[MONMOUTH COMMUNITY BANCORP LETTERHEAD]

                                 April 26, 2004

Dear Shareholder:

      You are cordially invited to attend the annual meeting of shareholders of
Monmouth Community Bancorp ("Bancorp") to be held at the Ocean Grove branch of
Monmouth Community Bank, National Association (the "Bank"), located at 61 Main
Avenue, Ocean Grove, New Jersey, on Thursday, May 27, 2004 at 6:00 p.m., local
time.

      At the annual meeting, you will be asked to elect ten (10) nominees for
director and consider and act upon such other business as may properly come
before the annual meeting or any adjournment or postponement thereof. At this
time, the Board of Directors of Bancorp is not aware of any matter that will be
presented to the shareholders of Bancorp at the annual meeting other than the
election of directors.

      It is important that your shares of Bancorp common stock are represented
at the annual meeting, whether or not you attend the annual meeting in person
and regardless of the number of shares you own. To ensure that your shares of
common stock are represented, we urge you to complete, sign, date and return
your proxy card in the enclosed postage prepaid envelope. If you attend the
annual meeting, you may vote in person even if you have previously submitted a
proxy. Your prompt attention is greatly appreciated.

                                                  Very truly yours,


                                                  /s/ Anthony Giordano, III

                                                  Anthony Giordano, III
                                                  Secretary



                           MONMOUTH COMMUNITY BANCORP
                                627 Second Avenue
                          Long Branch, New Jersey 07740
                                 (732) 571-1300

                          ----------------------------

                    NOTICE OF ANNUAL MEETING OF SHAREHOLDERS
                           To Be Held On May 27, 2004

                          ----------------------------

To the Shareholders of
Monmouth Community Bancorp:

      NOTICE IS HEREBY GIVEN, that the annual meeting of shareholders (the
"Annual Meeting") of Monmouth Community Bancorp ( "Bancorp") will be held at the
Ocean Grove branch of Monmouth Community Bank, National Association (the
"Bank"), located at 61 Main Avenue, Ocean Grove, New Jersey, on Thursday, May
27, 2004 at 6:00 p.m., local time, for the following purposes:

      1.    To elect ten (10) nominees for director who will serve on Bancorp's
            Board of Directors for the following year and until their successors
            have been elected and qualify; and

      2.    To transact such other business as may properly come before the
            Annual Meeting, or any adjournment or postponement thereof.

      Shareholders of record at the close of business on April 5, 2004, are
entitled to notice of and to vote at the Annual Meeting and at any adjournment
or postponement thereof.

      Whether or not you expect to attend the Annual Meeting, please complete,
sign and date the enclosed proxy card and return it in the accompanying postage
prepaid envelope. You may revoke your proxy either by written notice to Bancorp,
by submitting a proxy card dated as of a later date or in person at the Annual
Meeting. The Board of Directors of Bancorp recommends that you vote "FOR" each
of the nominees for director.

                                            By Order of the Board of Directors


                                            /s/ Anthony Giordano, III

                                            Anthony Giordano, III
                                            Secretary

- --------------------------------------------------------------------------------
YOU ARE CORDIALLY INVITED TO ATTEND THE ANNUAL MEETING OF SHAREHOLDERS. HOWEVER,
TO ENSURE YOUR REPRESENTATION AT THE ANNUAL MEETING, YOU ARE URGED TO SIGN AND
DATE THE ACCOMPANYING PROXY AND MAIL IT AT ONCE IN THE ENCLOSED ENVELOPE. PROMPT
RESPONSE IS HELPFUL AND YOUR COOPERATION WILL BE APPRECIATED.
- --------------------------------------------------------------------------------



                           MONMOUTH COMMUNITY BANCORP

                  --------------------------------------------

                                 PROXY STATEMENT
                                       FOR
                         ANNUAL MEETING OF SHAREHOLDERS

                  --------------------------------------------

General Information

      This Proxy Statement is being furnished to the holders of common stock,
with a par value of $.01 per share ("Common Stock"), of Monmouth Community
Bancorp ("Bancorp") in connection with the solicitation of proxies by the Board
of Directors of Bancorp (the "Board" or "Board of Directors") for use at the
annual meeting of shareholders of Bancorp to be held at 6:00 p.m. on Thursday,
May 27, 2004 at the Ocean Grove branch of Monmouth Community Bank, National
Association ("Monmouth Community Bank" or the "Bank"), located at 61 Main
Avenue, Ocean Grove, New Jersey (the "Annual Meeting"). The Board of Directors
has fixed the close of business on April 5, 2004 as the record date for the
determination of shareholders entitled to notice of and to vote at the Annual
Meeting.

      At the Annual Meeting, shareholders of Bancorp will consider and vote upon
the election of ten (10) nominees for director and any other business as may
properly come before the Annual Meeting.

      Shareholders may revoke the authority granted by their execution of
proxies at any time before the effective exercise of such proxies by filing
written notice of such revocation with the secretary of the Annual Meeting.
Presence at the Annual Meeting does not, in and of itself, revoke the proxy.
Also, any grant of a proxy subsequent to an earlier grant of a proxy, revokes
the earlier proxy. All shares of Common Stock represented by executed and
unrevoked proxies will be voted in accordance with the specifications therein.
Proxies submitted without specification will be voted "FOR" the election of each
of the nominees for director. Neither the Board nor management of Bancorp is
aware, to date, of any matter being presented at the Annual Meeting other than
the election of directors, but, if any other matter is properly presented, the
persons named in the proxy will vote thereon according to their best judgment.

      Proxies for use at the Annual Meeting are being solicited by the Board of
Directors. The cost for preparing, assembling and mailing the proxy materials is
to be borne by Bancorp. It is not anticipated that any compensation will be paid
for soliciting proxies, and Bancorp does not intend to employ specially engaged
personnel in the solicitation of proxies. It is contemplated that proxies will
be solicited principally through the mail, but directors, officers and employees
of Bancorp, without additional compensation, may solicit proxies personally or
by telephone, telegraph, facsimile transmission or special letter.

      This Proxy Statement and the enclosed proxy card are being mailed to
shareholders on or about April 26, 2004.



Voting Securities

      Shareholders of record at the close of business on April 5, 2004 are
entitled to one vote for each share of Common Stock then held by them. As of
that date, Bancorp had 1,550,588 shares of Common Stock issued and outstanding.
The presence, in person or by proxy, of at least a majority of the total number
of outstanding shares of Common Stock entitled to be voted at the Annual Meeting
is necessary to constitute a quorum at the Annual Meeting. Abstentions and
broker non-votes will be counted as shares present and entitled to be voted at
the Annual Meeting for the purpose of determining the existence of a quorum.

      Directors will be elected by a plurality of the votes cast at the Annual
Meeting whether in person or by proxy. All votes will be tabulated by the
inspector of election appointed at the Annual Meeting who will separately
tabulate affirmative votes, negative votes, abstentions and broker non-votes.
Under New Jersey law, any proxy submitted and containing an abstention or broker
non-vote will not be counted as a vote cast on any matter to which it relates.

Principal Shareholders and Security Ownership of Management

      The following table sets forth information as of April 5, 2004, with
respect to the beneficial ownership (as defined in Rule 13d-3 of the Securities
Exchange Act of 1934, as amended (the "Exchange Act")) of Bancorp's Common
Stock, which is the only class of Bancorp capital stock with shares issued and
outstanding, by (i) each Bancorp director, (ii) James S. Vaccaro, Richard O.
Lindsey and Kevin W. Hunt, the only Named Executive Officers (as defined below)
of Bancorp, and (iii) all directors and executive officers of Bancorp and the
Bank as a group.



                                                                             Beneficial Ownership of
                                                                              Bancorp's Common Stock
                                                                        -----------------------------------
                                                                                                Percent of
Name of Beneficial Owner - Directors and Officers (1)                   No. of Shares (2)          Class
- -----------------------------------------------------                   -----------------       -----------
                                                                                             
James G. Aaron, Esq. (3)(4)...................................                75,799               4.87%

Mark R. Aikins, Esq. (3)(5)...................................                32,277               2.07%

Nicholas A. Alexander, C.P.A. (3)(6)..........................                25,782               1.66%

John A. Brockriede (3)(7).....................................               147,599               9.48%

Kevin W. Hunt (8)(9)..........................................                11,520               0.74%

Richard O. Lindsey (3)(10)(11)................................                29,301               1.87%

John F. McCann (3)(12)........................................                64,426               4.14%

Harold M. Miller, Jr. (3)(13).................................                66,713               4.29%



                                       2




                                                                             Beneficial Ownership of
                                                                              Bancorp's Common Stock
                                                                        -----------------------------------
                                                                                                Percent of
Name of Beneficial Owner - Directors and Officers (1)                   No. of Shares (2)          Class
- -----------------------------------------------------                   -----------------       -----------
                                                                                             
Carmen M. Penta, C.P.A. (3)(14)...............................                28,659               1.46%

Mark G. Solow (3)(15).........................................                58,914               3.79%

James S. Vaccaro (3)(16)(17)..................................                38,320               2.45%

All Executive Officers and
Directors as a Group (13 persons) (4)(5)(6)(7)(8)
(10)(12)(13)(14)(15)(16)(18)(19)..............................               593,739              35.98%


(1)   All directors and officers listed in this table maintain a mailing address
      at 627 Second Avenue, Long Branch, New Jersey 07740.

(2)   In accordance with Rule 13d-3 of the Exchange Act, a person is deemed to
      be the beneficial owner, for purposes of this table, of any shares of
      Bancorp's Common Stock if he or she has voting or investment power with
      respect to such security. This includes shares (i) subject to options
      exercisable within sixty (60) days, and (ii)(a) owned by a spouse, (b)
      owned by other immediate family members, or (c) held in trust or held in
      retirement accounts or funds for the benefit of the named individuals,
      over which shares the person named in the table may possess voting and/or
      investment power.

(3)   Such person serves as a director of Bancorp.

