SECURITIES AND EXCHANGE COMMISSION
                              Washington D.C. 20549
                                    Form 10-K

(Mark One)
_X_ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act
of 1934 for the fiscal year ended December 31,2000.

___ 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 2-81353

                              CENTER BANCORP, INC.
- --------------------------------------------------------------------------------
             (exact name of registrant as specified in its charter)

New Jersey                                                            52-1273725
- --------------------------------------------------------------------------------
(State or other jurisdiction of                              IRS Employer
incorporation or organization)                               identification No.)

                    2455 Morris Avenue, Union, NJ 07083-0007
- --------------------------------------------------------------------------------
          (Address of Principal Executive Offices, Including Zip Code)

                                 (908) 688-9500
- --------------------------------------------------------------------------------
              (Registrant's telephone number, including area code)

                              Securities registered
                   pursuant to Section 12(b) of the Act: none

                    Securities registered pursuant to Section
                               12(g) of the Act:
                           Common stock, no par value
                                (Title of class)

Indicate by check mark whether the registrant (1) has filed all 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  or No
                                       ---       ---

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation 5-K is not contained herein, and will not be contained, to the
best of Registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of the Form 10-K or any amendment to the
Form 10-K.  X
           ---

Aggregate Market value of voting stock held by non-affiliates based on the
average of Bid and Asked prices on February 28, 2001 was approximately $61.3
Million.

Shares outstanding on February 28, 2001
- ---------------------------------------
Common stock no par value 3,736,379 shares

                                                     Parts of Form 10-K in which
Documents Incorporated by reference                  document is incorporated
- -----------------------------------                  ------------------------

Definitive proxy statement dated March 16, 2001
in connection with the 2001 Annual Stockholders
Meeting filed with the Commission pursuant to
Regulation 14A.........................................................Part III

Annual Report to Stockholders for the fiscal
year ended December 31, 2000.................................Part I and Part II




                               INDEX TO FORM 10-K

PART I

     ITEM 1  BUSINESS                                                        1

     ITEM 2  PROPERTIES                                                     11

     ITEM 3  LEGAL PROCEEDINGS                                              11

     ITEM 4  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS            11

     ITEM 4A EXECUTIVE OFFICERS OF THE REGISTRANT                           12

PART II

     ITEM 5  MARKET FOR THE REGISTRANT'S COMMON EQUITY AND
              RELATED  STOCKHOLDER MATTERS                                  13

     ITEM 6  SELECTED FINANCIAL DATA                                        13

     ITEM 7  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
              CONDITION AND RESULTS OF OPERATIONS                           13

     ITEM 7A  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT
              MARKET RISK                                                   13

     ITEM 8  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA                    13

     ITEM 9  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
              ACCOUNTING AND FINANCIAL DISCLOSURE                           13

PART III

     ITEM 10  DIRECTORS OF THE REGISTRANT                                   14

     ITEM 11  EXECUTIVE COMPENSATION                                        14

     ITEM 12  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS
               AND MANAGEMENT                                               14

     ITEM 13  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS                14

PART IV

     ITEM 14  EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND
               REPORTS ON FORM 8-K                                       15-16

SIGNATURES                                                                  17




                               Center Bancorp Inc.

Form 10 K

                                     Part I

Item I-Business
- --------------------------------------------------------------------------------

A) Historical Development Of Business

   Center Bancorp, Inc., a one-bank holding company, was incorporated in the
   state of New Jersey on November 12, 1982. Center Bancorp, Inc. commenced
   operations on May 1, 1983, upon the acquisition of all outstanding shares of
   The Union Center National Bank (the "Bank"). The holding company's sole
   activity, at this time, is to act as a holding company for the Bank. As used
   herein, the term "Corporation" shall refer to Center Bancorp, Inc. and its
   subsidiary and the term "Parent Corporation" shall refer to Center Bancorp,
   Inc. on an unconsolidated basis.

   The Bank was organized in 1923 under the law of the United States of America.
   The Bank operates five offices in Union Township, Union County, New Jersey,
   one office in Summit, Union County, New Jersey, one office in Springfield
   Township, Union County, New Jersey, one office in Berkeley Heights, Union
   County, New Jersey, one office in Madison, Morris County, New Jersey and one
   office in Morristown, Morris County, New Jersey and currently employs 156
   full time equivalent persons. The Bank is a full service commercial bank
   offering a complete range of individual and commercial services.

   On June 28, 1996, the Corporation acquired Lehigh Savings Bank SLA
   ("Lehigh"), a New Jersey chartered savings & loan association, in a
   transaction accounted for under the purchase method of accounting. At June
   28, 1996, Lehigh Savings Bank SLA had assets of $70.9 million (primarily cash
   and cash equivalents of $53.0 million and loans of $15.0 million), deposits
   of $68.2 million and stockholders' equity of $2.7 million. The Corporation
   paid a total of $5.5 million in cash for Lehigh resulting in goodwill of $3.8
   million. The goodwill is being amortized on a straight-line basis over 15
   years. The consolidated financial statements of the Corporation include the
   assets, liabilities, and results of operations of Lehigh since the
   acquisition date.

B) Narrative Description Of Business

   The Bank offers a broad range of lending, depository and related financial
   services including trust, to commercial, industrial and governmental
   customers. In 1999, the Bank obtained full trust powers enabling it to offer
   a variety of trust services to its customers. In the lending area, these
   services include short and medium term loans, lines of credit, letters of
   credit, working capital loans, real estate construction loans and mortgage
   loans. In the depository area, the Bank offers demand deposits, savings
   accounts and time deposits. In addition, the Bank offers collection services,
   wire transfers, night depository and lock box services.

   The Bank offers a broad range of consumer banking services, including
   interest bearing and non-interest bearing checking accounts, savings
   accounts, money market accounts, certificates of deposit, IRA accounts,
   Automated Teller Machines ("ATM") accessibility using Money AccessTM service,
   secured and unsecured loans, mortgage loans, home equity lines of credit,
   safe deposit boxes, Christmas club accounts, vacation club accounts,
   collection services, money orders and traveler's checks.

   The Bank offers various money market services. It deals in U.S. Treasury and
   U.S. Governmental agency securities, certificates of deposits, commercial
   paper and repurchase agreements.

