us.

     The First of Long Island has  consistently  ranked among the highest  rated
banks for overall financial strength.

     Our  full  service  and  commercial   branches  are  staffed  by  seasoned,
professional  account officers with broad based banking expertise,  who focus on
building relationships, not transactions. Their ability to engender an effective
rapport  with  their  customers  and  acquire  an  intimate  knowledge  of those
customers' needs is especially  important given the often  impersonal  nature of
banking in today's marketplace.  We are committed to providing the highest level
of service to our customers.

     Our  success  grows  out of a strong  belief  that the  business  owner and
professional deserve to be serviced as a "select" customer.

     The  commercial  banking  strategy  is not a new story at The First of Long
Island.  Strategically  located and richly  decorated,  our  commercial  banking
offices  accommodate  the  distinctive  needs of our  business  customers.  As a
result,  banking  with The First of Long  Island  offers  the  privacy  and fast
service that every  business  owner and  professional  deserves.  Utilizing this
concept,  we  continue  to expand our branch  locations  across  Long Island and
beyond.  It is our belief  that our ability to  maintain a  long-term,  mutually
respectful  relationship with our customers is of considerable  value to us all.
Analyzing   business   needs,    providing   solutions   and   sound   financial
recommendations   as  well  as  prompt  responses  to  customer   inquiries  are
determinants of The First of Long Island's being the 'big bank' alternative.

     We continue to introduce  new and  innovative  solutions for the benefit of
our customers.

     We were one of the first  banks on Long  Island  to  install  ATMs,  and we
continue  to believe  that  technological  advancements  in today's  environment
should  enhance the way  information  and services can be used by our customers.
ATM and telephone  banking have been available for some time, and this past year
online  banking and bill  payment  were  introduced  to our  customers.  We will
continue to initiate new and innovative solutions for everyone's benefit as part
of our efforts to expedite  service and make banking easier.  We expect to begin
photograph  and signature  scanning in the Spring and check  imaging  during the
latter part of this year.

     The security and safety of the Bank's and customers'  assets continue to be
of  paramount  importance  at The First of Long  Island.  Photograph & Signature
Scanning  capabilities  are being  implemented to accommodate as well as protect
our customers. Signature cards will be scanned into our computer network. When a
new account is opened, a photograph of the customer is taken and  electronically
attached  to the  signature  file.  Our  tellers  can  automatically  identify a
customer in an expedient fashion.

     Check  Imaging  is a check  processing  solution  that  will  provide  many
benefits to our customers.  This innovative system will greatly improve response
time to  customer  requests  for check  and  statement  reproduction.  It allows
employees to perform quick and  expedient  research  based on individual  client
needs.  Statements will be returned  accompanied by printed pages of checks in a
neat 8 1/2 by 11 inch format.  Another option for business customers is delivery
by CD-ROM or  e-statement  via the Internet,  which allows  customers to perform
their own research anytime,  anywhere!  The overall flexibility of check imaging
should be an important factor in continued customer  satisfaction.  Quick, easy,
and secure service from the First of Long Island.

     For over a  quarter  of a century  we have  offered  investment  management
services,  professional trust and estate administration,  and custodial services
to a diverse cross-section of clients.  These services mirror the Bank's overall
dedication to meeting the financial  needs of its customers.  With assets in the
Trust and Investment  Management Department exceeding $225 million, we offer the
highest quality estate  planning and investment  management as well as executor,
trust  and  custodial  services.   While  other  institutions   require  minimum
portfolios of seven or eight  figures,  The First of Long Island's  services are
available  for  an  opening  amount  as low as  $250,000.  Providing  investment
management expertise by seasoned professionals and offering low account minimums
reinforces our dedication to satisfying the needs of all our customers.

     As it has done for almost  three-quarters of a century,  The First National
Bank of Long Island  endeavors to distinguish  itself from its  competition.  We
have a deeply  rooted  commitment  to  provide  unparalleled  service in all our
contacts with our customers - privately-owned businesses,  professionals and the
service conscious consumer.

     We will continue to work hard to deliver the overall  service quality often
lacking in banking today.


         The First of Long Islands is here for today ... and tomorrow.



                                       24



                               BOARD OF DIRECTORS
                                 [PHOTO OMITTED]

Rear, l to r: Walter C. Teagle III, Allen E. Bushing, J. William Johnson, Howard
Thomas Hogan,  Jr., Paul T. Canarick,  J. Douglas  Maxwell,  Jr. Seated, l to r:
John R. Miller III, Beverly Ann Gehlmeyer

J. William Johnson
Chairman and
Chief Executive Officer

Allen E. Busching
Principal, B&B Capital
(consulting and private investment)

Paul T. Canarick
President and Principal
Paul Todd, Inc.
(construction company)

Beverly Ann Gehlmeyer
Tax Manager and Principal
Gehlmeyer & Gehlmeyer, P.C.
(certified public accounting firm)

Howard Thomas Hogan, Jr.
Hogan & Hogan
(lawyer, private practice)

J. Douglas Maxwell, Jr.
Chairman and Chief Executive Officer
NIRx Medical Technologies Corp.
(medical technology)

John R. Miller III
President and Publisher
Equal Opportunity Publications, Inc.
(publishing)

Walter C. Teagle III
Executive Vice President
Lexent Inc.
(telecommunication services)








                                       25



                                SENIOR MANAGEMENT
                                 [PHOTO OMITTED]

Rear, l to r: Mark D. Curtis, Arthur J. Lupinacci,  Jr., Brian J. Keeney, Donald
L. Manfredonia Seated, l to r: Richard Kick, Joseph G. Perri


                      THE FIRST OF LONG ISLAND CORPORATION
                                    OFFICERS
J. William Johnson
Chairman and
Chief Executive Officer

Arthur J. Lupinacci, Jr.
Executive Vice President and
Chief Administrative Officer

Mark D. Curtis
Senior Vice President and Treasurer

Brian J. Keeney
Senior Vice President

Richard Kick
Senior Vice President

Donald L. Manfredonia
Senior Vice President

Joseph G. Perri
Senior Vice President and Secretary

Wayne B. Drake
Assistant Treasurer


                     THE FIRST NATIONAL BANK OF LONG ISLAND
                               EXECUTIVE OFFICERS
J. William Johnson
Chairman and
Chief Executive Officer

Arthur J. Lupinacci, Jr.
Executive Vice President and
Chief Administrative Officer

Donald L. Manfredonia
Executive Vice President
Senior Lending Officer

Joseph G. Perri
Executive Vice President
Senior Commercial Marketing Officer

Mark D. Curtis
Senior Vice President
Chief Financial Officer and Cashier

Brian J. Keeney
Senior Vice President
Executive Trust Officer

Richard Kick
Senior Vice President
Senior Operations and
Senior Retail Loan Officer




                                       26



MANAGEMENT'S DISCUSSION AND
ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS


     The  following  is   management's   discussion   and  analysis  of  certain
significant factors that have affected the Corporation's financial condition and
operating  results during the periods included in the accompanying  consolidated
financial  statements,  and should be read in  conjunction  with such  financial
statements.   The  Corporation's   financial  condition  and  operating  results
principally  reflect those of its  wholly-owned  subsidiary,  The First National
Bank of Long Island (the  "Bank").  The  Corporation's  primary  service area is
Nassau and Suffolk Counties, Long Island.

Overview

     2000 Versus 1999 Summary. The Corporation earned $3.15 per share in 2000 as
compared to $2.92 in 1999,  an increase  of 8%. The 1999  earnings  are before a
transition  adjustment  to the  allowance  for loan  losses  that added $.31 per
share. Based on 2000 net income of $9,318,000, the Corporation returned 1.55% on
average  total assets and 13.97% on average  total equity as compared to returns
of 1.63% and 13.81% in 1999.  Total assets and deposits  were  $625,992,000  and
$550,472,000,  respectively,  at December 31, 2000,  representing increases over
prior  year-end  balances  of 9.7% and  9.4%,  respectively.  Despite  continued
purchases under the Corporation's stock repurchase program, total capital before
unrealized gains and losses on available-for-sale  securities grew by $4,647,000
in 2000, or approximately 7%, and the  Corporation's  capital ratios continue to
substantially  exceed the current  regulatory  criteria  for a  well-capitalized
bank. In addition, the Corporation's liquidity continues to be strong.

     The most  important  factor in the  increase  in  earnings  for 2000 was an
increase in checking account  balances.  Average checking balances for 2000 were
up  approximately  $17.4 million,  or just over 10%. As in prior years, the Bank
was able to use the growth of checking  balances as a key strategy in increasing
earnings per share.  Also important to the earnings increase was growth in money
market savings type balances, the preferential tax treatment afforded certain of
the Bank's  subsidiaries,  and the positive  impact of the  Corporation's  share
repurchase  program.  The earnings  enhancement brought about by these items was
partially  offset  by a  decrease  in net  interest  yield  and an  increase  in
personnel expense.

     When comparing year-end  balances,  the Bank's mortgage loan portfolio grew
by 5.2% in 2000 as compared  to 11.5% in 1999 and 8.8% in 1998.  The 2000 growth
is comprised of an increase in  commercial  mortgages of 3.3% and an increase in
residential  mortgages,  including  home equity loans and lines,  of 7.4%.  This
compares to increases of 7.6% for commercial mortgages and 15.9% for residential
mortgages in 1999.  The decreased  growth rate for  residential  mortgage  loans
experienced  in the 2000 year is believed  to be  partially  attributable  to an
increase in mortgage rates and a resulting  reduction in the desire of customers
to refinance their existing residential mortgages. Commercial mortgages continue
to be the Bank's most important loan product.

     The Bank's portfolios of tax-exempt securities and collateralized  mortgage
obligations  ("CMOs")  grew  during  2000,  while  the U.S.  Treasury  portfolio
declined. This occurred as a result of management's efforts to take advantage of
the better  returns  afforded by municipal  securities  and CMOs relative to the
Treasury  sector.  Savings and money market deposits were up 7.9% when comparing
year-end  2000 to 1999  primarily  because  of growth in "Select  Savings".  The
Select Savings product is a statement  savings account that earns a higher money
market rate.

     2000 was a successful year from the standpoint of the  Corporation's  stock
repurchase  program in that the  Corporation  was able to  repurchase a bit more
than  84,000  shares of common  stock,  representing  approximately  3% of total
shares outstanding at the beginning of the year. This compares to repurchases of
approximately  143,000  and 34,000  shares in 1999 and 1998,  respectively.  The
stock  repurchase  program has been used by management  to enhance  earnings per
share and return on average stockholders' equity (ROE). Of the total increase in
earnings per share for 2000 of 23 cents, approximately 6.5 cents is attributable
to the repurchase program.

     1999 Versus 1998 Summary.  Before a transition  adjustment to the allowance
for loan losses,  the Corporation  earned $2.92 per share in 1999 as compared to
$2.60 in 1998, an increase of 12%. Based on 1999 net income of $9,034,000 before
the  transition  adjustment,  the  Corporation  returned  1.63% on average total
assets and 13.81% on average  total  equity as  compared to returns of 1.62% and
13.49% in 1998. Total assets and deposits were  $570,551,000  and  $503,189,000,
respectively,  at December 31, 1999,  representing increases over prior year-end
balances of almost 5%. Despite a significantly increased level of activity under
the  Corporation's  stock repurchase  program,  total capital before  unrealized
gains and losses on available-for-sale securities grew by $3,089,000 in 1999, or
approximately 5%, and the



                                       27



Corporation's  capital ratios continued to  substantially  exceed the regulatory
criteria for a well-capitalized bank. In addition,  the Corporation's  liquidity
continued to be strong.

     The most  important  factor in the increase in earnings for 1999 before the
transition  adjustment  was an increase in checking  account  balances.  Average
checking  balances for 1999 were up  approximately  $15.7 million,  or just over
10%. As in prior years, the Bank was able to use the growth of checking balances
as a key  strategy in  increasing  earnings  per share.  Also  important  to the
earnings  increase was growth in money market  savings type balances and service
charge income.

     When comparing year-end  balances,  the Bank's mortgage loan portfolio grew
by 11.5% in 1999 as compared to 8.8% in 1998 and .7% in 1997. The 1999 growth is
comprised  of an increase  in  commercial  mortgages  of 7.6% and an increase in
residential  mortgages,  including  home equity loans and lines,  of 15.9%.  The
increased  growth  rate  for  mortgage  loans  experienced  in 1999 and 1998 was
primarily  attributable to increased solicitation efforts coupled with excellent
conditions in the Long Island  economy and  relatively  low mortgage rates which
resulted in an increase in the desire of customers to refinance  their  existing
residential  mortgages.  Commercial  mortgages  continued  to be the Bank's most
important loan product.

     The Bank's portfolios of tax-exempt securities and collateralized  mortgage
obligations  ("CMOs")  grew  during  1999,  while  the U.S.  Treasury  portfolio
declined. This occurred as a result of management's efforts to take advantage of
the better  returns  afforded by municipal  securities  and CMOs relative to the
Treasury  sector.  Savings and money market deposits were up 7.6% when comparing
year-end  1999 to 1998  primarily  because  of  growth  in  Select  Savings  and
nonpersonal money market balances.

     1999 was a successful year from the standpoint of the  Corporation's  stock
repurchase program in that the Corporation was able to repurchase almost 143,000
shares  of  common  stock,   representing   approximately  5%  of  total  shares
outstanding  at the  beginning  of the year.  This  compares to  repurchases  of
approximately 34,000 and 53,000 shares in 1998 and 1997, respectively.








                                       28



Net Interest Income

     Average  Balance  Sheet;  Interest  Rates and  Interest  Differential.  The
following table sets forth the average daily balances for each major category of
assets,  liabilities and stockholders' equity as well as the amounts and average
rates  earned or paid on each  major  category  of  interest-earning  assets and
interest-bearing liabilities.



                                                    2000                            1999*                         1998*
                                    --------------------------------  ------------------------------   -----------------------------
                                     Average                Average    Average               Average    Average              Average
                                     Balance     Interest     Rate     Balance     Interest    Rate     Balance     Interest   Rate
                                    -----------  --------- ---------  ----------  ---------  -------   ---------    --------  ------
                                                                                                   
Assets:                                                                  (dollars in thousands)
Federal funds sold..................  $ 80,387    $ 5,044      6.27%   $ 69,860    $ 3,439     4.92%    $ 56,355    $ 2,953    5.24%
Investment securities:
  Taxable ..........................   204,272     12,725      6.23     192,824     11,646     6.04      194,380     12,039    6.19
  Nontaxable (1) ...................    96,141      6,832      7.11      84,040      5,705     6.79       69,334      4,706    6.79
Loans (1) (2) ......................   186,451     16,596      8.90     176,078     15,171     8.62      164,063     14,661    8.94
                                     ----------  ---------   -------  ---------   --------   ------     --------    -------  ------
Total interest-earning assets (1) ..   567,251     41,197      7.26     522,802     35,961     6.88      484,132     34,359    7.10
                                                 ---------   -------              ---------  ------                 -------  ------
Allowance for loan losses ..........    (1,961)                          (2,835)                          (3,643)
                                     ----------                       ----------                        --------
Net interest-earning assets.........   565,290                          519,967                          480,489
Cash and due from banks.............    22,026                           20,954                           17,429
Premises and equipment, net ........     6,695                            6,444                            5,424
Other assets .......................     6,315       .                    7,196                            5,640
                                     ----------                       ----------                        --------
                                      $600,326                        $ 554,561                         $508,982
                                     ==========                       ==========                        ========
Liabilities and
  Stockholders' Equity:
Savings and money
  market deposits ..................  $303,530     11,127      3.67   $ 280,124      7,984     2.85     $251,930      7,998    3.17
Time deposits ......................    41,105      1,979      4.81      37,617      1,529     4.06       40,219      1,869    4.65
                                     ----------  ---------   -------  ----------  ---------  ------     --------    -------  ------
Total interest-bearing deposits ....   344,635     13,106      3.80     317,741      9,513     2.99      292,149      9,867    3.38
                                     ----------  ---------   -------  ----------  ---------  ------     --------    -------  ------
Checking deposits (3) ..............   186,215                          168,791                          153,117
Other liabilities ..................     2,765                            2,623                            2,679
                                     ----------                       ----------                        --------
                                       533,615                          489,155                          447,945
Stockholders' equity ...............    66,711                           65,406                           61,037
                                     ----------                       ----------                        --------
                                      $600,326                        $ 554,561                         $508,982
                                     ==========                       ==========                        ========
Net interest income (1) ............             $ 28,091                          $26,448                          $24,492
                                                 =========                        =========                         =======
Net interest spread (1) ............                          3.46%                            3.89%                           3.72%
                                                           =========                         ======                          ======
Net interest yield (1)..............                           4.95%                           5.06%                           5.06%
                                                           =========                         ======                          ======


*Reclassified to conform to the current period's presentation

(1)  Tax-equivalent  basis.  Interest income on a tax-equivalent  basis includes
     the additional amount of interest income that would have been earned if the
     Bank's  investment in tax-exempt  loans and investment  securities had been
     made in loans and  investment  securities  subject to federal  income taxes
     yielding the same after-tax income. The  tax-equivalent  amount of $1.00 of
     nontaxable  income  was  $1.52 in each year  presented,  based on a federal
     income tax rate of 34%.
(2)  For the purpose of these  computations,  nonaccruing  loans are included in
     the daily average loan amounts outstanding.
(3)  Includes official check and treasury tax and loan balances.




                                       29



     Rate/Volume Analysis.  The following table sets forth the effect of changes
in volumes,  rates, and rate/volume on tax-equivalent  interest income, interest
expense and net interest income.



