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                SECURITIES AND EXCHANGE COMMISSION 

                      Washington, D.C. 20549 


                             FORM 8-K 

                          CURRENT REPORT 


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

 Date of Report (Date of earliest event reported) April 13, 1995


                     VALLEY NATIONAL BANCORP 
      (Exact name of registrant as specified in its charter)


                            New Jersey 
          (State or other jurisdiction of incorporation)

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

            1445 Valley Road, Wayne, New Jersey 07470 
             (Address of principal executive offices) 

                          (201) 305-8800 
       (Registrant's telephone number, including area code) 


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Item 5.   Other Events.

1.   On April 13, 1995, Valley National Bancorp ("Valley") issued
     a press release announcing that Valley National Bank, its 
     national banking association subsidiary, had filed an 
     application with the Federal Reserve Bank of New York to 
     establish an Edge Corporation to undertake certain 
     international activities.  The purpose of the application is 
     to establish a finance company in Toronto, Canada.  The 
     proposed Canadian finance company will make consumer loans, 
     primarily auto and mortgage loans in Canada, utilizing 
     Valley's expertise in the area and extending to Canada the 
     existing referral program Valley has with a major insurance 
     company. 

     Valley also announced that an application had been filed 
     with the Office of Supervision of Financial Institutions, 
     the Canadian banking and financial institution regulator, to 
     establish the finance company in Canada, with capitalization 
     of $10 million (Canadian). 

     While Valley anticipates the applications will be approved, 
     there can be no assurance concerning regulatory approval or 
     the timing of such approvals. 

2.   On April 19, 1995, Valley reported net income before 
     securities gains of $14.4 million for the first quarter of 
     1995 as compared to $14.0 million for the first quarter of 
     1994, a 2.4% increase.  After securities gains, net income 
     was $14.7 million for the quarter ended March 31, 1995, 
     compared with net income of $16.0 million recorded for the 
     first quarter of 1994 and $14.3 million for the fourth 
     quarter of 1994.  Per share earnings were $0.48 for the 
     first quarter of 1995, compared with per share earnings of 
     $0.53 and $0.47 for the first quarter and fourth of 1994, 
     respectively.  The first quarter of 1994 was positively 
     impacted by securities gains of $3.3 million, compared to 
     only $537 thousand of securities gains in the first quarter 
     of 1995. Valley had a return on average assets of 1.55%, a 
     return on average equity of 19.04%, and an efficiency ratio 
     of 44.9% for the first quarter of 1995. 

     On March 31, 1995, Valley's assets totalled $3.82 billion, 
     representing a 2.1% increase over the $3.74 billion in 
     assets at December 31, 1994.  Additionally, loans net of 
     unearned income increased 2.8% to $2.25 billion, compared to 
     December 31, 1994.  Total deposits increased 2.7% to $3.42 
     billion at March 31, 1995, compared with deposits of $3.33 
     billion on December 31, 1994.  Valley's shareholders' equity 
     was $322.1 million at March 31, 1995, an 11.3% increase over 
     Valley's capital position at March 31, 1994.  Valley had a  
     book value per share of $10.52, a tier one leverage ratio of 
     8.52% and a risk based capital ratio of 15.16% at March 31, 
     1995.  



     Valley's net interest income before the provision for 
     possible loan losses was $37.8 million for the first 
     quarter of 1995, representing a 1.7% increase above the 
     $37.1 million recorded in the same period in 1994.  Interest 
     on loans was up 22.7% during the quarter and reached $46.6 
     million, compared with $37.9 million recorded during the 
     first quarter of 1994.  This helped to limit the decline in 
     Valley's net interest margin to 4.48% at the end of the 
     first quarter of 1995 from 4.63% and 4.56% at March 31, 1994 
     and December 31, 1994, respectively. 

     Valley's non-interest income for the first quarter of 1995 
     was $4.5 million, compared with $7.5 million reported in the 
     same period a year ago.  Gains on the sale of securities for 
     the first quarter decreased from $3.3 million to $537 
     thousand.  Total non-interest expense, including costs 
     connected with recent acquisitions, increased slightly 
     during the quarter to $19.7 million, compared with $19.4 
     million recorded for the first quarter of 1994. 

     Valley's non-performing assets, including non-accrual loans, 
     and other real estate owned ("OREO"), were $24.2 million, or 
     1.07% of loans and OREO at March 31, 1995, versus $25.7 
     million, or 1.17% of loans and OREO at December 31, 1994.  
     This compares with $23.4 million, or 1.20% of loans and OREO 
     at March 31, 1994.  Loans past due in excess of 90 days and 
     still accruing interest, were $5.7 million at March 31, 
     1995, as compared with $15.2 million at March 31, 1994 and 
     $5.4 million at December 31, 1994. 


Item 7.   Exhibits. 

     99.1      Press Release dated April 13, 1995

     99.2      Press Release dated April 19, 1995

 

                            SIGNATURES 

     Pursuant to the requirements of the Securities Exchange Act 
of 1934, the registrant has duly caused this report to be signed 
on its behalf by the undersigned thereunto duly authorized. 

                                   VALLEY NATIONAL BANCORP 

Dated: April 25, 1995              By: ALAN D. ESKOW 
                                       ------------------------- 
                                       Alan D. Eskow 
                                       Senior Vice President

 

                        INDEX TO EXHIBITS 
   
99.1      Press Release dated April 13, 1995 

99.2      Press Release dated April 19, 1995