   Competitive pressures affect the Corporation's manner of conducting business.
   Competition stems not only from other commercial banks but also from other
   financial institutions such as savings banks, savings and loan associations,
   mortgage companies, leasing companies and various other financial service and
   advisory companies. Many of the financial institutions operating in the
   Corporation's primary market are substantially larger and offer a wider
   variety of products and services than the Corporation.



   30 March 2001         Center Bancorp, Inc., Form 10-K               Page 1



   The Parent Corporation is subject to regulation by the Board of Governors of
   the Federal Reserve System and the New Jersey Department of Banking. As a
   national bank, the Bank is subject to regulation and periodic examination by
   the Comptroller of the Currency. Deposits in the Bank are insured by the
   Federal Deposit Insurance Corporation (the "FDIC").

   The Parent Corporation is required to file with the Federal Reserve Board an
   annual report and such additional information as the Federal Reserve Board
   may require pursuant to the Bank Holding Company Act of 1956, as amended (the
   "Act"). In addition, the Federal Reserve Board makes periodic examinations of
   bank holding companies and their subsidiaries. The Act requires each bank
   holding company to obtain the prior approval of the Federal Reserve Board
   before it may acquire substantially all of the assets of any bank, or before
   it may acquire ownership or control of any voting shares of any bank, if,
   after such acquisition, it would own or control, directly or indirectly, more
   than 5 percent of the voting shares of such bank. The Act also restricts the
   types of businesses and operations in which a bank holding company and its
   subsidiaries may engage.

   The operations of the Bank are subject to requirements and restrictions under
   federal law, including requirements to maintain reserves against deposits,
   restrictions on the types and amounts of loans that may be granted,
   limitations on the types of investments that may be made and the types of
   services which may be offered. Various consumer laws and regulations also
   affect the operations of the Bank. Approval of the Comptroller of the
   Currency is required for branching, bank mergers in which the continuing bank
   is a national bank and in connection with certain fundamental corporate
   changes affecting the Bank. Federal law also limits the extent to which the
   Parent Corporation may borrow from the Bank and prohibits the Parent
   Corporation and the Bank from engaging in certain tie-in arrangements.

   FDICIA

   The Federal Deposit Insurance Corporation Improvement Act of 1991 ("FDICIA")
   substantially revised the bank regulatory provisions of the Federal Deposit
   Insurance Act and several other federal banking statutes. Among other things,
   FDICIA requires federal banking agencies to broaden the scope of regulatory
   corrective action taken with respect to banks that do not meet minimum
   capital requirements and to take such actions promptly in order to minimize
   losses to the FDIC. Under FDICIA, federal banking agencies have established
   five capital tiers: "well capitalized", "adequately capitalized",
   "undercapitalized", "significantly undercapitalized" and "critically
   undercapitalized".

   Under regulations adopted under these provisions, for an institution to be
   well capitalized it must have a total risk-based capital ratio of at least 10
   percent, a Tier I risk-based capital ratio of at least 6 percent and a Tier I
   leverage ratio of at least 5 percent and not be subject to any specific
   capital order or directive. For an institution to be adequately capitalized,
   it must have a total risk-based capital ratio of at least 8 percent, a Tier I
   risk-based capital ratio of at least 4 percent and a Tier I leverage ratio of
   at least 4 percent (or in some cases 3 percent). Under the regulations, an
   institution will be deemed to be undercapitalized if the bank has a total
   risk-based capital ratio that is less than 8 percent, a Tier I risk-based
   capital ratio that is less than 4 percent or a Tier I leverage ratio of less
   than 4 percent (or in some cases 3 percent). An institution will be deemed to
   be significantly undercapitalized if the bank has a total risk-based capital
   ratio that is less than 6 percent, a Tier I risk-based capital ratio that is
   less than 3 percent, or a Tier I leverage ratio of less than 3 percent and
   will be deemed to be critically undercapitalized if it has a ratio of
   tangible equity to total assets that is equal to or less than 2 percent.

   FDICIA also directs that each federal banking agency prescribe standards for
   depository institutions and depository institution holding companies relating
   to internal controls, information systems, internal audit systems, loan
   documentation, credit underwriting, interest rate exposure, asset growth, a
   maximum ratio of classified assets to capital, a minimum ratio of market
   value to book value for publicly traded shares (if feasible) and such other
   standards as the agency deems appropriate.

   FDICIA also contains a variety of other provisions that could affect the
   operations of the Corporation, including reporting requirements, regulatory
   standards for real estate lending, "truth in savings" provisions, the
   requirement that depository institutions give 90 days notice to customers and
   regulatory authorities before closing any branch, limitations on credit
   exposure between banks, restrictions on loans to a bank's insiders and
   guidelines governing regulatory examinations.



   30 March 2001         Center Bancorp, Inc., Form 10-K               Page 2



   BIF Premiums and Recapitalization of SAIF

   The Corporation is a member of the Bank Insurance Fund ("BIF") of the FDIC.
   The FDIC also maintains another insurance fund, the Savings Association
   Insurance Fund ("SAIF"), which primarily covers savings and loan association
   deposits but also covers deposits that are acquired by a BIF-insured
   institution from a savings and loan association ("Oakar deposits"). The
   Corporation had approximately $68.7 million of deposits at December 31, 2000,
   with respect to which it pays SAIF FICO Assessments.

   The Economic Growth and Regulatory Reduction Act of 1996 (the "1996 Act")
   signed into law on September 30, 1996, included the Deposit Insurance Funds
   Act of 1996 (the "Funds Act") under which the FDIC was required to impose
   special assessments on SAIF-assessable deposits to recapitalize the SAIF.
   Under the Funds Act, the FDIC also changed assessments for SAIF and BIF
   deposits in a 5 to 1 ratio to pay Financing Corp. ("FICO") bonds until
   January 1, 2000. A FICO rate of approximately 1.29 basis points was charged
   on BIF deposits, and approximately 6.44 basis points was charged on SAIF
   deposits.