                                                                  Year Ended December 31,
                                     ----------------------------------------------------------------------------------
                                                2000 versus 1999                          1999 versus 1998*
                                     Increase (decrease) due to changes in:    Increase (decrease) due to changes in:
                                     ---------------------------------------   ----------------------------------------
                                                          Rate/        Net                             Rate/      Net
                                      Volume      Rate   Volume (2)  Change       Volume     Rate    Volume (2)  Change
                                     --------- --------  ---------  ---------   ---------- -------- ----------  --------
                                                                      (in thousands)
                                                                                         
Interest Income:
Federal funds sold..................    $ 518      $944    $ 143     $1,605        $ 708   $ (179)     $ (43)    $ 486
Investment securities:
  Taxable...........................      691       366       22      1,079          (96)    (299)         2      (393)
  Nontaxable (1)....................      821       267       39      1,127          998        1          -       999
Loans (1) ..........................      894       502       29      1,425        1,074     (525)       (39)      510
                                     --------- ---------  -------   --------   ---------- --------  ---------  --------
Total interest income ..............    2,924     2,079      233      5,236        2,684   (1,002)       (80)    1,602
                                     --------- ---------  -------   --------   ---------- --------  ---------  --------

Interest Expense:
Savings and money
  market deposits ..................      667     2,285      191      3,143          895     (818)       (91)      (14)
Time deposits ......................      142       282       26        450         (121)    (234)        15      (340)
                                     --------- ---------  -------   --------   ---------- --------  ---------  --------
Total interest expense .............      809     2,567      217      3,593          774   (1,052)       (76)     (354)
                                     --------- ---------  -------   --------   ---------- --------  ---------  --------
Increase (decrease) in net
  interest income ..................  $ 2,115     $(488)    $ 16     $1,643      $ 1,910     $ 50      $  (4)  $ 1,956
                                     ========= =========  =======   ========   ========== ========  =========  ========


* Reclassified to conform to the current period's presentation

(1)  Tax-equivalent basis.
(2)  Represents the change not solely  attributable  to change in rate or change
     in volume but a combination of these two factors.

Net Interest Income - 2000 Versus 1999

     Net interest income on a tax-equivalent  basis increased by $1,643,000,  or
6.2%,  from  $26,448,000 in 1999 to $28,091,000 in 2000. As can be seen from the
above rate/volume  analysis,  the increase is primarily  comprised of a positive
volume variance of $2,115,000 and a negative rate variance of $488,000.

     The  positive  volume  variance  was  largely  caused by growth in  average
checking  deposits and the use of such funds to purchase  investment  securities
and originate  loans.  When comparing 2000 to 1999,  average  checking  deposits
increased by $17,424,000,  or 10.3%.  Also making a significant  contribution to
the positive  volume  variance was growth in the overall balance of money market
type  products  and the use of such  funds to  purchase  investment  securities,
originate  loans,  and increase the Bank's  overnight  position in federal funds
sold.  When comparing  2000 to 1999,  the average  balance for money market type
products increased by $25,340,000, or 10.7%.

     Funding  interest-earning asset growth with growth in checking deposits and
capital has a greater  impact on net  interest  income than  funding such growth
with  interest-bearing  deposits because checking  deposits and capital,  unlike
interest-bearing  deposits,  have no  associated  interest  cost.  The growth of
checking  balances has historically been one of the Corporation's key strategies
for increasing earnings per share.

     The Bank's calling program is a significant  factor that favorably impacted
the growth in average  checking  balances noted when comparing 2000 to 1999, and
competitive  pricing is a  significant  contributing  factor with respect to the
growth in average  interest-bearing  deposits  noted during the same period.  In
addition,  the growth in both  checking  and  interest-bearing  deposits is also
attributable  to  the  Bank's   attention  to  customer  service  and  favorable
conditions in the local economy.

     During  the latter  half of 1999 and the first  half of 2000,  there was an
escalation  in  short-term  interest  rates as  evidenced  by a 175 basis  point
increase in the federal funds target rate. In addition,  despite rising interest
rates,  the  yield on the  Bank's  mortgage  loan  portfolio  was  substantially
unchanged. This occurred because the origination and repricing of mortgage loans
during the period at current rates did not favorably impact the overall yield on
the  portfolio.  These



                                       30



factors contributed to the reduction in the Bank's net interest spread and yield
from 3.89% and 5.06%, respectively, in 1999 to 3.46% and 4.95%, respectively, in
2000.

     As more fully  discussed in the Market Risk section of this  Discussion and
Analysis  of  Financial  Condition  and  Results of  Operations,  an increase in
interest  rates  should  initially  have a  negative  impact on the  Bank's  net
interest income.  However,  if interest rates are sustained at the higher levels
and the Bank can purchase  securities and originate  loans at yields higher than
those  maturing and reprice loans at higher yields,  the eventual  impact on net
interest income should be positive.  The reverse should be true of a decrease in
interest rates.

Net Interest Income - 1999 Versus 1998

     Net interest income on a tax-equivalent  basis increased by $1,956,000,  or
8.0%,  from  $24,492,000 in 1998 to $26,448,000 in 1999. As can be seen from the
preceding  rate/volume  analysis,  the increase is primarily  attributable  to a
positive volume variance of $1,910,000.

     The  positive  volume  variance  was  largely  caused by growth in  average
checking  deposits and the use of such funds to purchase  investment  securities
and originate  loans.  When comparing 1999 to 1998,  average  checking  deposits
increased by  $15,674,000,  or 10.2%.  Also  contributing to the positive volume
variance  was growth in the overall  balance of money  market type  products and
stockholders' equity and the use of such funds to purchase securities, originate
loans,  and increase the Bank's  overnight  position in federal funds sold. When
comparing  1999 to 1998,  the  average  balance for money  market type  products
increased by $28,971,000,  or 13.9%, and average  stockholders' equity increased
by $4,369,000, or 7.2%.

     The Bank's calling program is a significant  factor that favorably impacted
the growth in average  checking  balances noted when comparing 1999 to 1998, and
competitive  pricing is a  significant  contributing  factor with respect to the
growth in average  interest-bearing  deposits  noted during the same period.  In
addition,  the growth in both  checking  and  interest-bearing  deposits is also
attributable to new branch openings in 1998 and early 1999, the Bank's attention
to customer service and excellent conditions in the local economy.

     Net interest spread and yield were 3.89% and 5.06%, respectively,  for 1999
as compared to 3.72% and 5.06%,  respectively,  for 1998. It would appear that a
principal  cause for the  increase  in spread was that in January  1999 the Bank
lowered the rates paid on its traditional savings and interest-bearing  checking
products to more closely align them with local market conditions.

     In  1999,  nontaxable  investment  securities  represented  16.1%  of total
average  interest-earning  assets,  up from 14.3% in 1998 and 10.7% in 1997. The
continued increase in nontaxable  securities resulted from management's  efforts
to  grow  the  longer-term,  municipal  securities  portfolio  in  light  of the
favorable returns offered by municipals relative to U.S. Treasury securities.

Noninterest Income, Noninterest Expense, and Income Taxes

     Noninterest  income  includes  service charges on deposit  accounts,  Trust
Department income,  gains or losses on sales of  available-for-sale  securities,
and all other items of income, other than interest,  resulting from the business
activities of the Corporation.  Noninterest  income was $4,525,000,  $4,966,000,
and  $4,596,000  in 2000,  1999,  and 1998,  respectively.  The 9%  decrease  in
noninterest  income in 2000 is  primarily  attributable  to  $229,000  in losses
realized  on  sales of  available-for-sale  securities  and the loss of  several
accounts that incurred large  maintenance/activity  and overdraft check charges.
The securities losses resulted from the execution of a loss program in which the
Bank sold  municipal  securities  with an amortized cost of  approximately  $7.7
million and then purchased  higher-yielding  replacement  securities of the same
type and slightly longer  duration.  The after-tax loss realized in 2000 will be
more  than  offset by the  impact  of higher  future  yields.  The  increase  in
noninterest income for 1999 is largely comprised of increases in overdraft check
and maintenance/activity charges.

     Noninterest expense is comprised of salaries, employee benefits,  occupancy
and equipment  expense and other operating  expenses  incurred in supporting the
various  business  activities  of  the  Corporation.   Noninterest  expense  was
$17,567,000  and  $16,321,000  in  2000  and  1999,  respectively,  representing
increases over prior year amounts of $1,246,000, or 7.6%, and $852,000, or 5.5%.
The  increase  for 2000 is  primarily  comprised  of an  increase in salaries of
$450,000,  or 5.9%,  an increase in employee  benefits  expense of $533,000,  or
almost 20%, and an increase in occupancy and equipment  expense of $222,000,  or
approximately  10%. The increase in salaries is largely  attributable  to normal
annual  salary  increases  and  new  branch  openings.  The  Bank  opened  three
commercial banking offices in the fourth quarter of 2000, two in Suffolk County,
Long Island and its first  office in Queens  County,  New York.  The increase in
employee  benefits expense is primarily  attributable to higher  retirement plan
expense  caused by, among other things,



                                       31


growth in salaries of  retirement  plan  participants,  the  negative  impact of
changing interest rates on required employer  contributions,  and an accrual for
directors' retirement benefits.  The increase in occupancy and equipment expense
in 2000 is largely attributable to an increase in depreciation expense resulting
from significant  capital  expenditures made in 1999 and 2000 and the new branch
openings.

     The increase in noninterest  expense for 1999 is primarily  attributable to
an increase in salaries of  $404,000,  an increase in  occupancy  and  equipment
expense of $233,000,  and an increase in other  operating  expenses of $318,000.
The  increase in salaries is  primarily  attributable  to normal  annual  salary
increases  and new  branch  openings.  The Bank  opened two  commercial  banking
offices in Suffolk  County,  Long  Island in the third  quarter of 1998,  and an
additional  commercial  banking office in Nassau County,  Long Island in January
1999. The increase in occupancy and equipment expense is primarily  attributable
to the new branch openings and significant  equipment  upgrades made principally
in the Bank's branch system.  The increase in other  operating  expenses,  which
includes computer service expense,  is partially  attributable to the new branch
openings and equipment upgrades.

     Income tax expense as a  percentage  of book income was 26.9%,  31.0%,  and
31.6% in 2000, 1999, and 1998, respectively.  The decrease in the percentage for
2000 is primarily attributable to an increase in the amount of tax-exempt income
on  municipal  securities,  the  establishment  and  funding  by the  Bank  of a
subsidiary that qualifies as a real estate  investment trust, and the funding by
the Bank of its investment  subsidiary.  The decrease in the percentage for 1999
is mostly  attributable  to an  increase in the amount of  tax-exempt  income on
municipal securities.

Allowance and Provision For Loan Losses

     The  allowance  for loan  losses was  $1,943,000  at  December  31, 2000 as
compared to $2,033,000 at December 31, 1999, representing  approximately 1.0% of
total loans at each date.  The change in the  allowance  during 2000 is due to a
$75,000 credit provision for loan losses,  chargeoffs of $56,000, and recoveries
of $41,000.

     The  allowance  for loan  losses is an  amount  that  management  currently
believes will be adequate to absorb estimated inherent losses in the Bank's loan
portfolio.  In estimating a range for such losses the Bank  selectively  reviews
individual  credits in its portfolio and, for those loans deemed to be impaired,
measures  impairment  losses based on either the fair value of collateral or the
discounted  value of expected  future cash flows.  Losses for loans that are not
specifically  reviewed  are  determined  on a pooled basis taking into account a
variety  of  factors  including  historical  losses;  levels  of and  trends  in
delinquencies  and  nonaccruing  loans;  trends  in  volume  and terms of loans;
changes in lending  policies and  procedures;  experience,  ability and depth of
lending staff; national and local economic conditions; concentrations of credit;
and environmental risks.

     In addition to  reviewing  its own  portfolio,  management  also  considers
relevant loan loss statistics for the Bank's peer group. Because the process for
estimating credit losses and determining the allowance for loan losses as of any
balance  sheet date is  subjective  in nature and requires  material  estimates,
there  is not an  exact  amount  but  rather a range  for  what  constitutes  an
appropriate allowance.

     The amount of future  chargeoffs  and  provisions  for loan  losses will be
affected by,  among other  things,  economic  conditions  on Long  Island.  Such
conditions  affect the financial  strength of the Bank's borrowers and the value
of real estate  collateral  securing  the Bank's  mortgage  loans.  In addition,
future  provisions and chargeoffs could be affected by environmental  impairment
of properties  securing the Bank's  mortgage  loans.  Mortgage  loans  represent
approximately 81% of total loans outstanding at December 31, 2000. Environmental
audits for commercial  mortgages were instituted by the Bank in 1987.  Under the
Bank's current  policy,  an  environmental  audit is required on practically all
commercial-type  properties  that are  considered  for a mortgage  loan.  At the
present time, the Bank is not aware of any existing loans in the portfolio where
there is environmental  pollution  originating on the mortgaged  properties that
would materially affect the value of the portfolio.





                                       32



Asset Quality

     The  Corporation  has identified  certain  assets as risk  elements.  These
assets  present  more  than the  normal  risk  that the Bank  will be  unable to
eventually  collect or realize their full carrying value. The Corporation's risk
elements at December 31, 2000 and 1999 are as follows:



                                                                               December 31,
                                                                    --------------------------------
                                                                       2000                1999
                                                                    ------------       -------------
                                                                          (dollars in thousands)
                                                                                          
Nonaccruing loans.................................................           $ -                $ 28
Foreclosed real estate ...........................................             -                   -
                                                                    ------------       -------------
  Total nonperforming assets .....................................             -                  28
Troubled debt restructurings......................................             -                   -
Loans past due 90 days or more as to
  principal or interest payments and still accruing...............           173                   5
                                                                    ------------       -------------
  Total risk elements.............................................         $ 173                $ 33
                                                                    ============       =============

Nonaccruing loans as a percentage of total loans..................           .00%                .02%
                                                                    ============       =============
Nonperforming assets as a percentage of total loans
  and foreclosed real estate .....................................           .00%                .02%
                                                                    ============       =============
Risk elements as a percentage of total loans and
  foreclosed real estate .........................................           .09%                .02%
                                                                    ============       =============


 Capital

     The  Corporation's  capital  management  policy  is  designed  to build and
maintain  capital  levels  that  exceed  regulatory  standards.   Under  current
regulatory  capital  standards,   banks  are  classified  as  well  capitalized,
adequately  capitalized  or  undercapitalized.  Under  such  standards,  a  well
capitalized  bank is one that has a total  risk-based  capital ratio equal to or
greater than 10%, a Tier 1 risk-based capital ratio equal to or greater than 6%,
and  a  Tier  1  leverage  capital  ratio  equal  to or  greater  than  5%.  The
Corporation's  total risk-based  capital,  Tier 1 risk-based  capital and Tier 1
leverage capital ratios of 28.42%, 27.65% and 11.19%, respectively,  at December
31, 2000 substantially exceed the requirements for a well-capitalized bank.

     During the 2000 year,  total  stockholders'  equity increased by $6,633,000
from  $64,233,000  at December 31, 1999 to $70,866,000 at December 31, 2000. The
increase in  stockholders'  equity is  primarily  attributable  to the  combined
effect of net income of  $9,318,000,  repurchases  of common stock  amounting to
$2,819,000, unrealized gains on available-for-sale securities of $1,986,000, and
cash dividends declared of $2,094,000.

     Stock  Repurchase  Program.  Since 1988,  the  Corporation  has had a stock
repurchase program under which it can purchase, from time to time, shares of its
own  common  stock in market or  private  transactions.  The Board of  Directors
approved  three  stock  repurchase  plans  in 2000,  one for  35,000  shares  in
February, an additional plan for 35,000 shares in July, and the most recent plan
for 50,000  shares in October.  Total shares  purchased  in 2000 are 84,435,  of
which 24,476 were purchased  under a plan approved in 1999.  Currently there are
64,308 shares that can be purchased under the plans approved in 2000.

Cash Flows and Liquidity

     Cash Flows.  During 2000,  deposit growth  provided cash of $47,283,000 and
operating  activities  provided  cash of  $10,962,000.  These  amounts  were the
principal  sources of  funding  the  increase  in cash and cash  equivalents  of
$26,498,000,  investing  activities  of  $27,149,000,  cash  dividends  paid  of
$2,002,000, and stock repurchases of $2,819,000.

     As  reflected  in  the   accompanying   consolidated   balance  sheet,  the
$47,283,000  growth in deposits from year-end 1999 to year-end 2000 is comprised
of an increase in checking deposits of $18,754,000, or 10.6%, and an increase in
total  interest-bearing  deposits  of  $28,529,000,  or 8.7%.  The  increase  in
interest-bearing  deposits is primarily  attributable  to growth in money market
balances.

      Liquidity.   The  Corporation's  primary  sources  of  liquidity  are  its
overnight position in federal funds sold; its short-term  investment  securities
portfolio which generally consists of securities  purchased to mature within one
year and  securities  with  average  lives of one year or less;  maturities  and
monthly payments on the balance of the investment  securities  portfolio and the
loan portfolio; and, to the extent not pledged, investment securities designated
as available-



                                       33


for-sale. At December 31, 2000, the Corporation had $87,800,000 in federal funds
sales, a short-term securities portfolio of $31,418,000,  and available-for-sale
securities not subject to pledge  agreements of $50,234,000.  The  Corporation's
liquidity  is enhanced by its stable  deposit base which  primarily  consists of
checking,  savings and money market accounts.  Such accounts  comprised 92.0% of
total  deposits at December 31, 2000,  while time  deposits of $100,000 and over
and other time deposits comprised only 3.6% and 4.4%, respectively.

     The Bank attracts all of its deposits through its banking offices primarily
from the  communities  in which those  banking  offices are located and does not
solicit brokered deposits. In addition,  the Bank has not historically relied on
purchased or borrowed funds as sources of liquidity.