(4)   Includes 5,913 shares subject to currently exercisable stock options;
      9,556 shares held in an Individual Retirement Account with Bear Stearns
      for the benefit of Mr. Aaron; and 6,601 shares registered in the name of
      Mr. Aaron as trustee for the Trust Under the Will of Leslie B. Aaron, Mr.
      Aaron's father. Mr. Aaron disclaims any beneficial ownership to the shares
      held in the aforementioned trust. Also includes 11,979 shares registered
      in the name of ERBA Co., Inc., in which Mr. Aaron has an ownership
      interest and serves as vice president. Mr. Aaron disclaims beneficial
      ownership of these securities except to the extent of his ownership
      interest in ERBA Co., Inc. Also includes 15,837 shares registered in the
      name of the Aaron Family Limited Partnership, of which Mr. Aaron is a
      partner. Mr. Aaron disclaims beneficial ownership of these securities
      except to the extent of his partnership interest in the Aaron Family
      Limited Partnership. Also includes 2,768 shares registered in the name of
      the David Ritter Trust and 2,768 shares registered in the name of the
      Randy Ritter Trust, of which Mr. Aaron is a trustee. Mr. Aaron disclaims
      any beneficial ownership to the shares held in these trusts. Also includes
      8,116 shares held in trusts for the benefit of Mr. Aaron's family members
      of which Mr. Aaron's spouse is trustee; 1,214 shares registered in the
      name of Mr. Aaron's spouse; and 3,478 shares held in an Individual
      Retirement Account with Bear Stearns for the benefit of Mr. Aaron's
      spouse. Mr. Aaron disclaims any beneficial ownership to the shares held in


                                       3


      these trusts, the shares held by his spouse and the shares held for the
      benefit of his spouse.

(5)   Includes 5,913 shares subject to currently exercisable stock options;
      25,880 shares held in a Simplified Employee Pension/Individual Retirement
      Account by Merrill Lynch as custodian for the benefit of Mr. Aikins; and
      484 shares held by Mr. Aikins for the benefit of his children under the
      Uniform Transfers to Minors Act, as to which shares he disclaims any
      beneficial interest.

(6)   Includes 5,913 shares subject to currently exercisable stock options; and
      2,205 shares held in an Individual Retirement Account with Smith Barney
      for the benefit of Mr. Alexander. Also includes 522 shares held by Mr.
      Alexander for the benefit of his grandchildren under the Uniform Transfers
      to Minors Act. Mr. Alexander disclaims beneficial ownership of the
      securities held by his grandchildren.

(7)   Includes 5,913 shares subject to currently exercisable stock options. Also
      includes 9,837 shares held in an Individual Retirement Account and 1,268
      shares held in a Simplified Employee Pension Plan both by PaineWebber as
      custodian for the benefit of Mr. Brockriede. Includes 35,561 shares held
      by CJM Management, L.L.C., of which Mr. Brockriede is an Administrative
      Member. Mr. Brockriede disclaims beneficial ownership of these securities
      except to the extent of his ownership interest in CJM Management, L.L.C.
      Also includes 74,979 shares held jointly with Mr. Brockriede's spouse and
      7,498 shares held in trusts for the benefit of Mr. Brockriede's family
      members of which Mr. Brockriede's spouse is trustee; and 390 shares held
      in an Individual Retirement Account by PaineWebber for the benefit of Mr.
      Brockriede's spouse. Mr. Brockriede disclaims beneficial ownership of the
      shares held in these trusts and the shares held by PaineWebber on behalf
      of Mr. Brockriede's spouse.

(8)   Includes 9,625 shares subject to currently exercisable stock options; and
      793 shares held as joint tenants with right of survivorship with Mr.
      Hunt's father, Bruce S. Hunt.

(9)   Mr. Hunt serves as a Executive Vice President and the Senior Lending
      Officer of the Bank.

(10)  Includes 17,150 shares subject to currently exercisable stock options;
      3,645 shares held jointly with Donna A. Lindsey, Mr. Lindsey's wife; and
      2,430 shares held by Wheat First Butcher Singer as custodian for Richard
      O. Lindsey's Individual Retirement Account.

(11)  Mr. Lindsey serves as the President of Bancorp and the Bank.

(12)  Includes 5,913 shares subject to currently exercisable stock options; and
      5,512 shares held in an Individual Retirement Account with Charles Schwab
      for the benefit of Mr. McCann. Also includes 6,076 shares held by Mary
      Ellen McCann, Mr. McCann's wife, as to which shares he disclaims any
      beneficial interest.

(13)  Includes 5,913 shares subject to currently exercisable stock options; and
      9,722 shares held equally by Mr. Miller's two sons. Mr. Miller disclaims
      any beneficial interest to the shares held by his two sons.


                                       4


(14)  Includes 5,913 shares subject to currently exercisable stock options.

(15)  Includes 5,913 shares subject to currently exercisable stock options; and
      7,292 shares held jointly with Susan S. Solow, Mr. Solow's wife.

(16)  Includes 12,888 shares subject to currently exercisable stock options;
      15,514 shares held by Merrill Lynch Pierce Fenner & Smith as custodian for
      the benefit of James S. Vaccaro Simplified Employee Pension; 728 shares
      held by Mr. Vaccaro's son; and 972 shares held by Mr. Vaccaro as custodian
      for his daughters under the Uniform Transfers to Minors Act. Mr. Vaccaro
      disclaims any beneficial interest to the shares held by him as custodian
      for his children.

(17)  Mr. Vaccaro serves as the Chairman of the Board and Chief Executive
      Officer of Bancorp and the Bank.

(18)  Includes 7,832 shares subject to currently exercisable stock options held
      by Anthony Giordano, III, Executive Vice President, Chief Financial
      Officer, Treasurer and Secretary of Bancorp and the Bank; 784 shares held
      by Charles Schwab & Co. in an Individual Retirement Account for the
      benefit of Mr. Giordano; 778 shares held by Charles Schwab & Co. in an
      Individual Retirement Account for the benefit of Mr. Giordano's spouse, as
      to which shares he disclaims any beneficial interest, and 213 shares held
      by Mr. Giordano as custodian for his son under the Uniform Transfers to
      Minors Act, as to which shares he disclaims any beneficial interest.

(19)  Includes 4,822 shares subject to currently exercisable stock options held
      by David A. O'Connor, a Senior Vice President of the Bank.


                                       5


      The following table sets forth information as of April 5, 2004, with
respect to the beneficial ownership (as defined in Rule 13d-3 of the Exchange
Act) of Bancorp's Common Stock by each person or group of persons known by
Bancorp to be the beneficial owner of more than 5% of Bancorp's outstanding
Common Stock.



                                                                   Beneficial Ownership of
                                                                    Bancorp's Common Stock
                                                             -----------------------------------
                                                                                      Percent of
Name of Beneficial Owner - 5% Shareholders                   No. of Shares (1)           Class
- ------------------------------------------                   -----------------        ----------
                                                                                   
John A. Brockriede (2)(3)................................          147,599               9.48%
Linda J. Brockriede (3)(4) ..............................          147,599               9.48%
Solomon Dwek (5)(6)......................................          106,598               6.87%


(1)   In accordance with Rule 13d-3 of the Exchange Act, a person is deemed to
      be the beneficial owner, for purposes of this table, of any shares of
      Bancorp Common Stock if he or she has voting or investment power with
      respect to such security. This includes shares (i) subject to options
      exercisable within sixty (60) days, and (ii)(a) owned by a spouse, (b)
      owned by other immediate family members, or (c) held in trust or held in
      retirement accounts or funds for the benefit of the named individuals,
      over which shares the person named in the table may possess voting and/or
      investment power.

(2)   See footnotes (1), (3) and (7) of the table set forth under the caption
      "Name of Beneficial Owner - Directors and Officers."

(3)   John A. Brockriede and Linda J. Brockriede together beneficially own a
      total of 147,599 shares of Bancorp's Common Stock which represents 9.48%
      of Bancorp's outstanding Common Stock.

(4)   Includes (i) 74,979 shares held jointly with Mrs. Brockriede's husband,
      John A. Brockriede; (ii) 7,498 shares held in trusts for the benefit of
      Mrs. Brockriede's family members of which Mrs. Brockriede is trustee;
      (iii) 390 shares held in an Individual Retirement Account by PaineWebber
      for the benefit of Mrs. Brockriede; (iv) 5,913 shares subject to currently
      exercisable stock options previously granted to John A. Brockriede; (v)
      9,837 shares held in an Individual Retirement Account and 1,268 shares
      held in a Simplified Employee Pension Plan both by PaineWebber as
      custodian for the benefit of John A. Brockriede; and (vi) 35,561 shares
      held by CJM Management, L.L.C., of which John A. Brockriede is an
      Administrative Member. Mrs. Brockriede disclaims beneficial ownership to
      all of the aforementioned securities with the exception of those held
      jointly with her husband and the securities held in an Individual
      Retirement Account for her benefit. Mrs. Brockriede's mailing address is 2
      Van Court Avenue, Long Branch, New Jersey 07740.


                                       6


(5)   Mr. Dwek, a former director of Bancorp, maintains a mailing address at 200
      Wall Street, P.O. Box 98, West Long Branch, New Jersey 07764.

(6)   Includes 11,000 shares held in the name of Isaac Dwek and Pearl Pamela
      Dwek, as trustees for the Isaac Dwek Irrevocable Trust for the benefit of
      Isaac Dwek; 10,000 shares held in the name of the Raizel Dwek Irrevocable
      Trust with Pearl Pamela Dwek and Isaac Dwek as trustees; and 11,000 shares
      held in the name of Milo Dwek 1998 Irrevocable Trust, Solomon Dwek
      grantor, Pearl Pamela Dwek & Isaac Dwek trustees. Mr. Dwek disclaims
      beneficial ownership to the shares held in these trusts. Also includes (i)
      330 shares held in an individual retirement account with Solomon Smith
      Barney for the benefit of Mr. Dwek; (ii) 330 shares held in an individual
      retirement account with Solomon Smith Barney for the benefit of Mr. Dwek's
      spouse; and (iii) 938 shares held in other individual retirement accounts
      for the benefit of Mr. Dwek's family members. Mr. Dwek disclaims any
      beneficial ownership to the shares held in these individual retirement
      accounts with the exception of the individual retirement account with
      Solomon Smith Barney for his benefit.


