SecProbe.io

July 29, 2011
 Via E-mail

Thomas R. Cangemi Senior Executive Vice President
and Chief Financial Officer
New York Community Bancorp, Inc. 615 Merrick Avenue  Westbury, New York 11590
Re: New York Community Bancorp, Inc.
Form 10-K for the Fiscal Year Ended December 31, 2010 Filed March 1, 2011 Form 10-Q for the Quarter Ended March 31, 2011 Filed May 10, 2011 Form 8-K filed July 21, 2011
  File No. 001-31565

Dear Mr. Cangemi:
 We have reviewed your filings and have the following comments.  In some of our
comments, we may ask you to provide us with  information so we may better understand your
disclosure.

Please respond to this letter within ten business days by amending your filing, by
providing the requested information, or by advi sing us when you will provide the requested
response.  Where we have requested changes in  future filings, please include a draft of your
proposed disclosures that clearly identifies new or revised disclosu res.  If you do not believe our
comments apply to your facts and circumstances or  do not believe an amendment is appropriate,
please tell us why in your response.
 After reviewing any amendment to your filing and the information you provide in
response to these comments, including the draf t of your proposed disclosures, we may have
additional comments.               Form 10-K for Fiscal Year Ended December 31, 2010

 Item 6. Selected Financial Data, page 42

1. We note you present asset quality ratios ex cluding covered loans and covered OREO.
Please revise future filings to disclose, either  as an additional line item within the table or

 Thomas R. Cangemi New York Community Bancorp, Inc. July 29, 2011 Page 2

 in a footnote to the table, what the ratios for each period would be inclusive of covered
loans and covered OREO.
 Item 7. Management’s Discussion and Analysis

 Non-Covered Loans Held for Investment, page 49

2. We were unable to locate any disclosure relating to potential pr oblem loans you hold at
period end, including a description of the nature  and extent of such loans that are not
otherwise disclosed in your filing as non accrual loans, loans over 90-days and still
accruing or troubled debt restructurings.  Please revise future interim and annual filings to
provide this information or, alternatively if you do not hol d any potential problem loans
other than those in th e categories already disclosed, please clearly state that fact.  If you
do hold potential problem loans at any period en d that are not otherw ise disclosed, please
ensure your revised disclosure also specifi cally addresses any known information about
possible credit problems of the borrowers.  Re fer to Item III.C.2 of Industry Guide 3 for
guidance.
 Non-Covered Loans Held for Sale, page 58

3. We note from your disclosure that you regul arly sell loans to the GSEs and that you
provide customary representation and warrantie s to the GSEs in connection with these
sales.  Your disclosure also states that  as of December 31, 2010, you recorded a reserve
for $3.5 million related to poten tial losses from representati on and warranty obligations,
which represents a significant increase fr om your recorded reserve of $120,000 as of
December 31, 2009.   Please revise your future  filings to disclose that you have been
receiving repurchase requests from the GSEs  and describe your process for estimating
your exposure as a result of such claims.  Additionally, please clarify why you record
expense related to representations and wa rranty exposure as part of general and
administrative expense, instead of as an o ffset to mortgage banking income.  Finally,
given the significant increase in your reserve, and to the extent that  the volume of these
repurchase requests increase or your exposure co ntinues to increase, please revise your
disclosures in future filings to address each of the following:
 Provide a roll-forward of the reserve pres enting separate amounts for increases in
the reserve due to changes in estimate and new loan sales and decreases attributable to utilizatio ns/realization of losses.

 Include a discussion of the time period permitted to respond to the request, and
the ramifications of a non-timely response.
 Disclose the levels of unr esolved claims existing at the balance sheet date by
claimant.

 Thomas R. Cangemi New York Community Bancorp, Inc. July 29, 2011 Page 3

 Disclose, by claimant and loan type, th e amount of unpaid principal balance of
loan repurchase requests that were resolved during the period.

 Include a description of your met hodology and key assumptions used in
determining the repu rchase reserve.

 Provide qualitative discussion of any tre nds in claimant re quests or types of
provisions causing the repurchase requests.

 Disclose rejected claim succe ss rates by type of claimant.

