Forward Looking Statements

This Quarterly Report contains certain "forward looking statements" within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Such forward looking statements may be identified by reference to a future period or periods, or by use of forward looking terminology, such as "may," "will," "believe," 'expect," "estimate," 'anticipate," "continue," or similar terms or variations on those terms, or the negative of those terms. Forward looking statements are subject to numerous risks and uncertainties, including, but not limited to, those related to the economic environment, particularly in the market areas in which Oritani Financial Corp. (the "Company") operates, competitive products and pricing, fiscal and monetary policies of the U.S. Government, changes in government regulations affecting financial institutions, including regulatory fees and capital requirements, changes in prevailing interest rates, acquisitions and the integration of acquired businesses, credit risk management, asset-liability management, the financial and securities markets and the availability of and costs associated with sources of liquidity.

The Company wishes to caution readers not to place undue reliance on any such forward looking statements, which speak only as of the date made. The Company wishes to advise readers that the factors listed above could affect the Company's financial performance and could cause the Company's actual results for future periods to differ materially from any opinions or statements expressed with respect to future periods in any current statements. The Company does not undertake and specifically declines any obligation to publicly release the results of any revisions, which may be made to any forward looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events.

Executive Summary

Oritani Financial Corp. is the federally chartered mid-tier stock holding company of Oritani Bank. Oritani Financial Corp. owns 100% of the outstanding shares of common stock of Oritani Bank. Since being formed in 1998, Oritani Financial Corp. has engaged primarily in the business of holding the common stock of Oritani Bank and two limited liability companies that own a variety of real estate investments. In addition, Oritani Financial Corp. has engaged in limited lending to the real estate investment properties in which (either directly or through one of its subsidiaries) Oritani Financial Corp. has an ownership interest. Oritani Bank's principal business consists of attracting retail and commercial bank deposits from the general public and investing those deposits, together with funds generated from operations, in multi-family and commercial real estate loans, one- to four-family residential mortgage loans as well as in second mortgage and equity loans, construction loans, business loans, other consumer loans, and investment securities. We originate loans primarily for investment and hold such loans in our portfolio. Occasionally, we will also enter into loan participations. Our primary sources of funds are deposits, borrowings and principal and interest payments on loans and securities. Our revenues are derived principally from interest on loans and securities as well as our investments in real estate and real estate joint ventures. We also generate revenues from fees and service charges and other income. Our results of operations depend primarily on our net interest income which is the difference between the interest we earn on interest-earning assets and the interest paid on our interest-bearing liabilities. Our net interest income is primarily affected by the market interest rate environment, the shape of the U.S. Treasury yield curve, the timing of the placement of interest-earning assets and interest-bearing liabilities, and the prepayment rate on our mortgage-related assets. Other factors that may affect our results of operations are general and local economic and competitive conditions, government policies and actions of regulatory authorities.

Our business strategy is to operate as a well-capitalized and profitable financial institution dedicated to providing exceptional personal service to our individual and business customers. Our primary focus has been, and will continue to be, growth in multi-family and commercial real estate lending. We do not originate or purchase sub-prime loans, and our loan portfolio does not include any such loans.

Comparison of Financial Condition at December 31, 2008 and June 30, 2008

Balance Sheet Summary

Total Assets. Total assets increased $211.8 million, or 14.7%, to $1.66 billion at December 31, 2008, from $1.44 billion at June 30, 2008. The increase was primarily in loans and was funded through increased deposits and borrowings.

Net Loans. Net Loans increased $196.3 million, or 19.5%, to $1.20 billion at December 31, 2008, from $1.01 billion at June 30, 2008. The Company continued its emphasis on loan originations, particularly multi-family and commercial real estate loans. Loan originations and purchases totaled $266.4 million for the six months ended December 31, 2008 and totaled $477.2 million for the twelve months ended December 31, 2008.

The allowance for loan losses increased $5.4 million to $18.9 million at December 31, 2008 from $13.5 million at June 30, 2008. There were no recoveries or charge-offs during the period. A component of the increased provision in the 2008 period was loan growth. Loans, net increased $196.3 million over the six months ended December 31, 2008, versus growth of $107.3 million over the comparable 2007 period. The delinquency and nonaccrual totals, however, also had a considerable impact on the provision for loan losses.

