FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 (Mark One) [x] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the quarterly period ended December 31, 1997. OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the transition period from to Commission file number 0-23526 Long Island Bancorp, Inc. (Exact name of registrant as specified in its charter) Delaware 11-3198508 (State or other jurisdiction of (IRS Employer Identification incorporation or organization) Number) 201 Old Country Road, Melville, New York 11747-2724 (Address of principal executive offices) (Zip Code) (516) 547-2000 (Registrant's telephone number, including area code) (Former name, former address and former fiscal year, if changed since last report) Indicate by check mark whether the registrant (1) has filed all the reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YES X NO ___ Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. 24,028,550 Shares were outstanding as of December 31, 1997 LONG ISLAND BANCORP, INC. FORM 10-Q INDEX PART I - FINANCIAL INFORMATION Page ITEM 1. Financial Statements Consolidated Statements of Financial Condition at December 31, 1997 and September 30, 1997 3 Consolidated Statements of Operations for the three months ended December 31, 1997 and 1996 4 Consolidated Statement of Changes in Stockholders' Equity for the three months ended December 31, 1997 5 Consolidated Statements of Cash Flows for the three months ended December 31, 1997 and 1996 6 Notes to the Consolidated Financial Statements 7 - 8 ITEM 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 8 - 17 ITEM 3. Quantitative and Qualitative Disclosures about Market Risk 18 - 19 PART II - OTHER INFORMATION ITEM 1. Legal Proceedings 20 ITEM 2. Changes in Securities 21 ITEM 3. Defaults Upon Senior Securities 21 ITEM 4. Submission of Matters to a Vote of Security Holders 21 ITEM 5. Other Information 21 ITEM 6. Exhibits and Reports on Form 8-K 22 Signature Page 23 LONG ISLAND BANCORP, INC. AND SUBSIDIARY Consolidated Statements of Financial Condition (In thousands, except share data) December 31, September 30, 1997 1997 ----------------- ------------------- A S S E T S Cash and cash equivalents (including interest-earning assets of $53,105 and $9,735, respectively) $ 121,028 $ 43,705 Investment in debt and equity securities, net: Available-for-sale 292,064 138,578 Mortgage-backed securities, net: Held-to-maturity (estimated fair value of $19,959 and $20,188, respectively) 21,957 22,223 Available-for-sale 1,689,292 1,808,471 Stock in Federal Home Loan Bank of New York, at cost 48,724 48,724 Loans held for sale 188,744 157,617 Loans receivable held for investment, net: Real estate loans, net 3,330,109 3,333,185 Commercial loans, net 9,393 6,465 Other loans, net 181,246 178,325 ----------------- ------------------- Loans, net 3,520,748 3,517,975 Less allowance for possible loan losses (33,734) (33,881) ----------------- ------------------- Total loans receivable held for investment, net 3,487,014 3,484,094 Mortgage servicing rights, net 44,176 41,789 Office properties and equipment, net 87,007 88,466 Accrued interest receivable, net 33,299 35,334 Investment in real estate, net 10,366 9,103 Deferred taxes 16,529 16,547 Excess of cost over fair value of assets acquired 4,961 5,069 Prepaid expenses and other assets 27,363 31,064 ----------------- ------------------- Total assets $ 6,072,524 $ 5,930,784 ================= =================== L I A B I L I T I E S A N D S T O C K H O L D E R S ' E Q U I T Y Liabilities: Deposits $ 3,742,432 $ 3,730,503 Official checks outstanding 53,533 26,840 Borrowed funds,net 1,613,934 1,501,456 Mortgagors' escrow payments 48,169 69,353 Accrued expenses and other liabilities 57,203 56,257 ----------------- ------------------- Total liabilities 5,515,271 5,384,409 Stockholders' equity: Preferred stock ($0.01 par value, 5,000,000 shares authorized; none issued) --- --- Common stock ($0.01 par value, 45,000,000 shares authorized; 26,816,464 shares issued, 24,028,550 and 24,022,924 outstanding, respectively) 268 268 Additional paid-in capital 310,238 309,372 Unallocated Employee Stock Ownership Plan (17,887) (18,079) Unearned Management Recognition & Retention Plan (3,409) (3,816) Unrealized gain on securities available-for-sale, net of tax 12,444 12,947 Retained income-partially restricted 329,522 319,756 Treasury stock, at cost (2,787,914 and 2,793,540 shares, respectively) (73,923) (74,073) .......... ----------------- ------------------- Total stockholders' equity 557,253 546,375 ----------------- ------------------- Total liabilities and stockholders' equity $ 6,072,524 $ 5,930,784 ================= =================== See accompanying notes to unaudited consolidated financial statements. LONG ISLAND BANCORP, INC. AND SUBSIDIARY Consolidated Statements of Operations (In thousands, except for per share data) FOR THE THREE MONTHS ENDED DECEMBER 31, ------------------------------------------- 1997 1996 ------------- ------------- Interest income: Real estate loans $ 65,339 $ 59,159 Commercial loans 151 178 Other loans 4,296 3,904 Mortgage-backed securities 28,579 28,999 Debt and equity securities 6,152 3,730 ------------- ------------- Total interest income 104,517 95,970 ------------- ------------- Interest expense: Deposits 41,442 39,438 Borrowed funds 24,108 16,276 ------------- ------------- Total interest expense 65,550 55,714 ------------- ------------- Net interest income 38,967 40,256 Provision for possible loan losses 1,500 1,500 ------------- ------------- Net interest income after provision for possible loan losses 37,467 38,756 ------------- ------------- Non-interest income: Fees and other income: Loan fees and service charges 838 1,006 Loan servicing fees 2,584 3,382 Income from insurance and securities commissions 690 507 Deposit service fees 1,453 1,528 ------------- ------------- Total fee income 5,565 6,423 Other income 993 861 ------------- ------------- Total fees and other income 6,558 7,284 ------------- ------------- Net gains on sale activity: Net gains on loans and mortgage-backed securities 3,959 1,975 Net gain (loss) on investment in debt and equity securities 219 99 ------------- ------------- Total net gains on sale activity 4,178 2,074 Net gain (loss) on investment in real (443) (515) estate and premises ------------- ------------- Total non-interest income 10,293 8,843 Non-interest expense: General and administrative expense: Compensation, payroll taxes and fringe benefits 14,310 14,128 Advertising 607 1,255 Office occupancy and equipment 5,489 5,397 Federal insurance premiums 796 1,903 Other general and administrative expense 4,276 4,265 ------------- ------------- Total general and administrative expense 25,478 26,948 Litigation expense - goodwill lawsuit 593 359 Amortization of excess of cost over fair value of assets acquired 108 110 Total non-interest expense 26,179 27,417 ------------- ------------- Income before income taxes 21,581 20,182 Provision for income taxes 8,399 8,248 ------------- ------------- Net income $ 13,182 $ 11,934 ============= ============= Basic earnings per common share $ 0.59 $ 0.53 ============= ============= Diluted earnings per common share $ 0.57 $ 0.51 ============= ============= (a) Net income per share