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^*

BUTKOVICH RONALD J

(Last)

(First)

(Middle)

WEST 80 CENTURY ROAD

(Street)

PARAMUS

07652

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
HUDSON CITY BANCORP INC [ HCBK ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Senior Vice President

3. Date of Earliest Transaction (Month/Day/Year)
01/23/2006

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, par value $0.01 per share	01/23/2006		I		3,001	A	$12.34	3,001	I	by PIB⁽⁴⁾
Common Stock, par value $0.01 per share								178,240⁽¹⁾	D
Common Stock, par value $0.01 per share								300	I	By daughter
Common Stock, par value $0.01 per share								128,240⁽¹⁾	D⁽²⁾

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)
Stock Option (Right to Buy)⁽¹⁾	$10.33							⁽³⁾	04/14/2014	Common Stock	320,600		320,600⁽¹⁾	D

Explanation of Responses:

1. On June 7, 2005, the common stock of Hudson City Bancorp, Inc. split 3.206-for-1, resulting in the reporting person's acquisition of 2.206 additional shares of common stock for each share owned as of June 6, 2005 less fractional shares cashed-out. The number of shares and stock options reported have been adjusted to reflect the 3.206-for-1 stock split.

2. Award to reporting person of 80,000 shares of common stock pursuant to the Hudson City Bancorp, Inc. 2004 Employment Inducement Stock Plan, which was approved by the independent directors of Hudson City Bancorp, Inc., effective April 15, 2004. On each of April 20, 2004 and 2005, 20,000 shares vested and became directly owned by the reporting person. The additional shares awarded were adjusted to reflect a 3.206-for-1 stock split on June 7, 2005 and 64,120 shares will vest and become directly owned by the reporting person on each of April 20, 2006 and 2007. Such shares are subject to legend until vested.

3. Grant to reporting person of options to buy 100,000 shares of common stock pursuant to the Hudson City Bancorp, Inc. 2004 Employment Inducement Stock Plan, which was approved by the independent directors of Hudson City Bancorp, Inc., effective April 15, 2004. On January 13, 2005, 20,000 options vested and became exercisable by the reporting person. The options awarded were adjusted to reflect a 3.206-for-1 stock split on June 7, 2005 and 64,120 options vested and became exercisable on January 13, 2006. The remaining options will vest and become exercisable at a rate of 64,120 on each of January 13, 2007, 2008 and 2009..

4. The reporting person holds the shares through the Hudson City Savings Bank's Profit Incentive Bonus Plan at January 23, 2006.

Remarks:

	Louis J. Beierle, Attorney-in-fact	01/25/2006
	** 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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