Market Risk

     The  Bank   invests  in   interest-earning   assets  which  are  funded  by
interest-bearing deposits, noninterest-bearing deposits, and capital. The Bank's
results  of  operations  are  subject  to  risk  resulting  from  interest  rate
fluctuations  generally and having assets and  liabilities  that have  different
maturity, repricing, and prepayment/withdrawal characteristics. The Bank defines
interest  rate risk as the risk that the Bank's  earnings  and/or net  portfolio
value  (defined  below) will change when interest  rates  change.  The principal
objective of the Bank's asset/liability management activities is to maximize net
interest income while at the same time maintaining acceptable levels of interest
rate and liquidity risk and facilitating the funding needs of the Bank.

     Because the Bank's loans and investment securities generally reprice slower
than its interest-bearing deposit accounts, an increase in interest rates should
initially  have a negative  impact on the Bank's net interest  income.  However,
since approximately 39% of the Bank's average interest-earning assets are funded
by noninterest-bearing  checking deposits and capital, if rates are sustained at
the higher levels and the Bank can purchase  securities  and originate  loans at
yields  higher than those  maturing  and  reprice  loans at higher  yields,  the
eventual impact on net interest income should be positive. The reverse should be
true of a decrease in interest rates.

      The Bank  monitors  and controls  interest  rate risk through a variety of
techniques including the use of interest rate sensitivity models and traditional
interest  rate  sensitivity  gap analysis.  Through use of the models,  the Bank
projects  future net interest  income and then estimates the effect on projected
net  interest  income of various  changes in interest  rates and  balance  sheet
growth  rates.  The Bank also uses the  models to  calculate  the  change in net
portfolio  value  ("NPV") over a range of interest  rate change  scenarios.  Net
portfolio  value is the present value of expected  future cash flows from assets
less the present value of expected cash flows from liabilities.  Traditional gap
analysis   involves   arranging   the   Bank's   interest-earning   assets   and
interest-bearing  liabilities  by  repricing  periods  and  then  computing  the
difference, or interest-rate sensitivity gap, between the assets and liabilities
which are estimated to reprice during each time period and cumulatively  through
the end of each time period.

     Both interest rate sensitivity  modeling and gap analysis involve a variety
of  significant  estimates and  assumptions  and are done at a specific point in
time. Interest rate sensitivity modeling requires, among other things, estimates
of:  (1) how  much  and when  yields  and  costs  on  individual  categories  of
interest-earning assets and interest-bearing  liabilities will adjust because of
projected  changes in market  interest  rates;  (2) future cash  flows;  and (3)
discount rates.

     Gap  analysis  requires  estimates  as to  when  individual  categories  of
interest-sensitive  assets and liabilities  will reprice and assumes that assets
and liabilities  assigned to the same repricing  period will reprice at the same
time and in the same amount.  Like sensitivity  modeling,  gap analysis does not
fully  take  into  account  the  fact  that the  repricing  of some  assets  and
liabilities is discretionary and subject to competitive and other pressures.

     Changes in the estimates and assumptions made for interest rate sensitivity
modeling and gap analysis could have a significant  impact on projected  results
and  conclusions.  Therefore,  these  techniques may not accurately  reflect the
actual  impact of general  interest  rate  movements  on the Bank's net interest
income or net portfolio value.

     The  following  table is provided  pursuant  to the market risk  disclosure
rules set forth in Item 305 of  Regulation  S-K of the  Securities  and Exchange
Commission.  The  information  provided  in the  table is  based on  significant
estimates  and  assumptions  and  constitutes,  like  certain  other  statements
included herein, a forward-looking  statement.  The base case information in the
table  shows (1) an  estimate  of the  Corporation's  NPV at  December  31, 2000
arrived at by  discounting  estimated  future cash flows at current market rates
and (2) an estimate  of net  interest  income for 2001  assuming  that  maturing
assets or  liabilities  are replaced  with new balances of the same type, in the
same amount,  and at current rate levels and repricing  balances are adjusted to
current rate levels. The rate change information in the table shows estimates of
NPV at December 31, 2000 and net interest  income for 2001 assuming rate changes
of plus 100 and 200  basis  points  and minus  100 and 200  basis  points.  Rate
changes are assumed to be shock or immediate  changes and occur uniformly across
the yield curve  regardless of the duration to maturity or repricing of specific
assets and  liabilities.  In  projecting



                                       34


future net interest income under the indicated rate change  scenarios,  activity
is simulated by replacing  maturing balances with new balances of the same type,
in the same  amount,  but at the  assumed  rate  level and  adjusting  repricing
balances to the assumed rate level.

      Based on the foregoing  assumptions and as depicted in the table below, an
immediate  decrease  in  interest  rates  would  have a  positive  effect on net
interest  income over a one-year time period.  This is  principally  because the
Bank's  interest-bearing  deposit  accounts  reprice  faster  than its loans and
investment securities.  However, over a longer period of time, and assuming that
interest  rates  remain  stable  after the initial  rate  decrease  and the Bank
purchases  securities and  originates  loans at yields lower than those maturing
and reprices loans at lower yields,  the impact should be negative.  This occurs
primarily because with the passage of time more loans and investment  securities
will  reprice at the lower rates and there will be no  offsetting  reduction  in
interest   expense  for  those  loans  and  investment   securities   funded  by
noninterest-bearing  checking deposits and capital.  The opposite should be true
of an immediate increase in interest rates followed by rate stabilization.



                                         Net Portfolio Value (NPV)  Net Interest Income
                                           at December 31, 2000           for 2001
                                         -------------------------  -------------------
                                                       Percent                Percent
                                                       Change                 Change
                                                        From                    From
Rate Change Scenario                        Amount    Base Case     Amount   Base Case
- ---------------------------------------   ---------  -----------    ------   ---------
                                                    (dollars in thousands)
                                                                   
+ 200 basis point rate shock ..........    $50,535     (31.3)%     $23,334     (9.1)%
+ 100 basis point rate shock ..........     61,758     (16.1)       24,495     (4.5)
   Base case (no rate change) .........     73,568        --        25,656        --
- - 100 basis point rate shock ..........     86,057      17.0        26,817      4.5
- - 200 basis point rate shock ..........     99,223      34.9        27,680      7.9


     The following table summarizes the Corporation's  cumulative  interest rate
sensitivity  gap at  December  31,  2000 based upon  significant  estimates  and
assumptions that the Corporation believes to be reasonable.



                                                                                  Repricing Date
                                         -------------------------------------------------------------------------------------------
                                                        Over        Over                    Over
                                                       Three        Six                   One Year
                                           Three       Months      Months      Total      Through      Over       Non-
                                           Months     Through     Through      Within       Five       Five    interest-
                                          or Less    Six Months   One Year    One Year     Years      Years    Sensitive     Total
                                         ---------   ---------   ---------   ---------   ---------  ---------  ---------   ---------
                                                                                 (in thousands)
                                                                                                   
Assets:
   Federal funds sold .................  $  87,800   $    --     $    --     $  87,800   $    --    $    --    $    --     $  87,800
   Investment securities ..............     37,364      15,222      22,958      75,544     144,241     89,158      1,098     310,041
   Loans ..............................     69,411      13,866      27,727     111,004      63,291     18,054     (1,383)    190,966
   Other assets .......................       --          --          --          --          --         --       37,185      37,185
                                         ---------   ---------   ---------   ---------   ---------  ---------  ---------   ---------
                                           194,575      29,088      50,685     274,348     207,532    107,212     36,900     625,992
                                         ---------   ---------   ---------   ---------   ---------  ---------  ---------   ---------
Liabilities and Stockholders' Equity:
   Checking deposits ..................       --          --          --          --          --         --      195,617     195,617
   Savings and money market deposits ..    240,361       5,816       9,082     255,259      22,080     33,342       --       310,681
   Time deposits ......................     28,056       8,937       4,808      41,801       2,364          9       --        44,174
   Other liabilities ..................       --          --          --          --          --         --        4,654       4,654
   Stockholders' equity ...............       --          --          --          --          --         --       70,866      70,866
                                         ---------   ---------   ---------   ---------   ---------  ---------  ---------   ---------
                                           268,417      14,753      13,890     297,060      24,444     33,351    271,137     625,992
                                         ---------   ---------   ---------   ---------   ---------  ---------  ---------   ---------
Interest-rate sensitivity gap .........  $ (73,842)  $  14,335   $  36,795   $ (22,712)  $ 183,088  $  73,861  $(234,237)  $    --
                                         =========   =========   =========   =========   =========  =========  =========   =========
Cumulative interest-rate
 sensitivity gap ......................  $ (73,842)  $ (59,507)  $ (22,712)  $ (22,712)  $ 160,376  $ 234,237  $    --     $    --
                                         =========   =========   =========   =========   =========  =========  =========   =========





                                       35



Regulatory Matters

     Pending  Legislation.  Commercial  checking deposits  currently account for
approximately   26%  of  the  Bank's  total  deposits.   Congress  is  currently
considering  legislation  that would allow customers to cover checks by sweeping
funds from  interest-bearing  deposit  accounts each business day and repeal the
prohibition  of the payment of interest on  corporate  checking  deposits in the
future. Although management currently believes that the Bank's earnings could be
more  severely  impacted by  permitting  the  payment of  interest on  corporate
checking  deposits  than  the  daily  sweeping  of funds  from  interest-bearing
accounts to cover  checks,  either could have a material  adverse  impact on the
Bank's future results of operations.

     Examinations.  The  subsidiary  Bank  was  examined  by the  Office  of the
Comptroller of the Currency in the fourth quarter of 1999. The examination was a
regularly scheduled safety and soundness  examination and also included a review
of the  Bank's  compliance  with the  Community  Reinvestment  Act and  consumer
compliance laws and the Bank's Year 2000 preparedness.  Management is not aware,
nor has it been apprised, of any recommendations by regulatory  authorities that
involve a material effect on the Corporation's liquidity,  capital resources, or
operations.

New Accounting Pronouncements

     In June 1998, the Financial  Accounting Standards Board issued Statement of
Financial  Accounting  Standards No. 133 "Accounting For Derivative  Instruments
and Hedging Activities" ("SFAS No. 133"). This Statement establishes  accounting
and reporting standards for derivative instruments, including certain derivative
instruments  embedded in other contracts,  and for hedging activities.  SFAS No.
133, as later  amended by SFAS No. 137 and SFAS No. 138,  is  effective  for all
fiscal  quarters of all fiscal years beginning after June 15, 2000. The adoption
of SFAS No. 133 will not impact the Corporation's accounting and disclosures.

     In  September  2000,  the  Financial   Accounting  Standards  Board  issued
Statement of Financial  Accounting  Standards No. 140  "Accounting For Transfers
and Servicing of Financial Assets and Extinguishments of Liabilities" ("SFAS No.
140").  This  Statement  replaces  SFAS No. 125  "Accounting  For  Transfers and
Servicing of Financial  Assets and  Extinguishments  of Liabilities"  ("SFAS No.
125").  It revises the standards for  accounting for  securitizations  and other
transfers of financial assets and collateral and requires  certain  disclosures,
but it carries over most of SFAS No. 125's provisions  without  reconsideration.
SFAS No. 140 is generally  effective  for  transfers  and servicing of financial
assets and  extinguishments  of liabilities  occurring after March 31, 2001. The
Corporation  is still  assessing  the  impact,  if any,  of SFAS No.  140 on its
accounting and disclosures.

Forward Looking Statements

     With respect to financial  performance and business  matters,  Management's
Discussion  and  Analysis  of  Financial  Condition  and  Results of  Operations
contains various "forward-looking statements" within the meaning of that term as
set  forth  in Rule  175 of the  Securities  Act of 1933  and  Rule  3b-6 of the
Securities Act of 1934. Such statements are contained in sentences including the
words "may" or "expect"  or "could" or  "should"  or  "would".  The  Corporation
cautions  that  these   forward-looking   statements  are  subject  to  numerous
assumptions, risks and uncertainties,  and therefore actual results could differ
materially  from  those  contemplated  by  the  forward-looking  statements.  In
addition, the Corporation assumes no duty to update forward-looking statements.




                                       36



MANAGEMENT'S RESPONSIBILITY
FOR FINANCIAL REPORTING


     The management of The First of Long Island  Corporation is responsible  for
the preparation of the consolidated financial statements, related financial data
and  other  information  in  this  annual  report.  The  consolidated  financial
statements  are  prepared  in  accordance  with  generally  accepted  accounting
principles  and include  amounts  based on  management's  estimates and judgment
where appropriate. Financial information appearing throughout this annual report
is consistent with the consolidated financial statements.

     In meeting its  responsibility  both for the  reliability  and integrity of
these statements and information,  management  depends on its accounting systems
and related  internal control  structures.  These systems and controls have been
designed to provide  reasonable  assurances that assets are safeguarded and that
transactions   are  authorized  and  recorded  in  accordance  with  established
procedures and that reliable records are maintained.  As an integral part of the
internal  control  structure,  the  Corporation  maintains  a staff of  internal
auditors  who  monitor  compliance  with and  assess  the  effectiveness  of the
internal  control  structure and coordinate  audit coverage with the independent
auditors.

     The Corporation's  Examining Committee of the Board of Directors,  composed
solely of outside  directors,  meets regularly with the  Corporation's  internal
auditors,  independent  auditors  and  regulatory  examiners  to review  matters
relating to financial  reporting,  internal  control  structure  and the nature,
extent and  results of the audit  effort.  The  independent  auditors,  internal
auditors and banking  regulators  have direct access to the Examining  Committee
with or without management present.

     The  consolidated  financial  statements for each of the three years in the
period  ended  December  31,  2000 have been  audited  by Arthur  Andersen  LLP,
independent public accountants,  who render an independent  professional opinion
on  management's  consolidated  financial  statements.   Their  appointment  was
approved  by the Board of  Directors.  The  examinations  provide  an  objective
assessment  of the  degree  to which  the  Corporation's  management  meets  its
responsibility  for  financial  reporting.  Their  opinion  on the  consolidated
financial  statements is based on auditing  procedures  which include  reviewing
internal  control  structures and performing  selected tests of transactions and
records as deemed appropriate. These auditing procedures are designed to provide
a reasonable level of assurance that the consolidated  financial  statements are
fairly presented in all material respects.







                                       37



CONSOLIDATED BALANCE SHEETS



                                                                                           December 31,
                                                                             ----------------------------------
                                                                                 2000                   1999*
                                                                             ------------           -----------
                                                                                              
Assets:
   Cash and due from banks ...........................................       $ 23,872,000           $21,174,000
   Federal funds sold.................................................         87,800,000            64,000,000
                                                                             -------------          ------------
     Cash and cash equivalents .......................................        111,672,000            85,174,000
                                                                             -------------          ------------

   Investment securities:
          Held-to-maturity, at amortized cost (fair
             value of $229,045,000 and $187,258,000)..................        226,361,000           189,998,000
          Available-for-sale, at fair value (amortized cost
             of $82,582,000 and $103,125,000) ........................         83,680,000           100,865,000
                                                                             -------------          ------------
                                                                              310,041,000           290,863,000
                                                                             -------------          ------------
   Loans:
          Commercial and industrial...................................         30,514,000            30,296,000
          Secured by real estate .....................................        155,283,000           147,598,000
          Consumer....................................................          7,504,000             5,284,000
          Other ......................................................            560,000               549,000
                                                                             -------------          ------------
                                                                              193,861,000           183,727,000
          Unearned income.............................................           (952,000)             (953,000)
                                                                             -------------          ------------
                                                                              192,909,000           182,774,000
          Allowance for loan losses ..................................         (1,943,000)           (2,033,000)
                                                                             -------------          ------------
                                                                              190,966,000           180,741,000
                                                                             -------------          ------------

   Bank premises and equipment, net...................................          7,021,000             6,746,000
   Prepaid income taxes...............................................                  -               194,000
   Deferred income tax benefits  .....................................                  -             1,197,000
   Other assets.......................................................          6,292,000             5,636,000
                                                                             -------------          ------------
                                                                             $625,992,000          $570,551,000
                                                                             =============         =============
Liabilities:
   Deposits:
          Checking....................................................       $195,617,000           $176,863,000
          Savings and money market....................................        310,681,000            287,805,000
          Time, other ................................................         24,255,000             23,853,000
          Time, $100,000 and over ....................................         19,919,000             14,668,000
                                                                             -------------          ------------
                                                                              550,472,000            503,189,000
   Accrued expenses and other liabilities.............................          4,137,000              3,129,000
   Current income taxes payable.......................................             91,000                      -
   Deferred income taxes payable......................................            426,000                      -
                                                                             -------------          ------------
                                                                              555,126,000            506,318,000
                                                                             -------------          ------------
Commitments and Contingent Liabilities (Note G)

Stockholders' Equity:
   Common stock, par value $.10 per share:
     Authorized, 20,000,000 shares;
       Issued and outstanding, 2,892,549 and 2,962,803 shares.........            289,000                296,000
   Surplus ...........................................................          1,188,000              2,258,000
   Retained earnings .................................................         68,737,000             63,013,000
                                                                             -------------          ------------
                                                                               70,214,000             65,567,000
   Accumulated other comprehensive income (loss), net of tax .........            652,000             (1,334,000)
                                                                             -------------          ------------
                                                                               70,866,000             64,233,000
                                                                             -------------          ------------
                                                                             $625,992,000           $570,551,000
                                                                             =============          ============


* Reclassified to conform to the current period's presentation

See notes to consolidated financial statements






                                       38



CONSOLIDATED STATEMENTS OF INCOME



                                                                                  Year Ended December 31,
                                                                     -------------------------------------------------
                                                                         2000               1999              1998
                                                                     ------------       ------------      ------------
                                                                                                  