amounts for the period ended December 31, 1996, has been restated to reflect the adoption of Statement of Financial Accounting Standards ("SFAS") No. 128 , "Earnings per Share". SFAS No. 128 replaces primary earnings per share ("EPS") with basic EPS and fully diluted EPS with diluted EPS. See accompanying notes to unaudited consolidated financial statements. LONG ISLAND BANCORP, INC. AND SUBSIDIARY Consolidated Statement of Changes In Stockholders' Equity Three Months Ended December 31, 1997 (In thousands, except share data) UNALLOCATED UNEARNED UNREALIZED EMPLOYEE MANAGEMENT GAIN ON RETAINED ADDITIONAL STOCK RECOGNITION SECURITIES INCOME - COMMON PAID-IN OWNERSHIP & RETENTION AVAILABLE PARTIALLY TREASURY STOCK CAPITAL PLAN PLAN FOR SALE RESTRICTED STOCK TOTAL ---------- ------------ ------------ ------------ ------------ ------------- ----------- --------- Balance at September 30, 1997 $ 268 $ 309,372 $(18,079) $ (3,816) $ 12,947 $ 319,756 $ (74,073) $ 546,375 Net income 13,182 13,182 Allocation/amortization of ESOP and MRP stock and related tax benefits 809 192 407 1,408 Change in unrealized gains on securities available-for-sale, (503) (503) net of taxes Dividends (3,336) (3,336) Exercise of stock options (5,626 shares) 57 (80) 150 127 and related tax benefits ---------- ----------- ---------- ---------- ------------ ------------ ----------- ----------- Balance at December $ 268 $ 310,238 $ (17,887) $ (3,409) $ 12,444 $ 329,522 $ (73,923) $ 557,253 31, 1997 ========== =========== ============ =========== ============= ============= ========== =========== See accompanying notes to unaudited consolidated financial statements. 7 LONG ISLAND BANCORP, INC. AND SUBSIDIARY Consolidated Statements of Cash Flows (In thousands) For the Three Months Ended ----------------------------- December 31, ----------------------------- 1997 1996 ------------ ----------- Operating activities: Net income $ 13,182 $ 11,934 Adjustments to reconcile net income to net cash provided by operating activities: Provision for possible loan losses 1,500 1,500 Write-off of real estate owned and investment in real estate 102 141 Gains on sale of real estate owned and investment in real estate, (81) (42) net Depreciation and amortization 5,219 3,550 Amortization of premiums, net of discount accretion-debt, equity and mortgage-backed securities (1,421) 7 Accretion of discounts, net of amortization of premiums-purchase 66 219 accounting and goodwill amortization Employee Stock Ownership Plan/Management Recognition & Retention 1,248 2,139 Plan expense. Gains on sales of loans and mortgage-backed securities, net (3,959) (1,975) Originations of loans held-for-sale, net of proceeds from sales (33,689) (31,759) Gains on sales of debt and equity securities, net (219) (98) Decrease (increase) in accrued interest receivable 2,035 (85) Increase (decrease) in accrued and other liabilities 946 (49,571) Increase in official checks outstanding 26,693 6,097 Increase in prepaid expenses, deferred taxes and other assets 3,721 7,899 Net increase (decrease) in unearned income 852 (4,546) ------------ ----------- Net cash provided (used) by operating activities 16,195 (54,590) ------------ ----------- Investing activities: Proceeds from sales of debt and equity securities, 219 15,000 available-for-sale Proceeds from sales of mortgage-backed securities, 311,316 173,521 available-for-sale Proceeds from maturities of and principal payments on debt and 173,626 36,263 equity securities Principal payments on mortgage-backed securities 118,592 70,186 Purchases of debt and equity securities, available-for-sale (325,104) (33,921) Purchases of mortgage-backed securities, available-for-sale (190,140) (50,015) Originations and purchases of loans held-for-investment, net of (128,656) (484,280) principal payments Proceeds from sale of real estate owned, office properties and 3,086 1,871 equipment Purchases of office properties and equipment (1,535) (2,544) Purchase of mortgage servicing rights --- (4,045) ------------ ----------- Net cash used by investing activities (38,596) (277,964) ------------ ----------- Financing activities: Net increase in demand deposits, NOW accounts and savings accounts. 11,878 3,752 Net decrease in mortgagors' escrow accounts (21,184) (19,816) Net increase in certificates of deposit 51 24,363 Costs to repurchase common stock --- (5,992) Proceeds from the exercise of stock options 70 221 Cash dividends paid on common stock (3,569) (2,427) Net increase (decrease) in short-term borrowings 4,580 (10,994) Net increase in long-term borrowings 107,898 433,921 ------------ ----------- Net cash provided by financing activities 99,724 423,028 ------------ ----------- Increase in cash and cash equivalents 77,323 90,474 Cash and cash equivalents at the beginning of the quarter 43,705 76,348 ------------ ----------- Cash and cash equivalents at the end of the quarter $ 121,028 $ 166,822 ============ =========== Supplemental disclosures of cash flow information: Cash paid during the quarters for: Interest on deposits and borrowed funds $ 59,393 $ 54,058 ============ =========== Income taxes $ 5,295 $ 3,845 ============ =========== Non-cash investing activities: Additions to real estate owned, net $ 3,656 $ 3,013 ============ =========== Securitization of loans $ 119,932 $ 191,306 ============ =========== See accompanying notes to unaudited consolidated financial statements. LONG ISLAND BANCORP, INC. AND SUBSIDIARY Notes to Consolidated Financial Statements 1. Basis of Presentation The accompanying unaudited consolidated financial statements include the accounts of Long Island Bancorp, Inc. ("Company") and its wholly-owned subsidiary The Long Island Savings Bank, FSB ("Bank"). The unaudited consolidated financial statements included herein reflect all adjustments which are, in the opinion of management, necessary for the fair presentation of the Company's interim financial condition as of the dates indicated and the results o operations for the periods shown. In preparing the accompanying consolidated financial statements, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the consolidated statements of financial condition and of income and expenses for the periods presented in the statement of operations. The results of operations for the three months ended December 31, 1997 are not necessarily indicative of the results of operations to be expected for the remainder of the year. Certain information and note disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC"). These unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company's Annual Report to Shareholders and Form 10-K for the fiscal year ended September 30, 1997. Certain reclassifications have been made to conform the prior period's consolidated financial statements to the current presentation. 2. Earnings Per Share of Common Stock Basic EPS is determined by dividing net income available to common stockholders for the period by the weighted average number of common shares outstanding during the same period. Diluted EPS reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock which then shared in the earnings of the entity. The weighted average number of common shares outstanding for basic and dilutive EPS calculations for the three months ended are presented on page 15 herein. The additional number of shares included in the calculation of diluted EPS due to dilutive options was 883,890 and 780,864, respectively for the quarters ended December 31, 1997 and 1996. 