SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C.  20549
                        -----------------
                           FORM 10-K/A

(Mark One)
   [X]    ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF THE
               SECURITIES EXCHANGE ACT OF 1934 (FEE REQUIRED)
               For the fiscal year ended December 31, 1995

   [ ]    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
          SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED)
               For the transition period from __________ to __________

                  Commission File Number 0-11179

                     -----------------------

                     VALLEY NATIONAL BANCORP
     (Exact name of registrant as specified in its charter)

            New Jersey                             22-2477875
   (State of other jurisdiction of              (I.R.S. Employer
   incorporation or organization)                Identification No.)
           
          1455 Valley Road
          Wayne, New Jersey                          07474
(Address of principal executive office)            (Zip code)

                          201-305-8800
      (Registrant's telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:  None

   Securities registered pursuant to Section 12(g) of the Act:

Title of each class       Name of each exchange on which registered
Common Stock, no par value      New York Stock Exchange, Inc.


Indicate by check mark whether the Registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months (or
such shorter period that the Registrant was required to file such
reports), and (2) has been subject to such filing requirements for
the past 90 days.
                         Yes X     No   

Indicate by check mark if disclosure of delinquent filers pursuant
to Item 405 of Regulation S-K is not contained herein, and will not
be contained, to the best of Registrant's knowledge, in definitive
proxy or information statements incorporated by reference in Part
III of this Form 10-K or any amendment to this Form 10-K. [ ]

The aggregate market value of the voting stock held by non-
affiliates of the Registrant was approximately $831,051,000 on
January 31, 1996.

There were 35,713,374 shares of Common Stock outstanding at January
31, 1996.








                          INTRODUCTION

This Form 10-K/A amends the Company's Annual Report on Form 10-K,
filed on February 29, 1996.  This amendment reflects a change in
the previously filed Consent of KPMG Peat Marwick LLP as required
by Item 14(c) of Form 10-K.

Item 14.  Exhibits, Financial Statement Schedules and Reports on
               Form 8-K

     (c)  Exhibits

               (23)  Consents of Experts and Counsel

                               Consent of KPMG Peat Marwick LLP









                           SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of
1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned thereunto duly authorized.

                              VALLEY NATIONAL BANCORP


Dated:  March 7, 1996         By: /s/Alan D. Eskow
                                  Alan D. Eskow
                                  Senior Vice President and
                                  Principal Accounting Officer



                                  INDEX TO EXHIBITS


Exhibit No.           Description

    23                Consent of KPMG Peat Marwick LLP





 23


                  INDEPENDENT AUDITORS' CONSENT

The Board of Directors
Valley National Bancorp:

We consent to incorporation by reference in the Registration
Statements No. 33-52809 and No. 33-56933 on Forms S-8 and the
Registration Statement No. 33-36585 on Form S-3 of Valley National
Bancorp of our report dated January 17, 1996, relating to the
consolidated statements of financial condition of Valley National
Bancorp and subsidiaries as of December 31, 1995 and 1994 and the
related consolidated statements of income, changes in shareholders'
equity, and cash flows for each of the years in the three-year
period ended December 31, 1995, which report appears in the
December 31, 1995 Annual Report on Form 10-K of Valley National
Bancorp.  We did not audit the consolidated statement of Lakeland
First Financial Group for the year ended December 31, 1993 which
statement reflects total net interest income constituting 13% of
the related consolidated total.  That statement was audited by
other auditors whose report has been furnished to us, and our
opinion, insofar as it relates to the amounts included for Lakeland
First Financial Group, is based solely on the report of the other
auditors.

Our report refers to a change in accounting for investments in debt
and equity securities in 1994 and accounting for income taxes in 
1993.



                                   KPMG Peat Marwick LLP

Short Hills, New Jersey
February 27, 1996