Delinquency Totals (in thousands)
                                  12/31/08       09/30/08       06/30/08       03/31/08       12/31/07
30 - 59 days past due            $    4,979     $   16,624     $   25,367     $   23,531     $      343
60 - 89 days past due                 5,942          1,381             18         14,034              -
90+ days past due and accruing            -              -              -              -              -
Nonaccrual                           44,067         25,337         14,211            384              -
Total                            $   54,988     $   43,342     $   39,596     $   37,949     $      343

The level and magnitude of the delinquent loan total have increased since the last quarter. The Company has maintained a very aggressive posture toward delinquent borrowers. The Company has commenced legal action against virtually all borrowers who are more than 45 days delinquent. The Company has refused to extend the maturity date of any construction loan, even if the interest payments are current, unless the borrower agrees to reduce the Company's exposure and agrees to a monetary penalty if the loan is not paid in full on or before the new maturity date. The nonaccrual total at December 31, 2008 includes loans that are less than 90 days delinquent. The Company has classified these loans as nonaccrual as the borrowers are having difficulty making contractual payments and it is considered probable that the loan will become 90 days delinquent.

The nonaccrual total of $44.1 million at December 31, 2008 includes all of the loans ($25.3 million) that were classified as nonaccrual at September 30, 2008. These loans have been discussed in prior public releases. Two of these loans are to one borrower and totaled $17.4 million at September 30, 2008. The loans are secured by a condominium construction project and raw land with all building approvals, both of which are in Northern New Jersey. Oritani has been working with the borrower. The construction of the condominium project is virtually complete and the individual unit sales process has commenced. As of December 31, 2008, the total outstanding on these loans was $18.3 million. These two loans were considered impaired as of December 31, 2008. In accordance with the results of the Company's Statement of Financial Accounting Standards #114 ("FAS 114") impairment analyses, a specific reserve of $4.2 million has been recorded against one of these loans. No reserve was required for the other loan as the loan is considered to be well collateralized. The borrower for these loans recently filed for Chapter 11 bankruptcy protection. In the filing, the borrower named Oritani Bank as his largest creditor with a balance owed of $20 million. This $20 million amount pertains to the two loans described above. Delinquent interest and other amounts due on the loans bring the total owed by the borrower to approximately the amount noted on his filing. These two loans have been reported as delinquent by Oritani since March 31, 2008; and they have been classified as impaired and placed on nonaccrual since June 30, 2008. It is not anticipated that the bankruptcy filing will have a material impact on the completion of the project or the individual unit sales process. No additional reserves are considered necessary at this time due to the bankruptcy filing. The other significant component of nonaccrual loans at September 30, 2008 was a $7.9 million loan secured by a retail mall in Northern New Jersey. This borrower had two other loans that were not delinquent at September 30, 2008. These loans totaled $10.2 million and are secured by a golf course in Bergen County, New Jersey. All three of these loans were classified as nonaccrual and impaired, in accordance with FAS114, at December 31, 2008. Oritani is in litigation with this borrower, foreclosure proceedings have commenced and a rent receiver has been placed in control of the operations of these properties. Net cash generated will be forwarded from the rent receiver to Oritani. In accordance with the results of the impairment analyses, no reserve was required for these loans as they were considered to be well collateralized. The other significant portions of the nonaccrual total at December 31, 2008 were three loans to one borrower that totaled $6.6 million. These loans were secured by various warehouse properties in Rockland and Westchester counties, New York. All three of these loans were classified as nonaccrual and impaired, in accordance with FAS 114, at December 31, 2008. Oritani is in litigation with this borrower, foreclosure proceedings have commenced and we are attempting to have a rent receiver appointed by the court. In accordance with the results of the impairment analyses, no reserves were required as the loans were considered to be well collateralized.

Mortgage-Backed Securities Held to Maturity. Mortgage-backed securities held to maturity decreased $19.7 million, or 12.0%, to $144.2 million at December 31, 2008 from $164.0 million at June 30, 2008. This decrease was due to principal repayments received on this portfolio.

