Edgar Filing: ESKOW ALAN D

Ownership Submission

FORM 5

	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
	Form 3 Holdings Reported
	Form 4 Transactions Reported

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person ^*

ESKOW ALAN D

2. Issuer Name and Ticker or Trading Symbol
VALLEY NATIONAL BANCORP [VLY]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

__X__ Director	_____ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
Senior EVP & CFO, Director

(Last)

(First)

(Middle)

1455 VALLEY ROAD

3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2011

(Street)

WAYNE,Â NJÂ 07470-

4. If Amendment, Date Original Filed(Month/Day/Year)

6. Individual or Joint/Group Reporting
(check applicable line)
_X_ Form Filed by One Reporting Person
___ Form Filed by More than One Reporting Person

(City)

(State)

(Zip)

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 at end of Issuer's Fiscal Year (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
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)	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	12/15/2011	Â	G	850	D	$ 0	98,516	D ⁽¹⁾ ⁽²⁾	Â
Common Stock	Â	Â	Â	Â	Â	Â	1,056	I ⁽¹⁾	Ira/wife
Common Stock	Â	Â	Â	Â	Â	Â	49,330	I ⁽²⁾	Spouse
Common Stock (401k Plan)	Â	Â	Â	Â	Â	Â	3,909	D ⁽³⁾	Â
Common Stock (Roth IRA)	Â	Â	Â	Â	Â	Â	10,075	D	Â

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

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SEC 2270 (9-02)

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 Security

3. 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 at End of Issuer's Fiscal Year
(Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Stock Option/NQ

$ 12.5

11/15/2011

11/15/2020

Common Stock

20,162

Stock Option/NQ

$ 16.22

11/27/2002

11/27/2011

Common Stock

13,295

Stock Options

$ 16.98

11/18/2003

11/18/2012

Common Stock

13,081

Stock Options

$ 19.8

11/17/2004

11/17/2013

Common Stock

17,729

Stock Options

$ 19.88

11/16/2005

11/16/2014

Common Stock

16,887

Stock Options

$ 18.41

11/14/2006

11/14/2015

Common Stock

19,430

Stock Options

$ 20.14

11/13/2007

11/13/2016

Common Stock

21,059

Stock Options

$ 15.38

02/12/2009

02/12/2018

Common Stock

20,057

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
ESKOW ALAN D 1455 VALLEY ROAD WAYNE,Â NJÂ 07470-	Â X	Â	Â Senior EVP & CFO, Director	Â

Signatures

/s/ ALAN D. ESKOW		01/21/2012
^**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	Adjusted for additional shares acquired through Dividend Reinvestment Plan.
(2)	The total shares held directly by Mr. Eskow are being adjusted for the number of shares held by his wife and are being properly reported separately in this report as indirect ownership.
(3)	Holdings under the Valley 401K Plan has been updated to reflect reporting person's balance in the Plan.

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