   The Gramm-Leach-Bliley Act Of 1999

   On November 12, 1999, President Clinton signed into law the
   Gramm-Leach-Bliley Act (the "Act") which, among other things, permits
   qualifying bank holding companies to become financial holding companies and
   thereby affiliate with securities firms and insurance companies and engage in
   other activities that are financial in nature. The Act defines "financial in
   nature" to include securities underwriting, dealing and market making;
   sponsoring mutual funds and investment companies; insurance underwriting and
   agency; merchant banking activities; and activities that the Board has
   determined to be closely related to banking. A qualifying national bank also
   may engage subject to limitations on investment, in activities that are
   financial in nature, other than insurance underwriting, insurance company
   portfolio investment, real estate development, and real estate investment,
   through a financial subsidiary of the bank.

   Proposed Legislation

   From time to time proposals are made in the U.S. Congress and before various
   bank regulatory authorities which would alter the policies of and place
   restrictions on different types of banking operations. It is impossible to
   predict the impact, if any, of potential legislative trends on the business
   of the Corporation and the Bank.

C) Dividend Restrictions

   Most of the revenue of the Corporation available for payment of dividends on
   its capital stock will result from amounts paid to the Parent Corporation by
   the Bank. There are a number of statutory and regulatory restrictions
   applicable to the payment of dividends by national banks and bank holding
   companies. First, the Bank must obtain the approval of the Comptroller of the
   Currency (the "Comptroller") if the total dividends declared by the Bank in
   any year will exceed the total of the Bank's net profits (as defined and
   interpreted by regulation) for that year and retained profits (as defined)
   for the preceding two years, less any required transfers to surplus. Second,
   the Bank cannot pay dividends except to the extent that net profits then on
   hand exceed statutory bad debts. Third, the authority of federal regulators
   to monitor the levels of capital maintained by the Corporation and the Bank
   (see Item 7 of this Annual Report on Form 10-K and the discussion of FDICIA
   above), as well as the authority of such regulators to prohibit unsafe or
   unsound practices, could limit the amount of dividends which the Parent
   Corporation and the Bank may pay. Regulatory pressures to reclassify and
   charge-off loans to establish additional loan loss reserves also can have the
   effect of reducing current operating earnings and thus impacting an
   institution's ability to pay dividends. Regulatory authorities have indicated
   that bank holding companies which are experiencing high levels of
   non-performing loans and loan charge-offs should review their dividend
   policies. Reference is also made to Note 13 of the Notes to the Corporation's
   Consolidated Financial Statements included in the 2000 Annual Report
   incorporated herein by reference.



   30 March 2001         Center Bancorp, Inc., Form 10-K               Page 3



D) Statistical Information

   (Reference is also made to Exhibit 13.1 of this Annual Report on Form 10-K)

   Information regarding interest sensitivity is incorporated by reference to
   pages 27 through 29 of the 2000 Annual Report to Shareholders (the 2000
   Annual Report).

   Information regarding related party transactions is incorporated by reference
   to Note 5 of the Notes to the Corporation's Consolidated Financial Statements
   included in the 2000 Annual Report incorporated herein by reference.

   The market risk results and gap results noted on pages 27 through 29 of the
   2000 Annual Report take into consideration repricing and maturities of assets
   and liabilities, but fail to consider the interest sensitivities of those
   asset and liability accounts. Management has prepared for its use an income
   simulation model to forecast future net interest income, in light of the
   current gap position. Management has also prepared for its use alternative
   scenarios to measure levels of net interest income associated with various
   changes in interest rates. Results have indicated that an interest rate
   increase of 200 basis points and a decline of 200 basis points resulted in a
   decrease of 3.98 percent and an increase of 9.07 percent, respectively, in
   future net interest income which is consistent with target levels contained
   in the Corporation's Asset/Liability Policy. Management cannot provide any
   assurances about the actual effect of changes in interest rates on the
   Corporation's net income.

   I. Investment Portfolio

      a) For information regarding the carrying value of the investment
      portfolio, see pages 41 and 42 of the 2000 Annual Report, which is
      incorporated herein by reference.

      b) The following table illustrates the maturity distribution and weighted
      average yield on a tax-equivalent basis for investment securities at
      December 31, 2000, on a contractual maturity basis.





                                                           Obligations of       Obligations of     Other Securities
                                                            US Treasury &          States &         Federal Reserve
                                                             Government           Political         & Federal Home
   (Dollars in Thousands)                                     Agencies           Subdivisions       Loan Bank Stock          Total
   ---------------------------------------------------------------------------------------------------------------------------------
                                                                                                          
   Due in 1 year or less
       Amortized Cost                                        $   30,578          $     1,000           $    5,990         $   37,568
       Market Value                                              30,588                1,000                6,009         $   37,597
       Weighted Average Yield                                     6.32%                6.15%                6.41%              6.33%
   Due after one year through five years
       Amortized Cost                                        $   66,441          $    14,538           $   32,624         $  113,603
       Market Value                                              66,518               14,582               33,000         $  114,100
       Weighted Average Yield                                     6.79%                6.37%                6.99%              6.81%
   Due after five years through ten years
       Amortized Cost                                        $   58,475          $     5,764           $    9,712         $   73,951
       Market Value                                              56,680                5,730                9,954         $   72,364
       Weighted Average Yield                                     7.01%                6.71%               10.60%              7.47%
   Due after ten years
       Amortized Cost                                        $   79,952          $    12,278           $    6,551         $   98,781
       Market Value                                              78,963               12,325                6,589         $   97,877
       Weighted Average Yield                                     7.08%                6.98%                9.19%              7.22%
   No Maturity
       Amortized Cost                                        $        0          $         0           $    5,799         $    5,799
       Market Value                                                   -                    -                5,799         $    5,799
       Weighted Average Yield                                     0.00%                0.00%                6.61%              6.61%
   ---------------------------------------------------------------------------------------------------------------------------------
   Total
       Amortized Cost                                        $  235,446          $    33,580           $   60,676         $  329,702
       Market Value                                             234,749               33,637               61,351         $  329,737
       Weighted Average Yield                                     6.89%                6.65%                7.59%              6.99%
   ---------------------------------------------------------------------------------------------------------------------------------




   30 March 2001         Center Bancorp, Inc., Form 10-K               Page 4



      c) Securities of a single issuer exceeding 10 percent of stockholders'
      equity amounted to $17.6 million with a market value of $17.8 million at
      December 31, 2000 and are listed in the table below:



                                                               Aggregate
   (Dollars in Thousands)   Issuer                             Book Value          Market Value
   -----------------------------------------------------------------------------------------------
                                                                             
                            Citi Group                            $  4,498               $  4,557
                            Goldman Sachs                            4,409                  4,501
                            California Housing Authority             3,960                  3,896
                            Bank of America                          4,762                  4,820
   -----------------------------------------------------------------------------------------------
                            Total                                 $ 17,629               $ 17,774
   -----------------------------------------------------------------------------------------------


   For other information regarding the Corporation's investment securities
   portfolio, see Pages 17, 18, 41 and 42 of the 2000 Annual Report.