Federal Home Loan Bank of New York ("FHLB-NY") Stock. FHLB-NY stock increased $2.6 million, or 12.1%, to $24.2 million at December 31, 2008, from $21.5 million at June 30, 2008. Additional purchases of this stock were required due to additional advances obtained from FHLB-NY.

Real Estate Held for Investment. Real estate held for investment decreased $2.3 million, or 63.3%, to $1.4 million at December 31, 2008, from $3.7 million at June 30, 2008. This decrease was due to the completion of construction of the Emerson de novo branch location during the quarter and the subsequent transfer of the property to office properties and equipment.

Office Properties and Equipment, net. Office properties and equipment increased $4.2 million, or 45.9%. to $13.5 million at December 31, 2008, from $9.3 million at June 30, 2008. This increase is due to the opening of two de novo branch locations, one of which was previously classified as real estate held for investment while in the construction phase.

Deposits. Deposits increased $181.0 million, or 25.9%, to $879.9 million at December 31, 2008, from $698.9 million at June 30, 2008. Deposits increased $126.7 million over the quarter ended December 31, 2008. The Bank has implemented several initiatives designed to achieve deposit growth. Two new branch locations have recently been opened. Strong deposit growth remains a strategic objective of the Company.

Borrowings. Borrowings increased $57.8 million, or 13.3%, to $491.5 million at December 31, 2008, from $433.7 million at June 30, 2008. The Company committed to various long term advances from the FHLB-NY over the period.

Stockholders' Equity. Stockholders' equity decreased $31.6 million, or 11.3%, to $247.4 million at December 31, 2008, from $279.0 million at June 30, 2008. On November 21, 2008, the Company announced the completion of its second 10% repurchase program as well as a third (1,061,098 shares) 10% repurchase program. As of December 31, 2008, the Company had repurchased a total of 2,728,100 shares at a total cost of $44.1 million and an average cost of $16.18 per share. Through January 28, 2009, the Company had repurchased a total of 2,988,100 shares at a total cost of $48.2 million and an average cost of $16.16 per share.

Average Balance Sheets for the Three Months and Six Months Ended December 31, 2008 and 2007

The following table presents certain information regarding Oritani Financial Corp.'s financial condition and net interest income for the three and six months ended December 31, 2008 and 2007. The table presents the annualized average yield on interest-earning assets and the annualized average cost of interest-bearing liabilities. We derived the yields and costs by dividing annualized income or expense by the average balance of interest-earning assets and interest-bearing liabilities, respectively, for the periods shown. We derived average balances from daily balances over the periods indicated. Interest income includes fees that we consider adjustments to yields.

                                                    Oritani Financial Corp and Subsidiaries
                                               Average Balance Sheetand Yield / Rate Information
                                                     Forthe Three Months Ended (unaudited)
                                        December31,2008                               December 31, 2007
                             Average         Interest       Average         Average         Interest       Average
                           Outstanding       Earned/         Yield/       Outstanding       Earned/         Yield/
                             Balance           Paid           Rate          Balance           Paid           Rate
                                                            (Dollars in thousands)

Interest-earning assets:
Loans                      $  1,177,756     $   17,956           6.10 %   $    828,350     $   13,472           6.51 %
Securities held to
maturity                         25,264            211           3.34 %         19,003            314           6.61 %
Securities available for
sale                             35,884            404           4.50 %         41,038            543           5.29 %
Mortgage backed
securities held to
maturity                        148,392          1,475           3.98 %        202,320          1,932           3.82 %
Mortgage backed
securities available for
sale                            147,768          1,816           4.92 %         91,660          1,231           5.37 %
Federal funds sold and
short term investments              284              0           0.00 %         19,174            230           4.80 %
Total interest-earning
assets                        1,535,348         21,862           5.70 %      1,201,545         17,722           5.90 %
Non-interest-earning
assets                           79,430                                         65,065
Total assets               $  1,614,778                                   $  1,266,610