                                       7


                              ELECTION OF DIRECTORS

      The By-laws of Bancorp provide that the number of directors shall not be
less than three (3) directors nor more than fifteen (15) directors, and permit
the exact number of directors to be determined from time to time by the Board.
Currently, the Board has fixed the number of directors at ten (10).

Nomination Process

      Bancorp does not have a standing nominating committee or a nominating
committee charter. Instead, Bancorp relies on those members of the Executive
Committee of the Board who qualify as independent pursuant to the standards set
forth by NASDAQ, the quotation system on which Bancorp's Common Stock is traded,
to propose nominees for director for consideration by the full Board. The
independent directors who serve on the Executive Committee consider the criteria
set forth below when considering the nominees for director. Bancorp then relies
on the judgment of the full Board in selecting the nominees for election. The
nominees named herein were unanimously proposed to the full Board by the
independent directors of the Executive Committee and then selected by the full
Board as this year's nominees for director.

      The members of the Board as a whole believe that, at a minimum, the Board
should be comprised of directors who have expertise that may be useful to
Bancorp as well as directors who exhibit the highest personal and professional
ethics. When considering nominees for director, the independent directors of the
Executive Committee consider several factors, including: (i) relevant business
experience; (ii) independence from management; (iii) judgment, skill, integrity
and reputation; (iv) existing commitments and potential conflicts of interest;
(v) financial and accounting background; and (vi) the size and composition of
the existing Board. Because the nominees named below are all sitting directors
of Bancorp who are up for re-election at the Annual Meeting, the independent
directors of the Executive Committee also considered each director's past
performance on the Board.

      The independent directors of the Executive Committee will also consider
nominees for director suggested by shareholders of Bancorp. The process by which
a shareholder of Bancorp may suggest a nominee for director of Bancorp can be
found under "Shareholder Proposals and Nominees for Director." The independent
directors of the Executive Committee will apply the same criteria described
above to any candidate suggested by a shareholder as well as evaluate any
additional information required to be submitted therewith. Bancorp does not pay
any fees to third parties to identify, evaluate or assist in identifying or
evaluating potential director nominees.

Nominees

      It is intended that the proxies solicited by the Board will be voted "FOR"
the ten (10) nominees listed below (unless a shareholder otherwise directs). If,
for any reason, any of the nominees becomes unavailable for election to or
service on the Board, the proxies solicited by the Board of Directors will be
voted for such substituted nominee(s) as is (are) selected by the Board of
Directors. The Board has no reason to believe that any of the named nominees are
not


                                       8


available or will not serve if elected. Each nominee for director currently
serves as a director of both Bancorp and the Bank, a wholly-owned subsidiary of
Bancorp. Directors will be elected by a plurality of the votes cast at the
Annual Meeting whether in person or by proxy.

THE BOARD OF DIRECTORS UNANIMOUSLY RECOMMENDS A VOTE "FOR" THE NOMINEES FOR
DIRECTOR.

Board of Directors

      Each candidate for director has been nominated to serve a one (1) year
term to expire at the next annual meeting of shareholders of Bancorp. The name,
address, age, principal occupation or employment and biographical information of
each person nominated to serve as a member of the Board of Directors of Bancorp
is set forth below:



Name and Address                         Age             Principal Occupation or Employment
- ----------------                         ---             ----------------------------------
                                                   
James S. Vaccaro                          47             Chairman of the Board and Chief
613 N. Edgemere Drive                                    Executive Officer of Bancorp and the
West Allenhurst, NJ  07711                               Bank

John A. Brockriede                        69             Vice Chairman of the Board of Bancorp
2 Van Court Avenue                                       and the Bank and President of Monmouth
Long Branch, NJ  07740                                   Enterprises

Richard O. Lindsey                        64             President of Bancorp and the Bank
315 Hutchinson Avenue
Barrington, NJ  08007

James G. Aaron, Esq.                      59             Partner of Ansell, Zaro, Grimm & Aaron
10 Muncy Drive
West Long Branch, NJ  07764

Mark R. Aikins, Esq.                      44             Partner of Carton, Arvanitis, McGreevy,
14 North Ward Avenue                                     Argeris, Zager & Aikins, L.L.C.
Rumson, NJ  07760

Nicholas A. Alexander, C.P.A.             65             Retired Partner of KPMG LLP
79 West River Road
Rumson, NJ  07760

John F. McCann                            66             Retired Group President of Salomon Smith
135 Bingham Avenue                                       Barney
Rumson, NJ  07760

Harold M. Miller, Jr.                     64             President of Miller Energy, Inc.
126 Rick Road
Milford, NJ  08848



                                       9




Name and Address                         Age             Principal Occupation or Employment
- ----------------                         ---             ----------------------------------
                                                   
Carmen M. Penta, C.P.A.                   59             Officer of Amper, Politziner & Mattia,
8 DeCamp Court                                           P.A.
West Long Branch, NJ  07764

Mark G. Solow                             55             Co-founder of GarMark Advisors, L.L.C.
15 Page Drive
Red Bank, NJ  07701


      There are no family relationships among the current directors and
executive officers of Bancorp. None of the executive officers or directors of
Bancorp are directors of any company with a class of securities registered
pursuant to Section 12 of the Exchange Act or subject to the requirements of
Section 15(d) of the Exchange Act or any company registered as an investment
company under the Investment Company Act of 1940, as amended, except for Mr.
Vaccaro, who serves as a director for LabVolt Systems, Inc.

      Each nominee for director of Bancorp elected to the Board shall also serve
as a member of the Board of Directors of the Bank.

Biographical Information

      James S. Vaccaro has served as Chairman of the Board of Monmouth Community
Bank and Bancorp since their inception, Chief Executive Officer of Monmouth
Community Bank since April 3, 2000 and Chief Executive Officer of Bancorp since
its inception. Mr. Vaccaro served as a Director of ASA, Inc., a health care
consulting firm located in Somerset, New Jersey, from June 1999 to March 2000,
and served as a Senior Vice President of The Concord Group, a health care
consulting firm, from January 1997 to the acquisition of The Concord Group by
ASA, Inc. in June 1999. Prior to his involvement with The Concord Group, Mr.
Vaccaro was Executive Vice President and Chief Operating Officer of FOHP, Inc.,
a health maintenance organization based in Neptune, New Jersey. Prior to serving
as an officer of FOHP, Inc., Mr. Vaccaro had significant experience in the
banking industry. He was a member of the Board of Directors, Executive Vice
President and Chief Financial Officer of The Central Jersey Bank & Trust Co.,
and, prior to his affiliation with The Central Jersey Bank & Trust Co., was a
Manager of the Asset Services Division of Citibank, N.A. Mr. Vaccaro serves as
Vice Chair of the Board of Trustees of Monmouth Medical Center, is a member of
the Board of Trustees of Monmouth Medical Center Foundation; is a member of the
Business Advisory Council of Monmouth University; is a member of the Board of
Directors of the New Jersey Repertory Company; is a member of the Advisory
Council of Interfaith Neighbors and is a member of Monmouth Council of Boy
Scouts Endowment Advisory Board. In addition, Mr. Vaccaro is also on the Board
of Directors of LabVolt Systems, Inc. He received his B.A. degree from Ursinus
College and an advanced degree from Harvard Graduate School of Business. Mr.
Vaccaro resides in West Allenhurst, New Jersey.

      John A. Brockriede is Vice Chairman of the Board of Monmouth Community
Bank and Bancorp and is a local businessman who has owned and participated in
various businesses in the Long Branch area for over 40 years. His business
holdings include ownership and operation of


                                       10


two fast food restaurants; six apartment buildings encompassing 331 living
units; an automobile agency; two shopping centers; commercial offices; and a
self-storage facility. Mr. Brockriede also has over twenty years of banking
experience, having been one of the founders of Jersey Shore Bank. Mr. Brockriede
also served as a director of Jersey Shore Bank and its successor banks, National
State Bank and Constellation Bancorp. He is a past director and president of
Deal Golf and Country Club where he also served as Chairman of the House
Committee, and is Chairman of the Building Committee for St. Michael's Church.
Mr. Brockriede is also a member of the Board of Trustees of Monmouth Medical
Center and the Board of Directors of the Juvenile Diabetes Research Foundation.
Mr. Brockriede resides in Long Branch, New Jersey and serves as a Commissioner
of the Long Branch Sewerage Authority. Mr. Brockriede has served as a member of
the Boards of Directors of Monmouth Community Bank and Bancorp since their
inception.

      Richard O. Lindsey has been employed in the banking industry for over 35
years, has been President of Monmouth Community Bank since April 1, 1997,
President of Bancorp since its inception and a member of the Boards of Directors
of Monmouth Community Bank and Bancorp since their inception. Mr. Lindsey also
served as Chief Executive Officer of Monmouth Community Bank from April 1, 1997
to March 31, 2000. His last twelve years of banking service have been
predominately in Monmouth County. From March, 1995 to March, 1997, he was Vice
President and Senior Lending Officer for West Caldwell based First DeWitt Bank.
From an office in Ocean Township, he was responsible for supervising all lending
by First DeWitt, in addition to managing his own loan portfolio and providing
commercial lending support to the bank's branches in Ocean and Monmouth
Counties. From January, 1991 to February, 1995, Mr. Lindsey was employed by The
Central Jersey Bank & Trust Co. as Executive Vice President and Senior Lending
Officer with oversight responsibilities for commercial loans, commercial
mortgages, residential mortgages, problem assets, and credit administration.
From April, 1988 to December, 1990, he served as President and Chief Executive
Officer of Covenant Bank for Savings, a savings bank located in Haddonfield, New
Jersey. Prior to his position with Covenant Bank for Savings, Mr. Lindsey served
in various positions at other New Jersey and Philadelphia banks, which gave him
a broad base of experience in managing commercial and consumer lending
functions, including asset based lending. Mr. Lindsey is active in community
affairs and in connection therewith is currently serving on the Board of the
United Methodist Homes of New Jersey; as Chairman of the New Beginnings Learning
Center; as a trustee of the Methodist Hospital Foundation; as a member of the
Methodist Hospital Division Committee of Thomas Jefferson University Hospitals,
Inc.; and as a member of the Advisory Board of the Haddonfield Symphony Society.
He is a past member of the Monmouth University Real Estate Institute and is the
former Chairman of the Commercial Lending Committee of the New Jersey Bankers
Association. Mr. Lindsey is a graduate of Gettysburg College from which he
received a B.A. degree in economics. He resides in Barrington, New Jersey.

