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Valley National Bancorp To Acquire State Bancorp, Inc. And Become The 37th Largest U.S. Publicly Traded Commercial Bank

Commenting on the announcement, State Bancorp's President & CEO Thomas M. O'Brien stated, "The combination with Valley presents several unique financial and strategic opportunities for both our shareholders and customers.  The shareholders of State Bancorp are receiving an attractive premium to the recent market price, an expected increase in cash dividends and the opportunity to invest in one of the region's premier banking franchises for long term growth.  Our customers will continue to enjoy the benefit of State Bank's commitment to personal service with the same people that serve them today in all of the same locations.  In addition, Valley brings a significantly wider array of consumer products and services to the State Bank customers including a complete menu of home mortgage, auto and personal loans.  State Bank has created a compelling franchise in one of the nation's most attractive demographic markets.  The ever increasing regulatory and compliance costs and complexity are making it more difficult for the traditional community bank to independently produce long term attractive returns to shareholders. This transaction combines two extremely well-capitalized and profitable banking companies who are both deeply relationship focused into one $16 billion competitive force that will continue to grow and serve the Long Island marketplace for years to come.  In addition, with a projected capital base in excess of $1.5 billion Valley offers significantly greater lending capacity in this highly competitive market."

State Bank's headquarters in Long Island is slated to become Valley's Long Island Regional Office.  As is the case with Valley's other regional lending divisions throughout New Jersey and the boroughs of New York, the Bank's regional lending and decision making will be made by local lenders based in Long Island.

Terms of Agreement

Under the terms of the definitive agreement signed by the companies, each State Bancorp stockholder will receive one share of Valley National Bancorp common stock.

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