SEC Form 4

FORM 4		UNITED 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 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	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* KEEGAN GERARD C (Last) (First) (Middle) ONE ASTORIA FEDERAL PLAZA (Street) LAKE SUCCESS NY 11042 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol ASTORIA FINANCIAL CORP [ AF ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X Director 10% Owner X Officer (give title below) Other (specify below) Vice Chairman& Chief Admin Off
	3. Date of Earliest Transaction (Month/Day/Year) 08/03/2005
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) X Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	08/03/2005		S		2,500	D	$28.02	123,230	D(1)
Common Stock	08/03/2005		S		2,500	D	$28.05	120,730	D(1)
Common Stock	08/03/2005		S		1,514	D	$28.3	119,216	D(1)
Common Stock	08/03/2005		S		2,300	D	$28.2	116,916	D(1)
Common Stock								17,510.72	I(1)(2)	ESOP

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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Incentive Stock Option(1)(3)	$19.375							08/19/1998	12/16/2007	Common Stock	5,160		5,160	D
Non-Statutory Stock Option(1)(3)	$19.375							08/19/1998	12/16/2007	Common Stock	5,340		5,340	D
Incentive Stock Option(1)(3)	$15.0209							01/10/2002	12/15/2008	Common Stock	6,657		6,657	D
Non-Statutory Stock Option(1)(3)	$15.0209							01/10/2002	12/15/2008	Common Stock	53,343		53,343	D
Incentive Stock Option(1)(4)	$9.9583							01/10/2003	12/14/2009	Common Stock	10,041		10,041	D
Non-Statutory Stock Option(1)(4)	$9.9583							01/10/2003	12/14/2009	Common Stock	73,959		73,959	D
Incentive Stock Option(1)(4)	$16.5625							01/10/2004	12/19/2010	Common Stock	6,036		6,036	D
Non-Statutory Stock Option(1)(4)	$16.5625							01/10/2004	12/19/2010	Common Stock	113,964		113,964	D
Incentive Stock Option(1)(4)	$16.8333							01/10/2005	12/18/2011	Common Stock	5,940		5,940	D
Non-Statutory Stock Option(1)(4)	$16.8333							01/10/2005	12/18/2011	Common Stock	102,060		102,060	D
Incentive Stock Option(1)(4)	$18							01/10/2006	12/17/2012	Common Stock	5,554.5		5,554.5	D
Non-Statutory Stock Option(1)(4)	$18							01/10/2006	12/17/2012	Common Stock	136,945.5		136,945.5	D
Incentive Stock Option(1)(5)	$24.4							01/10/2007	12/16/2013	Common Stock	4,098		4,098	D
Non-Statutory Stock Option(1)(5)	$24.4							01/10/2007	12/16/2013	Common Stock	97,902		97,902	D
Incentive Stock Option(1)(5)(6)	$26.6267							01/10/2008	12/14/2014	Common Stock	3,754.5		3,754.5	D
Non-Statutory Stock Option(1)(5)(6)	$26.6267							01/10/2008	12/14/2014	Common Stock	140,245.5		140,245.5	D

Explanation of Responses:

1. All amounts reported have been adjusted to reflect 50% stock dividend distributed March 1, 2005.

2. Represents shares allocated to Mr. Keegan's account under the Astoria Federal Savings & Loan Association Employee Stock Ownership Plan ("ESOP") as of June 30, 2005 and held in the ESOP Trust.

3. Options were granted pursuant to the 1996 Stock Option Plan for Officers and Employees of Astoria Financial Corporation, or the 1996 Plan.

4. Options were granted pursuant to the 1999 Stock Option Plan for Officers and Employees of Astoria Financial Corporation, or the 1999 Plan.

5. Options were granted pursuant to the 2003 Stock Option Plan for Officers and Employees of Astoria Financial Corporation, or the 2003 Plan.

6. Inadvertently, the Expiration Date was previously shown as December 15, 2014. It should be December 14, 2014.

	Gerard C. Keegan	08/04/2005
	** Signature of Reporting Person	Date
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.