      James G. Aaron is a Partner in the law firm of Ansell, Zaro, Grimm & Aaron
located in Ocean Township, New Jersey. Mr. Aaron Chairs the firm's Commercial
Litigation, Municipal Law and Bankruptcy Practice Department. Mr. Aaron is
licensed to practice law in the State of New Jersey, the United States District
Court for the District of New Jersey and the United States District Court for
the Eastern District of New York. Mr. Aaron also is licensed to practice before
the United States Court of Claims. Mr. Aaron presently serves as the city
attorney for the City of


                                       11


Long Branch, as redevelopment counsel for the City of Asbury Park and is a
member of the Monmouth County and New Jersey State Bar Associations. Mr. Aaron
formerly served on the Advisory Board of the Jersey Shore Bank and has
represented Colonial First National Bank, Midlantic/Merchants National Bank,
Commerce Bank, Fidelity Union Bank and Monmouth County National Bank. Mr. Aaron
also formerly served as a member of the Board of Directors of Medi-Hut Co., Inc.
He is a member of the Hollywood Golf Club and a member of Temple Beth Miriam,
where he previously served on the Board of Trustees. Mr. Aaron received his B.A.
degree from Dickinson College in Carlisle, Pennsylvania and his law degree from
New York University School of Law. Mr. Aaron resides in West Long Branch, New
Jersey. Mr. Aaron has served as a member of the Boards of Directors of Monmouth
Community Bank and Bancorp since their inception.

      Mark R. Aikins is a Partner in the law firm of Carton, Arvanitis,
McGreevy, Argeris, Zager & Aikins, L.L.C. located in Tinton Falls, New Jersey.
Mr. Aikins is a member of the law firm's Management Committee, is licensed to
practice law in the State of New Jersey and is a member of the Monmouth County
and New Jersey State Bar Associations. His practice includes commercial matters,
real estate and municipal law. He served as the President of the Monmouth-Ocean
Development Council from 1996 to 1998 and currently serves as a trustee of the
Rumson Country Day School. Mr. Aikins is also Chairman of the Board of Trustees
of the Monmouth Museum. He formerly served on the Advisory Board of Summit Bank.
Mr. Aikins is a member and former director of the Deal Golf and Country Club and
has volunteered time for Habitat for Humanity of Long Branch, Inc. and The
Battleship New Jersey Foundation. He received two Bachelor of Arts degrees from
Brown University and a law degree from Seton Hall University School of Law. Mr.
Aikins resides in Rumson, New Jersey. Mr. Aikins has served as a member of the
Boards of Directors of Monmouth Community Bank and Bancorp since their
inception.

      Nicholas A. Alexander is a retired partner of KPMG LLP. Mr. Alexander's
career with KPMG spanned a total of 35 years. He is a certified public
accountant in the State of New Jersey, a member of The American Institute of
Certified Public Accountants, and a member of the New Jersey State Society of
Certified Public Accountants. Mr. Alexander received his undergraduate degree in
accounting from King's College. Mr. Alexander resides in Rumson, New Jersey. Mr.
Alexander has served as a member of the Boards of Directors of Monmouth
Community Bank and Bancorp since their inception.

      John F. McCann is recently retired from a 29-year career in the securities
industry, most recently with Salomon Smith Barney where he served in various
capacities including Group President and Senior Executive Vice President. Mr.
McCann is a former member of the Boards of Directors of the financial services
firms of Shearson American Express and Robinson Humphrey. Mr. McCann resides in
Rumson, New Jersey. Mr. McCann became a member of the Board of Directors of
Monmouth Community Bank on July 1, 1998 and has served as a member of the Board
of Directors of Bancorp since its inception.

      Harold M. Miller, Jr. is the President of Miller Energy, Inc., a
manufacturers' representative and a distributor of industrial and process
equipment, with offices in South Plainfield, New Jersey and Exton, Pennsylvania.
He is also a partner in Cashco, Inc., a manufacturer of regulators and control
valves located in Ellsworth, Kansas. Mr. Miller received his B.A. degree from
West Virginia Wesleyan College. Mr. Miller resides in Milford, New


                                       12


Jersey. Mr. Miller has served as a member of the Boards of Directors of Monmouth
Community Bank and Bancorp since their inception.

      Carmen M. Penta, a Certified Public Accountant, is a partner in the firm
of Amper, Politziner & Mattia, Certified Public Accountants and Consultants.
Prior thereto, Mr. Penta was a partner in the accounting firm of Wiener, Penta &
Goodman, P.C. Mr. Penta's primary sphere of influence is in Monmouth and Ocean
counties, where his expertise includes tax matters; the specialized needs of
medical professionals; national restaurant franchises; hotel, motel and
recreational properties; and nursing homes and related government agencies. Mr.
Penta's extensive expertise has allowed him to build a significant client base.
He has spent most of his life in eastern Monmouth County. He attended Long
Branch High School, Penn State University and received a B.S. degree from
Monmouth University. He is a former member of the Congressional Award Council, a
past member of the Advisory Board of Jersey Shore Bank, past Assistant Treasurer
for the Long Branch Ronald McDonald House and served on the Board of the West
Long Branch Sports Association. He is also a member of the New Jersey Society of
Certified Public Accountants and the American Institute of Certified Public
Accountants. Mr. Penta is a resident of West Long Branch, New Jersey. Mr. Penta
has served as a member of the Boards of Directors of Monmouth Community Bank and
Bancorp since their inception.

      Mark G. Solow is a co-founder of GarMark Advisors, L.L.C., a firm which
manages a $410 million fund for mezzanine investments in connection with
leveraged buyouts, corporate recapitalizations and growth financings. Prior to
the formation of GarMark Advisors, L.L.C., Mr. Solow was a Senior Executive Vice
President at Chemical Bank and a member of its Management Committee. At Chemical
Bank, Mr. Solow was in charge of global investment banking and corporate and
multinational banking in North America, Western Europe and Asia-Pacific. In
addition, he was Senior Credit Officer for the United States, Canada, Western
Europe and Asia. Mr. Solow received his B.S. and M.B.A. degrees from Bowling
Green University. Mr. Solow resides in Red Bank, New Jersey. Mr. Solow has
served as a member of the Boards of Directors of Monmouth Community Bank and
Bancorp since their inception.

Meetings and Committees of the Board of Directors

      The Board of Directors of Bancorp conducts business through regularly
scheduled meetings of the Board and through its committees, including an
Executive Committee, a Loan Committee, an Audit Committee, an Investment
Committee and a Franchise Expansion Committee. During the year 2003, the Board
held twelve (12) regularly-scheduled meetings, with the ten current directors
attending at least 92% of the meetings held. Bancorp also encourages all of its
directors to attend the Annual Meeting and typically schedules a Board meeting
immediately preceding the Annual Meeting. Last year, all of the directors of
Bancorp attended the Annual Meeting and the preceding Board meeting.

Executive Committee

      The Executive Committee of the Board of Directors, which currently
consists of directors James G. Aaron, Esq., Nicholas A. Alexander, C.P.A., John
A. Brockriede, Richard O. Lindsey, John F. McCann and James S. Vaccaro, meets as
is necessary. All significant actions of the Executive Committee must be
ratified by the Board of Directors. The Executive Committee met


                                       13


eleven (11) times during the year 2003, with all members attending at least 82%
of the meetings held.

      The Executive Committee serves as Bancorp's Compensation Committee and, in
that capacity, recommends to the Board of Directors annual salary levels for
senior officers and staff. Mr. Vaccaro and Mr. Lindsey do not participate in
discussions or recommendations regarding their own annual salary levels as
officers of Bancorp and the Bank. The Executive Committee met in its capacity as
the Compensation Committee twice during the year 2003.

Loan Committee

      The Loan Committee of the Board of Directors is comprised of directors
Nicholas A. Alexander, C.P.A., Mark R. Aikins, Esq., John A. Brockriede, Richard
O. Lindsey, Harold M. Miller, Jr., Carmen M. Penta, C.P.A., and James S.
Vaccaro. Kevin W. Hunt, the Bank's Senior Lending Officer, participates as
management's representative in meetings of the Loan Committee. The Loan
Committee met twenty-four (24) times during the year 2003, with all members
attending at least 79% of the meetings held.

Investment Committee

      The Investment Committee of the Board of Directors consists of directors
James G. Aaron, Esq., Richard O. Lindsey, John F. McCann, Harold M. Miller, Jr.,
Mark G. Solow and James S. Vaccaro. The Investment Committee reviews and
provides direction on the various functions of balance sheet management.
Included in this area are asset/liability management which measures the
repricing characteristics of all balance sheet components, liquidity management
which quantifies liquidity measurement and requirements, interest rate risk
management which measures net interest income at risk under various interest
rate scenarios, product pricing, capital adequacy measurement and investment
portfolio management. The Investment Committee met four (4) times during the
year 2003, with all members attending at least 75% of the meetings held.

Franchise Expansion Committee

      The Franchise Expansion Committee of the Board of Directors is comprised
of James G. Aaron, Esq., Mark A. Aikins, Esq., John A. Brockriede, John F.
McCann, Richard O. Lindsey, and James S. Vaccaro. The Franchise Expansion
Committee is responsible for identifying potential branch sites, assessing the
suitability, market demographics and competitive profile for potential sites and
making recommendations to the Board of Directors regarding application to
regulatory authorities for new branch locations. During 2003, the Franchise
Expansion Committee met two (2) times with all members attending each meeting,
with the exception of Mr. Brockriede, who attended one of the two meetings held.


