EXHIBIT 99(a)

                          MIDLAND BANCORPORATION, INC.
                               Paramus, New Jersey

         THIS PROXY IS  SOLICITED  BY AND ON BEHALF OF THE BOARD OF DIRECTORS OF
MIDLAND  BANCORPORATION,  INC. Please return promptly in the enclosed  envelope,
which requires no postage if mailed in the USA.

         The  undersigned,  a holder of common stock of Midland  Bancorporation,
Inc., a New Jersey  corporation  (the  "Company"),  acknowledges  receipt of the
Notice of Special Meeting of Shareholders and the  accompanying  Proxy Statement
dated , 1996,  and,  revoking any proxy  heretofore  given,  hereby  appoints P.
Russell  Bodrato,  Richard L. Nelson and James R. Poole,  and each of them, with
full power to each of substitution and revocation, as proxies to vote all shares
of common stock of the Company held by them of record on , 1996,  at the Special
Meeting of  Shareholders  of the  Company to be held at 550  Kinderkamack  Road,
Oradell, New Jersey, on ___________, 1997, at _____ p.m. and at any adjournments
thereof, upon the matters set forth on the reverse side.

         (1)      To approve the Agreement and Plan of Merger (the  "Agreement")
                  between  the  Company,  The  Midland  Bank and Trust  Company,
                  Valley  National   Bancorp  and  Valley  National  Bank  dated
                  September  13,  1996,  as more  fully  described  in the Proxy
                  Statement.

                  -- FOR               -- AGAINST              --  ABSTAIN

         (2)      In  their  discretion, to vote upon such other business as may
                  properly come before the meeting.

         Management  has  indicated  its  intention  to  vote  in  favor  of the
Agreement  and  recommends  that  Company  shareholders  vote  in  favor  of the
Agreement.  THE PROXY,  WHEN PROPERLY  EXECUTED BY THE UNDERSIGNED  SHAREHOLDER,
WILL BE VOTED IN THE MANNER  DIRECTED  HEREIN.  IF NO CHOICE IS SPECIFIED,  THIS
PROXY WILL BE VOTED FOR THE PROPOSAL TO APPROVE THE AGREEMENT.

         (Please  sign exactly as name  appears  below.  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 affix  corporate  seal. If a partnership,  please signed in
partnership name by authorized person.)

                                                     Dated:              , 199


                                                     Signature


                                                     Signature (if held jointly)


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