Interest income:
    Loans...........................................................  $16,544,000       $ 15,113,000       $14,584,000
    Investment securities:
        Taxable.....................................................   12,725,000         11,646,000        12,039,000
        Nontaxable .................................................    4,509,000          3,765,000         3,106,000
    Federal funds sold..............................................    5,044,000          3,439,000         2,953,000
                                                                     -------------      -------------     -------------
                                                                       38,822,000         33,963,000        32,682,000
                                                                     -------------      -------------     -------------
Interest expense:
    Savings and money market deposits ..............................   11,127,000          7,984,000         7,998,000
    Time deposits...................................................    1,979,000          1,529,000         1,869,000
                                                                     -------------      -------------     -------------
                                                                       13,106,000          9,513,000         9,867,000
                                                                     -------------      -------------     -------------
        Net interest income ........................................   25,716,000         24,450,000        22,815,000
Provision for loan losses (credit) .................................      (75,000)                 -          (100,000)
                                                                     -------------      -------------     -------------
Net interest income after provision for loan losses (credit) .....     25,791,000         24,450,000        22,915,000
                                                                     -------------      -------------     -------------

Noninterest income:
    Trust Department income.........................................    1,131,000          1,153,000         1,116,000
    Service charges on deposit accounts.............................    2,972,000          3,258,000         2,986,000
    Net gains (losses) on sales of available-for-sale securities.        (229,000)                 -                 -
    Other  .........................................................      651,000            555,000           494,000
                                                                     -------------      -------------     -------------
                                                                        4,525,000          4,966,000         4,596,000
                                                                     -------------      -------------     -------------
Noninterest expense:
    Salaries .......................................................    8,136,000          7,686,000         7,282,000
    Employee benefits ..............................................    3,215,000          2,682,000         2,785,000
    Occupancy and equipment expense ................................    2,410,000          2,188,000         1,955,000
    Other operating expenses .......................................    3,806,000          3,765,000         3,447,000
                                                                     -------------      -------------     -------------
                                                                       17,567,000         16,321,000        15,469,000
                                                                     -------------      -------------     -------------
        Income before income taxes and transition
          adjustment to allowance for loan losses...................   12,749,000         13,095,000        12,042,000
Income tax expense..................................................    3,431,000          4,061,000         3,806,000
                                                                     -------------      -------------     -------------
        Net income before transition adjustment to
             allowance for loan losses..............................    9,318,000          9,034,000         8,236,000
Transition adjustment to allowance for loan
  losses, net of income taxes of $655,000   ........................            -            945,000                 -
                                                                     -------------      -------------     -------------
        Net Income..................................................   $9,318,000         $9,979,000        $8,236,000
                                                                     =============      =============     =============

Weighted average:
    Common shares...................................................    2,922,345          3,041,536         3,105,496
    Dilutive stock options .........................................       39,402             50,137            66,336
                                                                     -------------      -------------     -------------
                                                                        2,961,747          3,091,673         3,171,832
                                                                     =============      =============     =============
Earnings per share before transition
    adjustment to allowance for loan losses:
    Basic...........................................................        $3.19              $2.97             $2.65
                                                                     =============      =============     =============
    Diluted ........................................................        $3.15              $2.92             $2.60
                                                                     =============      =============     =============

Earnings per share:
    Basic...........................................................        $3.19              $3.28             $2.65
                                                                     =============      =============     =============
    Diluted ........................................................        $3.15              $3.23             $2.60
                                                                     =============      =============     =============


See notes to consolidated financial statements




                                       39



CONSOLIDATED STATEMENT OF CHANGES
IN STOCKHOLDERS' EQUITY



                                                                                                       Accumulated
                                                                                                          Other
                                         Common Stock                         Compre-                    Compre-
                                   ------------------------                   hensive       Retained     hensive
                                      Shares       Amount       Surplus       Income        Earnings   Income (Loss)     Total
                                   ----------  ------------  ------------  ------------  ------------  ------------  ------------
                                                                                                
Balance, January 1, 1998 ........   3,113,061  $    311,000  $  5,471,000                $ 51,494,000  $    467,000  $ 57,743,000
Net Income ......................                                          $  8,236,000     8,236,000                   8,236,000
Repurchase and retirement
of common stock .................     (33,637)       (3,000)   (1,563,000)                                             (1,566,000)
Exercise of stock options .......      16,547         2,000       216,000                                                 218,000
Unrealized gains on available-
for-sale-securities, net of
tax of $553,000 .................                                               799,000                     799,000       799,000
                                                                          -------------
Comprehensive income ............                                          $  9,035,000
                                                                          =============
Cash in lieu of fractional shares
on 3-for-2 stock split ..........                                                             (14,000)                    (14,000)
Cash dividends declared -
$.57 per share ..................                                                          (1,767,000)                 (1,767,000)
Tax benefit of stock options ....                                  95,000                                                  95,000
                                   ----------  ------------  ------------                ------------  ------------  ------------
Balance, December 31, 1998 ......   3,095,971       310,000     4,219,000                  57,949,000     1,266,000    63,744,000
Net Income ......................                                          $  9,979,000     9,979,000                   9,979,000
Repurchase and retirement
of common stock .................    (142,797)      (15,000)   (5,101,000)                                             (5,116,000)
Exercise of stock options .......       9,629         1,000       136,000                                                 137,000
Unrealized losses on available-
for-sale-securities, net of
tax of $1,803,000 ...............                                            (2,600,000)                 (2,600,000)   (2,600,000)
                                                                           ------------
Comprehensive income ............                                          $  7,379,000
                                                                           ============
Cash dividends declared -
$.64 per share ..................                                                          (1,915,000)                 (1,915,000)
Tax benefit of stock options ....                                   4,000                                                   4,000
Transfer from retained
    earnings to surplus .........                               3,000,000                  (3,000,000)
                                   ----------  ------------  ------------                ------------  ------------   -----------
Balance, December 31, 1999 ......   2,962,803       296,000     2,258,000                  63,013,000    (1,334,000)   64,233,000
Net Income ......................                                          $  9,318,000     9,318,000                   9,318,000
Repurchase and retirement
of common stock .................     (84,435)       (8,000)   (2,811,000)                                             (2,819,000)
Exercise of stock options .......      14,181         1,000       222,000                                                 223,000
Unrealized gains on available-
for-sale-securities, net of
tax of $1,372,000 ...............                                             1,986,000                   1,986,000     1,986,000
                                                                           ------------
Comprehensive income ............                                          $ 11,304,000
                                                                           ============
Cash dividends declared -
$.72 per share ..................                                                          (2,094,000)                 (2,094,000)
Tax benefit of stock options ....                                  19,000                                                  19,000
Transfer from retained
    earnings to surplus .........                               1,500,000                  (1,500,000)
                                   ----------  ------------  ------------                ------------  ------------  ------------
Balance, December 31, 2000 ......   2,892,549  $    289,000  $  1,188,000                $ 68,737,000  $    652,000  $ 70,866,000
                                    =========  ============  ============                ============  ============  ============


See notes to consolidated financial statements


                                       40



CONSOLIDATED STATEMENTS OF CASH FLOWS



                                                                                           Year Ended December 31,
                                                                               ---------------------------------------------
Increase (Decrease) in Cash and Cash Equivalents                                    2000            1999            1998
                                                                               -------------   -------------   -------------
                                                                                                        
Cash Flows From Operating Activities:
  Net income ..............................................................     $ 9,318,000      $9,979,000      $8,236,000
  Adjustments to reconcile net income to net cash
    provided by operating activities:
      Provision for loan losses (credit) ..................................         (75,000)              -        (100,000)
      Transition adjustment to allowance for loan losses, net of
        income taxes.......................................................               -        (945,000)              -
      Deferred income tax provision .......................................         252,000          67,000         114,000
      Depreciation and amortization .......................................         918,000         801,000         613,000
      Premium amortization (discount accretion) on investment
        securities, net....................................................        (243,000)        868,000         (46,000)
      Net losses on sales of available-for-sale securities.................         229,000               -               -
      Decrease (increase) in prepaid income taxes..........................         194,000         (37,000)         11,000
      Increase in other assets.............................................        (656,000)       (147,000)       (476,000)
      Increase (decrease) in accrued expenses and other liabilities........         915,000        (101,000)        239,000
      Increase in income taxes payable.....................................         110,000               -               -
                                                                               -------------   -------------   -------------
      Net cash provided by operating activities ...........................      10,962,000      10,485,000       8,591,000
                                                                               -------------   -------------   -------------

Cash Flows From Investing Activities:
  Proceeds from sales of available-for-sale securities.....................       7,423,000               -               -
  Proceeds from maturities and redemptions of investment securities:
    Held-to-maturity.......................................................     229,246,000      67,042,000      64,533,000
    Available-for-sale.....................................................      13,765,000       9,718,000       4,669,000
  Purchase of investment securities:
    Held-to-maturity.......................................................    (250,235,000)    (69,999,000)    (61,320,000)
    Available-for-sale.....................................................     (16,005,000)    (28,241,000)    (33,718,000)
Net increase in loans to customers ........................................     (10,150,000)    (12,074,000)    (15,816,000)
Purchases of bank premises and equipment ..................................      (1,193,000)     (1,235,000)     (1,888,000)
                                                                               -------------   -------------   -------------
      Net cash used in investing activities................................     (27,149,000)    (34,789,000)    (43,540,000)
                                                                               -------------   -------------   -------------

Cash Flows From Financing Activities:
  Net increase in total deposits ..........................................      47,283,000      23,958,000      56,472,000
  Proceeds from exercise of stock options  ................................         223,000         137,000         218,000
  Repurchase and retirement of common stock ...............................      (2,819,000)     (5,116,000)     (1,566,000)
  Cash dividends paid......................................................      (2,002,000)     (1,837,000)     (1,668,000)
  Cash in lieu of fractional shares on 3-for-2 stock split.................               -               -         (14,000)
                                                                               -------------   -------------   -------------
      Net cash provided by financing activities ...........................      42,685,000      17,142,000      53,442,000
                                                                               -------------   -------------   -------------
Net increase (decrease) in cash and cash equivalents.......................      26,498,000      (7,162,000)     18,493,000
Cash and cash equivalents, beginning of year ..............................      85,174,000      92,336,000      73,843,000
                                                                               -------------   -------------   -------------
Cash and cash equivalents, end of year.....................................    $111,672,000     $85,174,000     $92,336,000
                                                                               =============   =============   =============

Supplemental Schedule of Noncash:
Investing Activities
  Unrealized gains (losses) on available-for-sale securities ..............     $ 3,358,000    $ (4,403,000)     $1,351,000
  Transfer of available-for-sale securities to held-to-maturity category...      14,836,000               -               -
Financing Activities
  Tax benefit from exercise of employee stock options .....................          19,000           4,000          95,000
  Cash dividends payable ...................................... ...........       1,099,000       1,007,000         929,000


The  Corporation  made  interest  payments  of  $13,016,000,   $9,523,000,   and
$9,858,000 and income tax payments of $2,875,000,  $4,031,000, and $3,683,000 in
2000, 1999 and 1998, respectively.

See notes to consolidated financial statements




                                       41



NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


NOTE A - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     The consolidated  financial statements include the accounts of The First of
Long Island Corporation (the "Corporation") and its wholly-owned subsidiary, The
First  National Bank of Long Island (the "Bank").  The  Corporation's  financial
condition  and operating  results  principally  reflect  those of the Bank.  All
intercompany  balances  and  amounts  have been  eliminated.  In  preparing  the
consolidated financial statements,  management is required to make estimates and
assumptions  that affect the reported  asset and liability  balances and revenue
and expense  amounts.  Actual  results  could  differ  significantly  from those
estimates.

     The accounting and reporting  policies of the  Corporation  reflect banking
industry practice and conform to generally accepted accounting  principles.  The
following is a summary of the significant accounting policies.

Investment Securities

     Current  accounting   standards  require  that  investment   securities  be
classified as  held-to-maturity,  trading,  or  available-for-sale.  The trading
category is not applicable to any securities in the Bank's portfolio because the
Bank does not buy or hold debt or equity securities  principally for the purpose
of  selling  in the  near  term.  Held-to-maturity  securities  are  those  debt
securities  which the Bank has the intent and ability to hold to  maturity,  and
are reported at amortized cost. Available-for-sale securities are those debt and
equity  securities  which are neither  held-to-maturity  securities  nor trading
securities and are reported at fair value, with unrealized gains and losses, net
of the related income tax effect,  included in accumulated  other  comprehensive
income.  Realized gains and losses on the sale of available-for-sale  securities
are determined using the specific identification method.

Loans and Allowance For Loan Losses

     Loans  are  reported  at  their  outstanding  principal  balance  less  any
chargeoffs, allowance for loan losses, and unearned income. Interest on loans is
credited to income based on the principal amount outstanding. Unearned discounts
are  recognized  as income over the terms of the loans by the  interest  method.
Nonrefundable  loan  origination  fees  are  deferred  and  amortized  as  yield
adjustments over the lives of the related loans.

     The  accrual  of  interest  income is  generally  discontinued  when a loan
becomes 90 days past due as to principal or interest payments. In addition,  any
accrued but unpaid interest is reversed against current period income.  The Bank
considers  nonaccruing  loans  to  be  impaired  under  Statement  of  Financial
Accounting  Standards No. 114 "Accounting by Creditors for Impairment of a Loan"
("SFAS No. 114").  The valuation  allowance for  nonaccrual  and other  impaired
loans is reported within the overall allowance for loan losses.

     The allowance for loan losses is  established  through  provisions for loan
losses  charged  against  income and reductions in the allowance are credited to
income. Amounts deemed to be uncollectible are charged against the allowance for
loan losses, and subsequent recoveries, if any, are credited to the allowance.

     The  allowance  for loan  losses is an  amount  that  management  currently
believes will be adequate to absorb estimated inherent losses in the Bank's loan
portfolio.  In estimating a range for such losses the Bank  selectively  reviews
individual  credits in its portfolio and, for those loans deemed to be impaired,
measures  impairment  losses based on either the fair value of collateral or the
discounted  value of expected  future cash flows.  Losses for loans that are not
specifically  reviewed  are  determined  on a pooled basis taking into account a
variety  of  factors  including  historical  losses;  levels  of and  trends  in
delinquencies  and  nonaccruing  loans;  trends  in  volume  and terms of loans;
changes in lending  policies and  procedures;  experience,  ability and depth of
lending staff; national and local economic conditions; concentrations of credit;
and environmental risks.

     In addition to  reviewing  its own  portfolio,  management  also  considers
relevant loan loss statistics for the Bank's peer group. Because the process for
estimating credit losses and determining the allowance for loan losses as of any
balance  sheet date is  subjective  in nature and requires  material  estimates,
there  is not an  exact  amount  but  rather a range  for  what  constitutes  an
appropriate allowance.

Bank Premises and Equipment

     Bank  premises  and  equipment  are  carried  at  cost,  less   accumulated
depreciation  and  amortization.   Depreciation  and  amortization  expense  are
computed  principally using the  straight-line  method over the estimated useful
lives of the assets.



                                       42



Checking Deposits

     Each  of  the   Bank's   commercial   checking   accounts   has  a  related
noninterest-bearing  sweep account. The sole purpose of the sweep accounts is to
reduce the  noninterest-bearing  reserve  balances  that the Bank is required to
maintain with the Federal Reserve Bank, and thereby increase funds available for
investment.  Although the sweep accounts are classified as savings  accounts for
regulatory purposes,  they are included in checking deposits in the accompanying
consolidated balance sheets.

Income Taxes

     A current tax  liability or asset is  recognized  for the  estimated  taxes
payable or  refundable  on tax  returns  for the current  year.  A deferred  tax
liability  or  asset  is  recognized  for  the  estimated   future  tax  effects
attributable  to temporary  differences  and  carryforwards.  The measurement of
deferred tax assets is reduced, if necessary,  by the amount of any tax benefits
that,  based  on  available  evidence,  are not  expected  to be  realized.  The
measurement  of current  and  deferred  tax  liabilities  and assets is based on
provisions of the enacted tax law. The effects of future  changes in tax laws or
rates are not considered.

Fair Values of Financial Instruments

     The  following  methods  and  assumptions  are used by the  Corporation  in
estimating fair values of financial instruments as disclosed herein.

     Cash and cash equivalents. The carrying amount of cash and cash equivalents
is their fair value.

     Investment  securities.  For investment  securities  other than  commercial
paper,  fair values are based on quoted  market  prices.  All of the  commercial
paper in the Bank's investment  portfolio as of December 31, 2000 and 1999 had a
remaining  maturity of less than thirty days. For these short-term  instruments,
the carrying amount is a reasonable estimate of fair value.

     Loans.  Fair values are  estimated  for  portfolios  of loans with  similar
financial  characteristics.  The total  loan  portfolio  is first  divided  into
adjustable and fixed rate interest  terms.  For  adjustable  rate loans that are
subject to immediate  repricing,  the carrying amount less the related allowance
for loan losses is a  reasonable  estimate of fair value.  For  adjustable  rate
loans that are subject to repricing  over time and fixed rate loans,  fair value
is calculated by discounting  anticipated future repricing amounts or cash flows
using discount rates  equivalent to the rates at which the Bank would  currently
make loans which are similar with regard to collateral,  maturity,  and the type
of borrower.  The  discounted  value of the repricing  amounts and cash flows is
reduced by the  related  allowance  for loan  losses to arrive at an estimate of
fair value.

     Deposit  liabilities.  The fair value of deposits with no stated  maturity,
such as noninterest-bearing  demand deposits, money market accounts, and savings
accounts,  is equal to their  carrying  amount at December 31 of each year.  The
fair value of time deposits is based on the discounted value of contractual cash
flows. The discount rate is equivalent to the rate currently offered by the Bank
for deposits of similar size, type and maturity.

     Accrued interest receivable and payable. For these short-term  instruments,
the carrying amount is a reasonable estimate of fair value.

