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FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
LIPKIN GERALD H

(Last)(First)(Middle)
1455 VALLEY ROAD

(Street)
WAYNENJ07470-

(City)(State)(Zip)
2. Issuer Name and Ticker or Trading Symbol
VALLEY NATIONAL BANCORP [VLY]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chairman, President and CEO
3. Date of Earliest Transaction (Month/Day/Year)
04/27/2009
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock 04/27/200904/30/2009S  817 (1) D$ 14.05 210,909 D  
Common Stock         176,723 I Wife
Common Stock (401k Plan) (2)         2,445 D  
Common Stock (with Spouse)         128 D  

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Option/NQ $ 19.92       02/15/200202/15/2012 Common Stock 25,360   25,360 D  
Stock Options $ 19.92       02/15/200202/15/2012 Common Stock 1,442   1,442 D  
Stock Options $ 19.14       03/01/200403/01/2013 Common Stock 9,380   9,380 D  
Stock Options $ 22       02/26/200502/26/2014 Common Stock 25,527   25,527 D  
Stock Options $ 22.04       02/08/200602/08/2015 Common Stock 24,311   24,311 D  
Stock Options $ 20.94       02/15/200702/15/2016 Common Stock 28,941   28,941 D  
Stock Options $ 23.53       02/13/200802/13/2017 Common Stock 38,588   38,588 D  
Stock Options $ 17.81       02/12/200902/12/2018 Common Stock 36,750   36,750 D  
Explanation of Responses:
1. The sales reported in this Form 4 were effected pursuant to Rule 144 and Rule 10b5-1 trading plan adopted on February 5, 2009 by the reporting person. Sales proceeds will be used to pay for income taxes on restricted stock awards.
2. Holdings under the Valley 401K Plan has been updated to reflect reporting officer's balance in the Plan.
/s/ M. NASETTE ARANDA, AS ATTORNEY-IN-FACT04/28/2009
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

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