   II.  Loan Portfolio

   The following table presents information regarding the components of the
   Corporation's loan portfolio on the dates indicated.




                                                         Years Ended December 31

   (Dollars in thousands)                      2000               1999              1998               1997               1996
   ------------------------------------------------------------------------------------------------------------------------------
                                                                                                        
   Commercial                                $  75,280         $  61,861         $  52,182          $  39,397          $  25,950
   Real estate- residential mortgage           117,762            99,800            91,189             88,067             85,994
   Installment  and other loans                  5,907             7,669             7,060              5,565              6,584
   ------------------------------------------------------------------------------------------------------------------------------
   Total                                       198,949           169,330           150,431            133,029            118,528
   Less:

   Unearned discount                                 -               241               332                605                698
   Allowance for loan losses                     1,655             1,423             1,326              1,269              1,293
   ------------------------------------------------------------------------------------------------------------------------------
   Net total                                 $ 197,294         $ 167,666         $ 148,773          $ 131,155          $ 116,537
   ------------------------------------------------------------------------------------------------------------------------------


   Since 1996, demand for the Bank's commercial loan, commercial real estate and
   real estate mortgage products improved gradually. Business development and
   marketing programs coupled with positive market trends supported the growth,
   in 1997, 1998, 1999 and 2000.

   The maturities of commercial loans at December 31, 2000 are listed below.



                                              At December 31, 2000, Maturing
                                    ----------------------------------------------------

                                                After One Year
                                    In One Year    Through        After
   (Dollars in thousands)             Or Less     Five Years    Five Years     Total
   --------------------------------------------- ------------  ------------ ------------
                                                                
   Construction  loans              $     4,162  $        62   $         -  $     4,224
   Commercial real estate loans           3,119       21,959         7,528       32,606
   Commercial loans                      15,575       19,339         3,536       38,450
                                    ------------ ------------  ------------ ------------
   Total                            $    22,856  $    41,360   $    11,064  $    75,280
                                    ============ ============  ============ ============
   Loans with:
      Fixed rates                   $     1,052  $    22,910   $    10,878  $    34,840
      Variable rates                     21,804       18,450           186       40,440
                                    ------------ ------------  ------------ ------------
   Total                            $    22,856  $    41,360   $    11,064  $    75,280
                                    ============ ============  ============ ============




   30 March 2001         Center Bancorp, Inc., Form 10-K               Page 5



   Lending is one of Center Bancorp's primary business activities. The
   Corporation's loan portfolio consists of both retail and commercial loans,
   serving the diverse customer base in its market area. In 2000, average total
   loans comprised 37.22 percent of average interest-earning assets. The
   Corporation has experienced a compound growth rate in average loans since
   1996 of 12.0 percent. Average loans amounted to $185.8 million in 2000
   compared with $160.2 million in 1999 and $139.0 million in 1998. The
   composition of Center Bancorp's loan portfolio continues to change due to the
   local economy. Factors such as the economic climate, interest rates, real
   estate values and employment all contribute to these changes. Loan growth has
   been generated through business development efforts and entry through
   branching into new markets.

   Average commercial loans increased approximately $3.4 million or 10.4 percent
   in 2000 as compared with 1999. The Corporation seeks to create growth in
   commercial lending by offering customized products, competitive pricing and
   by capitalizing on the positive trends in its market area. Specialized
   products are offered to meet the financial requirements of the Corporation's
   clients. It is the objective of the Corporation's credit policies to
   diversify the commercial loan portfolio to limit concentrations in any single
   industry.

   The Corporation's commercial loan portfolio includes, in addition to real
   estate development, loans to the manufacturing, services, automobile,
   professional and retail trade sectors, and to specialized borrowers,
   including high technology businesses. A large proportion of the Corporation's
   commercial loans have interest rates, which reprice with changes in
   short-term market interest rates or mature in one year or less.

   Average mortgage loans, which amounted to $110.6 million in 2000, increased
   $15.3 million or 16.1 percent as compared with average mortgage loans of
   $95.3 million in 1999 (which reflected a 10.3 percent increase over 1998).
   The Corporation's long-term mortgage portfolio includes both residential and
   commercial financing. Growth during the past two years largely reflected
   brisk activity in mortgage financing. Although a portion of the Corporation's
   commercial mortgages adjust to changes in the prime rate, as well as indices
   tied to 5 year Treasury Notes, and the Federal Home Loan Bank of New York
   5-year advance rate, most of these loans and residential mortgage loans have
   fixed interest rates.

   Residential loans increased steadily in 1996 and in 1997; the increase was
   attributable to the Lehigh acquisition. During 1998 growth increased as rates
   stabilized with similar trends experienced during 1999. During 1999 and 2000
   growth was affected by refinancing activity, competition among lenders and
   rising interest rates during the second half of 2000.

   Average construction loans and other temporary mortgage financing increased
   from 1999 to 2000 by $3.9 million to $4.2 million. Such loans decreased by
   $397,000 from 1998 to 1999. The change in construction and other temporary
   mortgage lending has been generated by the market activity of the
   Corporation's customers engaging in residential and commercial development
   throughout New Jersey. Interest rates on such mortgages are generally tied to
   key short-term market interest rates. Funds are typically advanced to the
   builder or developer during various stages of construction and upon
   completion of the project it is contemplated that the loans will be repaid by
   cash flows derived from the ongoing project.

   Loans to individuals include personal loans, student loans, and home
   improvement loans, as well as financing for automobiles and other vehicles.
   Such loans averaged $5.9 million in 2000, as compared with $7.7 million in
   1999 and $7.0 million in 1998. The decrease in loans to individuals, during
   2000, was due to decreases in personal loans, and declines in automobile
   loans.