     Off-balance-sheet    assets   and   liabilities.    The   fair   value   of
off-balance-sheet  commitments  to  extend  credit  and  letters  of  credit  is
estimated using fees currently charged to enter into similar agreements.

Stockholders' Equity

     Earnings  Per  Share.  The  Corporation   adopted  Statement  of  Financial
Accounting Standards No. 128 "Earnings Per Share" in the fourth quarter of 1997.
The 1996 earnings per share information  included in the Selected Financial Data
has been restated to conform to the provisions of this Statement.

     Basic earnings per share excludes  dilution and is computed by dividing net
income by the  weighted  average  number of common  shares  outstanding  for the
period.  Diluted earnings per share,  which reflects the potential dilution that
could occur if  outstanding  and  exercisable  stock options were  exercised and
resulted in the issuance of common stock that then shared in the earnings of the
Corporation,  is computed by dividing net income by the weighted  average number
of common shares and dilutive  stock  options.  Other than stock options and the
Rights  described in Note H, the  Corporation  has no  securities  that could be
converted  into common stock nor does the  Corporation  have any contracts  that
could result in the issuance of common stock.



                                       43



     Stock Split. On December 17, 1997, the Corporation declared a 3-for-2 stock
split which was paid on February 2, 1998 by means of a 50% stock  dividend.  All
1996 share and per share amounts  included in the Selected  Financial  Data have
been adjusted to reflect the effect of the split.

     Stock  Repurchase  Program.  Since 1988,  the  Corporation  has had a stock
repurchase program under which it can purchase shares of its own common stock in
market or private transactions.  As of December 31, 2000, and in accordance with
plans  previously  approved by its Board of  Directors,  the  Corporation  could
purchase 64,308 shares of stock.

Comprehensive Income

     Comprehensive  income  includes net income and all other  changes in equity
during  a  period  except  those  resulting  from   investments  by  owners  and
distributions to owners. Other comprehensive income includes revenues, expenses,
gains,  and losses  that under  generally  accepted  accounting  principles  are
included in  comprehensive  income but excluded  from net income.  Comprehensive
income and accumulated  other  comprehensive  income are reported net of related
income  taxes.  Accumulated  other  comprehensive  income  for  the  Corporation
consists  solely of  unrealized  holding  gains or losses on  available-for-sale
securities.

Stock-Based Compensation

     The Corporation  accounts for stock-based  compensation using the intrinsic
value  method   prescribed  in  Accounting   Principles  Board  Opinion  No.  25
"Accounting  for  Stock  Issued  to  Employees"   ("APB  No.  25")  and  related
Interpretations. Accordingly, compensation cost for stock options is measured as
the excess, if any, of the quoted market price of the Corporation's stock at the
date of grant  over the  amount  an  employee  must pay to  acquire  the  stock.
Compensation costs for stock appreciation  rights are recorded annually based on
the quoted market price of the Corporation's stock at the end of the period.

Trust and Investment Services Division

     Assets held in a fiduciary  capacity are not assets of the Corporation and,
accordingly,  are not included in the accompanying  financial statements.  Trust
fees are recorded on the accrual basis.

Report of Independent Public Accountants

     The notes to consolidated financial statements include selected information
as of December 31, 1998, 1997 and 1996 and for the years ended December 31, 1997
and 1996 that is not covered by the Report of  Independent  Public  Accountants.
This  information  has been  presented  in order to  comply  with the Form  10-K
reporting requirements.

New Accounting Pronouncements

     In June 1998, the Financial  Accounting Standards Board issued Statement of
Financial  Accounting  Standards No. 133 "Accounting For Derivative  Instruments
and Hedging Activities" ("SFAS No. 133"). This Statement establishes  accounting
and reporting standards for derivative instruments, including certain derivative
instruments  embedded in other contracts,  and for hedging activities.  SFAS No.
133, as later  amended by SFAS No. 137 and SFAS No. 138,  is  effective  for all
fiscal  quarters of all fiscal years beginning after June 15, 2000. The adoption
of SFAS No. 133 will not impact the Corporation's accounting and disclosures.

     In  September  2000,  the  Financial   Accounting  Standards  Board  issued
Statement of Financial  Accounting  Standards No. 140  "Accounting For Transfers
and Servicing of Financial Assets and Extinguishments of Liabilities" ("SFAS No.
140").  This  Statement  replaces  SFAS No. 125  "Accounting  For  Transfers and
Servicing of Financial  Assets and  Extinguishments  of Liabilities"  ("SFAS No.
125").  It revises the standards for  accounting for  securitizations  and other
transfers of financial assets and collateral and requires  certain  disclosures,
but it carries over most of SFAS No. 125's provisions  without  reconsideration.
SFAS No. 140 is generally  effective  for  transfers  and servicing of financial
assets and  extinguishments  of liabilities  occurring after March 31, 2001. The
Corporation  is still  assessing  the  impact,  if any,  of SFAS No.  140 on its
accounting and disclosures.




                                       44



NOTE B - INVESTMENT SECURITIES

     The following table sets forth the amortized cost and estimated fair values
of the Bank's investment securities at December 31, 2000, 1999 and 1998.



                                                                                                 2000
                                                                --------------------------------------------------------------------
                                                                                     Gross               Gross
                                                                 Amortized         Unrealized          Unrealized            Fair
                                                                   Cost              Gains               Losses              Value
                                                                ---------          ---------           ----------          ---------
                                                                                                               
Held-to-Maturity Securities:                                                                (in thousands)
U.S. Treasury ........................................          $  56,172          $     645           $    --             $  56,817
U.S. government agencies .............................             20,862                228                (125)             20,965
Commercial paper .....................................             22,962               --                  --                22,962
Corporates ...........................................              2,961                 87                --                 3,048
State and municipals .................................             57,747              1,510                 (28)             59,229
Collateralized mortgage obligations ..................             65,657                640                (273)             66,024
                                                                ---------          ---------           ----------          ---------
                                                                $ 226,361          $   3,110           $    (426)          $ 229,045
                                                                =========          =========           ==========          =========
Available-for-Sale Securities:
U.S. Treasury ........................................          $  35,380          $     358           $    --             $  35,738
Corporates ...........................................              2,922                 48                --                 2,970
State and municipals .................................             44,153                722                 (30)             44,845
Equity ...............................................                127               --                  --                   127
                                                                ---------          ---------           ----------          ---------
                                                                $  82,582          $   1,128           $     (30)          $  83,680
                                                                =========          =========           ==========          =========




                                                                                                 1999
                                                                --------------------------------------------------------------------
                                                                                     Gross               Gross
                                                                 Amortized         Unrealized          Unrealized            Fair
                                                                   Cost              Gains               Losses              Value
                                                                ---------          ---------           ----------          ---------
                                                                                                               
Held-to-Maturity Securities:                                                                (in thousands)
U.S. Treasury ........................................          $  62,288          $      59           $    (353)          $  61,994
U.S. government agencies .............................             20,998                 52                (630)             20,420
Commercial paper .....................................             12,467               --                  --                12,467
State and municipals .................................             35,107                200                (167)             35,140
Collateralized mortgage obligations ..................             59,138                 17              (1,918)             57,237
                                                                ---------          ---------           ----------          ---------
                                                                $ 189,998          $     328           $  (3,068)          $ 187,258
                                                                =========          =========           ==========          =========
Available-for-Sale Securities:
U.S. Treasury ........................................          $  46,561          $      67           $    (352)          $  46,276
State and municipals .................................             56,437                 41              (2,016)             54,462
Equity ...............................................                127               --                  --                   127
                                                                ---------          ---------           ----------          ---------
                                                                $ 103,125          $     108           $  (2,368)          $ 100,865
                                                                =========          =========           ==========          =========




                                                                                                 1998
                                                                --------------------------------------------------------------------
                                                                                     Gross               Gross
                                                                 Amortized         Unrealized          Unrealized            Fair
                                                                   Cost              Gains               Losses              Value
                                                                ---------          ---------           ----------          ---------
                                                                                                               
Held-to-Maturity Securities:                                                                (in thousands)
U.S. Treasury ........................................          $  61,339          $   1,665           $    --             $  63,004
U.S. government agencies .............................             27,316                417                (210)             27,523
State and municipals .................................             43,751              1,355                 (26)             45,080
Collateralized mortgage obligations ..................             55,227                594                (176)             55,645
                                                                ---------          ---------           ----------          ---------
                                                                $ 187,633          $   4,031           $    (412)          $ 191,252
                                                                =========          =========           ==========          =========
Available-for-Sale Securities:
U.S. Treasury ........................................          $  47,287          $   1,328           $    --             $  48,615
State and municipals .................................             37,464                856                 (41)             38,279
Equity ...............................................                127               --                  --                   127
                                                                ---------          ---------           ----------          ---------
                                                                $  84,878          $   2,184           $     (41)          $  87,021
                                                                =========          =========           ==========          =========


      At December 31, 2000 and 1999, investment securities with a carrying value
of  $35,904,000  and  $32,499,000,  respectively,  were pledged as collateral to
secure public deposits and for other purposes.



                                       45



    Maturities and Average Yields. The following table sets forth the maturities
and weighted average yields of the Bank's investment  securities at December 31,
2000.



                                                                              Principal Maturing (1)
                                        --------------------------------------------------------------------------------------------
                                              Within               After One But           After Five But               After
                                             One Year            Within Five Years        Within Ten Years            Ten Years
                                        ------------------      ------------------      --------------------     -------------------
                                         Amount      Yield        Amount     Yield       Amount       Yield       Amount      Yield
                                        --------    ------      --------    ------      --------      ------     --------     ------
                                                                               (dollars in thousands)
                                                                                                       
Held-to-Maturity Securities:
  U.S. Treasury ....................... $ 21,022      6.11%     $ 35,150     6.09%      $      -         - %     $     -         - %
  U.S. government agencies.............       11      8.86         5,410     6.60          9,772       6.37         5,669      6.52
  Commercial paper.....................   22,962      6.52             -        -              -         -             -         -
  Corporates...........................        -         -         1,976     7.44              -         -            985      7.15
  State and municipals (2)  ...........    5,190      7.06        20,009     7.24         20,874       7.16        11,674      7.75
  Collateralized mortgage obligations .        -         -             -        -          7,470       6.50        58,187      6.58
                                        --------    ------      --------    ------      --------      ------     --------     ------
                                        $ 49,185      6.40%     $ 62,545     6.54%      $ 38,116       6.83%     $ 76,515      6.76%
                                        ========    ======      ========    ======      ========      ======     ========     ======




                                                                              Principal Maturing (1)
                                        --------------------------------------------------------------------------------------------
                                              Within               After One But           After Five But               After
                                             One Year            Within Five Years        Within Ten Years            Ten Years
                                        ------------------      ------------------      --------------------     -------------------
                                         Amount      Yield        Amount     Yield       Amount       Yield       Amount      Yield
                                        --------    ------      --------    ------      --------      ------     --------     ------
                                                                               (dollars in thousands)
                                                                                                       
Available-for-Sale Securities:
  U.S. Treasury ....................... $ 14,091      6.37%     $ 21,647     5.86%      $      -         - %      $     -         -%
  Corporates..........................        -         -          2,970     6.87              -         -              -         -
  State and municipals (2).............    1,012      7.32         6,737     7.10         29,022       6.81         8,074      7.25
                                        --------    ------      --------    ------      --------      ------     --------     ------
Total debt securities .................   15,103      6.43        31,354     6.22         29,022       6.81         8,074      7.25
  Equity ..............................        -         -             -        -             -          -            127      7.96
                                        --------    ------      --------    ------      --------      ------     --------     ------
                                        $ 15,103      6.43%     $ 31,354     6.22%      $ 29,022       6.81%      $ 8,201      7.26%
                                        ========    ======      ========    ======      ========      ======     ========     ======


(1) Maturities  shown are  stated  maturities,  except in the case of  municipal
    securities  which are  shown at the  earlier  of their  stated  maturity  or
    pre-refunded dates.  Securities backed by mortgages,  which include the U.S.
    government agencies and collateralized mortgage obligations shown above, are
    expected  to have  substantial  periodic  repayments  resulting  in weighted
    average  lives  considerably   shorter  than  their  stated  maturities  and
    considerably shorter than would be surmised from the above table.
(2) Yields on tax-exempt obligations have been computed on a tax-equivalent
    basis.

NOTE C - LOANS

     The following table sets forth major classifications of loans.



                                                                               December 31,
                                         ---------------------------------------------------------------------------------------
                                              2000               1999               1998              1997               1996
                                         ------------      -------------      -------------     --------------     -------------
                                                                                    (in thousands)

                                                                                                        
Commercial and industrial ..............    $ 30,514           $ 30,296           $ 28,748           $ 25,686          $ 23,345
Secured by real estate..................     155,283            147,598            132,357            121,620           120,782
Consumer ...............................       7,504              5,284              6,366              7,152             8,999
Other...................................         560                549              4,119              1,101               396
                                         ------------      -------------      -------------     --------------     -------------
                                             193,861            183,727            171,590            155,559           153,522
Unearned income ........................        (952)              (953)              (872)              (829)             (840)
                                         ------------      -------------      -------------     --------------     -------------
                                             192,909            182,774            170,718            154,730           152,682
Allowance for loan losses ..............      (1,943)            (2,033)            (3,651)            (3,579)           (3,600)
                                         ------------      -------------      -------------     --------------     -------------
                                           $ 190,966          $ 180,741          $ 167,067          $ 151,151         $ 149,082
                                         ============      =============      =============     ==============     =============




                                       46



     Allowance For Loan Losses.  In the second  quarter of 1999, the Bank made a
transition adjustment to reduce its allowance for loan losses by $1,600,000. The
transition  adjustment was made in response to guidance  issued by staff members
of the Financial  Accounting  Standards Board in April 1999 and further guidance
issued by staff members of the Securities and Exchange Commission.

     The  following  table sets forth  changes in the Bank's  allowance for loan
losses.



                                                                            Year ended December 31,
                                               ----------------------------------------------------------------------------------
                                                   2000             1999              1998              1997             1996
                                               -----------      ------------      -----------       -----------      ------------
                                                                            (dollars in thousands)
                                                                                                           
Balance, beginning of year ..................     $ 2,033           $ 3,651          $ 3,579           $ 3,600            $ 3,600
                                               -----------      ------------      -----------       -----------      ------------
Loans charged off:
  Commercial and industrial .................         (28)              (32)             (50)                -                 (2)
  Secured by real estate.....................           -                 -                -                 -                  -
  Consumer and other.........................         (28)              (28)             (49)              (59)               (33)
                                               -----------      ------------      -----------       -----------      ------------
                                                      (56)              (60)             (99)              (59)               (35)
                                               -----------      ------------      -----------       -----------      ------------
Recoveries of loans charged off:
  Commercial and industrial .................           -                 -                -                 -                  -
  Secured by real estate.....................          17                16              257               120                 21
  Consumer and other.........................          24                26               14                18                 14
                                               -----------      ------------      -----------       -----------      ------------
                                                       41                42              271               138                 35
                                               -----------      ------------      -----------       -----------      ------------
Net (chargeoffs) recoveries .................         (15)              (18)             172                79                  -
Provision for loan losses (credit)...........         (75)                -             (100)             (100)                 -
Transition adjusment.........................           -            (1,600)               -                 -                  -
                                               -----------      ------------      -----------       -----------      ------------
Balance, end of year.........................     $ 1,943           $ 2,033          $ 3,651           $ 3,579            $ 3,600
                                               ===========      ============      ===========       ===========      ============
Ratio of net (chargeoffs) recoveries to
  average loans outstanding..................        (.01)%            (.01)%            .10%              .05%                 -%
                                               ===========      ============      ===========       ===========      ============


     Allocation of Allowance For Loan Losses. The following table sets forth the
allocation of the Bank's total allowance for loan losses by loan type.



                                                                              December 31,
                             -------------------------------------------------------------------------------------------------------
                                     2000                 1999                1998                 1997                 1996
                             -------------------  ------------------- -------------------- -------------------- --------------------
                                          % of                  % of                % of                 % of                 % of
                                         Loans                 Loans               Loans                Loans                 Loans
                                        To Total              To Total            To Total             To Total             To Total
                              Amount     Loans      Amount     Loans     Amount    Loans     Amount     Loans     Amount      Loans
                             ---------  --------  ---------  --------  ---------  -------- ---------   --------  --------   --------
                                                                        (dollars in thousands)
                                                                                                 
Commercial ..............      $  566      15.8%   $   397      16.5%    $   730     16.9%   $  564      16.6%   $   530       15.3%
Real-estate secured......       1,160      80.5      1,304      80.8       2,325     77.5     2,099      78.6      2,185       79.1
Consumer and other.......         129       3.7        137       2.7         249      5.6       211       4.8        174        5.6
                             ---------  --------  ---------  --------  ---------  -------- ---------   --------  --------   --------
Total allocated .........       1,855     100.0      1,838     100.0       3,304    100.0     2,874     100.0      2,889      100.0
Unallocated .............          88         -        195         -         347        -       705         -        711          -
                             ---------  --------  ---------  --------  ---------  -------- ---------   --------  --------   --------
                               $1,943     100.0%   $ 2,033     100.0%    $ 3,651    100.0%   $3,579     100.0%   $ 3,600      100.0%
                             =========  ========  =========  ========  =========  ======== =========   ========  ========   ========






                                       47



     Selected Loan Maturity Information. The following table sets forth maturity
and rate information for the Bank's  commercial and industrial loans at December
31, 2000.