3. Cash and Cash Equivalents Effective December 31, 1997, the Company adopted SFAS No. 128, "Earnings per Share". This statement establishes standards for computing and presenting EPS for entities with publicly held common stock and common stock equivalents. The statement simplifies the computations of EPS that were previously found in APB Opinion No. 15 "Earnings Per Share". This statement requires a reconciliation of the numerator and denominator of the two EPS calculations and the restatement of all prior period EPS data presented after adoption. For purposes of reporting cash flows, cash and cash equivalents include cash on hand, amounts due from banks and short-term loans to commercial banks with original terms to maturity of less than three months. 4. Recent Developments On December 18, 1997, the Company announced the declaration of its thirteenth quarterly dividend, in the amount of fifteen cents ($0.15) per common share. The dividend is payable on February 13, 1998 to shareholders of record at the close of business on January 14, 1998. Item 2. Management's Discussion and Analysis General The Company was incorporated in the State of Delaware in December 1993 at the direction of the Board of Directors of the Bank for the purpose of becoming a holding company to own all of the outstanding capital stock of the Bank upon its conversion from a mutual to a stock form of organization. The mutual-to-stock conversion was completed on April 14, 1994. Financial Condition Total assets at December 31, 1997 were $6.1 billion, an increase of $141.7 million, or 2.4%, from September 30, 1997. The increase in assets is principally due to an increase in investment in debt and equity securities available for sale of $153.5 million, to $292.1 million at December 31, 1997 from $138.6 million at September 30, 1997. Further contributing to the growth in assets was the increase in cash and cash equivalents of $77.3 million, to $121.0 million at December 31, 1997 from $43.7 million at September 30, 1997 and an increase in total net loans held for investment and for sale of $34.0 million, to $3.7 billion at December 31, 1997. Partially offsetting these increases was a reduction of $119.2 million, or 6.5%, in mortgage-backed securities available for sale to $1.7 billion at December 31, 1997 from $1.8 billion at September 30, 1997. Non-performing assets increased by $0.1 million, or 0.2%, to $53.8 million at December 31, 1997 from $53.7 million at September 30, 1997, reflecting a $1.3 million increase in real estate owned offset by a $1.2 million decrease in non-performing loans. Despite the marginal increase in non-performing assets, the ratios of non-performing assets to total assets and non-performing loans to total gross loans improved by 2 basis points to 0.89% at December 31, 1997 from 0.91% at September 30, 1997 and 4 basis points to 1.24% at December 31, 1997 from 1.28% at September 30, 1997, respectively. This improvement reflects the growth in total assets and total gross loans. Total liabilities at December 31, 1997 were $5.5 billion, an increase of $130.9 million since September 30, 1997. The increase in total liabilities primarily reflects an increase in borrowed funds of $112.5 million, or 7.5%, to $1.6 billion at December 31, 1997 from $1.5 billion at September 30, 1997 and an increase in total deposits of $11.9 million, or 0.3%, when compared with September 30, 1997. Stockholders' equity increased by $10.9 million, or 2.0%, to $557.3 million at December 31, 1997 from $546.4 million at September 30, 1997. The increase consists of earnings of $13.2 million, $1.4 million related to the Company's stock benefit plans and $0.1 million related to the exercise of stock options and the related tax benefits. These increases were partially offset by a decline of $0.5 million in unrealized gains on securities classified as available-for-sale, net of tax, and the declaration of $3.3 million in dividends. At December 31, 1997, the Company's ratio of stockholders' equity to total assets was 9.18% and book value per share was $23.19. Liquidity, Regulatory Capital and Capital Resources General. The Company's primary sources of funds are deposits and proceeds from principal and interest payments on loans, mortgage-backed securities ("MBS`s") and other securities. While maturities and scheduled amortization of loans and MBS`s are predictable sources of funds, deposit flows and mortgage prepayments are greatly influenced by general interest rates, economic conditions and competition. In addition, the Company uses borrowings as an alternative and sometimes a less costly source of funds. The Company's primary sources of borrowings are through the sales of securities under agreements to repurchase ("reverse-repurchase agreements"), a funding note issued in fiscal 1996 and a medium-term note issued in fiscal 1997. The Bank is required to maintain minimum levels of liquid assets as defined by Office of Thrift Supervision ("OTS") regulations. During November 1997, the OTS lowered the liquidity requirements from 5% to 4% of the Bank`s liquidity base. Additionally, the OTS streamlined the calculations used to measure compliance with liquidity requirements,expanded the types of assets that can be considered liquid and reduced the liquidity base by modifying the definition of net withdrawable account to exclude accounts with maturities exceeding one year. At December 31, 1997, the Banks liquid asset ratio was 22.31%. The current liquidity ratio is above the regulatory requirements in accordance with the Banks investment objective of investing in short-term debt securities and MBS`s. Future levels may vary. The Company's most liquid assets are cash and short-term investments. The levels of these assets are dependent on the Company's operating, financing, lending and investing activities during any given period. The primary investment activity of the Bank is the origination and purchase of real estate loans and other loans. During the three months ended December 31, 1997, the Bank originated or purchased real estate loans in the amount of $617.9 million, including $4.8 million which represents the bulk purchase of loans, and other loans in the amount of $26.3 million. The Bank purchases mortgage-backed securities to reduce liquidity not otherwise required to meet loan demand. Purchases of mortgage-backed securities totaled $187.9 million for the three months ended December 31, 1997. Other investing activities may include investing in U.S. government securities, federal agency obligations and asset-backed securities. Liquidity management of the Company is both a daily and long-term component of management's strategy. Excess funds are generally invested in short-term and intermediate-term securities. In the event that the Bank should require funds beyond its ability to generate them internally, additional sources of funds are available through the use of Federal Home Loan Bank ("FHLB") advances, reverse-repurchase agreements and additional borrowing of up to $700.0 million under the