   Home equity loans, which the Corporation has been actively promoting since
   1994, as well as traditional secondary mortgage loans, have become popular
   with consumers due to their tax advantages over other forms of consumer
   borrowing. Home equity loans and secondary mortgages averaged $35.2 million
   in 2000, an increase of $8.0 million or 29.4 percent as compared with average
   home equity loans of $27.2 million in 1999. Interest rates on floating rate
   home equity loans are generally tied to the prime rate while most other loans
   to individuals, including fixed rate home equity loans, are medium-term
   (ranging between one-to-five years) and carry fixed interest rates.



   30 March 2001         Center Bancorp, Inc., Form 10-K               Page 6


   At December 31,2000, the Corporation had total lending commitments
   outstanding of $28.3 million, of which approximately 43.8 percent were for
   commercial loans, commercial real estate and construction loans.

   Credit risks are an inherent part of the lending function. The Corporation
   has set in place specific policies and guidelines to limit credit risks to
   the degree possible. The following describes the Corporation's credit
   management policy and describes certain risk elements in its earning assets
   portfolio.

   Credit Management. The maintenance of comprehensive and effective credit
   policies is a paramount objective of the Corporation. Credit procedures are
   enforced at each individual branch office and are maintained at the senior
   administrative level as well as through internal control procedures.

   Prior to extending credit, the Corporation's credit policy generally requires
   a review of the borrower's credit history, collateral and purpose of each
   loan. Requests for most commercial and financial loans are to be accompanied
   by financial statements and other relevant financial data for evaluation.
   After the granting of a loan or lending commitment, this financial data is
   typically updated and evaluated by the credit staff on a periodic basis for
   the purpose of identifying potential problems. Construction financing
   requires a periodic submission by the borrowers of sales/leasing status
   reports regarding their projects, as well as, in some cases, inspections of
   the project sites by independent engineering firms. Advances are normally
   made only upon the satisfactory completion of periodic phases of
   construction.

   Certain lending authorities are granted to loan officers based upon each
   officer's position and experience. However, large dollar loans and lending
   lines are reported to and are subject to the approval of the Bank's loan
   committee and/or board of directors. Loan committees are chaired by either
   the president or a senior officer of the Bank.

   The Corporation has established its own internal loan-to-value limits for
   real estate loans. In general, except as described below, these internal
   limits are not permitted to exceed the following supervisory limits.

   Loan Category                                         Loan-to-Value Limit

   Raw Land                                                          65%
   Land Development                                                  75%
   Construction:
     Commercial, Multifamily*
     and other Nonresidential                                        80%
   Improved Property                                                 85%

   Owner-occupied  1 to 4 family and home equity                     **


   *     Multifamily construction includes condominiums and cooperatives.

   **    A loan-to-value limit has not been established for permanent mortgage
         or home equity loans on owner-occupied, 1 to 4 family residential
         property. However, for any such loan with a loan-to-value ratio that
         equals or exceeds 90 percent at origination, an institution is expected
         to require appropriate credit enhancement in the form of either
         mortgage insurance or readily marketable collateral.

   It may be appropriate in individual cases to originate loans with
   loan-to-value ratios in excess of the supervisory loan-to-value limits, based
   on the support provided by other credit factors. The President or Board of
   Directors must approve such exceptions. These loans must be identified by the
   Bank as exceptions to the supervisory limits and their aggregate amount must
   be reported at least quarterly to the Board of Directors. Non-conforming
   loans should not exceed 100% of capital, or 30% with respect to non 1 to 4
   family residential loans.



   30 March 2001         Center Bancorp, Inc., Form 10-K               Page 7



   Collateral margin guidelines are based on cost, market or other appraised
   value to maintain a reasonable amount of collateral protection in relation to
   the inherent risk in the loan. This does not mitigate the fundamental
   analysis of cash flow from the conversion of assets in the normal course of
   business or from operations to repay the loan. It is merely designed to
   provide a cushion to minimize the risk of loss if the ultimate collection of
   the loan becomes dependent on the liquidation of security pledged.

   The Corporation also seeks to minimize lending risk through loan
   diversification. The composition of the Corporation's commercial loan
   portfolio reflects and is highly dependent upon the economy and industrial
   make-up of the region it serves. Effective loan diversification spreads risk
   to many different industries, thereby reducing the impact of downturns in any
   specific industry on overall loan profitability.

   Weakening credits are monitored through a loan review process, which requires
   that, on a regular basis, a classified loan report is prepared. Classified
   loans are categorized into one of several categories depending upon the
   condition of the borrower and the strength of the underlying collateral.
   "Other assets especially mentioned" is an early warning signal consisting of
   loans with only modest deficiencies in documentation or with potentially
   weakening credit features.

   A consolidated classified loan report is prepared on a monthly basis and is
   examined by both the senior management of the Bank and the Corporation's
   Board of Directors. The review of classified loan reports is designed to
   enable management to take such action as is considered necessary to remedy
   problems on a timely basis.

   Regularly scheduled audits performed by the Corporation's internal and
   external credit review staff further the integrity of the credit monitoring
   process. Any noted deficiencies are expected to be corrected within a
   reasonable period of time.

   Risk Elements. Risk elements include non-performing loans, loans past due
   ninety days or more as to interest or principal payments but not placed on a
   non-accrual status, potential problem loans, other real estate owned, net,
   and other non-performing interest-earning assets.

   Non-performing and Past Due Loans, OREO. Non-performing loans include
   non-accrual loans and troubled debt restructuring. Non-accrual loans
   represent loans on which interest accruals have been suspended. It is the
   Corporation's general policy to consider the charge-off of loans when they
   become contractually past due ninety days or more as to interest or principal
   payments or when other internal or external factors indicate that collection
   of principal or interest is doubtful. Troubled debt restructurings represent
   loans on which a concession was granted to a borrower, such as a reduction in
   interest rate which is lower than the current market rate for new debt with
   similar risks. At December 31, 2000, other real estate owned (OREO) consisted
   of a two family residential property with a carrying value of $49,000, while
   at December 31, 1999 OREO consisted of closed branch facility with a carrying
   value of approximately $73,000.