                                                                       Maturity
                                            ----------------------------------------------------------------
                                                              After One
                                              Within         But Within           After
                                             One Year        Five Years        Five Years          Total
                                            -----------      ------------      -----------       -----------
                                                                    (in thousands)
Commercial and industrial loans:
                                                                                        
Fixed rate ................................    $ 6,834           $ 2,888          $   367           $10,089
Variable rate..............................      7,078             9,377            3,970            20,425
                                            -----------      ------------      -----------       -----------
                                              $ 13,912           $12,265          $ 4,337           $30,514
                                            ===========      ============      ===========       ===========


     Past Due,  Nonaccrual,  and  Restructured  Loans.  The following table sets
forth  selected  information  about  the  Bank's  past  due,   nonaccrual,   and
restructured loans.



                                                           2000        1999        1998       1997        1996
                                                         ---------   ---------   ---------  ---------   ---------
At December 31:                                                              (in thousands)
                                                                                             
Loans past due 90 days or more as to principal or
interest payments and still accruing....................    $ 173         $ 5         $ -       $ 49        $ 31
Nonaccrual loans........................................        -          28          22        382         659
Restructured loans .....................................        -           -           -          6          19

Year Ended December 31:
Gross interest income that would have been
recorded during the year under original terms:
Nonaccrual loans .......................................        -           4           2         55          60
Restructured loans......................................        -           -           -          1           3

Gross interest income recorded during the year:
Nonaccrual loans .......................................        -           3           2         32          11
Restructured loans......................................        -           -           -          1           2

Commitments for additional funds .......................      150         None        None       None        None


     In  addition  to the past  due and  nonaccrual  loans  noted  above,  as of
December  31, 2000 and 1999 the  Corporation's  portfolio  of  performing  loans
included  $2,865,000 and  $5,249,000,  respectively,  of loans  considered to be
impaired  under SFAS No.  114.  Of the  Corporation's  total  impaired  loans at
December  31,  2000,  $2,647,000  had a  related  allowance  for loan  losses of
$419,000 and the balance had no related  allowance for loan losses.  The average
recorded  investment  during  2000 in  loans  considered  to be  impaired  as of
December 31, 2000 was  $3,210,000.  Interest  income  recognized  during 2000 on
loans considered to be impaired as of December 31, 2000 and during the period in
2000 that such loans were impaired  amounted to $287,000.  Of the  Corporation's
total  impaired loans at December 31, 1999,  $4,379,000 had a related  allowance
for loan losses of $576,000  and the balance had no related  allowance  for loan
losses.  The average recorded  investment  during 1999 in loans considered to be
impaired as of December  31, 1999 was  $5,989,000.  Interest  income  recognized
during 1999 on loans  considered  to be  impaired  as of  December  31, 1999 and
during the period in 1999 that such loans were  impaired  amounted to  $272,000.
All interest income  recorded by the  Corporation  during 2000 and 1999 on loans
considered to be impaired was recognized using the accrual method of accounting.

     Certain  directors,  including  their  immediate  families and companies in
which they are principal owners,  and executive  officers were loan customers of
the Bank during  2000 and 1999.  Such loans are made in the  ordinary  course of
business  on  substantially  the  same  terms,   including  interest  rates  and
collateral,  as those  prevailing at the time for comparable  transactions  with
other persons, and do not involve more than the normal risk of collectibility or
present other  unfavorable  features.  The  aggregate  amount of these loans was
approximately   $2,082,000  and  $1,388,000  at  December  31,  2000  and  1999,
respectively. During 2000, $1,525,000 of new loans to such persons were made and
repayments  totaled  $831,000.  There were no loans to  directors  or  executive
officers which were nonaccruing at December 31, 2000 or 1999.



                                       48



NOTE D - PREMISES AND EQUIPMENT

     Bank premises and equipment consist of the following:

                                                          December 31,
                                                 -------------------------------
                                                    2000               1999
                                                 -----------        ------------
                                                           (in thousands)

Land .........................................      $ 1,274             $ 1,274
Buildings.....................................        4,755               4,618
Leasehold improvements .......................        1,713               1,234
Furniture and equipment ......................       10,236               9,659
                                                 -----------        ------------
                                                     17,978              16,785
Accumulated depreciation and amortization ....      (10,957)            (10,039)
                                                 -----------        ------------
                                                    $ 7,021             $ 6,746
                                                 ===========        ============

     A building  occupied by one of the Bank's  branch  offices is leased from a
director of the Corporation and the Bank. The lease, which is dated 1992 and has
a term of approximately ten years, currently provides for annual base rentals of
$27,385, plus certain charges for real estate taxes and common area maintenance.
The Bank may cancel  this lease at any time by giving the  director  ninety days
written notice. The Bank believes that the terms of this lease are comparable to
those that could have been obtained from other persons.

NOTE E - DEPOSITS

     The  following  table  sets  forth  average   deposit   balances  by  major
classification.



                                                                  Year ended December 31,
                                    -------------------------------------------------------------------------------------
                                                 2000                        1999                         1998
                                    ---------------------------  ---------------------------  ---------------------------
                                       Average       Average        Average       Average        Average       Average
                                       Balance      Rate Paid       Balance      Rate Paid       Balance      Rate Paid
                                    --------------  -----------  --------------  -----------  --------------  -----------
                                                                (dollars in thousands)

                                                                                          
Checking .........................       $186,215           -%        $168,791          -%        $153,117          -%
Savings and money market .........        303,530         3.67         280,124        2.85         251,930        3.17
Time deposits ....................         41,105         4.81          37,617        4.06          40,219        4.65
                                    --------------  -----------  --------------  -----------  --------------  -----------
                                         $530,850         2.47%       $486,532        1.95%       $445,266        2.21%
                                    ==============  ===========  ==============  ===========  ==============  ===========


     Time  Deposits of $100,000  and Over.  The  following  table sets forth the
remaining maturities of the Bank's time deposits in amounts of $100,000 or more.

        Remaining Maturity                                          Amount
        -------------------------------------------------       -------------
                                                                (in thousands)

        3 months or less ................................          $ 16,253
        Over 3 through 6 months .........................             2,464
        Over 6 through 12 months ........................             1,069
        Over 12 months ..................................               133
                                                                -----------
                                                                   $ 19,919
                                                                ===========




                                       49



NOTE F - INCOME TAXES

     The Corporation  and its subsidiary file a consolidated  federal income tax
return.  Income taxes charged to earnings in 2000,  1999, and 1998 had effective
tax rates of 26.9%,  31.0%,  and 31.6%,  respectively.  The following table sets
forth  a  reconciliation  of  the  statutory  Federal  income  tax  rate  to the
Corporation's effective tax rate.



                                                                               Year Ended December 31,
                                                                --------------------------------------------------
                                                                    2000                1999               1998
                                                                -----------         -----------        -----------
                                                                                  (in thousands)
                                                                                                 
Statutory federal income tax rate .............................    34.0%               34.0%              34.0%
State income taxes, net of federal income tax benefit .........     4.1                 6.0                5.8
Tax-exempt interest on securities and loans, net of
disallowed cost of funding ....................................   (11.1)               (9.3)              (8.4)
Other..........................................................     (.1)                 .3                 .2
                                                                -----------         -----------        -----------
                                                                   26.9%               31.0%              31.6%
                                                                ===========         ===========        ===========


     Provision For Income Taxes.  The following  table sets forth the components
of the provision for income taxes.



                                                                               Year Ended December 31,
                                                                ----------------------------------------------------
                                                                    2000                1999               1998
                                                                -------------       -------------      -------------
                                                                                  (in thousands)
                                                                                                 
Currently payable:
   Federal  ...................................................    $ 2,506             $ 2,818            $ 2,663
   State ......................................................        673               1,176              1,029
                                                                -------------       -------------      -------------
                                                                     3,179               3,994              3,692
                                                                -------------       -------------      -------------
Deferred:
   Federal  ...................................................        141                  49                 85
   State ......................................................        111                  18                 29
                                                                -------------       -------------      -------------
                                                                       252                  67                114
                                                                -------------       -------------      -------------
                                                                   $ 3,431             $ 4,061            $ 3,806
                                                                =============       =============      =============


     In  addition  to the  provision  shown  in the  table  above,  in 1999  the
Corporation  provided  deferred  federal and state  income taxes of $487,000 and
$168,000, respectively, on the $1,600,000 transition adjustment to the allowance
for loan losses.


     Net  Deferred  Tax  Asset/Liability.  The  following  table  sets forth the
components of the Bank's net deferred tax asset/liability.



                                                                                                December 31,
                                                                                       -----------------------------
                                                                                          2000                1999
                                                                                       ---------           ---------
                                                                                                     
Deferred tax assets:                                                                           (in thousands)
   Unrealized losses on available-for-sale securities ...........................        $    -              $  925
   Allowance for loan losses.....................................................           341                 383
   Supplemental executive retirement expense.....................................            83                  59
   Interest on nonaccruing loans.................................................             -                  20
   Postretirement benefits expense ..............................................            38                  35
   Accrued professional fees.....................................................            12                  12
                                                                                       ---------           ---------
                                                                                            474               1,434
Valuation allowance..............................................................             -                   -
                                                                                       ---------           ---------
                                                                                            474               1,434
                                                                                       ---------           ---------
Deferred tax liabilities:
   Pension expense...............................................................           226                 202
   Accretion on bonds............................................................             -                   3
   Depreciation  ................................................................           191                  32
   Accumulated earnings of Bank subsidiaries.....................................            38                   -
   Unrealized gains on available-for-sale securities.............................           445                   -
                                                                                       ---------           ---------
                                                                                            900                 237
                                                                                       ---------           ---------
Net deferred tax asset (liability) ..............................................        $ (426)            $ 1,197
                                                                                       =========           =========




                                       50



NOTE G - COMMITMENTS AND CONTINGENT LIABILITIES

     Financial Instruments With  Off-Balance-Sheet  Risk. The Bank is a party to
financial  instruments  with  off-balance-sheet  risk in the  normal  course  of
business  to  meet  the  financing  needs  of  its  customers.  These  financial
instruments include commitments to extend credit, standby letters of credit, and
commercial  letters of credit.  These instruments  involve,  to varying degrees,
elements of credit risk in excess of the amount  recognized in the  consolidated
balance sheets.

     The Bank's  exposure to credit loss in the event of  nonperformance  by the
other party to financial  instruments for commitments to extend credit,  standby
letters of  credit,  and  commercial  letters  of credit is  represented  by the
contractual notional amount of these instruments.  The Bank uses the same credit
policies  in  making  commitments  and  conditional  obligations  as it does for
on-balance-sheet  instruments.  At  December  31,  financial  instruments  whose
contract amounts represent credit risk are as follows:

                                                            2000          1999
                                                          -------       --------
                                                              (in thousands)

Commitments to extend credit ............................ $36,937       $33,064
Standby letters of credit ...............................     705         1,283
Commercial letters of credit ............................     312            13

     Commitments to extend credit are  agreements to lend to a customer  subject
to the terms and  conditions of the contract.  Commitments  generally have fixed
expiration dates or other termination  clauses and may require payment of a fee.
Since some of the  commitments  are expected to expire without being drawn upon,
the  total  commitment   amounts  do  not  necessarily   represent  future  cash
requirements.   The  Bank  evaluates  each  customer's   creditworthiness  on  a
case-by-case basis. The amount of collateral obtained,  if any, by the Bank upon
extension of credit is based on management's  credit evaluation of the borrower.
Collateral held varies but may include  security  interests in business  assets,
mortgages on commercial and residential  real estate,  deposit accounts with the
Bank or other financial institutions, and securities.

     Standby letters of credit are conditional commitments issued by the Bank to
assure the performance or financial  obligations of a customer to a third party.
The Bank's standby  letters of credit extend  through  December 2001. The credit
risk involved in issuing  standby  letters of credit is essentially  the same as
that  involved  in  extending  loans  to  customers.  The Bank  generally  holds
collateral and/or obtains personal guarantees supporting these commitments.  The
extent of collateral held for these commitments at December 31, 2000 varied from
0% to 100%, and averaged 42%.

     Commercial letters of credit are conditional commitments issued by the Bank
to assure the payment by a customer to a supplier.  All of the Bank's commercial
letters of credit  extend for less than one year.  The credit  risk  involved in
issuing  commercial  letters  of  credit  is the same as that  discussed  in the
preceding  paragraph for standby letters of credit.  The Bank generally  obtains
personal guarantees supporting these commitments.

     Concentrations of Credit Risk. Virtually all of the Bank's loans,  personal
and commercial,  are to borrowers who are domiciled on Long Island. As a result,
the income of many of the  Bank's  borrowers  is  dependent  on the Long  Island
economy.  In addition,  virtually  all of the Bank's real estate  loans  involve
mortgages  on Long  Island  properties.  Thus,  the  Bank's  loan  portfolio  is
susceptible to the economy of Long Island.

     Lease Commitments.  At December 31, 2000, minimum annual rental commitments
under noncancelable operating leases are as follows:

     Year                                                     Amount
     ---------------------------------------------------  -------------
                                                          (in thousands)
     2001 ..............................................     $ 432
     2002 ..............................................       435
     2003 ..............................................       400
     2004 ..............................................       367
     2005 ..............................................       243
     Thereafter ........................................       275
                                                         ----------
                                                           $ 2,152
                                                         ==========

     In addition, the Bank has various renewal options on the above leases. Rent
expense  was  $384,000,   $352,000,  and  $286,000  in  2000,  1999,  and  1998,
respectively.



                                       51



NOTE H - SHAREHOLDER PROTECTION RIGHTS PLAN

     On July 16, 1996, the Board of Directors of the  Corporation  (the "Board")
adopted a  Shareholder  Protection  Rights  Plan and  declared a dividend of one
right ("Right") on each outstanding share of the Corporation's common stock (the
"Common  Stock").  The  dividend  was paid on July 31, 1996 to  shareholders  of
record as of the same date.

     In the absence of an event of the type described  below, the Rights will be
evidenced  by and  trade  with the  Common  Stock  and will not be  exercisable.
However,  the Rights will separate from the Common Stock and become  exercisable
following  the earlier of (1) the tenth  business day, or such later date as the
Board may  decide,  after any person or  persons  (collectively  referred  to as
"person")  commences a tender offer that would  result in such person  holding a
total of 20% or more of the  outstanding  Common Stock, or (2) ten business days
after, or such earlier or later date as the Board may decide,  the  announcement
by the  Corporation  that any person has acquired 20% or more of the outstanding
Common Stock.

     When separated from the Common Stock, each Right will entitle the holder to
purchase one share of Common Stock for $83 (the "Exercise Price").  However,  in
the event that the Corporation has announced that any person has acquired 20% or
more of the  outstanding  Common Stock,  the Rights owned by that person will be
automatically  void and each other  Right will  automatically  become a right to
buy,  for the  Exercise  Price,  that number of shares of Common  Stock having a
market value of twice the Exercise  Price.  Also, if any person  acquires 20% or
more of the  outstanding  Common  Stock,  the Board can require that, in lieu of
exercise, each outstanding Right be exchanged for one share of Common Stock.

     The  Rights may be  redeemed  by action of the Board at a price of $.01 per
Right at any time prior to announcement  by the Corporation  that any person has
acquired 20% or more of the outstanding Common Stock. The Exercise Price and the
number of Rights outstanding are subject to adjustment to prevent dilution.  The
Rights expire ten years from the date of their issuance.

NOTE I - STOCK-BASED COMPENSATION

     The  Corporation  has two stock option and  appreciation  rights plans (the
"Plans").  The 1996 Plan was approved by the Corporation's Board of Directors on
January 16, 1996 and  subsequently  approved  by its  stockholders.  In February
2001, and subject to stockholder  approval,  the Board of Directors  unanimously
approved  an  amendment  of the 1996  Plan to allow  for the  granting  of stock
options to  non-employee  directors  and limit the number of stock  options  and
stock  appreciation  rights  that can be  granted  to any one  person in any one
fiscal  year to 25,000.  Under the 1996 Plan,  options to purchase up to 360,000
shares of common stock were made  available for grant to key  employees  and, as
amended,  to  non-employee  directors of the  Corporation  and its  subsidiaries
through  January 15, 2006. Each option granted under the 1996 Plan is granted at
a price equal to the fair market value of one share of the  Corporation's  stock
on the date of  grant.  Options  granted  on or  before  December  31,  2000 are
exercisable in whole or in part commencing six months from the date of grant and
ending ten years after the date of grant. The Corporation currently intends that
options  granted after December 31, 2000 will be exercisable in whole or in part
commencing  three  years from the date of grant and  ending ten years  after the
date of grant. The date on which options first become  exercisable is subject to
acceleration in the event of a change in control, retirement, death, disability,
and certain other limited circumstances.

     Each option  granted to an employee under the 1996 Plan may be granted with
or  without a stock  appreciation  right  ("SAR")  attached.  The 1996 Plan also
provides for the granting of stand-alone  SARs to employees.  Under the proposed
amendment to the 1996 Plan, each option granted to a non-employee director would
be granted  without an  attached  SAR and  non-employee  directors  would not be
eligible  for grants of  stand-alone  SARs.  At December  31,  2000,  options to
purchase 59,916 shares of Common Stock were  outstanding  and  exercisable  with
respect to the 1996 Plan. No stock  appreciation  rights have been granted under
the 1996 Plan, either attached to options or on a stand-alone basis.

     The 1986 Plan was  approved  by the  Corporation's  Board of  Directors  on
January 21, 1986 and subsequently  approved by its stockholders.  Under the 1986
Plan, as later amended, options to purchase up to 387,675 shares of common stock
were  available  to be  granted  to key  employees  of the  Corporation  and its
subsidiaries  through  January  21,  1996.  The  terms  of  the  1986  Plan  are
substantially  the same as those of the 1996 Plan  except that the 1986 Plan did
not provide for the granting of stock options to non-employee  directors and did
not limit to 25,000 the number of stock  options and stock  appreciation  rights
that could be granted to any one person in any one fiscal year.  At December 31,
2000,  options to purchase  58,673 shares of Common Stock were  outstanding  and
exercisable under the 1986 Plan and there were no outstanding stock appreciation
rights.