                                       14


Audit Committee

      For the year ended December 31, 2003, the Audit Committee of the Board of
Directors of Bancorp consisted of directors Nicholas A. Alexander, C.P.A. Mark
R. Aikins, Esq., Carmen M. Penta, C.P.A. and Mark G. Solow. Each member of the
Audit Committee qualifies as an independent director in accordance with the
rules of NASDAQ and the rules and regulations of the Securities and Exchange
Commission. In addition, the Board has determined that Nicholas Alexander is
both independent and qualifies as a financial expert by Securities and Exchange
Commission rules. The Audit Committee is responsible for developing and
monitoring the audit and loan review programs of the Bank. The Audit Committee
recommends the loan review consultant to the Board, selects the outside auditor
and meets with the Board to discuss the results of the annual audit and
quarterly loan reviews and any related matters. The Audit Committee also
receives and reviews the reports and findings and any other information
presented to them by the Bank's officers regarding financial reporting policies
and practices. The Audit Committee met four (4) times during the year 2003, with
all members attending at least 75% of the meetings held, with the exception of
Mr. Solow, who attended two of the four meetings held.

Report of the Audit Committee of the Board of Directors

      Notwithstanding anything to the contrary set forth in any of Bancorp's
previous or future filings under the Securities Act of 1933, as amended (the
"Securities Act"), or the Exchange Act, that might incorporate this Proxy
Statement, in whole or in part, the following report shall not be deemed to be
incorporated by reference into any such filing.

      Audit Committee Charter

      The Audit Committee developed an Audit Committee Charter (the "Charter")
in consultation with Bancorp's accounting and finance department, its internal
auditor and Bancorp's independent public accountants. The Board adopted the
Charter on January 24, 2002. On November 20, 2003, the Board amended and
restated the Charter (the "Amended and Restated Charter"). The Amended and
Restated Charter has been included as Appendix A to this Proxy Statement.

      Review of Audited Financial Statements for the year ended December 31,
2003

      The Audit Committee has reviewed and discussed with Bancorp's management
the audited financial statements of Bancorp for the year ended December 31,
2003. The Audit Committee has discussed with KPMG LLP, Bancorp's independent
public accountants, those matters required to be discussed by Statement on
Auditing Standards No. 61 (Communication with Audit Committees).

      The Audit Committee has also received the written disclosures and the
letter from KPMG LLP required by Independence Standards Board Standard No. 1
(Independence Discussion with Audit Committees), and the Audit Committee has
discussed the independence of KPMG LLP with that firm.


                                       15


      Based on the Audit Committee's review and discussions noted above, the
Audit Committee recommended to the Board that Bancorp's audited financial
statements for the year ended December 31, 2003 be included in its Annual Report
on Form 10-KSB for the year ended December 31, 2003 and that such Form 10-KSB be
filed with the Securities and Exchange Commission.

Submitted by:  Nicholas A. Alexander, C.P.A.
               Mark R. Aikins, Esq.
               Carmen M. Penta, C.P.A.
               Mark G. Solow

Principal Accounting Fees and Services

      Audit Fees

      Bancorp paid a total of $68,500 in 2003 and $92,500 in 2002 to KPMG LLP
for audit services, which included work related to the annual audit and
quarterly reviews rendered in 2003 and 2002, respectively. It should be noted
that the fees incurred in 2002 included those associated with Bancorp becoming a
reporting entity under the Exchange Act on July 23, 2002 as well as fees
associated with the registration of rights to purchase shares of Common Stock
and shares of Common Stock under the Securities Act pursuant to a Registration
Statement on Form SB-2. The rights and shares of Common Stock registered
pursuant to the Registration Statement on Form SB-2 were offered to the existing
shareholders of Bancorp and the general public in an offering that concluded on
November 30, 2002.

      Audit Related Fees

      There were no fees associated with audit related services.

      Tax Fees

      Bancorp paid a total of $14,800 in 2003 and $12,000 in 2002 to KPMG LLP
for income tax consultation, including income tax compliance, tax advice and tax
planning.

      All Other Fees

      The Audit Committee has considered whether the non-audit services provided
by KPMG LLP, including services rendered in connection with income tax
consultation, were compatible with maintaining its independence and has
determined that the nature and substance of the limited non-audit services did
not impair the status of KPMG LLP as Bancorp's independent auditors. None of the
engagements of KPMG LLP, which were pre-approved by the Audit Committee, made
use of the de minimis exception to pre-approval contained in the rules of the
Securities and Exchange Commission which permit limited engagements for
non-audit services involving amounts under a specified threshold.


                                       16


                               EXECUTIVE OFFICERS

      The name, address, age, current position and biographical information of
each executive officer is set forth below:



Name and Address                         Age           Capacities in Which Served
- ----------------                         ---           --------------------------
                                                 
James S. Vaccaro                          47           Chairman of the Board and Chief Executive
613 N. Edgemere Drive                                  Officer of Bancorp and the Bank
West Allenhurst, NJ  07711

Richard O. Lindsey                        64           President of Bancorp and the Bank
315 Hutchinson Avenue
Barrington, NJ  08007

Anthony Giordano, III                     38           Executive Vice President, Chief Financial
455 Brighton Avenue                                    Officer, Treasurer and Secretary of
Long Branch, NJ  07740                                 Bancorp and the Bank

Kevin W. Hunt                             43           Executive Vice President and Senior
3387 Patricia  Lane                                    Lending Officer of the Bank
Wall Township, NJ  07719

David A. O'Connor                         56           Senior Vice President of the Bank
4 Spring Court
Tinton Falls, NJ  07753


Biographical Information

      For the biographical information for James S. Vaccaro and Richard O.
Lindsey, see "ELECTION OF DIRECTORS - Board of Directors."

      Anthony Giordano, III joined Monmouth Community Bank in May 1998 as a
Senior Vice President and the Chief Financial Officer and Treasurer. He was
elected as Secretary of Bancorp and the Bank in March 2003 and promoted to
Executive Vice President in December 2003. Mr. Giordano has 16 years of
financial analysis and accounting experience in the banking industry. Prior to
joining Monmouth Community Bank, Mr. Giordano was employed by PNC Bank (formerly
Midlantic Bank), where he served as Real Estate Banking Officer from 1996 to
1998 and Senior Accountant/Financial Analyst from 1994 to 1996. From 1988 to
1994, Mr. Giordano served in various positions at Shadow Lawn Savings Bank,
including Budget and Financial Planning Manager and Financial Analyst. Mr.
Giordano received a Masters of Business Administration from Monmouth University
in 1992 and a Bachelor of Science degree in finance from Kean University in
1987. Mr. Giordano graduated from the Real Estate Institute at Monmouth
University in 2000. Mr. Giordano has served on the Long Branch City Council
since 1994.

      Kevin W. Hunt joined Monmouth Community Bank in May 1998 as a Senior Vice
President and the Senior Lending Officer and was promoted to Executive Vice
President in


                                       17


December 2003. Mr. Hunt has over 19 years of banking and commercial lending
experience. Prior to joining Monmouth Community Bank, Mr. Hunt was a Vice
President of Tinton Falls State Bank from 1995 to 1998, and served as an
Assistant Vice President of Central Jersey Bank & Trust Co. from 1989 to 1994.
Prior thereto, he served in various positions at Midlantic National Bank. Mr.
Hunt attended Lycoming College and Monmouth University.

      David A. O'Connor joined Monmouth Community Bank in May 1998 as a Vice
President and the Business Development Officer, and currently serves as a Senior
Vice President. Mr. O'Connor has over 29 years of banking experience. Mr.
O'Connor served as a Branch Manager for The Bank of New York from 1993 to 1998
and, prior to the acquisition of National Community Bank by The Bank of New
York, served in various positions at National Community Bank from 1985 to 1993,
including that of Branch Manager, Vice President and Commercial Lender. Prior
thereto, Mr. O'Connor served in various positions at several other banks since
1974. Mr. O'Connor received a Bachelor of Arts from St. Leo College in 1969 and
a Master of Business Administration from the New York Institute of Technology in
1974.

Executive Compensation

      The following table sets forth information concerning the annual and
long-term compensation for services in all capacities to Bancorp and the Bank
for the years ended December 31, 2003, 2002 and 2001 of the Chief Executive
Officer and each other executive officer whose total annual salary and bonus for
the year ended December 31, 2003 exceeded $100,000 (the "Named Executive
Officers").

                           SUMMARY COMPENSATION TABLE



                                               Annual Compensation                     Long-Term Compensation
                                       -----------------------------------     ------------------------------------

                                                                                       Awards             Payouts
                                                                               ----------------------   -----------

                                                                   Other       Restricted  Securities
                                                                  Annual         Stock     Underlying                   All Other
                                                                 Compensa-      Award(s)     Options       LTIP         Compensa-
Name and Position               Year   Salary ($)   Bonus ($)    tion ($)          ($)      (#)(1)(2)   Payouts ($)    tion ($)(3)
- -----------------               ----   ----------   ---------    --------      ----------  ----------   -----------    -----------
                                                                                                  
James S. Vaccaro                2003   $199,192      $20,000     $    --         $   --       26,250       $   --         $6,000
Chairman and                    2002    170,000       20,000          --             --        5,250           --          5,700
Chief Executive Officer         2001    160,385       15,000          --             --       23,152           --          5,290


Richard O. Lindsey              2003   $121,325      $ 7,500     $14,904(4)      $   --        8,925       $   --         $4,312
President                       2002    114,785        7,500      14,830(4)          --        2,625           --          4,113
                                2001    110,000        7,500      17,494(4)          --        8,681           --          3,525

Kevin W. Hunt                   2003   $ 99,852      $ 6,500     $    --         $   --        7,875       $   --         $   --
Executive Vice                  2002     94,396        6,500          --             --        2,625           --             --
President and Senior            2001     85,654        6,500          --             --        5,787           --             --
Lending Officer


- ----------
(1)   Represents shares of Common Stock underlying options granted under the
      Monmouth Community Bancorp Stock Option Plan.

(2)   The number of shares have been adjusted, as appropriate, to account for
      the 5% stock distributions made to the shareholders of Bancorp on December
      31, 2003, 2002 and 2001, respectively.

(3)   Represents amounts contributed by the Bank pursuant to its 401(k) plan.