Bank`s medium-term note program. In addition, the Bank may access funds, if necessary, through lines of credit totaling $150.0 million at December 31, 1997 from an unrelated financial institution. In accordance with the requirements of the "OTS" the Bank established a liquidation account in the amount equal to its capital as of the date of the latest consolidated statement of condition appearing in the final prospectus related to the Company's initial public offering April 1994. The liquidation account is maintained for the benefit of eligible pre-conversion depositors who continue to maintain their account at the Bank after the conversion. The liquidation account is reduced annually to the extent that eligible account holders reduce their qualifying deposits. In the unlikely event of a complete liquidation of the Bank, each eligible account holder will be entitled to receive a distribution from the liquidation account. The Bank is not permitted to declare or pay a dividend on or to repurchase any of its capital stock if the effect would be to cause the Bank's regulatory capital to be reduced below the amount required for the liquidation account. Unlike the Bank, the Company is not subject to OTS regulatory restrictions on the declaration or payment of dividends to its stockholders, although the source of such dividends could depend upon dividend payments from the Bank. The Company is subject, however, to the requirements of Delaware law, which generally limit dividends to an amount equal to the excess of its net assets (the amount by which total assets exceed total liabilities) over its stated capital or, if there is no such excess, to its net profits for the current and/or immediately preceding fiscal year. Regulatory Capital Position. Under OTS capital regulations, the Bank is required to comply with each of three separate capital adequacy standards. At December 31, 1997, the Bank exceeded each of the three OTS capital requirements, as illustrated on page 15 herein. Comparison of Operating Results for the Three Months Ended December 31, 1997 and 1996 General. The Company had net income of $13.2 million and diluted EPS of $0.57 for the quarter ended December 31, 1997 ("1997 quarter"). For the quarter ended December 31, 1996 ("1996 quarter"), net income was $11.9 million and diluted EPS of $0.51 per share. Basic EPS for the 1997 and 1996 quarters were $0.59 and $0.53, respectively. Net Interest Income. Net interest income decreased by $1.3 million, or 3.2% to $39.0 million in the 1997 quarter from $40.3 million in the 1996 quarter. The decrease in net interest income primarily reflects a 42 basis point decline in the net interest margin to 2.67% for the 1997 quarter from 3.09% for the 1996 quarter. Contributing to the lower margin were declines in the average yield on MBS's and real estate loans of 36 and 16 basis points, respectively, resulting from the flattening of the treasury yield curve and increased competition for mortgage loan originations. The cost of interest-bearing liabilities increased on the other hand, further constricting the net interest margin. The increased cost of deposit liabilities arose from rising short term interest rates and the migration of lower-cost core deposits into time deposits. The rise in the cost of borrowed funds is primarily due to an increase in the three month LIBOR rate. Further contributing to the decline in the net interest margin was the increase in average borrowed funds and average deposits. Average borrowed funds increased by $504.2 million, or 44.5%, to $1.6 billion for the quarter ended December 31, 1997 as compared with $1.1 billion for the quarter ended December 31, 1996. Average deposits increased $86.8 million to $3.8 billion at December 31, 1997 as compared with $3.7 billion at December 31, 1996. The primary investment vehicle used by the Company for the additional borrowed funds and deposits was real estate loans. Average real estate loans increased by $397.7 million to $3.5 billion at December 31, 1997 as compared with $3.1 billion at December 31, 1996. Provision for Possible Loan Losses. The provision for possible loan losses was $1.5 million for both the 1997 quarter and 1996 quarter. Non-performing loans decreased by $6.7 million to $45.9 million at December 31, 1997 compared with $52.6 million at December 31, 1996. At December 31, 1997, the ratio of the allowance for possible loan losses to non-performing loans improved to 73.47% from 63.64% at December 31, 1996. Although management considers the allowance for possible loan losses to be adequate at December 31, 1997, if general economic trends and real estate values were to decline, the level of non-performing loans may increase. Such an increase could result in greater provisions for possible loan losses thereby adversely affecting future operating results. Non-Interest Income. Total non-interest income increased by $1.5 million, or 16.4%, to $10.3 million during the 1997 quarter compared with $8.8 million for the 1996 quarter. The increase in total non-interest income primarily reflects increases in the net gains on asset sales of $2.1 million and an increase of $0.2 million in income from insurance and securities commissions. Net gains on asset sales increased primarily due to the Company's mortgage banking activities and greater profits from the sale of mortgage-backed securities available for sale. The effect of these increases was partially offset by decreases of $0.8 million in loan servicing fee income and $0.2 million in loan fees and service charges. The decline in loan service fee income is due to the run off of higher yielding fees from previously securitized home equity loans and the replacement with lower yielding fees from one-to-four family loans serviced for others. Non-Interest Expense. Total non-interest expense decreased by $1.2 million, or 4.5%, to $26.2 million in the 1997 quarter from $27.4 million in the 1996 quarter. Contributing to this decrease were reductions in federal insurance premiums of $1.1 million and advertising expense of $0.6 million. Federal insurance premiums decreased due to the 1996 enactment of the BIF/SAIF legislation. The decrease in advertising costs reflects the timing of certain initiatives. Prospectively, advertising costs may increase to levels similar to last fiscal year. Partially offsetting this decrease was an increase in compensation and benefits expense of $0.2 million. This increase was attributable to an increase in salaries expense of $0.9 million offset by a decrease in employee benefits of $0.7 million, resulting from the stock-based benefit plan modifications which took effect January 1, 1997. Provision for Income Taxes. Income tax expense increased by $0.2 million, or 1.8%, to $8.4 million in the 1997 quarter from $8.2 million in the 1996 quarter. This increase primarily reflects higher pre-tax income partially offset by a 200 basis point reduction in the effective tax rate to 38.92% in the 1997 quarter from 40.87% in the 1996 quarter. The decline in the effective tax rate reflects tax planning initiatives. Year 2000 The Company has developed preliminary plans to address the possible exposures related to the impact on its computer systems of the year 2000. Key financial, information