Interest-bearing
liabilities:
Savings deposits                142,698            522           1.46 %        152,589            649           1.70 %
Money market                     78,169            602           3.08 %         42,638            440           4.13 %
NOW accounts                     76,488            161           0.84 %         72,224            219           1.21 %
Time deposits                   515,954          4,792           3.72 %        416,865          4,919           4.72 %
Total deposits                  813,309          6,077           2.99 %        684,316          6,227           3.64 %
Borrowings                      516,039          5,092           3.95 %        278,225          3,098           4.45 %
Total interest-bearing
liabilities                   1,329,348         11,169           3.36 %        962,541          9,325           3.88 %
Non-interest-bearing
liabilities                      31,969                                         25,907
Total liabilities             1,361,317                                        988,448
Stockholders' equity            253,461                                        278,162
Total liabilities and
stockholders' equity       $  1,614,778                                   $  1,266,610

Net interest income                         $   10,693                                     $    8,397
Net interest rate spread
(1)                                                              2.34 %                                         2.02 %
Net interest-earning
assets (2)                 $    206,000                                   $    239,004
Net interest margin (3)                                          2.79 %                                         2.80 %
Average of
interest-earning assets
to interest-bearing
liabilities                                                      1.15 X                                         1.25 X

(1) Net interest rate spread represents the difference between the yield on average interest-earning assets and the cost of average interest-bearing liabilities.

(2) Net interest-earning assets represents total interest-earning assets less total interest-bearing liabilities.

(3) Net interest margin represents net interest income divided by average total interest-earning assets.

                    Oritani Financial Corp. and Subsidiaries

                                                   Oritani Financial Corp. and Subsidiaries
                                               Average Balance Sheet and Yield/Rate Information
                                                     For the Six Months Ended (unaudited)
                                       December 31, 2008                              December 31, 2007
                             Average         Interest       Average         Average         Interest       Average
                           Outstanding       Earned/         Yield/       Outstanding       Earned/         Yield/
                             Balance           Paid           Rate          Balance           Paid           Rate
                                                            (Dollars in thousands)

Interest-earning assets:
Loans                      $  1,123,438     $   34,645           6.17 %   $    802,339     $   26,244           6.54 %
Securities held to
maturity                         24,646            535           4.34 %         18,092            585           6.47 %
Securities available for
sale                             29,035            633           4.36 %         39,252          1,045           5.32 %
Mortgage backed
securities held to
maturity                        153,587          3,032           3.95 %        206,130          3,979           3.86 %
Mortgage backed
securities available for
sale                            149,065          3,673           4.93 %         68,817          1,862           5.41 %
Federal funds sold and
short term investments              258              1           0.78 %         40,064          1,050           5.24 %
Total interest-earning
assets                        1,480,029         42,519           5.75 %      1,174,694         34,765           5.92 %
Non-interest-earning
assets                           77,036                                         66,954
Total assets               $  1,557,065                                   $  1,241,648

Interest-bearing
liabilities:
Savings deposits                144,709          1,069           1.48 %        154,183          1,298           1.68 %
Money market                     70,882          1,076           3.04 %         42,036            877           4.17 %
NOW accounts                     75,084            323           0.86 %         73,321            437           1.19 %
Time deposits                   470,220          8,648           3.68 %        419,391          9,909           4.73 %
Total deposits                  760,895         11,116           2.92 %        688,931         12,521           3.63 %
Borrowings                      502,393          9,940           3.96 %        250,203          5,562           4.45 %
Total interest-bearing
liabilities                   1,263,288         21,056           3.33 %        939,134         18,083           3.85 %
Non-interest-bearing
liabilities                      32,051                                         26,660
Total liabilities             1,295,339                                        965,794
Stockholders' equity            261,726                                        275,854
Total liabilities and
stockholder's equity       $  1,557,065                                   $  1,241,648

Net interest income                         $   21,463                                     $   16,682
Net interest rate spread
(1)                                                              2.42 %                                         2.07 %
Net interest-earning
assets (2)                 $    216,741                                   $    235,560
Net interest margin (3)                                          2.90 %                                         2.84 %
Average of
interest-earning assets
to interest-bearing
liabilities                                                      1.17 X                                         1.25 X

(1) Net interest rate spread represents the difference between the yield on average interest-earning assets and the cost of average interest-bearing liabilities.

