Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
LIPKIN GERALD H
   2. Issuer Name and Ticker or Trading Symbol
VALLEY NATIONAL BANCORP [VLY] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chairman, President and CEO
(Last)
(First)
(Middle)
1455 VALLEY ROAD		 3. Date of Earliest Transaction (Month/Day/Year)
01/31/2014
(Street)

WAYNE, NJ 07470-		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 01/31/2014   F   17,111 D $ 9.92 225,015 D  
Common Stock 01/31/2014   A   151,210 (1) A $ 0 376,225 D  
Common Stock               6,946 I Spouse - Roth IRA
Common Stock               324,760 I Wife
Common Stock (401k Plan) (2)               48 D  
Common Stock (Roth IRA)               68,889 D  
Common Stock (with Spouse)               154 D  

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)		 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		 6. Date Exercisable and Expiration Date
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option/NQ $ 11.91             11/15/2011 11/15/2020 Common Stock 44,016   44,016 D  
Stock Options $ 18.1             02/26/2005 02/26/2014 Common Stock 31,026   31,026 D  
Stock Options $ 18.13             02/08/2006 02/08/2015 Common Stock 29,551   29,551 D  
Stock Options $ 17.23             02/15/2007 02/15/2016 Common Stock 35,178   35,178 D  
Stock Options $ 19.36             02/13/2008 02/13/2017 Common Stock 46,904   46,904 D  
Stock Options $ 14.65             02/12/2009 02/12/2018 Common Stock 44,671   44,671 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
LIPKIN GERALD H
1455 VALLEY ROAD
WAYNE, NJ 07470-		   X     Chairman, President and CEO  

Signatures

 /s/ M. NASETTE ARANDA, AS ATTORNEY-IN-FACT   02/04/2014
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Restricted shares granted under the Valley National Bancorp 2009 Long Term Incentive Stock Plan. 75,605 of the shares are time-based with three-year equal vesting beginning at grant date. 75,605 of the shares are subject to performance-based vesting conditions over a three-year performance period, all of which may be forfeited in the event performance conditions are not satisfied.
(2) Holdings under the Valley 401K Plan has been updated to reflect reporting person's balance in the Plan.

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