 Discuss whether you have recourse back to any broker or mortgage company who
sold you the loan, and if so, the types of  actions, and success rates, of getting
reimbursed for the claim. Also discuss how this expectation is being factored into
the reserve obligation.
 4. We also note your disclosure that “there ma y be a range of reasonably possible losses in
excess of the estimated liability that cannot be estimated with confidence” because the
level of mortgage loan repurchase losses is dependent on a variety of  outside factors and
requires considerable management judgment.  We do not believe that the term “with
confidence” is consistent with the guidance in ASC 450.  Please either provide an estimated range of reasonably possible loss, or  provide disclosure that you are unable to
estimate the loss or range of possible loss without the qualifi er “with confidence”, along
with explicit factors as to w hy you are unable to provide an es timate.  We believe that as
time goes on and you have gained more experi ence in resolving the claims, you should be
able to provide an estimate of reasonabl y possible losses in excess of the estimated
liability.   Alternatively, if you believe the amount or range of reas onably possible losses
in excess of your accrual is not material to  your results of operations, financial condition
and statement of operations , please state that fact.
 Liquidity, Contractual Obligations and Off-Ba lance Sheet Commitments and Capital Position,
page 74

5. We note your disclosure that cash and cash e quivalents represented your most liquid asset
along with your disclosure of the amount of  cash and cash equivalents at December 31,
2010 and 2009.  Given the importance of liquidity  to your operations, please address in
more detail your additional (e.g. secondary) sour ces of liquidity such as liquid securities,
available borrowing capacity from the FHLB, et c.  Please also provide a similar type
disclosure for the Parent Company.    In providing this enhanced disclosure, please
consider including a summary tabular disclosure  of these amounts, by liquidity source, in
your Liquidity disclosure.

 Thomas R. Cangemi New York Community Bancorp, Inc. July 29, 2011 Page 4

 Item 7A.  Quantitative and Qualita tive Disclosures about Market Risk

 Interest Rate Sensitivity Analysis, page 93

6. We note your disclosure that your model inco rporates anticipated prepayments, including
anticipated calls on wholesale borrowings.  Please revise future filings to disclose the following:
 Disclose whether you perform an analysis  to validate your prepayment and call
assumptions.  If so, disclose what you do to validate these assumptions, how often
you do this and how successful you are at es timating prepayments as compared to
the actual prepayments for the period.
 Disclose more clearly how the re-pricing of loans to market rates affects your
prepayment assumptions.  For example, if loans were to re-price by 100 basis
points, disclose the impact this may have  on the assumed prepayment rate of your
loans.
 Discuss whether one of the large drivers of going from a negative one-year gap at
December 31, 2009 to a positive one-year ga p at December 31, 2010 was driven
in part by changes in prepayment assumptions.
 We note your disclosure that for loan s and mortgage-related securities,
prepayment rates were assumed to range up to 22% annually.  Please clarify the
range of assumptions used for each type  of asset and liability and consider
discussing a weighted average prepayme nt assumption if the range is wide.
 Item 8. Financial Statements

 Note 2: Summary of Significant Accounting Policies

 Loans, page 102

7. We note your disclosure on pages 50 thr ough 52 regarding prepayment penalties on
multi-family and CRE loans.  We also note your  disclosure on page 80 that the level of
prepayment penalty income will vary based on a number of factors and is difficult to
predict.  Please revise this footnote disclosure  in future filings to discuss in greater detail
your accounting treatment for prepayment penalty income and the assumptions that go into recognizing the amount, including any back-testing you perfor m to validate the
assumptions utilized.  For example, we note your disclosure on page 79 that an increase
in intermediate term-rates triggered an increase in refinancing activity, which in turn
prompted an increase in prepayment pe nalty income on your multi-family and CRE
loans.  Discuss the reasons why prepayment s would increase duri ng periods of rising

 Thomas R. Cangemi New York Community Bancorp, Inc. July 29, 2011 Page 5

 rates.   Further, please tell us the spec ific accounting guidance you rely on to support your
accounting policy.

8. We note your disclosure that you charge-off loans,  or portions of loans, in the period that
such loans are deemed uncollectible.  You st ate that collectability of the loan is
determined through an estimate of the fair value of the underlying collateral and/or
assessment of the financial condition and re payment capacity of the borrower.  Please
expand this disclosure to disc uss the time period that this assessment is typically made
after classifying the loan as impaired a nd obtaining an updated appraisal and making an
assessment of the borrower’s repayment capacit y.  As part of your revised disclosure,
please disclose whether there is a maximum past due time period that you would charge-
off a loan, or portion thereof.   Refer to ASC 310-10-50-11B(b) for guidance.