(4)   Represents amounts received in transportation allowances and healthcare
      benefits.


                                       18


Employment Agreements

      Currently, none of the officers or employees of Bancorp or the Bank has an
employment agreement with Bancorp or the Bank. At the discretion of the Board of
Directors, Bancorp or the Bank may in the future enter into employment
agreements with one or more of their officers or other employees.

Stock Option Plan

      On August 1, 2000, the Monmouth Community Bancorp Stock Option Plan (the
"Stock Option Plan") was placed into effect. Pursuant to the Stock Option Plan,
options to purchase up to 607,752 shares of Bancorp Common Stock may be granted
to employees and directors of Bancorp or the Bank who are in a position to make
significant contributions to the success of Bancorp or the Bank. As of December
31, 2003, options to purchase 277,793 shares of Bancorp's Common Stock were
outstanding under the Stock Option Plan. Employees may be awarded either
incentive stock options, which must have an exercise price of not less than 100%
of the fair market value of Bancorp Common Stock on the date of grant, or
non-qualified stock options, which will have an exercise price to be determined
by the Board at grant. The total number of options that may be issued under the
Stock Option Plan has been adjusted to account for the 5% stock distributions
made to the shareholders of Bancorp on December 31, 2003, 2002, 2001 and 2000.

Securities Authorized for Issuance under Equity Compensation Plans

      The number of stock options outstanding under our Stock Option Plan, the
weighted-average exercise price of outstanding options, and the number of
securities remaining available for issuance, as of December 31, 2003, were as
follows:

                         EQUITY COMPENSATION PLAN TABLE



                                                                                               Number of securities
                                                                                             remaining available for
                                                                                              future issuance under
                                        Number of securities to       Weighted-average         equity compensation
                                        be issued upon exercise       exercise price of          plans (excluding
                                        of outstanding options,     outstanding options,     securities reflected in
                                        warrants and rights (2)      warrants and rights         column (a)) (3)
            Plan category                         (a)                        (b)                       (c)
- ---------------------------------------------------------------------------------------------------------------------
                                                                                            
Equity compensation plans approved
by security holders (1)                         277,793                    $14.51                    329,959

Equity compensation plans not
approved by security holders                         --                        --                         --

Total                                           277,793                    $14.51                    329,959


- ----------
(1)   Bancorp has no equity compensation plans other than the Stock Option Plan
      described herein.

(2)   The shares have been adjusted, as appropriate, to account for the 5% stock
      distributions made to the shareholders of Bancorp on December 31, 2003,
      2002, 2001 and 2000, respectively.

(3)   The total number of shares available pursuant to the Stock Option Plan has
      been adjusted to account for the 5% stock distributions made to the
      shareholders of Bancorp on December 31, 2003, 2002, 2001 and 2000.


                                       19


Option Grants in the Last Fiscal Year

      Shown below is further information with respect to grants of stock options
in the year ended December 31, 2003 to the Named Executive Officers which are
reflected in the Summary Compensation Table under the caption "Executive
Compensation."



                                               Individual Grants
- -----------------------------------------------------------------------------------------------------------------
                                                   Percent of Total
                          Number of Securities    Options Granted to
                           Underlying Options     Employees in Fiscal
     Name                   Granted (#)(1)(2)            Year            Exercise Price (3)      Expiration Date
- ---------------------     --------------------    -------------------    ------------------      ---------------
                                                                                     
James S. Vaccaro                25,000                   34.97%                 $25.00           December 1, 2013

Richard O. Lindsey               8,500                   11.89%                 $25.00           December 1, 2013

Kevin W. Hunt                    7,500                   10.49%                 $25.00           December 1, 2013


- ----------
(1)   Represent shares of Common Stock underlying options granted under the
      Stock Option Plan.

(2)   The number of securities underlying the options granted have not been
      adjusted to account for the 5% stock distribution made to the shareholders
      of Bancorp on December 31, 2003.

(3)   The exercise price was based on the fair market value of a share of Common
      Stock on the date of grant.

Year End Option Values

      The following table provides certain information with respect to options
to purchase Common Stock held by the Named Executive Officers at December 31,
2003.



                                     Number of Shares of Common Stock
                                     Underlying Unexercised Options at         Value of Unexercised In-the-Money
                                          December 31, 2003 (1)(2)            Options at December 31, 2003 ($)(3)
                                     ---------------------------------        -----------------------------------
        Name                        Exercisable          Unexercisable         Exercisable          Unexercisable
- ----------------------              -----------          -------------         -----------          -------------
                                                                                           
James S. Vaccaro                       12,888                 41,763              $  333,155           $1,079,574

Richard O. Lindsey                     17,150                 15,233              $  443,328           $  393,773

Kevin W. Hunt                           9,625                 12,736              $  248,806           $  329,226


- ----------
(1)   The stock options contained in this table have been adjusted, as
      appropriate, to account for the 5% stock distributions made to the
      shareholders of Bancorp on December 31, 2003, 2002, 2001 and 2000,
      respectively.

(2)   Includes both non-qualified and incentive stock options available for
      grant under the Stock Option Plan.

(3)   Based on a per share market price of $25.85 at December 31, 2003.

      No options were exercised by the Named Executive Officers during the year
ended December 31, 2003.


                                       20


Directors' Compensation

      Commencing April 1, 2001, Bancorp implemented a policy of compensating
directors for their attendance at meetings of the Board ($200 per meeting) and
committee members for their participation at committee meetings ($100 per
meeting). Effective May 1, 2003, the compensation for directors for their
attendance at meetings of the Board was increased to $500 per meeting and the
compensation for committee members for their participation at committee meetings
was increased to $250 per meeting. On February 28, 2003, each member of the
Board was granted non-qualified stock options under Bancorp's Stock Option Plan.
Each outside director (i.e., all directors other than James S. Vaccaro and
Richard O. Lindsey) was granted non-qualified options to purchase 3,000 shares
of Common Stock at a purchase price of $15.50 per share (number of shares and
price not adjusted to account for the 5% stock distribution made to the
shareholders of Bancorp on December 31, 2003), which was equal to the last
trading price of the Common Stock on the NASDAQ SmallCap Market on the date of
grant of the non-qualified options. 25% of the options vested on February 28,
2004 with the remaining options vesting 25% on consecutive anniversary dates of
the grant. On February 28, 2004, each outside director was granted non-qualified
options to purchase 6,000 shares of Common Stock at a purchase price of $27.50
per share, which was equal to the last trading price of the Common Stock on the
NASDAQ SmallCap Market on the date of grant of the non-qualified options. The
options granted on February 28, 2004 vest 25% on consecutive anniversary dates
of the grant.

Certain Relationships and Related Party Transactions

      It is anticipated that certain directors of Bancorp, and the businesses
and organizations with which they are associated, may have banking and
non-banking transactions with the Bank in the ordinary course of business.
Officers and other employees of the Bank also may have banking transactions with
the Bank. The terms and conditions of any loan or commitment to loan, and of any
other transaction, will be in accordance with applicable laws and on
substantially the same terms as those prevailing at the time for comparable
transactions with other persons or organizations with similar creditworthiness.

      The Bank's lease agreement, dated June 26, 1997, for its main office and
branch located at 627 Second Avenue, Long Branch, New Jersey was with a general
partnership, KFC Associates, of which John Brockriede, a director of Bancorp,
has a 30% interest. The initial term of the lease, which commenced on July 28,
1998, was for ten (10) years. The negotiations with respect to the Long Branch
lease were conducted at arms-length and the Board of Directors of Bancorp
believed that the terms and conditions of the Long Branch lease were comparable
to terms that would have been available from an unaffiliated third party to the
Bank. On August 1, 2003, the Bank exercised its option to purchase its main
office and branch (land and building), pursuant to the terms of its lease with
KFC Associates. The purchase price paid for the land and building was $550,000.

      In addition, to alleviate the need for additional conference rooms at the
Bank's Long Branch location, on April 1, 1999, the Bank entered into a five (5)
year lease to rent a 420 square foot conference room located at 6 West End
Court, Long Branch, New Jersey. The Bank pays rent in the amount of $10 per
square foot annually, or $350 per month. Subsequently, the need for office and
storage space resulted in the leasing at 6 West End Court of an office suite of
549


                                       21


square feet, storage space of 88 square feet and two offices of 210 square feet
and 285 square feet, respectively. The additional space at 6 West End Court is
subject to the identical terms and conditions as the original space and has been
documented by addendum to the original lease. The landlord of the space leased
at 6 West End Court is MCB Associates, L.L.C. The following directors of Bancorp
have an interest in MCB Associates, L.L.C.: James G. Aaron, Mark R. Aikins,
Nicholas A. Alexander, John A. Brockreide, Richard O. Lindsey, John F. McCann,
Harold M. Miller, Jr., Carmen M. Penta, Mark G. Solow and James S. Vaccaro. The
negotiations with respect to the leased conference room and office and storage
space at 6 West End Court were conducted at arms-length and the lease amount to
be paid by the Bank was determined by an independent appraiser to be at fair
market value. This lease terminated on March 31, 2004, and the Bank fully
anticipates entering into a new lease with MCB Associates, L.L.C. with terms and
conditions to be negotiated. The lease amount to be paid will be at fair market
value as determined by an independent appraiser. In the interim, the Bank rents
space on a month to month basis on terms consistent with the prior lease.

      In 2003, the Bank's lending staff, from time to time, retained the
services of the law firm of Ansell, Zaro, Grimm & Aaron, P.C., of which James G.
Aaron, a director of Bancorp and the Bank, is a shareholder.

      In 2003 and 2002, Bancorp purchased from Elite Forms, Inc. certain
business forms and other related products for an aggregate purchase price of
$39,297 and $54,749, respectively. Elite Forms, Inc. is owned by Ken and Barbara
LePosa, the father and mother-in-law of Anthony Giordano, III, Executive Vice
President, Chief Financial Officer, Treasurer and Secretary of Bancorp and the
Bank. The purchases were made on an arms-length basis by the purchasing officer
of the Bank who is responsible for ensuring that products purchased by the Bank
are made on the best available terms and rates.