   30 March 2001         Center Bancorp, Inc., Form 10-K               Page 8



   Loans accounted for on a non-accrual basis at December 31, 2000, 1999, 1998,
   1997 and 1996 are as follows:



    (Dollars in thousands)                                                2000      1999     1998     1997     1996
   -----------------------------------------------------------------------------------------------------------------
                                                                                                
   Mortgage Real Estate                                                   $246      $269     $ 38     $ 27     $298
   Installment                                                            $  0      $ 23     $  3     $  0     $  0
   -----------------------------------------------------------------------------------------------------------------
   Total non-accrual loans                                                $246      $292     $ 41     $ 27     $298
   -----------------------------------------------------------------------------------------------------------------


   Accruing loans which are contractually past due 90 days or more as to
   principal or interest payments are as follows:



                                                                                     December 31
                                                                                     -----------

    (Dollars in thousands)                                                2000      1999     1998     1997     1996
   -----------------------------------------------------------------------------------------------------------------
                                                                                                
   Commercial                                                             $  0      $  0     $  0     $  0     $ 11
   Installment                                                               2         0       24       73      110
   -----------------------------------------------------------------------------------------------------------------
   Total                                                                  $  2      $  0     $ 24     $ 73     $121
   -----------------------------------------------------------------------------------------------------------------



   There were no loans, which are "troubled debt restructurings" as of the last
   day of each of the last five years.

   In general, it is the policy of management to consider the charge-off of
   loans at the point that they become past due in excess of 90 days, with the
   exception of loans that are secured by cash or marketable securities or
   mortgage loans, which are in the process of foreclosure.

   There were no other known "potential problem loans" (as defined by SEC
   regulations) as of December 31, 2000 that have not been identified and
   classified. Such loans, consisting of other assets especially mentioned and
   substandard loans, amounted to $321,000 and $1,461,000, respectively, at
   December 31, 2000. At December 31, 1999 these loans amounted to $2,576,534
   and $519,021 respectively. The Corporation has no foreign loans.

   As of December 31, 2000, $8.6 million of the commercial loan portfolio or
   22.3 percent of $38.5 million, represented outstanding working capital loans
   to various real estate developers. All but $4.4 million of these loans are
   secured by mortgages on land and on buildings under construction.

III. Allowance for Loan Losses

   Implicit in the lending function is the fact that loan losses will be
   experienced and that the risk of loss will vary with the type of loan being
   made, the creditworthiness of the borrower and prevailing economic
   conditions. The allowance for loan losses has been allocated below according
   to the estimated amount deemed to be reasonably necessary to provide for the
   possibility of losses being incurred within the following categories of loans
   at December 31, for each of the past five years. The table below shows, for
   three types of loans, the amounts of the allowance allocable to such loans
   and the percentage of such loans to total loans. The percentage of loans to
   total loans is based upon the classification of loans shown on page 5 of this
   report.



                                   Commercial               Real Estate Mortgage            Installment         Unallocated
                                   ----------               --------------------            -----------         -----------
                                            Loans to                    Loans to                   Loans to
                               Amount      Total Loans     Amount     Total Loans      Amount     Total Loans        Amount
(Dollars in thousands)                                                     %                           %
- -----------------------------------------------------------------------------------------------------------------------------
                                                                                             
          2000                   $894          37.8         $530           59.2         $191           3.0            $ 40
          1999                   $718          36.6         $492           58.9         $155           4.5            $ 58
          1998                   $553          34.7         $330           60.6         $ 66           4.7            $377
          1997                   $498          29.6         $262           66.2         $ 56           4.2            $453
          1996                   $415          21.9         $220           66.1         $ 62          12.0            $596




   30 March 2001         Center Bancorp, Inc., Form 10-K               Page 9



   Information regarding charge-offs and recoveries is incorporated by reference
   to page 22 of the 2000 Annual Report.

   IV. Deposits

   Information regarding average amounts/rates of deposits is incorporated by
   reference to pages 30 and 33 of the 2000 Annual Report. Information regarding
   the amount of certificates of deposit of $100,000 or more is presented on
   pages 30 and 34 of the 2000 Annual Report.

   V. Return on Equity and Assets

   Information regarding the return on average assets, return on average equity,
   the equity to assets ratio and dividend payout ratio is incorporated by
   reference to pages 1 and 15 of the 2000 Annual Report. Return on average
   assets was 0.94 percent, 0.92 percent and 0.88 percent for the years ended
   December 31, 2000, 1999, and 1998, respectively. The dividend payout ratio
   was 45.3 percent, 47.8 percent, and 48.5 percent for the years ended December
   31, 2000, 1999, and 1998, respectively. Return on tangible average
   shareholders equity was 14.4 percent in 2000, compared with 13.5 percent in
   1999, compared with 12.9 percent for 1998.

   VI. Short-term Borrowings

   Information regarding the amount outstanding of short-term borrowings is
   incorporated by reference to page 30 of the 2000 Annual Report.



   30 March 2001         Center Bancorp, Inc., Form 10-K               Page 10





ITEM 2-Properties
- --------------------------------------------------------------------------------

   The Bank's operations are located at five sites in Union Township, one in
   Springfield Township, one in Berkeley Heights, one in Vauxhall and one in
   Summit, Union County, New Jersey. The Bank also has one site in Madison, and
   one site in Morristown, Morris County, New Jersey. The principal office is
   located at 2455 Morris Avenue, Union, Union County, New Jersey. The principal
   office is a two story building constructed in 1993. The Bank completed the
   purchase of property located at 214 South Street, Morristown, NJ 07960 in
   2000. A full service branch facility will be constructed in 2001 on the site.

   The Bank owns five of the locations and the Bank leases six of the locations.
   The lease of the Five Points Branch located at 356 Chestnut Street, Union,
   New Jersey expires November 30, 2002 and is subject to renewal at the Bank's
   option. The lease of the Career Center Branch located in Union High School
   expires December 31, 2002 and is also subject to renewal at the Bank's option
   and the lease of the Madison office located at 300 Main Street, Madison, New
   Jersey expires June 6, 2005 and is subject to renewal at the Bank's option.
   The lease of the Millburn Mall Branch located at 2933 Vauxhall Road,
   Vauxhall, New Jersey expires February 01, 2003 and is subject to renewal at
   the Bank's option and the lease of the Morristown office located at 86 South
   Street, Suite 2A, Morristown, New Jersey expires February 28, 2003 and is
   subject to renewal at the Bank's option. The lease of the Summit branch
   located 392 Springfield Avenue, Summit, New Jersey expires March 31, 2009 and
   is subject to renewal at the Bank's option. (See page 58 of the 2000 Annual
   Report for a complete listing of all branches and locations. The Drive
   In/Walk Up located at 2022 Stowe Street, Union, New Jersey is adjacent to a
   part of the Main Office facility.) The Bank has one off-site ATM at Union
   Hospital, 100 Galloping Hill Road, Union, New Jersey.

