Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(e) On December 31, 2012, Clifton Savings Bancorp, Inc. (the "Company") and its wholly owned subsidiary, Clifton Savings Bank (the "Bank") entered into an employment agreement Christine R. Piano, the Chief Financial Officer and Treasurer of the Company and the Executive Vice President and Chief Financial Officer of the Bank. In addition, on December 31, 2012, the Bank entered into employment agreements with each of Bart D'Ambra, the Executive Vice President and Chief Operating Officer of the Bank and Stephen Hoogerhyde, the Executive Vice President and Chief Lending Officer of the Bank. Each employment agreement provides for a three-year term. The term of Ms. Piano's employment agreement with the Company automatically extends to a three-year term each day until one party gives the other party notice of its intent not to renew the agreement, at which time the term of the agreement becomes fixed at three years. The Board of Directors of the Bank may extend the terms of the employment agreements with the Bank annually.

Under their respective employment agreements, Ms. Piano's current base salary is $171,000, Mr. D'Ambra's current base salary is $151,500 and Mr. Hoogerhydge's current base salary is $156,500. The employment agreements provide for, among other things, participation in stock-based benefit plans and fringe benefits applicable to Ms. Piano and Messrs. D'Ambra and Hoogerhyde. The agreements also provide for certain payments to Ms. Piano and Messrs. D'Ambra and Hoogerhyde following their termination of employment due to a change in control, their death, disability, or upon termination without just cause (as defined in each agreement).

Pursuant to the terms of each employment agreements, the Bank or the Company, as applicable, will pay or reimburse Ms. Piano and Messrs. D'Ambra and Hoogerhyde for all reasonable costs and legal fees paid or incurred by the executives in any dispute or question of interpretation relating to the employment agreement if the executive is successful on the merits in a legal judgment, arbitration or settlement. The employment agreements also provide that the Bank and the Company, as applicable, will indemnify Ms. Piano and Messrs. D'Ambra and Hoogerhyde to the fullest extent legally allowable. In addition, the agreements provide that, except in the event of a change in control, Ms. Piano and Messrs. D'Ambra and Hoogerhyde are subject to a one-year non-compete clause in the event their employment is terminated.

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