SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
AMENDMENT NO. 2 TO
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
Oritani Financial Corp.
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(Exact Name of Registrant as Specified in Its Charter)
United States 22-3617996
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(State of Incorporation or Organization) (I.R.S. Employer
Identification No.)
370 Pascack Road
Township of Washington, New Jersey 07676
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(Address of Principal Executive Offices) (Zip Code)
If this form relates to the If this form relates to the
registration of a class of securities registration of a class of
pursuant to Section 12(b) of the securities pursuant to Section
Exchange Act and is effective 12(g) of the Exchange Act and
pursuant to General Instruction is effective pursuant to
A.(c), please check the following General Instruction A.(d),
box. [X] please check the following box.[]
Securities Act registration statement file number to which this form
relates: 333-137309
Securities to be registered pursuant to Section 12(b) of the Act:
Common Stock, par value $0.01 per share The Nasdaq Stock Market, LLC
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(Title of Class) (Name of Each Exchange on Which
Each Class is to be Registered)
Securities to be registered pursuant to Section 12(g) of the Act:
None
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(Title of Class)
Item 1. Description of Registrant's Securities to be Registered.
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For a description of the Registrant's securities, reference is made to
"Description of Capital Stock of Oritani Financial Corp." "Our Policy Regarding
Dividends" and "Market for the Common Stock" in the Registrant's Registration
Statement on Form S-1, as amended (File No. 333-137309), which is hereby
incorporated by reference. For a description of the provisions of the
Registrant's Charter and Bylaws that may render a change in control of the
Registrant more difficult, reference is made to "Restrictions on the Acquisition
of Oritani Financial Corp. and Oritani Savings Bank" in the Registrant's
prospectus.
Item 2. Exhibits.
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1. Registration Statement on Form S-1 (Registration Number 333-137309)
dated September 15, 2006, as amended on October 27, 2006 and November
8, 2006, is hereby incorporated by reference.
2. Federal Charter, amended as of September 6, 2006.
3. Bylaws (incorporated by reference to Exhibit 3.2 of the Registration
Statement on Form S-1 as filed on September 15, 2006, as amended on
October 27, 2006 and November 8, 2006).
4. Specimen Stock Certificate (incorporated by reference to Exhibit 4 of
the Registration Statement on Form S-1 as filed on September 15, 2006,
as amended on October 27, 2006 and November 8, 2006).
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act
of 1934 the registrant has duly caused this registration statement to be signed
on its behalf by the undersigned, thereto duly authorized.
ORITANI FINANCIAL CORP.
Date: January 22, 2007 By: /s/ Kevin J. Lynch
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Kevin J. Lynch
President and Chief Executive Officer
EXHIBIT 2
CHARTER OF ORITANI FINANCIAL CORP.