                                       52



     The Corporation has chosen to account for  stock-based  compensation  using
the  intrinsic  value  method  prescribed  in APB No. 25.  Since each  option is
granted  at a  price  equal  to  the  fair  market  value  of one  share  of the
Corporation's  stock  on the  date of  grant,  no  compensation  cost  has  been
recognized.

     The following table compares  reported net income and earnings per share to
net  income  and  earnings  per share on a pro  forma  basis  assuming  that the
Corporation   accounted  for  stock-based   compensation   under  SFAS  No.  123
"Accounting For Stock Based Compensation."



                                                             2000               1999                1998
                                                            ------             ------              -------
                                                                (in thousands except per share data)
                                                                                          
Net Income Before Transition Adjustment
  To Allowance For Loan Losses:
  As Reported ............................................  $9,318             $9,034              $8,236
  Pro Forma ..............................................   9,156              8,846               8,098

Net Income:
  As Reported ............................................  $9,318             $9,979              $8,236
  Pro Forma ..............................................   9,156              9,791               8,098

Earnings Per Share Before Transition Adjustment
  To Allowance For Loan Losses:
  As Reported:
    Basic.................................................  $ 3.19              $2.97               $2.65
    Diluted ..............................................    3.15               2.92                2.60

  Pro Forma:
    Basic.................................................  $ 3.13              $2.91               $2.61
    Diluted ..............................................    3.09               2.86                2.55

Earnings Per Share:
  As Reported:
    Basic.................................................  $ 3.19              $3.28               $2.65
    Diluted ..............................................    3.15               3.23                2.60

Pro Forma:
    Basic.................................................  $ 3.13              $3.22               $2.61
    Diluted ..............................................    3.09               3.17                2.55


     The effects of applying SFAS No. 123 in this pro forma  disclosure  are not
indicative of future amounts. Future awards are anticipated under the 1996 Plan.

     Stock Option Activity. The following table sets forth stock option activity
and the weighted average fair value of options granted.



                                                                                  Year Ended December 31,
                                                   ---------------------------------------------------------------------------------
                                                              2000                        1999                        1998
                                                   --------------------------  --------------------------  -------------------------
                                                                   Weighted                    Weighted                    Weighted
                                                                    Average                     Average                    Average
                                                                   Exercise                    Exercise                    Exercise
                                                     Shares          Price       Shares          Price       Shares         Price
                                                   -----------  -------------  ------------ -------------  ------------ ------------
                                                                                                       
Outstanding, beginning of year ...................    111,020    $   23.19         113,599   $   20.48         115,796   $  16.76
Granted ..........................................     23,100        30.09          15,100       41.56          14,650      42.03
Exercised ........................................    (14,181)       15.74          (9,629)      14.26         (16,497)     13.17
Forfeited.........................................     (1,350)       41.92          (8,050)      30.10            (350)     38.99
                                                   -----------  -------------  ------------ -------------  ------------ ------------
Outstanding, end of year..........................    118,589    $   25.21         111,020   $   23.19         113,599   $  20.48
                                                   ===========  =============  ============ =============  ============ ============
Exercisable, end of year .........................    118,589    $   25.21         111,020   $   23.19         113,399   $  20.44
                                                   ===========  =============  ============ =============  ============ ============

Weighted average fair value of options granted....     $ 7.00                      $ 12.43                      $ 9.42
                                                   ===========                 ============                ============




                                       53



     The fair value of each option grant is estimated on the date of grant using
the  Black-Scholes  option  pricing model using the following  weighted  average
assumptions:  risk-free  interest rates of 5.14%,  6.81%,  and 4.77% for options
granted in 2000, 1999, and 1998, respectively; volatility of 15.80%, 15.00%, and
13.40% for  options  granted in 2000,  1999,  and 1998,  respectively;  expected
dividend yield of 1.9% for options  granted in 2000 and 1.5% for options granted
in 1999 and 1998;  and  expected  lives of 7 years for options  granted in 2000,
1999 and 1998.

     Stock Options Outstanding. The following table sets forth information about
outstanding and exercisable stock options at December 31, 2000.



                                                         Outstanding and Exercisable Stock Options
                                                         -----------------------------------------
                                                                             Weighted Average
                                                                        -------------------------
                                                                         Remaining
                                                                        Contractual     Exercise
                 Range of Exercise Prices                   Number      Life (yrs.)       Price
- -------------------------------------------------------  -------------  ------------   ----------
                                                                             
$9.01 to $15.00 .......................................      14,426        1.66          $ 11.94
$15.01 to $25.00  .....................................      58,213        4.68            19.75
$25.01 to $45.00 ......................................      45,950        8.27            36.29
                                                         -------------  ------------   ----------
                                                            118,589        5.71          $ 25.21
                                                         =============  ============   ==========


NOTE J - RETIREMENT PLANS

     The Bank has a defined  benefit  pension plan (the "Pension Plan") covering
eligible employees. The provisions of the Pension Plan are governed by the rules
and  regulations  contained in the Prototype  Plan of the New York State Bankers
Retirement  System (the "Retirement  System") and the Retirement System Adoption
Agreement   executed  by  the  Bank.   For  investment   purposes,   the  Bank's
contributions to the Pension Plan are pooled with the contributions of the other
participants in the Retirement  System.  Assets of the Pension Plan are invested
in various debt and equity securities.

     Employees are eligible to participate  in the Pension Plan after  attaining
21 years of age and completing 12 full months of service.  Pension  benefits are
generally  based on varying  percentages of average annual  compensation  during
defined periods of creditable  service.  The Bank makes annual  contributions to
the Pension Plan in an amount sufficient to fund these benefits and participants
contribute 2% of their  compensation.  The Bank's  funding  policy is consistent
with the funding  requirements of federal law and regulations.  Employees become
fully vested after four years of  participation  in the Pension Plan (no vesting
occurs during the four-year period).

     Net Pension  Cost.  The  following  table sets forth the  components of net
periodic pension cost.



                                                             2000             1999             1998
                                                           --------        ---------        ---------
                                                                         (in thousands)
                                                                                     
Service cost ..........................................     $ 397            $ 341            $ 319
Interest cost .........................................       428              364              345
Expected return on plan assets ........................      (540)            (509)            (522)
Net amortization and deferral .........................       (44)             (44)             (44)
                                                           --------        ---------        ---------
Net pension cost ......................................     $ 241            $ 152             $ 98
                                                           ========        =========        =========


     Significant  Actuarial  Assumptions.  The  following  table  sets forth the
significant actuarial assumptions as of the end of each plan year.



                                                             2000             1999            1998
                                                           ---------         -------        --------
                                                                                    
Discount rate .........................................      6.75%            6.75%          6.00%
Rate of increase in compensation levels................      5.00%            5.00%          4.50%
Expected long-term rate of return on plan assets ......      7.00%            7.00%          7.50%









                                       54



     Funded Status of The Plan. The following table sets forth the change in the
benefit obligation and plan assets for each Plan year and, as of the end of each
Plan year, the funded status of the Plan and prepaid benefit cost.



                                                                                 Year Ended September 30,
                                                                    --------------------------------------------------
                                                                       2000               1999               1998
                                                                    ------------       ------------      -------------
                                                                                      (in thousands)
                                                                                                     
Change in projected benefit obligation
Projected benefit obligation at beginning of year.................      $ 6,457            $ 6,180            $ 5,021
Service cost......................................................          519                473                415
Plan participants' contributions..................................         (122)              (132)               (96)
Expenses..........................................................          (63)               (60)               (76)
Interest cost.....................................................          428                364                345
Benefits paid.....................................................         (312)              (265)              (189)
Assumption changes and other......................................           62               (103)               760
                                                                    ------------       ------------      -------------
Projected benefit obligation at end of year.......................        6,969              6,457              6,180
                                                                    ------------       ------------      -------------

Change in plan assets
Fair value of plan assets at beginning of year....................        7,751              6,884              6,567
Actual return on plan assets......................................          796              1,057                298
Employer contribution.............................................          286                  3                188
Plan participants' contributions..................................          122                132                 96
Benefits paid.....................................................         (312)              (265)              (189)
Expenses..........................................................          (63)               (60)               (76)
                                                                    ------------       ------------      -------------
Fair value of plan assets at end of year..........................        8,580              7,751              6,884
                                                                    ------------       ------------      -------------

Funded status.....................................................        1,611              1,294                704
Unrecognized net actuarial loss (gain)............................         (784)              (468)               315
Unrecognized prior service cost...................................          (31)               (35)               (39)
Unrecognized transition asset.....................................         (127)              (167)              (208)
                                                                    ------------       ------------      -------------
Prepaid benefit cost..........................................          $   669            $   624            $   772
                                                                    ============       ============      =============


     The Bank has a combined  profit  sharing/401(k)  plan (the "Profit  Sharing
Plan").  Employees  are eligible to  participate  provided  they are at least 21
years of age and have  completed  one year of service in which they worked 1,000
hours  if  full-time  and 700  hours if  part-time.  Participants  may  elect to
contribute,  on a  tax-deferred  basis,  up to 10%  of  gross  compensation,  as
defined,  subject to the  limitations of Section 401(k) of the Internal  Revenue
Code. The Bank may, at its sole discretion,  make "Additional"  contributions to
each participant's account based on the amount of the participant's tax deferred
contributions  and  make  profit  sharing  contributions  to each  participant's
account equal to a percentage  of the  participant's  compensation,  as defined.
Participants  are fully vested in their elective  contributions  and, after five
years of participation in the Profit Sharing Plan, are fully vested (20% vesting
per year) in the Additional and profit sharing  contributions  made by the Bank.
Additional  contributions were $113,000,  $103,000, and $106,000 for 2000, 1999,
and  1998,  respectively,   and  profit  sharing  contributions  were  $446,000,
$430,000, and $416,000, respectively.

     On August 3, 1995,  the Bank adopted The First National Bank of Long Island
Supplemental  Executive Retirement Program ("SERP").  The SERP provides benefits
to certain employees,  designated by the Compensation  Committee of the Board of
Directors,  whose  benefits  under the Pension Plan and Profit  Sharing Plan are
limited by the applicable  provisions of the Internal  Revenue Code. The benefit
under the SERP is equal to the additional  amount the employee would be entitled
to under the Pension and Profit  Sharing  Plans in the absence of such  Internal
Revenue Code  limitations.  The effective date of the SERP, which superseded the
Bank's previous supplemental  retirement benefit plan, was January 1, 1994. SERP
expense was $190,000, $49,000 and $413,000 in 2000, 1999 and 1998, respectively.
The fluctuations in SERP expense during the three year period ended December 31,
2000 are  primarily  attributable  to the impact of changing  interest  rates on
required employer contributions.



                                       55



NOTE K - OTHER OPERATING EXPENSES

     Expenses  included in other operating  expenses which exceed one percent of
the aggregate of total interest income and noninterest income in 2000, 1999, and
1998 are as follows:



                                                      2000                1999                1998
                                                    --------            --------            --------
                                                                      (in thousands)
                                                                                      
Computer services ..................................   $ 490               $ 487               $ 393
Insurance ..........................................     440                 407                 395
Marketing ..........................................     393                 397                 441



NOTE L - REGULATORY MATTERS

     Capital.   The  Corporation  is  subject  to  various   regulatory  capital
requirements  administered  by the  federal  banking  agencies.  Failure to meet
minimum  capital  requirements  can  initiate  certain  mandatory,  and possibly
additional discretionary,  actions by regulators that, if undertaken, could have
a direct  material  effect  on the  Corporation's  financial  statements.  Under
capital adequacy  guidelines and the regulatory  framework for prompt corrective
action,  the  Corporation  must meet specific  capital  guidelines  that involve
quantitative  measures of the  Corporation's  assets,  liabilities,  and certain
off-balance-sheet  items calculated under regulatory accounting  practices.  The
Corporation's capital amounts and classification are also subject to qualitative
judgments  by the  regulators  about  components,  risk  weightings,  and  other
factors.

     Under  current  regulations,  banks  are  classified  as well  capitalized,
adequately  capitalized or undercapitalized.  The following table sets forth the
Corporation's  capital  ratios at  December  31,  2000 and 1999 and the  minimum
ratios   necessary  to  be  classified  as  well   capitalized   and  adequately
capitalized. The capital ratios of the Corporation's subsidiary bank at December
31, 2000 and 1999 are not significantly  different than those shown in the table
below,   both  of   which   substantially   exceed   the   requirements   for  a
well-capitalized bank.



                                             Corporation's Capital Ratios
                                                    at December 31:
                                            --------------------------------      Well       Adequately
                                                2000              1999         Capitalized   Capitalized
                                            --------------    --------------   -----------   ------------
                                                                                    
Total  Risk-Based Capital Ratio ............    28.42%            29.88%         10.00%         8.00%
Tier 1 Risk-Based Capital Ratio ............    27.65             28.98           6.00          4.00
Tier 1 Leverage Capital Ratio ..............    11.19             11.24           5.00          4.00


     Other Matters.  The amount of dividends paid by the Bank to the Corporation
is subject to  restrictions  under  Federal  Reserve  Board  Regulation H. Under
Regulation H, the Bank is required to obtain regulatory approval for the payment
of dividends  during any one calendar year that exceed the Bank's net income for
the calendar  year plus the retained net income for the two  preceding  calendar
years.  At December 31,  2000,  the Bank had retained net income for the current
and two preceding calendar years of $13,153,000.

     Regulation  D of the  Board of  Governors  of The  Federal  Reserve  System
requires banks to maintain reserves against certain deposit balances. The Bank's
average reserve requirement for 2000 was approximately $4,673,000.

     Under national banking laws and related statutes, the Bank is limited as to
the amount it may loan to the Corporation,  unless such loans are collateralized
by specified obligations. At December 31, 2000, the maximum amount available for
transfer  from the  Bank to the  Corporation  in the form of loans  approximated
$10,431,000.




                                       56



NOTE M - FAIR VALUE OF FINANCIAL INSTRUMENTS

     Fair value  estimates are made at a specific point in time and are based on
existing on and  off-balance-sheet  financial  instruments.  Such  estimates are
generally  subjective  in nature  and  dependent  upon a number  of  significant
assumptions  associated  with  each  financial  instrument  or group of  similar
financial  instruments,  including estimates of discount rates, risks associated
with  specific  financial  instruments,  estimates  of future  cash  flows,  and
relevant   available   market   information.   Changes  in   assumptions   could
significantly  affect the estimates.  In addition,  fair value  estimates do not
reflect the value of  anticipated  future  business,  premiums or discounts that
could  result  from  offering  for  sale at one time  the  Corporation's  entire
holdings  of a  particular  financial  instrument,  or the tax  consequences  of
realizing gains or losses on the sale of financial instruments.

     The following table sets forth the carrying/contract  amounts and estimated
fair values of the Corporation's  financial instruments at December 31, 2000 and
1999.



                                                                        2000                                 1999
                                                          -------------------------------      ------------------------------
                                                           Carrying/                            Carrying/
                                                           Contract                             Contract
                                                            Amount           Fair Value          Amount          Fair Value
                                                          ------------      -------------      ------------      ------------
                                                                                      (in thousands)
                                                                                                       
Financial Assets:
Cash and due from banks....................................  $23,872            $23,872          $ 21,174          $ 21,174
Federal funds sold ........................................   87,800             87,800            64,000            64,000
Held-to-maturity securities ...............................  226,361            229,045           189,998           187,258
Available-for-sale securities .............................   83,680             83,680           100,865           100,865
Loans......................................................  190,966            191,067           180,741           179,417
Accrued interest receivable ...............................    4,450              4,450             4,183             4,183

Financial Liabilities:
Checking deposits..........................................  195,617            195,617           176,863           176,863
Savings and money market deposits ........................   310,681            310,681           287,805           287,805
Time deposits..............................................   44,174             44,257            38,521            38,471
Accrued interest payable...................................      275                275               185               185

Off-Balance-Sheet Liabilities:
Commitments to extend credit ..............................   36,937                  -            33,064                 -
Standby and commercial letters of credit...................    1,017                  7             1,296                13


NOTE N - PARENT COMPANY FINANCIAL INFORMATION

     Condensed  financial  information for The First of Long Island  Corporation
(parent company only) is as follows:

CONDENSED BALANCE SHEETS


                                                                             December 31,
                                                                    -------------------------------
                                                                       2000               1999
                                                                    ------------      -------------
Assets:                                                                      (in thousands)
                                                                                     
   Checking and money market accounts with subsidiary.............      $ 2,417            $ 2,493
   Investment in subsidiary bank, at equity.......................       69,536             62,742
   Other assets ..................................................           12                  5
                                                                    ------------      -------------
                                                                       $ 71,965            $65,240
                                                                    ============      =============
Liabilities:
   Cash dividends payable ........................................      $ 1,099            $ 1,007
                                                                    ------------      -------------

Stockholders' equity:
   Common stock...................................................          289                296
   Surplus .......................................................        1,188              2,258
   Retained earnings .............................................       68,737             63,013
                                                                    ------------      -------------
                                                                         70,214             65,567
   Accumulated other comprehensive income (loss), net of tax......          652             (1,334)
                                                                    ------------      -------------
                                                                         70,866             64,233
                                                                    ------------      -------------
                                                                       $ 71,965            $65,240
                                                                    ============      =============





                                       57



CONDENSED STATEMENTS OF INCOME


                                                                            Year ended December 31,
                                                               ----------------------------------------------
                                                                  2000             1999              1998
                                                               -----------      ------------      -----------
                                                                                             
Income:                                                                         (in thousands)
  Dividends from subsidiary bank .............................     $4,500            $6,850           $3,000
  Interest on deposits with subsidiary bank ..................         73                53               52
                                                               -----------      ------------      -----------
                                                                    4,573             6,903            3,052
                                                               -----------      ------------      -----------
Expenses:
  Other operating expenses ...................................         58                56               29
                                                               -----------      ------------      -----------

  Income before income taxes .................................      4,515             6,847            3,023
Income tax expense (credit) ..................................          6                (1)               -
                                                               -----------      ------------      -----------
  Income before undistributed earnings of
    subsidiary bank ..........................................      4,509             6,848            3,023
Equity in undistributed earnings .............................      4,809             3,131            5,213
                                                               -----------      ------------      -----------
  Net income..................................................    $ 9,318            $9,979           $8,236
                                                               ===========      ============      ===========



CONDENSED STATEMENTS OF CASH FLOWS
Increase (Decrease) in Cash and Cash Equivalents*


                                                                         Year ended December 31,
                                                               ----------------------------------------------
                                                                  2000             1999              1998
                                                               -----------      ------------      -----------
                                                                               (in thousands)
                                                                                             
Cash Flows From Operating Activities:
  Net income .................................................    $ 9,318            $9,979           $8,236
  Adjustments to reconcile net income to net cash
    provided by operating activities:
      Undistributed earnings of subsidiary bank ..............     (4,809)           (3,131)          (5,213)
      Decrease in other assets ...............................         13                86              261
                                                               -----------      ------------      -----------
  Net cash provided by operating activities ..................      4,522             6,934            3,284
                                                               -----------      ------------      -----------

Cash Flows From Financing Activities:
  Repurchase and retirement of common stock ..................     (2,819)           (5,116)          (1,566)
  Proceeds from exercise of stock options ....................        223               137              218
  Cash dividends paid.........................................     (2,002)           (1,837)          (1,668)
  Cash in lieu of fractional shares on 3-for-2 stock split....           -                 -             (14)
                                                               -----------      ------------      -----------
    Net cash used in financing activities ....................     (4,598)           (6,816)          (3,030)
                                                               -----------      ------------      -----------
Net increase (decrease) in cash and cash equivalents  ........        (76)              118              254
Cash and cash equivalents, beginning of year..................      2,493             2,375            2,121
                                                               -----------      ------------      -----------
Cash and cash equivalents, end of year .......................    $ 2,417            $2,493           $2,375
                                                               ===========      ============      ===========

Supplemental Schedule of Noncash Financing Activities:
  Tax benefit from exercise of employee stock options ........    $    19            $    4           $   95
  Cash dividends payable .....................................      1,099             1,007              929


* Cash and cash  equivalents include the checking and money market accounts with
  the Corporation's wholly-owned bank subsidiary.





