Item 5.07. Submission of Matters to a Vote of Security Holders.

The Annual Meeting of Shareholders (the "Meeting") of Astoria Financial Corporation (the "Company") was held on May 16, 2012. As of the record date, there were a total of 98,442,461 shares of common stock outstanding and entitled to vote at the Meeting. At the Meeting 93,195,623 shares of common stock were represented in person or by proxy, therefore a quorum was present. The following proposals were submitted by the Board of Directors to a vote of security holders and the final results of the voting on each proposal is noted below.

Proposal 1 - Election of Directors

The following three directors were nominated to serve for three-year terms expiring at the annual meeting of shareholders to be held in 2015, or when their successors are otherwise duly elected and qualified. The three directors having received the requisite vote of a plurality of the shares represented in person or by proxy and entitled to vote, as indicated below, were elected to serve as directors of the Company.

Directors Votes For Withheld Abstain Broker Non-Votes Denis J. Connors 67,397,421 16,996,549 0 8,801,653 Gerard C. Keegan 75,552,943 8,841,027 0 8,801,653 Monte N. Redman 77,751,403 6,642,567 0 8,801,653

Proposal 2 - Approval, on a non-binding basis, of the compensation of the Company's named executive officers.

The non-binding vote to approve the compensation of the Company's named executive officers was approved by the requisite vote of a majority of the shares represented in person or by proxy and entitled to vote, as indicated below.

Votes For Votes Against Abstain Broker Non-Votes 59,291,007 23,387,708 1,715,255 8,801,653

Proposal 3 - The ratification of the appointment of KPMG LLP as the Company's independent registered public accounting firm.

The ratification of the appointment of KPMG LLP as the independent registered public accounting firm for the Company for the fiscal year ending December 31, 2012 was approved by the requisite vote of a majority of the shares represented in person or by proxy and entitled to vote, as indicated below.

Votes For Votes Against Abstain Broker Non-Votes 87,535,255 4,208,752 1,451,616 0

signature

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 hereunto duly authorized.

ASTORIA FINANCIAL CORPORATION

By: /s/ Peter J. Cunningham
Peter J. Cunningham
First Vice President and
Director of Investor Relations

Dated: May 17, 2012