and operational systems are being assessed and plans are being developed to address system modifications required by December 31, 1999. At this time, the Company has not yet determined the cost, which will be expensed as incurred, of evaluating its computer software or databases, or of making any modifications required to correct any year 2000 problems. While the Company believes it is doing everything technologically possible to assure year 2000 compliance, it is to some extent dependent upon vendor cooperation and any year 2000 compliance failures could result in additional expense to the Company. Impact of New Accounting Standards Effective January 1, 1997, the Company adopted SFAS 125, "Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities" except for those transactions that are governed by SFAS 127, "Deferral of the Effective Date of Certain Provisions of FASB Statement No. 125". SFAS 127 was issued in December 1996 to extend the effective date of the provisions of SFAS 125 as they relate to secured borrowings, collateral and repurchase agreements, dollar rolls, securities lending and similar transactions for one year. SFAS 125 provides accounting and reporting standards for transfers and servicing of financial assets and extinguishments of liabilities occurring after December 31, 1996 based on consistent application of a financial-components approach that focuses on control. Under this approach, after a transfer of financial assets, an entity recognizes the financial and servicing assets it controls and the liabilities it has incurred, derecognizes financial assets when control has been surrendered, and derecognizes liabilities when extinguished. This statement provides consistent standards for distinguishing transfers of financial assets that are sales from transfers that are secured borrowings. This statement supersedes SFAS 76, "Extinguishment of Debt", and SFAS 77, "Reporting by Transferors for Transfers of Receivable with Recourse", and SFAS 122, "Accounting for Mortgage Servicing Rights", and amends SFAS 115, "Accounting for Certain Investments in Debt and Equity Securities", and SFAS 65, "Accounting for Certain Mortgage Banking Activities". The Company does not expect SFAS 125, as amended by SFAS 127, to have a material effect on its financial statements. In June 1997, the FASB issued Statement of Financial Accounting Standards No. 130 ("SFAS 130"), "Reporting Comprehensive Income". SFAS 130 is effective for fiscal years beginning after December 15, 1997 and requires reclassification of financial statements for earlier periods provided for comparative purposes. The statement establishes standards for reporting and display of comprehensive income and its components. This statement requires that all items that are required to be recognized as components of comprehensive income be reported in a financial statement that is displayed with the same prominence as other financial statements. Comprehensive income is defined as all changes in equity during a period except those resulting from investments by owners and distributions to owners. The Company has not yet determined the impact of SFAS 130 on its financial statements. In June 1997, the FASB issued Statement of Financial Accounting Standards No. 131 ("SFAS 131"), "Disclosures about Segments of an Enterprise and Related Information". SFAS 131 is effective for financial statements for fiscal years beginning after December 15, 1997. In the initial year of application, comparative information for earlier years is to be restated. The statement requires that a public business enterprise report financial and descriptive information about its reportable operating segments. As the requirements of SFAS 131 are disclosure-related, its implementation will have no impact on the Company's financial condition or results of operations. Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995 This Form 10-Q Report includes forward looking statements based on current management expectations. The Company's actual results could differ materially from those management expectations and the results discussed in these forward looking statements. Factors that could cause such a difference include, but are not limited to, general economic conditions, legislative and regulatory changes, monetary and fiscal policies of the federal government, changes in real estate values, interest rates, deposit flows, the cost of funds, demand for loan products, demand for financial services, competition, changes in the quality or composition of the Bank's loan and investment portfolios, changes in accounting principles, policies or guidelines, and other economic, competitive, governmental and technological factors affecting the Company's operations, markets, products, services and prices. Additional factors are described in the Company's other public reports filed with the SEC. Average Balance Sheet The following table sets forth certain information relating to the Company's average unaudited consolidated statements of financial condition and the consolidated statements of operations for the three months ended December 31, 1997 and 1996, and reflects the annualized average yield on assets and average cost of liabilities for the periods indicated. Such annualized yields and costs are derived by dividing income or expense by the average balance of assets or liabilities, respectively, for the periods shown. Average balances are derived from the average daily balances. The yields and costs include fees which are considered adjustments to yields. FOR THE THREE MONTHS ENDED DECEMBER 31, --------------------------------------------------------------------------------------------- 1997 1996 -------------------------------------------- ---------------------------------------------- AVERAGE AVERAGE AVERAGE YIELD\ AVERAGE YIELD\ BALANCE INTEREST COST BALANCE INTEREST COST -------------- ------------ -------------- -------------- ------------- ---------------- (DOLLARS IN THOUSANDS) INTEREST-EARNING ASSETS Interest-earning cash equivalents $ 67,104 $ 920 5.44 % $ 58,388 $ 766 5.20 % Debt and equity securities and FHLB-NY stock, net (1) 328,775 5,232 6.37 213,001 2,964 5.57 Mortgage-backed securities, 1,762,043 28,579 6.49 1,693,945 28,999 6.85 net (1) Real estate loans, net (2) 3,503,208 65,339 7.46 3,105,539 59,159 7.62 Commercial and other loans, 172,621 4,447 10.30 140,214 4,082 11.65 net (2) -------------- ------------ ------------ -------------- ------------- ------------- Total interest-earning assets 5,833,751 104,517 7.17 5,211,087 95,970 7.37 Other non-interest-earning 236,483 300,439 assets -------------- ------------ -------------- ------------- Total assets $ 6,070,234 $ 104,517 $ 5,511,526 $ 95,970 ============== ============ ============== ============= INTEREST BEARING LIABILITIES Deposits, net $ 3,795,388 $ 41,442 4.33 % $ 3,708,611 $ 39,438 4.22 % Borrowed funds 1,637,739 24,108 5.84 1,133,506 16,276 5.70 -------------- ------------ ------------ -------------- ------------- ------------- Total interest-bearing 5,433,127 65,550 4.79 4,842,117 55,714 4.56 liabilities Non-interest-bearing 87,198 144,903 liabilities -------------- -------------- Total liabilities 5,520,325 4,987,020 Total stockholders' equity 549,909 524,506 -------------- ------------ ------------ -------------- ------------- ------------- Total liabilities and stockholders' equity $ 6,070,234 $ 65,550 $ 5,511,526 $ 55,714 ============== ------------ ============== ------------- Net interest income/spread (3) $ 38,967 2.38 % $ 40,256 2.80 % ============ ============ ============= ============= Net interest margin as % of interest-earning assets 2.67 % 3.09 % (4) ============ ============= Ratio of interest-earning assets to interest-bearing 107.37 % 107.62 % liabilities ============ ============= (1) Debt and equity and mortgage-backed securities are shown including the average market value appreciation of $22.0 million and $15.8 million, before tax, from SFAS 115 for the three months ended December 31, 1997 and 1996, respectively. (2) Net of unearned discounts, premiums, deferred loan fees, purchase accounting discounts and premiums and allowance for possible loan losses, and including non-performing loans and loans held for sale. (3) Interest rate spread represents the difference between the average rate on interest-earning assets and the average cost of interest-bearing liabilities. (4) Net interest margin represents net interest income divided by average interest-earning assets. Rate/Volume Analysis The following table presents the extent to which changes in interest rates and changes in the volume of interest-earning assets and interest-bearing liabilities have affected the Company's interest income and expense during the periods indicated. Information is provided in each category with respect to (i) changes attributable to changes in volume (changes in volume multiplied by prior rate), (ii) changes attributable to changes in rate (changes in rate multiplied by prior volume), and (iii) the net change. The changes attributable to the combined impact of volume and rate have been allocated proportionately to the changes due to volume and the changes due to rate. Three Months Ended December 31, 1997 Compared to Three Months Ended December 31, 1996 Increase/(Decrease) ----------------------------------------- Due to ----------------------------------------- Volume Rate Net ------------ ------------- ------------ (In thousands) Interest-earning assets: Interest-earning cash equivalents(1) $ 118 $ 36 $ 154 Debt and equity securities(2)(3) 1,794 474 2,268 Mortgage-backed securities(3) 1,140 (1,560) (420) Real estate loans(4) 7,439 (1,259) 6,180 Commercial and other loans(4) 871 (506) 365 ------------ ------------- ------------ Total 11,362 (2,815) 8,547 ------------ ------------- ------------ Interest-bearing liabilities: Deposits 935 1,069 2,004 Borrowed funds 7,413 419 7,832 ------------ ------------- ------------ Total 8,348 1,488 9,836 ------------ ------------- ------------ Net change in interest income $ 3,014 $ (4,303) $ (1,289) ============ ============= ============ (1) Cash equivalents include amounts due from banks and short-term loans to commercial banks with original terms to maturity of less than three months. (2) Includes FHLB-NY stock. (3) Debt and equity and mortgage-backed securities are shown including the average market value appreciation of $22.0 million and $15.8 million, before tax, from SFAS 115 for the three months ended December 31, 1997 and 1996, respectively. (4) In computing the volume and rate components of net interest income for loans, non-performing loans and loans held for sale have been included. LONG ISLAND BANCORP, INC. AND SUBSIDIARY FINANCIAL HIGHLIGHTS At or for the Three Months Ended December 31, ---------------------------------- 1997 1996 -------------- --------------- Selected Financial Ratios: (a) Return on average assets ...................... 0.87% 0.87% Return on average stockholders' equity ........ 9.59 9.10 Average stockholders' equity to average assets. 9.06 9.52 Stockholders' equity to total assets .......... 9.18 9.13 Interest rate spread during period............. 2.38 2.80 Net interest margin............................ 2.67 3.09 Operating expenses to average assets........... 1.68 1.96 Efficiency ratio (b)........................... 55.96 56.68 Average interest-earning assets to average interest-bearing liabilities 107.37 107.62 Net interest income to operating expenses ..... 1.53x 1.49x Selected Data: Basic earnings per share....................... $0.59 $0.53 Weighted average number of shares outstanding .for basic earnings per share computation (c).. 22,295,110 22,695,520 Diluted earnings per share..................... $0.57 $0.51 Weighted average number of shares outstanding for diluted earnings per share computation 23,179,000 23,476,384 (c)......... Book value per share........................... $23.19 $21.49 Number of shares outstanding for book value per share computation........................... 24,028,550 24,458,346 Cash dividends declared per share.............. $0.15 $0.15 Dividend payout ratio.......................... 26.32% 29.41% At December 31, ---------------------------- 1997 1996 ------------ ----------- Asset Quality Ratios: Non-performing loans to total gross loans.................... 1.24% 1.53% Non-performing assets to total assets........................ 0.89 1.08 Allowance for possible loan losses to non-performing loans... 73.47 63.64 Regulatory Capital at December 31, 1997 for The Long Island Savings Bank, FSB: Regulatory Regulatory Excess Capital Capital Capital Requirement Level Level Amount Percent (d) Amount Percent (d) Amount Percent (d) ......... (Dollars in thousands) Tangible capital (e)....................... $ 90,152 1.50% $442,895 7.37% $352,743 5.87% Core capital (e)........................... 180,303 3.00 442,895 7.37 262,592 4.37 Risk-based capital (f)..................... 241,182 8.00 476,629 15.81 235,447 7.81 (a) Ratios for the three months ended December 31, 1997 and 1996 were calculated on an annualized basis. (b) Amount is determined by dividing total general and administrative expense by net interest income (before the provision for possible loan losses) plus total fee income. (c) The weighted average common shares outstanding for periods prior to December 31, 1997, have been restated to reflect the adoption of SFAS No. 128. (d) Tangible and core capital levels are shown as a percentage of total adjusted assets, as computed based on regulatory guidelines. Risk-based capital levels are shown as a percentage of risk-weighted assets. (e) This figure represents GAAP capital excluding the effect of SFAS 115, goodwill and a portion of mortgage servicing rights. (f) The difference between GAAP capital and regulatory risk-based capital represents the exclusion of the effect of SFAS 115, goodwill, a portion of mortgage servicing rights and an addition for the allowance for possible loan losses. Allowance for Possible Loan Losses The following is a summary of the Company's provisions and allowance for possible loan losses: Three Months Ended December 31, ------------------------------ 1997 1996 ------------ ------------- (In thousands) Opening allowance $33,881 $33,912 Provision 1,500 1,500 Net charge-offs (1,647) (1,924) ------------- ------------ Ending allowance $33,734 $33,488 ============= ============ Non-Performing Assets Loans are considered non-performing if they are in foreclosure and/or are 90 or more days delinquent (excluding those restructured loans that have been returned to performing status after developing a satisfactory payment history generally six months). Loans, other than education loans, accrue interest until considered doubtful of collection by management, but in no case beyond 90 days delinquent. Consumer loans (other than education loans) are generally written off upon becoming 120 days delinquent in the case of installment loans and 180 days in the case of revolving credit lines. Delinquent interest on education loans continues to accrue, however, since these loans are backed by a government agency guarantee and all interest and principal is ultimately expected to be received. Once management reaches a decision to place a loan on non-accrual status, all delinquent previously accrued interest on such loan is reversed against previously recorded income. The level of non-performing residential property loans is also affected by the Company's loan restructuring activities. Where borrowers have encountered hardship, but are able to demonstrate to the Company's satisfaction an ability and willingness to resume regular monthly payments, the Company seeks to provide them with an opportunity to restructure their loans. Where successful, these restructurings avoid the cost of completing the foreclosure process, as well as any losses on acquisition of the properties and the costs of maintaining and disposing of real estate owned. Once restructured residential loans comply with the terms of their restructure agreement for a satisfactory period (generally six months), the Company returns such loans to performing status. The following table sets forth information regarding the components of non-performing assets for the periods indicated. Restructured loans that have not yet demonstrated a sufficient payment history to warrant a return to performing status are included with non-performing loans. December 31, September 30, 1997 1997 ------------------- --------------------- (Dollars in thousands) Non-performing loans (1): Residential: One-to-four family $38,042 $37,621 Co-operative apartments 1,167 1,207 Home equity 1,408 1,478 Second mortgage --- 172 Multi-family 244 246 Total residential 40,861 40,724 Non-residential: Commercial real estate. 2,905 2,923 Construction --- 453 Land 30 585 Total real estate loans (2) 43,796 44,685 Other loans (3) 2,122 2,389 Total non-performing loans 45,918 47,074 Real estate owned net (4) 7,906 6,643 Total non-performing assets $53,824 $53,717 Non-performing loans to total gross loans 1.24% 1.28% Non-performing assets to total assets 0.89 0.91 Non-performing assets to total stockholders' equity and allowance for possible loan losses 9.11 9.26 Allowance for possible loan losses to non-performing loans 73.47 71.97 Allowance for possible loan losses to total gross loans 0.90 0.92 (1) All non-performing loans are in non-accrual status. There are no loans 90 days or more past due and still accruing interest (other than education loans which are guaranteed). (2) Includes loans considered impaired in accordance with SFAS 114 in the amount of $0.6 million at September 30, 1997 for which there is a related allowance for possible loan losses. (3) Includes commercial loans considered impaired in accordance with SFAS 114 in the amount of $0.3 million at both December 31, 1997 and September 30, 1997 for which there is a related allowance for possible loan losses. (4) Included in Investment in real estate on the Consolidated Statements of Financial Condition. Item 3. Disclosures about Market risk The following table sets forth the amounts of interest-earning assets and interest-bearing liabilities outstanding at December 31, 1997, which are anticipated by the Company,based upon certain assumptions, to reprice or mature in each of the future time periods shown. Except as stated below, the amounts of assets and liabilities shown to reprice or mature during a particular period were determined in accordance with the earlier of term to repricing or the contractual terms of the asset or liability. Prepayment assumptions ranging from 0% to 15% per year were applied, dependent upon the loan type and coupon. Run-off rate assumptions for passbook savings, statement savings, NOW and money market accounts, in the one year or less category, were 51%, 51%, 40% and 100% respectively, rather than the OTS assumptions which, in the one year or less period, are 17%, 17%, 37% and 79%, respectively. These withdrawal rates and prepayment assumptions are based on assumptions and analyses prepared internally and are used in preparing the Regulatory Thrift Bulletin-13 Report and the quarterly management reports. These assumptions were used rather than the assumptions published by the OTS because management believes they are more indicative of the actual prepayments and withdrawals experienced by the Company. The assumptions do not reflect any increases or decreases in interest rates paid on various categories of deposits (whether by the Company or in general) since December 31, 1997. INTEREST RATE SENSITIVITY GAP ANALYSIS AT DECEMBER 31, 1997 ------------------------------------------------------------------------------------- MORE THAN MORE THAN MORE THAN MORE THAN 3 MONTHS 3 MONTHS 6 MONTHS 1 YEAR 3 YEARS MORE THAN OR LESS TO 6 TO 1 YEAR TO 3 YEARS TO 5 YEARS 5 YEARS TOTAL MONTHS ----------- ----------- ----------- ----------- ----------- ----------- ----------- (DOLLARS IN THOUSANDS) Interest-earning assets(1): Real estate loans (2) $ 264,080 $ 263,330 $ 834,810 $ 966,929 $ 629,896 $ 515,984 $3,475,029 Commercial loans (2) 396 164 310 3,531 1,204 3,020 8,625 Other loans (2) 70,729 6,816 15,516 47,630 25,013 14,217 179,921 Mortgage-backed 296,999 287,546 531,575 192,815 307,234 72,093 1,688,262 securities (3) Interest-earning cash 53,105 --- --- --- --- --- 53,105 equivalents Debt and equity 11,975 856 9,332 6,821 167,213 96,930 293,127 securities (3) Stock in FHLB-NY --- --- --- --- --- 48,724 48,724 ----------- ----------- ----------- ----------- ----------- ----------- ----------- Total interest-earning 697,284 558,712 1,391,543 1,217,726 1,130,560 750,968 5,746,793 assets Interest-bearing liabilities: Passbook accounts 111,019 88,242 104,934 96,482 92,462 101,122 594,261 Statement savings 118,564 94,438 112,302 103,248 98,946 108,236 635,734 accounts NOW accounts 34,646 4,887 9,774 39,096 37,467 1,629 127,499 Checking & demand deposit accounts 3,430 1,470 2,940 --- --- --- 7,840 Money market accounts 67,114 12,581 25,162 --- --- --- 104,857 Certificate accounts 477,067 380,126 498,338 607,635 145,649 7,929 2,116,744 Borrowings 142,934 50,000 93,000 553,000 775,000 --- 1,613,934 ----------- ----------- ----------- ----------- ----------- ----------- ----------- Total interest-bearing 954,774 631,744 846,450 1,399,461 1,149,524 218,916 5,200,869 liabilities ----------- ----------- ----------- ----------- ----------- ----------- ----------- Interest sensitivity gap $ (257,490) $ (73,032) $ 545,093 $ (181,735) $ (18,964) $ 532,052 $ 545,924 per period Effect of interest rate swap $ 300,000 $ --- $ --- $ --- $(300,000) $ --- $ --- ----------- ----------- ----------- ----------- ----------- ----------- ----------- Adjusted interest sensitivity $(557,490) $ (73,032) $ 545,093 $(181,735) $ 281,036 $ 532,052 $ 545,924 gap per period =========== =========== =========== =========== =========== =========== =========== Cumulative interest $(557,490) $(630,522) $ (85,429) $(267,164) $ 13,872 $ 545,924 sensitivity gap =========== =========== =========== =========== =========== =========== Cumulative interest sensitivity gap as a percentage of total (9.18) % (10.38) % (1.41) % (4.40) % 0.23 % 8.99 % assets (4) Cumulative net interest-earning assets as a percentage of net interest-bearing 73.03 79.17 108.82 100.86 100.28 110.50 liabilities __________________ (1) Excludes non-performing loans, net of unearned discounts and premiums, deferred loan fees, purchase accounting discounts and premiums. (2) For purposes of gap analysis, the allowance for possible loan losses is excluded. (3) Mortgage-backed and debt and equity securities are shown excluding the market value appreciation of $21.9 million, before tax, resulting from SFAS 115. (4) Amounts for fixed rate loans are based on scheduled payment dates and loans for which there is no amortization schedule are included as three months or less. As indicated in the gap analysis, the twelve-month cumulative gap, representing the total net assets and liabilities that are projected to reprice over the next twelve months, was liability sensitive $85.4 million at December 31, 1997. A liability sensitive interest rate gap would tend to decrease earnings over a period of rising interest rate, where declining rates would increase earnings. The cumulative one-year sensitivity gap was negative 1.41% of total assets at December 31, 1997, compared to negative 7.38% at September 30, 1997. Interest rate contracts such as interest rate swaps, caps, floors and collars may be used to hedge interest rates on certain assets and liabilities. The notional amounts of these instruments are not reflected in the Company's balance sheet, but are included in the interest rate sensitivity table for purposes of analyzing interest rate risk. During fiscal 1997, the Company entered into an interest rate swap transaction, with a notional amount of $300.0 million. The swap agreement converted the medium-term note issued in fiscal 1997 with a fixed rate obligation of 7% into a variable rate of LIBOR minus 3 basis points. The agreement will expire in the third quarter of 2002. As of December 31, 1997 LIBOR minus 3 basis points was 5.64% and the interest rate swap had a fair market value of $ 2.8 million. The Bank's interest rate sensitivity is also monitored by management through the use of a model which internally generates estimates of the change in the net portfolio value ("NPV") over a range of interest rate change scenarios. NPV is the present value of expected cash flows from assets, liabilities, and off-balance sheet contracts. The NPV ratio, under any interest rate scenario, is defined as the NPV in that scenario divided by the market value of assets in the same scenario. The OTS also produces a similar analysis using its own model, based upon data submitted on the Bank's quarterly Thrift Financial Reports, the results of which may vary from the Bank's internal model primarily due to differences in assumptions utilized between the Bank's internal model and the OTS model, including estimated loan prepayment rates, reinvestment rates and deposit decay rates. For purposes of the NPV table, prepayment speeds similar to those used in the Gap table were used, reinvestment rates were those in effect for similar products currently being offered, and rates on core deposits were modified to reflect recent trends. The following table sets forth the Bank's NPV as of December 31, 1997, as calculated by the Bank. Portfolio Rates in Net Portfolio Value ("NPV") Value of Assets ------------------------------------------- ---------------------------- Basis Points $ $ % NPV % (Rate Shock) Amount Change Change Ratio Change (1) - ----------------- -------------- ------------ ------------- ------------ -------------- (Dollars in Thousands) +200 412,084 166,816 28.82 7.40 13.51 +100 476,766 102,134 17.64 7.92 12.62 0 578,900 9.38 -100 676,759 (97,859) (16.90) 10.71 9.34 -200 786,131 (207,231) (35.80) 12.12 8.25 (1) Based on the portfolio value of the Bank's assets assuming no change in interest rates. As in the case with the Gap Table, certain shortcomings are inherent in the methodology used in the above interest rate risk measurements. Modeling changes in NPV require the making of certain assumptions which may or may not reflect the manner in which actual yields and costs respond to changes in market interest rates. In this regard, the NPV model presented assumes that the composition of the Bank's interest sensitive assets and liabilities existing at the beginning of a period remains constant over the period being measured and also assumes that a particular change in interest rates is reflected uniformly across the yield curve regardless of the duration to maturity or repricing of specific assets and liabilities. Accordingly, although the NPV measurements and net interest income models provide an indication of the Bank's interest rate risk exposure at a particular point in time, such measurements are not intended to and do not provide a precise forecast of the effect of changes in market interest rates on the Bank's net interest income and will differ from actual results. PART II - OTHER INFORMATION Item 1. Legal Proceedings None. Item 2. Changes in Securities. None. Item 3. Defaults Upon Senior Securities. None. Item 4. Submission of Matters to a Vote of Security Holders. None. Item 5. Other Information. None. Item 6. Exhibits and Reports on Form 8-K. (a) Exhibits - The following exhibit is filed as part of this report: Regulation S-K Exhibit Reference Number 11. Statement re: Computation of Per Share Earnings (In thousands, except per share data) Three Months Ended December 31, ------------------------- 1997 1996 ---------- --------- Basic EPS Computation Numerator Net Income available to common stockholders $ 13,182 $ 11,934 ============= ============= Denominator Weighted average common shares outstanding 22,295 22,696 ------------- ------------- Basic EPS $ 0.59 $ 0.53 ============= ============= Diluted EPS Computation Numerator Net Income available to common stockholders $ 13,182 $ 11,934 ============= ============= Denominator Weighted average common shares outstanding 22,295 22,696 Additional shares due to dilutive options 884 781 ------------- ------------- Total shares 23,179 23,477 ============= ============= Diluted EPS $ 0.57 $ 0.51 ============= ============= (b) Reports on Form 8-K On October 21, 1997 and December 18, 1997, the Company filed with the SEC Current Reports on Form 8-K which contained press releases. The October press release announced the Company's earnings for the three months ended September 30, 1997. The December press release announced the declaration of the Company's thirteenth consecutive quarterly dividend. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. Long Island Bancorp, Inc. Dated: 2/13/98 By: /s/ John J. Conefry, Jr ----------------------- John J. Conefry, Jr. Chairman of the Board and Chief Executive Officer Dated: 2/13/98 By: /s/Mark Fuster -------------- Mark Fuster Chief Financial Officer