                                       58



NOTE O - QUARTERLY FINANCIAL DATA (Unaudited)



                                                            First           Second         Third         Fourth
                                                           Quarter          Quart          Quarter       Quarter          Total
                                                           --------        --------       --------       --------       --------
                                                                          (in thousands, except per share data)

                                                                                                         
2000
Interest income ....................................       $  8,964        $  9,484       $ 10,065       $ 10,309       $ 38,822
Interest expense ...................................          2,830           3,157          3,510          3,609         13,106
Net interest income ................................          6,134           6,327          6,555          6,700         25,716
Provision for loan losses (credit) .................            (75)              -              -              -            (75)
Noninterest income .................................          1,110           1,104          1,247          1,064          4,525
Noninterest expense ................................          4,312           4,408          4,357          4,490         17,567
Income before income taxes .........................          3,007           3,023          3,445          3,274         12,749
Income taxes .......................................            834             815            908            874          3,431
Net income .........................................          2,173           2,208          2,537          2,400          9,318
Earnings per share:
  Basic ............................................            .74             .75            .87            .83           3.19
  Diluted ..........................................            .73             .74            .86            .82           3.15
Comprehensive income ...............................          2,155           2,543          3,059          3,547         11,304

1999
Interest income ....................................       $  8,178        $  8,251       $  8,646       $  8,888       $ 33,963
Interest expense ...................................          2,243           2,176          2,440          2,654          9,513
Net interest income ................................          5,935           6,075          6,206          6,234         24,450
Provision for loan losses (credit) .................              -               -              -              -              -
Noninterest income .................................          1,351           1,242          1,239          1,134          4,966
Noninterest expense ................................          4,165           4,095          4,086          3,975         16,321
Income before income taxes and transition
  adjustment to allowance for loan losses ..........          3,121           3,222          3,359          3,393         13,095
Income taxes .......................................            959           1,011          1,048          1,043          4,061
Net income before transition adjustment to
    allowance for loan losses ......................          2,162           2,211          2,311          2,350          9,034
Transition adjustment to allowance for loan
    losses, net of income taxes of $655,000 ........              -             945              -              -            945
Net income .........................................          2,162           3,156          2,311          2,350          9,979
Earnings per share before transition
   adjustment to allowance for loan losses:
  Basic ............................................            .70             .72            .76            .79           2.97
  Diluted ..........................................            .69             .71            .75            .77           2.92
Earnings per share:
  Basic ............................................            .70            1.03            .76            .79           3.28
  Diluted ..........................................            .69            1.02            .75            .77           3.23
Comprehensive income ...............................          1,526           1,845          2,185          1,823          7,379







                                       59



REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS


Stockholders and Board of Directors of The First of Long Island Corporation:

    We have audited the accompanying consolidated balance sheets of The First of
Long Island  Corporation and subsidiary as of December 31, 2000 and 1999 and the
related consolidated  statements of income, changes in stockholders' equity, and
cash flows for each of the three years in the period  ended  December  31, 2000.
These  financial   statements  are  the   responsibility  of  the  Corporation's
management.  Our  responsibility  is to express  an  opinion on these  financial
statements based on our audits.

    We conducted our audits in  accordance  with  auditing  standards  generally
accepted in the United States.  Those standards require that we plan and perform
the audits to obtain reasonable assurance about whether the financial statements
are free of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements.  An
audit also includes  assessing the accounting  principles  used and  significant
estimates  made by  management,  as well as  evaluating  the  overall  financial
statement  presentation.  We believe that our audits provide a reasonable  basis
for our opinion.

    In our opinion,  the financial  statements referred to above present fairly,
in all material  respects,  the  financial  position of The First of Long Island
Corporation  and  subsidiary as of December 31, 2000 and 1999 and the results of
their  operations and their cash flows for each of the three years in the period
ended  December 31, 2000 in  conformity  with  accounting  principles  generally
accepted in the United States.



                                                  /s/ Arthur Andersen LLP

New York, New York
January 22, 2001







                                       60



                                 OFFICIAL STAFF


FULL SERVICE OFFICES

Glen Head
10 Glen Head Road
Glen Head, NY  11545
(516) 671-4900

John J. Mulder, Jr.
Vice President and Branch Manager

Elaine Ballinger
Assistant Manager

Daphne Powell
Administrative Assistant

Greenvale
7 Glen Cove Road
Greenvale, NY  11548
(516) 621-8811

Concepcion L. Larrea
Vice President and Branch Manager

Patricia Ovalle-Wood
Assistant Manager

Huntington
253 New York Avenue
Huntington, NY  11743
(631) 427-4143

William Pyszczymuka
Vice President and Branch Manager

Jenny Malandruccolo
Assistant Vice President

Marie McManus
Assistant Cashier

Margaret Hanrahan
Administrative Assistant

Locust Valley
108 Forest Avenue
Locust Valley, NY  11560
(516) 671-2299

John T. Noonan
Vice President and Branch Manager

Mary Lou Martin
Assistant Vice President




                                       61



Northport
711 Fort Salonga Road
Northport, NY  11768
(631) 261-4000

Henry C. Suhr
Vice President and Branch Manager

David Lippa
Assistant Vice President

Janet Kittle
Administrative Assistant

Old Brookville
209 Glen Head Road
Old Brookville, NY  11545
(516) 759-9002

Frank Plesche
Vice President and Branch Manager

Carolyn McIntyre
Assistant Vice President

Rockville Centre
310 Merrick Road
Rockville Centre, NY  11570
(516) 763-5533

Raffaella Marciari
Vice President and Branch Manager

Kathryn M. Guglielmo
Assistant Manager

Theresa Crawford
Administrative Assistant

Roslyn Heights
130 Mineola Avenue
Roslyn Heights, NY  11577
(516) 621-1900

Archie J. Arrington
Vice President and Branch Manager

Carole Ann Snayd
Assistant Vice President

Andrea DePol
Administrative Assistant

Lucile Pelliccione
Administrative Assistant





                                       62



Woodbury
800 Woodbury Road
Woodbury, NY 11797
(516) 364-3434

George P. Knott
Vice President and Branch Manager

June Pipito
Assistant Vice President

COMMERCIAL BANKING OFFICES

Allen Boulevard
22 Allen Boulevard
Farmingdale, NY  11735
(631) 753-8888

Frank Pelliccione
Assistant Vice President and Branch Manager

Bohemia
30 Orville Drive
Bohemia, NY  11716
(631) 218-2500

Robert F. Covino
Vice President and Branch Manager

Cross Island Plaza
One Cross Island Plaza
Rosedale, NY  11422
(718) 341-4000

Lucy Ortiz
Assistant Vice President and Branch Manager

Deer Park
60 E. Industry Court
Deer Park, NY  11729
(631) 243-2600

Lynn Walker
Assistant Vice President and Branch Manager

Garden City
1050 Franklin Avenue
Garden City, NY  11530
(516) 742-6262

Philip R. Thompson
Assistant Vice President and Branch Manager

Great Neck
536 Northern Boulevard
Great Neck, NY  11021
(516) 482-6666

Lester J. Bach
Vice President and Branch Manager



                                       63



Hauppauge
330 Motor Parkway
Hauppauge, NY  11788
(631) 952-2900

Mark A. Ryan
Assistant Vice President and Branch Manager

Hicksville
106 Old Country Road
Hicksville, NY  11801
(516) 932-7150

Joyce C. Graber
Assistant Vice President and Branch Manager

Arlyne H. Kramer
Assistant Cashier

Lake Success
3000 Marcus Avenue
Lake Success, NY  11042
(516) 775-3133

Lee Nunez
Assistant Vice President and Branch Manager

Patricia Scrudato
Administrative Assistant

Mineola
194 First Street
Mineola, NY  11501
(516) 742-1144

Herta Tscherne
Assistant Vice President and Branch Manager

Rosemary Kerrane
Assistant Manager

New Highway
2091 New Highway
Farmingdale, NY  11735
(631) 454-2022

Barbara Cavalier
Assistant Vice President and Branch Manager

New Hyde Park
200 Jericho Turnpike
New Hyde Park, NY  11040
(516) 328-3100

Linda A. Cutter
Assistant Vice President and Branch Manager

Kathleen Martin
Administrative Assistant



                                       64



Valley Stream
133 E. Merrick Road
Valley Stream, NY 11580
(516) 825-0202

Peter J. Arebalo
Assistant Vice President and Branch Manager

Trust and Investment Services
800 Woodbury Road
Woodbury, NY  11797
(516) 364-3436

Brian J. Keeney
Senior Vice President

Robert M. Heyssel, Jr.
Vice President

Sharon E. Pazienza
Vice President

Joanne Buckley
Assistant Vice President

Quyen T. Pham
Operations Manager

Dawn LoBraico
Administrative Assistant

Administration
J. William Johnson
Chairman and Chief Executive Officer

Arthur J. Lupinacci, Jr.
Executive Vice President

Lorraine Fogarty
Executive Assistant

Constance Miller
Executive Assistant

Auditing
Kitty W. Craig
Vice President

Margaret M. DeBonis
Assistant Vice President

Cathy Balsiero
Administrative Assistant




                                       65



Branch Administration
James Clavell
Vice President

Monica Baker
Assistant Vice President

Albert M. Nordt, Jr.
Assistant Vice President

Ronald Pimental
Assistant Vice President

Leonora Mintz
Assistant Manager

Susan Sciacca
Assistant Manager

Commercial Banking
Donald L. Manfredonia
Executive Vice President

Joseph G. Perri
Executive Vice President

Albert Arena
Vice President

Paul J. Daley
Vice President

Stephen Durso
Vice President

James P. Johnis
Vice President

Henry A. Kramer
Vice President

Edward V. Mirabella
Vice President

William W. Riley
Vice President

Michael J. Spolarich
Vice President

Margaret M. Curran
Assistant Vice President

Jason Kohl
Assistant Vice President

Gretchen B. Nesky
Assistant Vice President

Maureen Cannarsa
Administrative Assistant

Diane Mucci
Executive Assistant





                                       66



Compliance and Procedures
Barbara D. Hefner
Assistant Vice President

Data Center
Peter J. Hoey
Vice President

Jose Diaz
Assistant Vice President

Christina Alexander
Administrative Assistant

Conrad A. Lissade
Administrative Assistant

Lori A. Ruggiero
Administrative Assistant

Deposit Operations
Carmela Lalonde
Assistant Manager

Donna Long
Assistant Manager

Finance
Mark D. Curtis
Senior Vice President

Aldo Columbano
Vice President

Wayne B. Drake
Vice President

Matthew J. Mankowski
Assistant Vice President

Catherine Irvin
Assistant Manager

Cheryl Romanski
Assistant Manager

Diane Pascucci
Administrative Assistant

General Services
Frederick G. Ruff
Assistant Vice President

Alexandria Spearman
Administrative Assistant

Human Resources
Donna M. Kelly
Vice President

Susan J. Hempton
Assistant Vice President



                                       67



Loan Center
Robert Jacobs
Assistant Vice President

John F. Darcy
Senior Mortgage Consultant

Frederick T. Hughes
Mortgage Originator

Ann J. Cristodero
Assistant Manager

Eveline Ratte
Assistant Manager

Anna S. Fleming
Administrative Assistant

Ronnie Gajkowski
Administrative Assistant

Barbara Johnson
Administrative Assistant

Patricia Lacorazza
Administrative Assistant

Marketing
Catherine M. Poturny
Assistant Vice President

Anne Urtnowski
Assistant Manager

Operations Administration
Richard Kick
Senior Vice President

Betsy Gustafson
Vice President

Counsel
Schupbach, Williams & Pavone LLP

Independent Auditors
Arthur Andersen LLP

FORM 10-K REPORT
A copy of the Corporation's  annual report on Form 10-K for 2000, filed with the
Securities and Exchange Commission,  may be obtained without charge upon written
request to Mark D. Curtis,  Senior Vice  President and  Treasurer,  The First of
Long  Island  Corporation,  10 Glen Head Road,  PO Box 67,  Glen Head,  New York
11545-0067.

Executive Office
The First of Long Island Corporation
10 Glen Head Road
Glen Head, New York 11545
(516) 671-4900
www.firstofli.com



                                       68



Transfer Agent and Registrar
Registrar and Transfer Company
10 Commerce Drive
Cranford, New Jersey 07016-3572
(800) 368-5948
www.rtco.com

Annual Meeting Notice

     The  Annual  Meeting  of  Stockholders  will be held at the Old  Brookville
office of The First National Bank of Long Island, 209 Glen Head Road, Glen Head,
New York 11545 on Tuesday, April 17, 2001 at 3:30 P.M.








                                       69



                           BUSINESS DEVELOPMENT BOARD

David Black, CPA

Robert Bogardt, CPA
Senior Partner
Bogardt & Company, LLP

Christopher S. Byczek, Esq.
Counsel
Cronin & Byczek, LLP

Emil V. Cianciulli, Esq.
Partner
Cianciulli & Meng, P.C.

Thomas   N. Dufek
Chief Financial Officer
The Tyree Organization

William  L. Edwards
Real Estate Investor

C. J. Erickson, Esq.
Hodgson Russ LLP

Bernard Esquenet
Chief Executive Officer
The Ruhof Corp.

Leonard Gleicher
Partner
Goldberg Bros. Realtors

Kenneth R. Going
President
GOING SIGN CO. Inc.

Herbert  Haber, CPA
Certified Public Accountant

Kevin J. Harding, Esq.
Partner
Harding and Harding

Alan B. Katcher
Chief Executive Officer
Terry Alan Adv. Co., Inc.

Kevin T. Kelly
Executive Administrator
Ophthalmic Consultants of Long Island

Herbert Kotler, Esq.
Attorney

Kenneth R. Latham
Chairman of the Board
Latham Bros. Lumber Co., Inc.



                                       70



Zachary Levy, Esq.
Attorney

James J. Lynch, Esq.
Attorney

Susan Hirschfeld Mohr
President
J. W. Hirschfeld Agency, Inc.

Richard  E. Nussbaum, CPA
Managing Partner
Nussbaum Yates & Wolpow, P.C.

Douglas  Pierce
President
Pierce Country Day School & Camp Inc.

Quentin Sammis
President
Coldwell Banker Sammis

Arthur C. Schupbach, Esq.
Partner
Schupbach, Williams & Pavone LLP

Lawrence F. Steiner
President
Universal Unlimited, Inc.

H. Craig Treiber
Chairman/CEO
The Treiber Insurance Group

Arthur Ventura
President
Badge Agency

Mark Wurzel
President
Calico Cottage, Inc.






                                       71



[LOGO] The First of Long Island
The First of Long Island Corporation







                                       72







                      EXHIBIT 21 - SUBSIDIARY OF REGISTRANT







                                       73



                            SUBSIDIARY OF REGISTRANT

                     THE FIRST NATIONAL BANK OF LONG ISLAND
                                10 GLEN HEAD ROAD
                               GLEN HEAD, NY 11545







                                       74








             EXHIBIT 23 - CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS








                                       75



                          [ARTHUR ANDERSEN LETTERHEAD]

                    CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS


     As independent public  accountants,  we hereby consent to the incorporation
of our report  dated  January 22, 2001,  incorporated  by reference in this Form
10-K, into the Company's previously filed Registration Statement No. 33-44393.

                                                   /s/ ARTHUR ANDERSEN LLP

March 21, 2001


                                       76