ASTORIA FEDERAL SAVINGS AND LOAN ASSOCIATION
EMPLOYEE STOCK OWNERSHIP TRUST
LOAN AND SECURITY AGREEMENT
Astoria Financial Corporation
Lake Success, New York
November 18, 1993
The undersigned, Nationar, not individually but solely as Trustee under the Astoria Federal Savings and Loan
Association Employee Stock Ownership Trust (the "Trust") effective November 18, 1993 (the "Borrower"),
applies to you for your commitment, subject to all of the terms and conditions hereof and on the basis of the
representations hereinafter set forth, to make a loan available to the Borrower as hereinafter set forth. Astoria
Financial Corporation is hereinafter referred to as the "Lender". The term "Company" as used herein refers to
Astoria Federal Savings and Loan Association, as the sponsoring employer of the Astoria Federal Savings and
Loan Association Employee Stock Ownership Plan (the "ESOP").
SECTION ONE. THE TERM LOAN.
1.1 Amount and Terms. By its acceptance hereof the Lender agrees, subject to all of the terms and conditions
hereof and on the basis of the representations hereinafter set forth, to make a loan (the "Loan") of up to thirty-
three million, twenty-nine thousand, four hundred and twenty-five dollars ($33,029,425) (the "Commitment"),
such proceeds to be used by the Borrower entirely to acquire shares (the "Shares") of the common stock, par
value $.01 of Astoria Financial Corporation, a Delaware corporation.
The Loan is intended to be an "exempt loan" as described in Section 4975(d) of the Internal Revenue Code of
1986 (the "Code"), as defined in Section 54.4975-7(b) of the Treasury Regulations (the "Regulations"), as
Section 408(b)(3) of the Employee Retirement Income Security Act of 1974, as amended, ("ERISA") and as
described in Department of Labor Regulations Section 2550.408b-3 (collectively, the "Exempt Loan Rules").
1.2 The Note. The disbursement of the Loan pursuant to Section 1.1 hereof shall be made against and evidenced
by a promissory note of the