SecProbe.io

April 10, 2008

Mail Stop 4561  Mr. Joseph R. Ficalora Chairman, President, and Chief Executive Officer New York Community Bancorp, Inc.  615 Merrick Avenue Westbury, New York 11590
Re: New York Community Bancorp, Inc.
 Form 10-K for Fiscal Year Ended December 31, 2007
 Filed February 29, 2008  File Number: 001-31565
  Dear Mr. Ficalora:
 We have reviewed your filing and have the following comments.  Please be as
detailed as necessary in your explanation.  In our comments, we may ask you to provide
us with supplemental information so we ma y better understand your disclosure.  After
reviewing this information, we may or  may not raise additional comments.
  Please understand that the purpose of our re view process is to assist you in your
compliance with the applicable disclosure  requirements and to  enhance the overall
disclosure in your filing.  We look forward to  working with you in these respects.  We
welcome any questions you may have about our comments or any other aspect of our review.  Feel free to call us at the telephone numbers listed at the end of this letter.

Form 10-K, filed February 29, 2008

Consolidated Statements of Income  and Comprehensive Income, page 82

1. We note that during the year ended December 31, 2007 you recognized a gain of
$64.9M on the sale of bank-owned propertie s.  We also note the disclosures
provided in your Form 10-Q for th e period ended September 30, 2007, which
states that the property sold consisted of a building, which was obtained in the
acquisition of the Atlantic Bank of New York and previously served as the
headquarters for the Atlantic Bank division of the Commercial Bank.  Further

Mr. Joseph R. Ficalora
New York Community Bancorp, Inc.
April 10, 2008 Page 2
disclosure in your Form 10-Q for the pe riod ended September 30, 2007 states that
the fair value of this building was $34.7M  on the date of the acquisition and was
determined by an independent apprai sal. Please address the following:

• Tell us the entity who performed this appraisal, their qualifications, and the
date the appraisal was performed and provide a copy of the appraisal;
• Tell us the relationship of the entity pe rforming the appraisal with respect to
you and to Atlantic Bank of New York.  Please refer to paragraph 24(f) of
SFAS 57;
• Tell us your policy for reviewing valu ations received from independent
appraisals performed, whether any adjustme nts were made to the fair value of
this building and if so, the reasons for such adjustments; and
• Tell us how you considered the relative ly short period of time (14 months)
you held this building as compared to the gain recognized (187% of the
acquired fair value) in determining that  the initial fair value recorded on the
date of the acquisition was appropriate.
 2. As a related matter, we note your referen ces to the use of independent valuation
firm to value core deposit intangibles acquired (Note 3), to an independent appraisal used to value th e building acquired in the A tlantic Bank of New York,
and also to a firm specializing in provid ing securities prici ng services (Note 13)
for determining the fair value of your mo rtgage-related and other securities.
Please note that when you refer to an independent valuation sp ecialist you need to
disclose the name of the expert and, if your annual report is incorporated by reference into a Securities Act registrati on statement, include a consent for each
individual expert.  Please refer to Rule 436(b) of Regulation C.

Consolidated Statement of Cash Flows, page 84

3. We note that you have presented proceeds from the sale of loans of $823M as an
investing cash flow in your statemen t of cash flows for the period ended
December 31, 2007.  We also note from  your Form 10-Q for the period ended
September 30, 2007 that you sold $1.4B cons isting of one-to-four family and
home equity loans acquired from PennFed Financial Services, Inc. (PennFed) in
the quarter ended June 30, 2007.  Please te ll us whether the $823M in proceeds
received from the sale of loans are include d within the $1.4B of loan sales.  If so,
please tell us how you determined the clas sification of these loans as held for
investment rather than as loans held for sale considering that  the acquisition and
the sale of loans both occurred in the quarter ended June 30, 2007.  Please refer to paragraph 9 of SFAS 102.

Mr. Joseph R. Ficalora
New York Community Bancorp, Inc.
April 10, 2008 Page 3

Note 4: Securities, page 97

 4. We note your disclosure on page 102 th at in the second quarter of 2007, you
recorded a $57M loss on the other-than-temporary impairment of certain
available-for-sale mortgage-related securitie s.  We also note per review of your
Form 10-Q for the period ended Sept ember 30, 2007 that this other-than-
temporary loss related to $1.1B of securi ties for which you state the impairment
was recorded in accordance with the FASB Staff Position 115-1/124-1.  Please address the following:

• Clarify whether any of these sold securities were obtained from the
acquisition of PennFed.  Your disclosure only states that this impairment was recorded in connection with the repo sitioning of the balance sheet that
followed the acquisition of PennFed; and
• If any of these securities were obtaine d from the PennFed acquisition, tell us
how you considered the potential for an  other-than-temporary impairment in
the fair value determination of these secu rities as of the date of the acquisition
since both of these events occu rred within the same quarter.

  As appropriate, please respond to these co mments within 10 business days or tell
us when you will provide us with a response.  Pl ease furnish a cover letter that keys your
response to our comments and provides a ny requested supplemental information.
Detailed cover letters greatly facilitate our review.  Please understa nd that we may have
additional comments after reviewin g your response to our comments.

  We urge all persons who are responsi ble for the accuracy an d adequacy of the
disclosure in the filing review ed by the staff to be certain that they have provided all
information investors require for an inform ed decision.  Since the company and its
management are in possession of all facts re lating to a company’s disclosure, they are
responsible for the accuracy and adequacy of the disclosures they have made.
   In connection with responding to our comments, please provide, in writing, a statement from the company acknowledging that:
‚ the company is responsible for the adequacy  and accuracy of the disclosure in the
filing;
 ‚ staff comments or changes to disclosure  in response to staff comments do not
foreclose the Commission from taking any action with respect to the filing; and

Mr. Joseph R. Ficalora
New York Community Bancorp, Inc.  April 10, 2008 Page 4
  ‚ the company may not assert staff comme nts as a defense in any proceeding
initiated by the Commission or any person under the federal secu rities laws of the
United States.

In addition, please be advise d that the Division of Enfo rcement has access to all
information you provide to the staff of the Divi sion of Corporation Fi nance in our review
of your filing or in response to our comments on your filing.
You may contact John Spitz, Staff Accountant at (202) 551-3484, or me at (202)
551-3492, if you have questions regarding these comments.
Sincerely,

John P. Nolan Accounting Branch Chief