ITEM 3-Legal Proceedings
- --------------------------------------------------------------------------------

   There are no significant pending legal proceedings involving the Parent
   Corporation or Bank other than those arising out of routine operations.
   Management does not anticipate that the ultimate liability, if any, arising
   out of such litigation will have a material effect on the financial condition
   or results of operations of the Parent Corporation and Bank on a consolidated
   basis. Such statement constitutes a forward-looking statement under the
   Private Securities Litigation Reform Act of 1995. Actual results could differ
   materially from this statement as a result of various factors, including the
   uncertainties arising in proving facts within the Judicial System.

ITEM 4-Submission of Matters to a Vote of Security Holders
- --------------------------------------------------------------------------------

   The Corporation had no matter submitted to a vote of security holders during
   the fourth quarter of 2000.



   30 March 2001         Center Bancorp, Inc., Form 10-K               Page 11




ITEM 4 A-Executive Officers
- --------------------------------------------------------------------------------

   The following table sets forth the name and age of each executive officer of
   the Parent Corporation, the period during which each such person has served
   as an officer of the Parent Corporation or the Bank and each such person's
   business experience (including all positions with the Parent Corporation and
   the Bank) for the past five years:



   Name and Age            Officer Since                  Business Experience
   ---------------------------------------------------------------------------------------------------------

                                                    
   John J. Davis           1982 the Parent Corporation    President & Chief Executive Officer
   Age - 58                1977 the Bank                  of the Parent Corporation and the Bank

   Anthony C. Weagley      1996 the Parent Corporation    Vice President & Treasurer of the Parent Corporation
   Age - 39                1995 the Bank                  Senior Vice President & Cashier (1996-Present),
                                                          Vice President & Cashier (1991 - 1996) and
                                                          Assistant Vice President prior years of the Bank

   Donald Bennetti         1996 the Parent Corporation:   Vice President of the Parent Corporation
   Age - 57                1990 the Bank                  Senior Vice President (1997-Present)
                                                          Vice President (1993-1997)
                                                          Assistant Vice President (1992-1993) and
                                                          Assistant Cashier (1990-1992) of the Bank

   John F. McGowan         1998 the Parent Corporation    Vice President of the Parent Corporation
   Age -54                 1996 the Bank                  Senior Vice President (1998-Present) and
                                                          Vice President (1996-1998) of  the Bank

   Lori A. Wunder          1998 the Parent Corporation    Vice President of the Parent Corporation
   Age - 37                1995 the Bank                  Senior Vice President  (1998-Present)
                                                          Vice President (1997-1998)
                                                          Assistant Vice President (1996-1997) and
                                                          Assistant Cashier (1995-1996) of the Bank

   Julie D'Aloia           1999 the Parent Corporation    Vice President & Secretary (2001)
   Age - 39                                               Corporate Secretary (1998-2000)
                           1998 the Bank                  Senior Vice President & Secretary (2001)
                                                          Assistant-to-The-President & Corporate Secretary
                                                          (1998-2000)

   William A. Arnold       2000 the Parent Corporation    Vice President of the Parent Corporation
   Age - 49                2000 the Bank                  Senior Vice President & Senior Loan Officer
                           Metropolitan State Bank        (2000-Present)
                                                          Executive Vice President & Senior Lending
                                                          Officer (1994-April 2000)




   30 March 2001         Center Bancorp, Inc., Form 10-K               Page 12




                                    Part II

ITEM 5-Market Information For the Registrant's Stock and Related
Stockholder Matters
- --------------------------------------------------------------------------------

   The information required by Item 5 of Form 10-K appears on pages 31 and 32 of
   the 2000 Annual Report and is incorporated herein by reference. As of
   December 31, 2000 there were 581 holders of record of the Parent
   Corporation's Common Stock.

ITEM 6-Selected Financial Data
- --------------------------------------------------------------------------------

   The information required by Item 6 of Form 10-K appears on pages 1 and 15 of
   the 2000 Annual Report and is incorporated herein by reference.

ITEM 7-Management's Discussion And Analysis of Financial Condition and Results
of Operations
- --------------------------------------------------------------------------------

   The information required by Item 7 of Form 10-K appears on pages 16 through
   33 of the 2000 Annual Report and is incorporated herein by reference.

ITEM 7A-Quantitative and Qualitative Disclosures About Market Risk
- --------------------------------------------------------------------------------

   The information required by Item 7A of Form 10-K appears on page 4 under the
   title Statistical Information in for 10-K and on pages 27 through 29 of the
   2000 Annual Report and is incorporated herein by reference.

ITEM 8-Financial Statements and Supplementary Data
- --------------------------------------------------------------------------------

   The information required by Item 8 of Form 10-K appears on pages 34 through
   55 of the 2000 Annual Report and is incorporated herein by reference.

ITEM 9-Changes In and Disagreements With Accountants on
Accounting and Financial Disclosures
- --------------------------------------------------------------------------------

   None



   30 March 2001         Center Bancorp, Inc., Form 10-K               Page 13




Part III

ITEM 10-Directors of the Registrant
- --------------------------------------------------------------------------------

   The Corporation responds to this item by incorporating herein by reference
   the material responsive to such item in the Corporation's definitive proxy
   statement for its 2001 Annual Meeting of Stockholders.

ITEM 11-Executive Compensation
- --------------------------------------------------------------------------------

   The Corporation responds to this item by incorporating herein by reference
   the material responsive to such item in the Corporation's definitive proxy
   statement for its 2001 Annual Meeting of Stockholders.

