Related Party Transactions and Outside Related Director Information

Roslyn Bancorp, Inc. (Retired) (RSLN.X)

During 2002, Victor McCuaig, one of the Company's directors, was of counsel to the law firm of Farrell Fritz, P.C, which furnished the Bank with certain legal services. The fees paid by the Bank for these legal services were approximately $596,000.

On August 1, 2002, the Company and Mr. Tsimbinos entered into a consulting agreement whereby he is to provide professional advice and counsel to the Company in connection with its business for a term of three years. Under the terms of the agreement, the Company has agreed to pay Mr. Tsimbinos $250,000 per year and provide him with health insurance and other welfare benefits during the term of the agreement. Mr. Tsimbinos has agreed not to compete with the Company during the term of the agreement. The Company may terminate the agreement for just cause and in the event of a change of control of the Company, Mr. Tsimbinos would be entitled to receive the payments and benefits otherwise due him under the agreement for the balance of its term.