SEC FORM 4

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

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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^*

BLUVER HOWARD C

(Last)

(First)

(Middle)

90 PARK AVENUE, 4TH FLOOR

(Street)

NEW YORK

100161303

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
GREENPOINT FINANCIAL CORP [ GPT ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	EVP and General Counsel

3. Date of Earliest Transaction (Month/Day/Year)
10/01/2004

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	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	10/01/2004		D		44,349	D	⁽¹⁾	0	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 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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Employee Stock Option (right to buy)	$24.08⁽²⁾	10/01/2004		D			78,348⁽²⁾	⁽³⁾	02/09/2011	Common Stock	78,348	$0	0	D
Employee Stock Option (right to buy)	$28.9⁽²⁾	10/01/2004		D			67,500⁽²⁾	⁽³⁾	01/23/2012	Common Stock	67,500	$0	0	D
Employee Stock Option (right to buy)	$30.52⁽²⁾	10/01/2004		D			67,500⁽²⁾	⁽³⁾	01/21/2013	Common Stock	67,500	$0	0	D
Employee Stock Option (right to buy)	$37.95⁽²⁾	10/01/2004		D			60,000⁽²⁾	⁽³⁾	01/21/2014	Common Stock	60,000	$0	0	D

Explanation of Responses:

1. Disposed of pursuant to the merger agreement between the Issuer (GPT) and North Fork Bancorporation, Inc. (NF) pursuant to which GPT merged with and into NF (Merger). Each sh. of GPT com. stk. (ICS) was exchanged for 1.0514 shs. of NF com. stk. (NFCS) (with cash paid in lieu of issuing fractional shares), with a mkt. val. of approx. $46.73/sh. as of the close of business on the day prior to the effective date of the Merger (based on the closing price of NFCS on the NYSE on that date).

2. These options to purchase ICS were assumed by NF in the Merger and replaced by options to purchase NFCS. Generally, the # of shs. subject to each replacement NF option is = to the # of shs. subject to each GPT option held immediately prior to the effective date of the Merger multiplied by 1.0514 (rounded to the nearest whole sh.), and the exercise price of each replacement NF option is = to the exercise price of ea. GPT option divided by 1.0514 (rounded to the nearest whole cent).

3. All unvested options became fully vested upon completion of the Merger.

Remarks:

	By: Andy Occhino, Attorney in Fact For	10/01/2004
	** 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).
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