(2) Net interest-earning assets represents total interest-earning assets less total interest-bearing liabilities.

(3) Net interest margin represents net interest income divided by average total interest-earning assets.

Comparison of Operating Results for the Three Months Ended December 31, 2008 and 2007.

Net Income. Net income decreased $2.2 million to $39,000 for the quarter ended December 31, 2008, from net income of $2.2 million for the corresponding 2007 quarter. This decrease was primarily due to increased provision for loan losses and an impairment charge related to equity investments, as well as increased compensation expense, partially offset by increased net interest income.

Total Interest Income. Total interest income increased by $4.1 million or 23.4%, to $21.8 million for the three months ended December 31, 2008, from $17.7 million for the three months ended December 31, 2007. The largest increase occurred in interest on loans, which increased $4.5 million or 33.3%, to $18.0 million for the three months ended December 31, 2008, from $13.5 million for the three months ended December 31, 2007. Over that same period, the average balance of loans increased $349.4 million and the yield on the portfolio decreased 41 basis points. Interest on the investment related captions of securities held to maturity ("HTM"), securities available for sale ("AFS") and mortgage-backed securities ("MBS") HTM decreased by $699,000, or 25.1%, to $2.1 million for the three months ended December 31, 2008, from $2.8 million for the three months ended December 31, 2007. The combined average balances of these portfolios decreased $52.8 million over the period while the combined average yield decreased 26 basis points. The Company has focused on loan originations and investment activity has been concentrated on the MBS AFS portfolio. Interest on mortgage-backed securities available for sale ("MBS AFS") increased by $585,000 to $1.8 million for the three months ended December 31, 2008, from $1.2 million for the three months ended December 31, 2007. The average balance of MBS AFS increased $56.1 million and the yield on the portfolio decreased 45 basis points over that same period. There was minimal interest income on federal funds sold and short term investments over the three months ended December 31, 2008. This portfolio has been redeployed into loans and MBS AFS. The average balance of this portfolio decreased $18.9 million over the period.

Total Interest Expense. Total interest expense increased by $1.8 million, or 19.8%, to $11.2 million for the three months ended December 31, 2008, from $9.3 million for the three months ended December 31, 2007. Interest expense on deposits decreased by $150,000, or 2.4%, to $6.1 million for the three months ended December 31, 2008, from $6.2 million for the three months ended December 31, 2007. The average balance of deposits increased $129.0 million and the average cost of these funds decreased 65 basis points over the period. Market interest rates allowed the Bank to reprice many maturing time deposits at lower rates, decreasing the cost of funds. The interest rate environment also allowed the Company to decrease interest rates on borrowings while significantly increasing balances. Interest expense on borrowings increased by $2.0 million to $5.1 million for the three months ended December 31, 2008, from $3.1 million for the three months ended December 31, 2007. The average balance of borrowings increased $237.8 million and the cost decreased 50 basis points over the period. The increase in the average balance was necessary to fund asset growth.

Net Interest Income Before Provision for Loan Losses. Net interest income increased by $2.3 million, or 27.3%, to $10.7 million for the three months ended December 31, 2008, from $8.4 million for the three months ended December 31, 2007. The Company's net interest rate spread increased to 2.34% for the three months ended December 31, 2008, from 2.02% for the three months ended December 31, 2007. However, the Company's net interest margin decreased to 2.79% for the three months ended December 31, 2008, from 2.80% for the three months ended December 31, 2007. The Company's net interest rate spread and net interest margin were hindered in the 2008 period due to nonaccrual loans. The Company's net interest income was reduced by $913,000 for the three months ended December 31, 2008 due to the impact of nonaccrual loans. On a linked quarter comparison, the Company's net interest rate spread decreased 16 basis points to 2.34% from 2.50% for the three months ended September 30, 2008 and the Company's net interest margin decreased 23 basis points to 2.79% from 3.02% for the three months ended September 30, 2008. The Company's net interest income was reduced by $457,000 for the three months ended September 30, 2008 due to the impact of nonaccrual loans.

. . .