ITEM 12-Security Ownership of Certain Beneficial Owners and Management
- --------------------------------------------------------------------------------

   The Corporation responds to this item by incorporating herein by reference
   the material responsive to such item in the Corporation's definitive proxy
   statement for its 2001 Annual Meeting of Stockholders.

ITEM 13-Certain Relationships and Related Transactions
- --------------------------------------------------------------------------------

   The Corporation responds to this item by incorporating herein by reference
   the material responsive to such item in the Corporation's definitive proxy
   statement for its 2001 Annual Meeting of Stockholders.




   30 March 2001         Center Bancorp, Inc., Form 10-K               Page 14



                                    Part IV

ITEM 14-Exhibits, Financial Statement Schedules, and
Reports on Form 8-K
- --------------------------------------------------------------------------------



                                                                           Pages in Annual Report

                                                                                     
   Consolidated Statements of Condition at December 31, 2000, and 1999                            34

   Consolidated Statements of Income for the years ended
     December 31, 2000, 1999 and 1998                                                             35

   Consolidated Statements of Changes in Stockholders' Equity for the years ended
   December 31, 2000, 1999 and 1998                                                               36

   Consolidated Statements of Cash Flows for the years ended
   December 31, 2000, 1999 and 1998                                                               37

   Notes to Consolidated Financial Statements                                                  38-54

   Independent Auditors' Report                                                                   55


   A2. Financial Statement Schedules

   All Schedules have been omitted as inapplicable, or not required, or because
   the required information is included in the Consolidated Financial Statements
   or the notes thereto.

   A3. Exhibits

        3.1 Certificate of Incorporation of the Registrant is incorporated by
        reference to exhibit 3.1 to the Registrant's Annual Report on Form 10-K
        for the year ended December 31, 1998.

        3.2 By-Laws of the Registrant is incorporated by reference to exhibit
        3.2 to the Registrant's Annual Report on Form 10-K for the year ended
        December 31, 1998.

        10.1 Employment agreement between the Registrant and Donald Bennetti,
        dated January 1, 1996, is incorporated by reference to exhibit 10.1 to
        the Registrant's Annual Report on Form 10-K for the year ended December
        31, 1995.

        10.2 Employment agreement between the Registrant and John J. Davis is
        incorporated by reference to exhibit 10.2 to the Registrant's Annual
        Report on Form 10-K for the year ended December 31, 1995

        10.3 The Registrant's Employee Stock Option Plan is incorporated by
        reference to exhibit 10.3 to the Registrant's Annual Report on Form 10-K
        for the year ended December 31, 1993

        10.4 The Registrant's Outside Director Stock Option Plan is incorporated
        by reference to exhibit 10.4 to the Registrant's Annual Report on Form
        10-K for the year ended December 31, 1993

        10.5 Supplemental Executive Retirement Plans ("SERPS") are incorporated
        by reference to exhibit 10.5 to the Registrant's Annual Report on Form
        10-K for the year ended December 31, 1994

        10.6 Executive Split Dollar Life Insurance Plan is incorporated by
        reference to exhibit 10.5 to the Registrant's Annual Report on Form 10-K
        for the year ended December 31, 1994

        10.7 Employment agreement between the Registrant and Anthony C. Weagley,
        dated as of January 1, 1996 is incorporated by reference to exhibit 10.7
        to the Registrant's Annual Report on Form 10-K for the year ended
        December 31, 1995




   30 March 2001         Center Bancorp, Inc., Form 10-K               Page 15




        10.10 Directors' Retirement Plan is incorporated by reference to exhibit
        10.10 to the Registrant's Annual Report on Form 10-K for the year ended
        December 31, 1998.

        10.11 Center Bancorp, Inc. 1999 Stock Incentive Plan is incorporated by
        references to exhibit 10.11 to the Registrant's Annual Report on form
        10-K for the year ended December 31, 1999.

        11.1 Statement regarding computation of per share earnings is omitted
        because the computation can be clearly determined from the material
        incorporated by reference in this Report.

        13.1 Registrant's Annual Report to Shareholders for the year ended
        December 31, 2000 (parts not incorporated by reference are furnished for
        information purposes only and are not to be deemed to be filed
        herewith.)

        21.1 Subsidiaries of the Registrant

        23.1 Consent of KPMG LLP

        27.1 Financial Data Schedule

   B. Reports on Form 8-K

   There were no reports on Form 8-K filed by the Registrant during the fourth
   quarter of 2000.





   30 March 2001         Center Bancorp, Inc., Form 10-K               Page 16



                                   SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, Center Bancorp Inc. has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.

                                              CENTER BANCORP INC.

                                              /s/ JOHN J. DAVIS
                                              ---------------------------------
                                              John J. Davis
                                              President and Chief Executive
                                              Officer

Dated March 30, 2001

Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following persons on behalf of the Registrant, in
the capacities described below and on the date indicated above:

/s/ CHARLES P. WOODWARD                       /s/ HUGO BARTH, III
- ---------------------------------             ---------------------------------
Charles P. Woodward,                          Hugo Barth, III
Director and Chairman of the Board            Director



/s/ ROBERT L. BISCHOFF                        /s/ ALEXANDER BOL
- ---------------------------------             ---------------------------------
Robert L. Bischoff                            Alexander Bol
Director                                      Director



/s/ BRENDA CURTIS                             /s/ DONALD G. KEIN
- ---------------------------------             ---------------------------------
Brenda Curtis                                 Donald G. Kein
Director                                      Director



/s/ JOHN J. DAVIS                             /s/ HERBERT SCHILLER
- ---------------------------------             ---------------------------------
John J. Davis                                 Herbert Schiller
President and Chief Executive                 Director
Officer and Director


/s/ PAUL LOMAKIN, JR.                         /s/ NORMAN F. SCHROEDER
- ---------------------------------             ---------------------------------
Paul Lomakin, Jr.                             Norman F. Schroeder
Director                                      Director


/s/ WILLIAM THOMPSON                          /s/ ANTHONY C. WEAGLEY
- ---------------------------------             ---------------------------------
William Thompson                              Anthony C. Weagley
Director                                      Vice President & Treasurer (Chief
                                              Accounting and Financial Officer)

/s/ JAMES J. KENNEDY
- ---------------------------------
James J. Kennedy
Director






   30 March 2001         Center Bancorp, Inc., Form 10-K               Page 17