             SECTION 16(a) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

      Section 16(a) of the Exchange Act requires Bancorp's executive officers
and directors, and persons who own more than ten percent of a registered class
of Bancorp's equity securities, to file reports of ownership and changes of
ownership on Forms 3, 4 and 5 with the Securities and Exchange Commission.
Executive officers, directors and greater than ten percent shareholders are
required by Securities and Exchange Commission regulation to furnish Bancorp
with copies of all Forms 3, 4 and 5 they file.

      Based solely on Bancorp's review of the copies of such forms it has
received, Bancorp believes that, during the year ended December 31, 2003, all of
its executive officers, directors and greater than ten percent beneficial owners
complied with all filing requirements applicable to them with respect to reports
required to be filed by Section 16(a) of the Exchange Act.

                    SHAREHOLDER COMMUNICATIONS WITH DIRECTORS

      The Board has adopted a formal process to be followed for those
shareholders who wish to communicate directly with the Board or any individual
director of Bancorp. A shareholder can contact the Board, or any individual
director, by sending a written communication to: Monmouth Community Bancorp,
Board of Directors, c/o Chairman of the Board, 627 Second


                                       22


Avenue, Long Branch, New Jersey 07740. A shareholder's letter should also
indicate that he or she is a shareholder of Bancorp. The Chairman shall either
(i) distribute such communication to the Board, or a member or members thereof,
as appropriate, depending upon the facts and circumstances described in the
communication received; or (ii) determine that the communication should not be
forwarded to the Board because, in his or her judgment, (A) the communication is
primarily commercial in nature and relates to Bancorp's ordinary business or
relates to a topic that is improper or not relevant to the Board; or (B)
Bancorp's management can adequately handle the shareholder inquiry or request,
in which case the inquiry or request will be forwarded to the appropriate
individual. If a shareholder communication is addressed to one or more members
of the Board, but not the entire Board, the Chairman shall notify any member of
the Board to whom such communication was not addressed that such communication
was received and shall provide a copy of such communication upon request.

      At each Board meeting, the Chairman shall present a summary of all
communications received since the last Board meeting which were not forwarded to
the Board, as well as the basis for the determination by the Chairman as to why
the communications were not forwarded to the Board, and shall make those
communications available upon request.

                 SHAREHOLDER PROPOSALS AND NOMINEES FOR DIRECTOR

      Shareholder proposals for presentation at Bancorp's next annual meeting of
shareholders must be received by Bancorp at its principal executive offices for
inclusion in its proxy statement and form of proxy relating to that meeting no
later than December 31, 2004. Bancorp's By-laws contain certain procedures which
must be followed in connection with shareholder proposals.

      The independent directors of the Executive Committee of the Board will
also consider nominees for director suggested by shareholders of Bancorp
applying the same criteria for nominees described under "Election of Directors -
Nomination Process" and considering the additional information required below. A
shareholder's nominee(s) for director for consideration by the Executive
Committee must be received by Bancorp at its principal executive offices no
later than December 31, 2004 and must be accompanied by the following
information: (i) the name and contact information for the nominee; (ii) a
statement of the nominee's business experience and educational background; (iii)
a detailed description describing any relationship between the nominee and the
proposing shareholder; (iv) a statement by the shareholder explaining why he or
she believes that the nominee is qualified to serve on the Board and how his or
her service would benefit Bancorp; and (v) a statement that the nominee is
willing to be considered and willing to serve as a director of Bancorp if
nominated and elected. The Board retains complete discretion for making
nominations for election as a member of the Board.

                                  ANNUAL REPORT

      The annual report to shareholders for the year ended December 31, 2003
accompanies this Proxy Statement. KPMG LLP has audited the financial statements
for the year ended December 31, 2003, which statements are contained in the
annual report to shareholders. Such annual report, including the audited
financial statements contained therein, is not incorporated in this Proxy
Statement and is not to be deemed a part of the proxy soliciting material.


                                       23


                    RELATIONSHIP WITH INDEPENDENT ACCOUNTANTS

      Selection of the independent public accountants for Bancorp is made by the
Audit Committee of the Board of Directors. KPMG LLP was Bancorp's independent
public accountants for the year ended December 31, 2003. The Audit Committee has
selected KPMG LLP to serve as Bancorp's independent public accountants for the
year ended December 31, 2004.

      A representative of KPMG LLP will be present at the Annual Meeting and
will have an opportunity to make a statement if the representative desires to do
so. Said representative will also be available to respond to appropriate
questions from shareholders of Bancorp.

                                  OTHER MATTERS

      It is not expected that any matter not referred to herein will be
presented for action at the Annual Meeting. If any other matters are properly
brought before the Annual Meeting, the persons named in the proxies or
authorized substitutes will have discretion to vote on such matters and on
matters incident to the conduct of the Annual Meeting in accordance with their
best judgment.

                          ANNUAL REPORT ON FORM 10-KSB

      On written request, Bancorp will provide without charge to each record or
beneficial holder of the Bancorp's Common Stock, a copy of Bancorp's Annual
Report on Form 10-KSB as filed with the Securities and Exchange Commission for
the year ended December 31, 2003. Requests should be addressed to Mr. James S.
Vaccaro, Chairman and Chief Executive Officer, Monmouth Community Bancorp, 627
Second Avenue, Long Branch, New Jersey 07740. It should be noted that a copy of
the Annual Report on Form 10-KSB is included with the annual report to
shareholders which accompanies this Proxy Statement.

ALL SHAREHOLDERS ARE URGED TO COMPLETE, SIGN, DATE AND RETURN THEIR PROXIES
WITHOUT DELAY TO THE REGISTRAR AND TRANSFER COMPANY IN THE SELF ADDRESSED,
POSTAGE PREPAID ENVELOPE ENCLOSED HEREWITH. PROMPT RESPONSE IS HELPFUL AND YOUR
COOPERATION WILL BE APPRECIATED. THANK YOU.

                                          By Order of the Board of Directors


                                          /s/ Anthony Giordano, III

                                          Anthony Giordano, III
                                          Secretary


                                       24

                                                                      APPENDIX A

                         CHARTER OF THE AUDIT COMMITTEE
                                       OF
                             THE BOARD OF DIRECTORS
                                       OF
                           MONMOUTH COMMUNITY BANCORP

                 (Amended and Restated as of November 20, 2003)

I.    PURPOSES; AUTHORITY.

      A.    The primary purpose of the Audit Committee (the "Committee") is to
            assist the Board of Directors (the "Board") of Monmouth Community
            Bancorp, and its subsidiary(ies) (collectively the "Company") in
            fulfilling its oversight responsibilities with respect to financial
            reports and other financial information. In this regard, the
            Committee is to:

                  1.    Serve as an independent and objective body to monitor
                        the Company's financial reporting process and internal
                        control systems, and the integrity of the Company's
                        financial statements;

                  2.    Serve as the sole authority to which the independent
                        auditor (the "Independent Auditor") is accountable, and
                        have the sole authority and responsibility for the
                        appointment, compensation, retention and oversight of
                        the work of the Independent Auditor, including any
                        significant non-audit relationship with the Independent
                        Auditor;

                  3.    Serve as the ultimate authority to which the internal
                        auditing function ("Internal Audit") is accountable;

                  4.    Monitor the qualification, independence and performance
                        of the Independent Auditor and Internal Audit, including
                        reviewing their audit efforts;

                  5.    Provide an open avenue of communication among the
                        Independent Auditor, financial and senior management,
                        Internal Audit, and the Board; and

                  6.    Assist in the Board's oversight of the Company's
                        compliance with legal and regulatory requirements.

      B.    The Committee has the authority to conduct any investigation
            appropriate to fulfilling its responsibilities, and it shall have
            direct access to the Independent Auditor, Internal Audit and anyone
            else in the Company. The Committee may retain, at the Company's
            expense, such special legal, accounting, or other consultants or
            experts as it deems necessary in the performance of its duties.
            Alternatively, to the extent consistent with the rules promulgated
            by the Securities


                                      A-1


            and Exchange Commission ("SEC"), the Committee may refer any matter
            to the Board to determine whether an investigation of a particular
            matter is appropriate and, if so, how it shall be conducted.

      C.    The Company shall provide for appropriate funding, as determined by
            the Committee in its capacity as a committee of the Board, for
            payment of:

                  1.    Compensation to any registered public accounting firm,
                        including, without limitation, the Independent Auditor,
                        engaged for the purpose of preparing or issuing an audit
                        report or performing other audit, review or attest
                        services for the Company;

                  2.    Compensation to any special legal, accounting, or other
                        consultants or experts employed by the Committee
                        pursuant to Section I.B.; and

                  3.    Ordinary administrative expenses of the Committee that
                        are necessary or appropriate in carrying out its duties.

II.   COMPOSITION AND EXPERTISE; MEETINGS.

      A.    The Committee shall be comprised of four or more directors as
            determined by the Board.

      B.    All members of the Committee shall be independent directors, free
            from any relationship to the Company that may interfere with the
            exercise of their independence from management and the Company, and
            each member of the Committee shall have been determined by the Board
            to be "independent."

      C.    All members of the Committee shall be financially literate. To be
            financially literate, a person shall be able to read and understand
            fundamental financial statements, including a balance sheet, income
            statement and cash flow statement, or shall become able to do so
            within a reasonable period of time after his or her appointment to
            the Committee.

      D.    At least one member of the Committee shall have, and continue to
            have, past employment experience in finance or accounting, requisite
            professional certification in accounting, or any other comparable
            experience or background which results in the individual's financial
            sophistication, including being or having been a chief executive
            officer, chief financial officer or other senior officer with
            financial oversight responsibilities.

      E.    Committee members shall be appointed by, and serve at the pleasure
            of, the Board. Committee members shall have the qualifications
            specified in this Charter and shall meet any other requirements of
            the OCC, SEC, and NASDAQ.


                                      A-2


            Determinations as to whether a particular director satisfies the
            requirements for membership on the Committee shall be made by the
            Board.

      F.    The Board shall appoint a Chairman who will preside at Committee
            meetings and report on behalf of the Committee to the Board. If the
            Chairman is not present at a meeting, the members of the Committee
            shall, by majority vote, elect a member to serve as the Chairman for
            that meeting.