9. We note your disclosure on page 104 that you el ected to account for loans acquired in the
AmTrust and Desert Hills acquisitions in accordance with ASC 310-30.  Given that these acquired loans have experienced credit deteri oration subsequent to acquisition and more
deterioration could occur in the future, pl ease revise future filings to address the
following:

 Disclose your accounting po licy related to the allowance for loan losses on
covered loans.  Refer to ASC 310-10-50-11B for guidance.
 As applicable, disclose y our accounting policy related to impaired covered loans
and your policy related to recognition of  interest income and cash receipts on
these loans.  Further, please revise eith er here or in Note 6 to disclose the
quantitative information required by ASC 310-10-50-15(a) and 15(b), as
applicable.  Refer to ASC 310-10-50-18 for guidance.
Note 5: Loans, page 124

10. We note your disclosure on page 128 of the chan ges in the accretable yield for the year
ended December 31, 2010.  Please tell us and expa nd your disclosures in future filings to
discuss the items included with in the line item “reclassification from accretable yield.”
 Note 11: Intangible Assets, page 142

11. We note that you use valuation models to calculate the present value of estimated future
cash flows related to mortgage servicing right s (MSRs) that rely on various assumptions,
including prepayment speeds, discount rates,  refinance rates, weighted average life,
anticipated credit losses, etc.  Please revi se future filings to disclose the specific
assumptions used (or range of assumptions used) for each period presented for both your
residential and securitized MSRs .  Refer to ASC 860-50-50-2.

 Thomas R. Cangemi New York Community Bancorp, Inc. July 29, 2011 Page 6

 12. We note the roll forward of your MSR balances  from period to period presented on page
143.  Please revise this disclosure in future  filings to separately  present and quantify
changes in the fair value rela ted directly to changes in your  valuation assumptions, and to
the extent the factors are offsetting, you should separately note and quantify those
amounts.   Additionally, please tell us and di sclose in future filings whether you have
made any assumptions regarding higher servic ing costs, and if s o, please quantify the
amounts and disclose the specific periods  the assumption changes were made.
 Note 19: Segment Reporting, page 163

13. You disclose on page 163 that capital is allocated to each segment, and the allocations are
made to cover credit risk, liquid ity risk, interest rate risk, option risk, basis risk, market
risk and operational risk.  You also state that  capital assignments are not equivalent to
regulatory capital guidelines and the total amount assigned to both segments typically
varies from consolidated stockholders’ equity.   Please tell us how much the total capital
allocations vary from consolidated share holders’ equity and whether the amounts are
typically higher or lower than consolidated  shareholders’ equity.  Please also clarify
whether these capital a llocations to your segments serv e as the carrying value of your
reporting units for purposes of your goodwill impairment tests, and if so, how you
considered the fact that the total carrying values of your segments’ capital may be in
excess or lower than total stockholders’ equity and thus may impact the goodwill
impairment test performed for your banking operations.
  Form 10-Q for the Quarter Ended March 31, 2011

 Note 4: Loans, page 15

14. We note that certain of your loan disclosures,  such as the past due  statistics and credit
quality indicators, do not appear to be pres ented for prior periods  (December 31, 2010) as
required by ASU 2010-20.  Please ad vise, or revise future fili ngs to present comparative
disclosures for these and all other disclosures required by ASU 2010-20.
 Note 10: Fair Value Measurements, page 25

 Assets Measured at Fair Value on a Non-Recurring Basis, page 30

15. We note your disclosure that certain impai red loans totaling $222.0 million at March 31,
2011 were determined using various valuati on techniques, includi ng consideration of
appraised values and other per tinent real estate market data .  Please clarify whether you
only include impaired loans that have been measured using appraised values as a non-
recurring fair value measurement, and thus w ould exclude loans that have been measured
for impairment based on the present value of expected cash flows in this amount.

 Thomas R. Cangemi New York Community Bancorp, Inc. July 29, 2011 Page 7

 Additionally, please clarif y how this amount interacts, if at  all, with the impaired loan
disclosures on page 21.  For example, pl ease tell us whether the $222.0 million of
impaired loans would be classified as pa rt of the impaired loans with no related
allowance disclosure since you would charge-o ff any amount in excess of the collateral
value less cost to sell.
 Asset Quality:  Non-Covered Loans and Non- Covered Other Real Estate Owned, page 52

16. We note your discussion on pages 53 and 61 a bout changes in the non-performing loan
balances between December 31, 2010 and March 31, 2011, and the significant movements in the balances due to new transfers to non-performing loans, loan
dispositions, and other activity.  Please revise your future fili ngs to provide a roll forward
of non-performing loans, preferably by loan class.  This disclosu re should include the
balance at the beginning of the period, th e amount of loans that became non-performing
during the period, loans that were transferred to performing s