      G.    The Committee generally will meet four times annually, but may meet
            more or less frequently as circumstances dictate. In addition to
            regularly scheduled meetings, the Committee shall meet at the
            request of any member. The Committee shall meet privately in
            executive session at least annually with management, the Director or
            Internal Audit and the Independent Auditor. In addition, the
            Committee shall meet privately in executive session at any time upon
            the request of management, the Director of Internal Audit or the
            Independent Auditor.

      H.    A majority of the entire Committee shall constitute a quorum for the
            transaction of business. The action of a majority of the members
            present at a meeting at which a quorum is present shall be the
            action of the Committee. Any action required or permitted to be
            taken at a meeting of the Committee may be taken without a meeting
            if the unanimous written consent that sets forth the action is
            signed by each member of the Committee and filed with the minutes of
            the proceedings of the Committee. The Committee may establish such
            other rules of procedure for its business as it deems desirable.

III.  DUTIES AND RESPONSIBILITIES.

      In addition to other duties and responsibilities set forth in this
Charter, the Committee's specific responsibilities and duties shall include the
following:

      A.    Review Procedures.

                  1.    Review and reassess the adequacy of this Charter at
                        least annually and recommend to the Board any
                        appropriate extensions or changes in the duties of the
                        Committee. Submit the Charter to the Board of Directors
                        for approval and have the document published at least
                        every three years in accordance with SEC regulations;

                  2.    Review the Company's annual audited financial statements
                        in draft and substantially final form prior to filing or
                        distribution. Review should include (a) discussion with
                        management and the Independent Auditor of significant
                        issues regarding accounting principles, practices and
                        judgments, including the Company's disclosures under
                        "Management's Discussion and Analysis of Financial
                        Condition and Results of


                                      A-3


                        Operations," and (b) discussion with the Independent
                        Auditor about the quality of the accounting principles
                        as applied in the preparation of the Company's financial
                        statements. If significant issues are identified prior
                        to filing or distribution of the annual audited
                        financial statements, the Committee shall be informed of
                        these issues and shall either meet to review them or
                        discuss them by telephone conference call;

                  3.    With respect to the Company's annual and quarterly
                        financial statements, discuss any items required to be
                        communicated by the Independent Auditor in accordance
                        with Statement of Auditing Standards Number 61. The
                        Chairman of the Committee may represent the entire
                        Committee for purposes of this discussion;

                  4.    Discuss earnings press releases, as well as financial
                        information and earnings guidance provided to analysis
                        and rating agencies;

                  5.    In consultation with management, the Independent Auditor
                        and Internal Audit, consider the integrity of the
                        Company's financial reporting processes and controls.
                        Review recommendations presented by the Independent
                        Auditor in their "management letter," including the
                        status of previous recommendations, together with
                        management's responses, and discuss the adequacy of
                        staffing, including the quality of the Company's
                        financial and accounting personnel;

                  6.    Review the Independent Auditor's audit plan and discuss
                        the general audit approach, scope, staffing and reliance
                        upon management and Internal Audit;

                  7.    Following completion of the annual audit, review
                        separately with each of management, the Independent
                        Auditor and Internal Audit any significant difficulties
                        encountered during the course of the audit, including
                        any restrictions on the scope of work or access to
                        required information; and

                  8.    Review any significant disagreements, disputes or
                        difficulties among management and the Independent
                        Auditor or Internal Audit in connection with the
                        preparation of the financial statements and other
                        matters related to the conduct of the audit which are to
                        be communicated to the Committee under generally
                        accepted auditing standards.

      B.    Internal Audit Function and Legal Compliance.

                  1.    Review an annual report from Internal Audit regarding
                        its activities, audit plan, budget and staffing. Review
                        any significant reports prepared for management by
                        Internal Audit and management's response and follow-up
                        to these reports;


                                      A-4


                  2.    On at least an annual basis, review with the Company's
                        counsel any legal matters that could have a significant
                        impact on the Company's financial statements, the
                        Company's compliance with applicable laws and
                        regulations, and inquires received from regulators or
                        governmental agencies; and

                  3.    Review management's monitoring of compliance with the
                        Company's Code of Business Conduct, including
                        particularly whether management has the proper review
                        system to ensure that the Company's financial
                        statements, reports and other financial information
                        disseminated to governmental organizations and the
                        public satisfy legal requirements.

      C.    Other Audit Committee Responsibilities.

                  1.    Annually report to the Board on the Committee's
                        activities, including an evaluation of the Committee's
                        performance over the past year, and provide the Board
                        with such additional reports as are appropriate;

                  2.    Establish clear hiring policies for employees or former
                        employees of the Independent Auditor;

                  3.    Establish procedures for:

                                a.    the receipt, retention, and treatment of
                                      complaints received by the Company
                                      regarding accounting, internal accounting
                                      controls, or auditing matters; and

                                b.    the confidential, anonymous submission by
                                      employees of the Company of concerns
                                      regarding questionable accounting or
                                      auditing matters;

                  4.    As appropriate, obtain advise and assistance from
                        outside legal, accounting or other advisors;

                  5.    Review policies with respect to risk assessment and risk
                        management; and

                  6.    Perform any other activities consistent with this
                        Charter, the Company's Bylaws and governing law as the
                        Committee or the Board deems necessary or appropriate.

IV.   RELATIONSHIP WITH INDEPENDENT AUDITOR.

      A.    The Independent Auditor is solely accountable to the Committee. The
            Committee shall review the independence and performance of the
            Independent Auditor. The


                                      A-5


            Committee has the sole authority to retain, compensate, oversee and
            discharge the Independent Auditor, and to approve any significant
            non-audit relationship with the Independent Auditor. The Committee
            shall annually appoint the Independent Auditor or discharge the
            Independent Auditor when circumstances warrant.

      B.    On at least an annual basis, the Committee shall review a formal
            written report from the Independent Auditor describing:

                  1.    The Independent Auditor's internal quality-control
                        procedures;

                  2.    Any material issues raised by the most recent internal
                        quality-control review, or peer review, of the
                        Independent Auditor, or by any inquiry or investigation
                        by governmental or professional authorities, within the
                        preceding five years, respecting one or more independent
                        audits carried out by the Independent Auditor, and any
                        steps taken to deal with any such issues; and

                  3.    All relationships between the Independent Auditor and
                        the Company, consistent with Independence Standards
                        Board Standard 1.

            The Committee shall discuss with the Independent Auditor any
            disclosed material quality-control issues and relationships or
            services that may impact the qualifications, performance,
            objectivity and independence of the Independent Auditor and, if
            appropriate, take action to oversee the independence of the
            Independent Auditor.

V.    LIMITATION ON COMMITTEE RESPONSIBILITIES.

While the Committee has the responsibilities and powers set forth in this
Charter, it is not the duty of the Committee to plan or conduct audits or to
determine that the Company's financial statements are complete and accurate and
are in accordance with generally accepted accounting principles. This is the
responsibility of management and the Independent Auditor. Nor is it the duty of
the Committee to conduct investigations, to resolve disagreements, if any, among
management, the Independent Auditor or Internal Audit or to assure compliance
with laws and regulations.


                                      A-6


                                REVOCABLE PROXY
                           MONMOUTH COMMUNITY BANCORP

                 [X] PLEASE MARK YOUR VOTES AS IN THIS EXAMPLE

          THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS
                       For Annual Meeting of Shareholders
                                on May 27, 2004

The undersigned, a shareholder of Monmouth community BANCORP, hereby constitutes
and appoints JAMES S. VACCARO and RICHARD O. LINDSEY, and each of them, as
proxies of the undersigned with full power of substitution, for and in the name,
place and stead of the undersigned, to attend the Annual Meeting of Shareholders
of said Monmouth Community Bancorp called and to be held at 61 Main Avenue,
Ocean Grove, New Jersey, on Thursday, May 27, 2004 at 6:00 p.m. (the "Annual
Meeting") and any adjournment or postponement thereof, and thereat to vote as
designated hereon the number of votes or shares the undersigned would be
entitled to vote and with all powers the undersigned would possess if personally
present.




1. To elect the following nominees for director of Monmouth Community Bancorp
who will serve until the next annual meeting of shareholders and until their
successors have been elected and qualify (vote on all):
James G. Aaron, Esq., Mark R. Aikins, Esq.,
Nicholas A. Alexander, C.P.A., John A. Brockriede,
Richard O. Lindsey, John F. McCann, Harold M. Miller, Jr.,
Carmen M. Penta, C.P.A., Mark G. Solow and James S. Vaccaro

            With-    For All
   For      hold     Except
   [_]      [_]       [_]

INSTRUCTION: To withhold authority to vote for any individual nominee, mark "For
All Except" and write that nominee's name in the space provided below.

2. To transact such other business as may properly come before the Annual
Meeting or any adjournment or postponement thereof.

THIS PROXY WHEN PROPERLY EXECUTED WILL BE VOTED IN A MANNER DIRECTED HEREIN BY
THE BELOW SIGNED SHAREHOLDER. IF NO DIRECTION IS MADE, THIS PROXY WILL BE VOTED
"FOR" EACH OF THE NOMINEES FOR DIRECTOR.

Please be sure to sign and date this Proxy in the box below.

- ----------------------------------------
                  Date

- ----------------------------------------
         Shareholder sign above

- ----------------------------------------
      Co-holder (if any) sign above






Detach above card, sign, date and mail in postage paid envelope provided.

                           MONMOUTH COMMUNITY BANCORP

Please sign exactly as your name appears hereon. When shares are held by joint
tenants, both should sign. When signing as attorney, executor, administrator,
trustee or guardian, please give full title as such. If a corporation, please
sign in full corporate name by President or other authorized officer. If a
partnership or limited liability company, please sign in partnership or limited
liability company name by authorized person.

                  PLEASE MARK, SIGN, DATE AND RETURN THE PROXY
                      PROMPTLY USING THE ENCLOSED ENVELOPE

If your address has changed, please correct the address in the space provided
below and return this portion with the proxy in the envelope provided.


- ----------------------------------------

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